Item 5.07. Submission of Matters to a Vote of Security Holders.

MGE Energy's Annual Meeting of Shareholders was held on May 16, 2023. The results of voting on each of the matters submitted to a vote of security holders during the annual meeting were as follows:

1.

Election of three Class I Directors with terms of office expiring at the 2026 annual meeting of shareholders.



                    For Votes    Withhold Votes   Broker Non-Votes

James G. Berbee 20,224,507 3,291,044 4,731,134 Londa J. Dewey 20,262,340 3,253,211 4,731,134 Thomas R. Stolper 19,231,075 4,284,476 4,731,134





No votes were cast for any other nominee. The directors continuing in office
are:

Class II Directors   Class III Directors
Term Expires 2024     Term Expires 2025
Marcia M. Anderson     Mark D. Bugher
Jeffrey M. Keebler     James L. Possin
  Gary J. Wolter        Noble L. Wray




2.

Ratification of selection of PricewaterhouseCoopers LLP to serve as MGE Energy's independent registered public accounting firm for the year 2023.



For Votes    Against Votes   Abstained   Broker Non-Votes
27,308,486      670,711       267,488           0

As described in the Proxy Statement, the votes "For" must exceed the votes cast "Against" at the meeting in order to ratify the selection of the auditors. Abstentions do not have any effect. Below are the percentages of the votes cast either "For" or "Against" ratification of PricewaterhouseCoopers LLP for the fiscal year 2023.



For   Against
98%     2%




3.
Advisory vote on executive compensation as disclosed in the annual meeting proxy
statement.

For Votes    Against Votes   Abstained   Broker Non-Votes
21,875,022     1,147,042      493,487       4,731,134

As described in the Proxy Statement, the advisory vote on executive compensation is nonbinding, as provided by law. Below are the percentages of the votes cast either "For" or "Against" the advisory vote on executive compensation.



For   Against
95%     5%









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4.

Advisory vote on the frequency of future executive compensation voting as disclosed in the annual meeting proxy statement.



 One Year    Two Years   Three Years   Abstained   Broker Non-Votes
21,641,294    378,085     1,045,400     450,772       4,731,134

As described in the Proxy Statement, the advisory vote on the frequency of future executive compensation voting is nonbinding, as provided by law. Below are the percentages of the votes cast for either "One Year", "Two Years" or "Three Years" on the frequency of future executive compensation voting.

One Year Two Years Three Years


  94%         2%           4%

The Board of Directors had previously determined that the appropriate frequency for future advisory votes on executive compensation should be one year, as evidenced by the Board's voting recommendation in the proxy statement for the annual meeting. That determination was confirmed by the shareholder vote on this matter.




Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.

 Exhibit No.     Description
     104         Cover Page Interactive Data File (the cover page XBRL tags are
                 embedded in the Inline XBRL document).




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