UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 1023, 2026

IPALCO ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)



Indiana			35-1575582
(State or other jurisdiction of incorporation or organization)			(I.R.S Employer Identification No.)

One Monument Circle
Indianapolis, Indiana			46204
(Address of principal executive offices)			(Zip code)
Registrant's telephone number, including area code:			(317)-261-8261

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
N/A	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).


Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 54.0201 ~~Departure~~Changes ofin ~~Directors~~Registrant's orCertifying ~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Accountant.

On July 1023, 2026, the ~~Boards~~Board of Directors (the “Board”) of IPALCO Enterprises, Inc. (the “~~IPALCO~~Company”), a subsidiary of The AES Corporation (“AES”), ~~and~~dismissed ~~IPALCO~~Ernst & Young LLP (“EY”) as the Company’s ~~principal~~independent ~~subsidiary~~registered public accounting firm, ~~Indianapolis~~due ~~Power~~to &the ~~Light~~fact ~~Company,~~that ~~doing~~EY ~~business~~will asno longer be considered independent with respect to AES ~~Indiana~~and its subsidiaries under the rules of the Securities and Exchange Commission (the “~~AES~~SEC”) ~~Indiana~~after the closing of the announced Agreement and Plan of Merger (the “Merger Agreement”), ~~acting~~by ~~through~~and ~~unanimous~~among ~~written~~AES, ~~consents~~Horizon Parent, ~~appointed~~L.P., ~~Robert~~a ~~Osborn~~Delaware aslimited ~~Controller~~partnership (“Parent”), and ~~principal~~Horizon ~~accounting~~Merger ~~officer~~Sub, Inc., a Delaware corporation and wholly owned subsidiary of ~~IPALCO~~Parent (“Merger Sub”). Pursuant to the Merger Agreement, on the terms and subject to the conditions set forth therein, Merger Sub will merge with and into AES ~~Indiana~~(the “Merger”), with AES continuing as the surviving corporation in the Merger. Parent is jointly controlled by investment vehicles affiliated with one or more funds, accounts or other entities managed or advised by Global Infrastructure Management, LLC and the EQT Infrastructure VI fund. The dismissal is effective upon the filing of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026.

~~Sherry~~The ~~Kohan~~audit reports of EY on the Company’s consolidated financial statements as of and for the fiscal years ended December 31, ~~who~~2024 ~~had~~and ~~been~~2025 ~~serving~~did not contain an adverse opinion or a disclaimer of opinion, nor were such reports qualified or modified as ~~Vice~~to ~~President~~uncertainty, ~~Chief~~audit ~~Financial~~scope ~~Officer~~or accounting principles. During the fiscal years ended December 31, 2024 and ~~Controller~~2025, and ~~designated~~the ~~principal~~subsequent ~~accounting~~interim ~~officer~~period through the date of ~~IPALCO~~this Current Report on Form 8- K (this “Current Report”), there were no (i) disagreements (within the meaning of Item 304(a)(1)(iv) of Regulation S-K and ~~AES~~the ~~Indiana~~related instructions under the Securities Exchange Act of 1934, ~~will~~as ~~continue~~amended (the “Exchange Act”)) between the Company and EY on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which, if not resolved to the satisfaction of EY, would have caused EY to make reference to the subject matter of the disagreement in connection with its report on the ~~role~~consolidated financial statements of ~~Vice~~the ~~President~~Company for the applicable year, or (ii) reportable events (within the meaning of Item 304(a)(1)(v) of Regulation S-K and ~~Chief~~the ~~Financial~~related ~~Officer~~instructions under the Exchange Act). The Company has provided EY with a copy of ~~IPALCO~~the disclosures in this Current Report and ~~AES~~has ~~Indiana~~requested that EY provide the Company with a letter addressed to the SEC stating whether EY agrees with the statements made by the Company herein. A copy of EY’s letter, dated July 27, 2026, is filed as Exhibit 16.1 to this Current Report.

~~Mr.~~Following ~~Osborn,~~consideration ~~44, previously served as Director~~ of ~~Revenue~~multiple ~~Accounting,~~accounting ~~Internal Controls and Finance Transformation of the AES US Utilities~~firms, ~~including~~on ~~IPALCO,~~July ~~AES Indiana~~23, ~~DPL LLC (“DPL”) and The Dayton Power and Light Company~~2026, ~~doing~~the ~~business~~Board asengaged ~~AES~~KPMG ~~Ohio~~LLP (“~~AES Ohio~~KPMG”), ~~since~~as ~~March~~the ~~2025~~independent ~~and~~registered ~~Director~~public ofaccounting ~~Internal~~firm ~~Controls~~for ~~and~~the ~~Finance~~Company ~~Transformation~~for of the ~~AES~~fiscal USyear ~~Utilities~~ending ~~from~~December ~~August 2024 to February 2025. Mr. Osborn also serves as an officer of other AES affiliates~~31, ~~including as Controller and principal accounting officer of DPL and AES Ohio since July~~ 2026~~. Prior to rejoining AES in June 2024~~, ~~Mr.~~effective ~~Osborn~~with ~~served~~EY’s asdismissal ~~Corporate~~upon ~~Controller of USIC from July 2023 to June 2024. Mr. Osborn initially joined AES in August 2013 and held various positions of increasing responsibility in~~ the ~~accounting~~filing ~~and finance organizations~~ of the ~~AES~~Company’s USQuarterly ~~Utilities,~~Report ~~including~~on ~~serving~~Form as10-Q ~~Assistant~~for ~~Controller of~~ the ~~AES~~quarter USended ~~Utilities~~June ~~from March 2021 to July 2023. Prior to that~~30, Mr2026. Osborn held various roles in accounting capacities at Stanley Black & Decker, Constellation Energy and PricewaterhouseCoopers. Mr. Osborn received a B.S. from Towson University, a Graduate Certificate in Advanced Accounting from University of Maryland Global Campus, an M.B.A. from University of Baltimore, and an M.S. in Finance from Indiana University.

IPALCO and AES Indiana do not separately compensate individuals for their service as officers or members of the Board of Directors of IPALCO or AES Indiana. Mr. Osborn participates in compensation plans and programs generally available to management of AES and its subsidiaries for services performed for all AES affiliates (including IPALCO and AES Indiana), including those described in IPALCO’s 2025 Form 10-K/A. Other than such compensation, which generally is in excess of one hundred and twenty thousand dollars annually, Mr. Osborn has not entered into or proposed to enter into any transactions reportable under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.


Exhibit 16.1			Letter to the Securities and Exchange Commission from Ernst & Young LLP, dated July 27, 2026.
Exhibit 104			The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

IPALCO Enterprises, Inc.

Date: July 15, 2026	By:	/s/ Brian Hylander
Date: July 27, 2026	By:	/s/ Brian Hylander
	Name:	Brian Hylander
	Title:	Vice President, General Counsel and Secretary

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