Exhibit 10.24


 


XCEL ENERGY INC.


 


2010 EXECUTIVE ANNUAL DISCRETIONARY AWARD PLAN


 


This
Xcel Energy Inc. (the “Company”) 2010 Executive Annual Discretionary Award Plan
(the “Plan”) is designed to recognize exceptional individual contributions on
the part of selected officers and employees of the Company and its Affiliates
during 2010 to the success of the Company and its Affiliates.  Payments pursuant to the Plan are intended to
supplement, to the degree deemed appropriate by the Governance, Compensation
and Nominating Committee of the Company’s Board (the “Committee”), payments
made under the Company’s Executive Annual Incentive Award Plan (the “EAIAP”) to
such officers and employees based on the achievement during 2010 of performance
objectives that relate to the business or financial goals of the Company, an
Affiliate or a business or functional unit thereof.  Capitalized terms used in this Plan that are
not defined in this Plan shall have the same meaning given to them in the
EAIAP.


 


Except
as provided below, any Participant in the EAIAP for the 2010 Incentive Period,
including any Covered Employee, shall be eligible for a discretionary bonus
payment under this Plan based on a Committee-approved assessment of the
Participant’s individual performance during 2010 with respect to factors deemed
relevant by the Committee.  The
assessment of any Participant’s individual performance during the 2010
Incentive Period shall be expressed in terms of a leadership score between 1.0
and 2.0, approved by the Committee.  The
amount of any discretionary bonus payment to a Participant under the Plan shall
be determined by multiplying the cash amount determined by the Committee to be
payable to Participant under the EAIAP for the 2010 Incentive Period (after
application of the Committee’s discretion to decrease the amount so payable
under Articles VI and XI of the EAIAP) by the corresponding bonus percentage
associated with the Participant’s leadership score, subject to the following
requirements:


 


·                  If, for any reason, the amount of any
Participant’s payout under the EAIAP for 2010 is zero, no bonus payment may be
made to that Participant for 2010 under this Plan.


 


·                  The amount payable to any Participant under
the EAIAP for the 2010 Incentive Period shall be the amount so payable in cash
under the terms of the EAIAP, and shall not include any additional amount
payable under the EAIAP by reason of a Participant’s election to receive some
or all of the amount payable in the form of Shares or restricted Shares.


 


If
the amount payable to any Participant under the EAIAP for the 2010 Incentive
Period is determined in whole or in part upon the achievement of any individual
performance objectives, or has been the subject of a discretionary increase by
the Committee as provided in Article VI of the EAIAP, such Participant
shall not be entitled to a discretionary bonus payment for 2010 under the Plan.


 


For
purposes of determining the amount of any payment to be made pursuant to this
Plan, a leadership score of 1.0 correlates with a bonus percentage of 0%, a
leadership score of 2.0 correlates with a bonus percentage of 100%, and
leadership scores between 1.0 and 2.0 will correlate on a straight line basis
with the applicable bonus percentages. 
By way of example, if a Participant receives a leadership score of 1.2,
that Participant’s bonus percentage would equal 20%.


 


Payment
of any discretionary bonus amount under the Plan shall be made in cash to the
applicable Participant no later than March 15, 2011.  The Company and its Affiliates shall have the
right to deduct from all amounts paid to a Participant in cash (whether under
this Plan or otherwise) any taxes required by law to be withheld in respect of
discretionary bonus payments under this Plan. 
Subject to all the terms and conditions of the Company’s Deferred
Compensation Plan, a Participant may elect under such Deferred Compensation
Plan to defer the receipt of discretionary bonus payments payable hereunder.


 


The
Plan shall be administered by the Committee, which shall have the sole
authority and complete discretion to make rules and regulations relating
to the administration of the Plan and to construe and interpret the Plan.  Any interpretations and decisions of the
Committee with respect to the Plan shall be final and binding.  The Board shall have the right to amend,
alter, discontinue or otherwise modify the Plan from time to time.  Nothing contained in the Plan shall be
construed as or be evidence of any contract of employment with any Participant
for a term of any length nor shall participation in the Plan in any way be
deemed to create any right or entitlement on the part of any Participant to any
bonus payment under the Plan, any such payment being at all times subject to
the sole and absolute discretion of the Committee.