Pinnacle West 2004 CEO Variable Incentive Plan Discretionary Payment Terms

Summary

This document outlines the terms of the 2004 CEO Variable Incentive Plan for Pinnacle West. The Human Resources Committee of the Board of Directors sets participation levels and financial and operational goals each year. However, the Committee has full discretion to determine the calculation and amount of any incentive payment, regardless of whether the established goals are met. Achieving these goals is only one factor considered in performance evaluation and payment decisions.

EX-10.2A 5 p68820exv10w2a.txt EX-10.2A Exhibit 10.2a Under the 2004 CEO Variable Incentive Plan, the Human Resources Committee of the Pinnacle West Board of Directors, annually establishes the participation level and establishes certain financial and operational goals. However, the calculation and the amount of payment, if any, under this Plan are in the sole discretion of the Human Resources Committee. Accordingly, achievement of financial and operational goals is just one method that may be utilized to measure performance.