UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM

8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

June 512, 2025

Date of Report (Date of earliest event reported)

(CommissionFile Number)	(Exact Name of ~~Registrantas~~Registrant as Specified in its Charter)	(State or Other Jurisdiction ~~ofIncorporation~~of Incorporation or Organization)	(I.R.S. ~~EmployerIdentification~~Employer Identification No.)
1-6858	KENTUCKY POWER COMPANY	Kentucky	61-0247775
333-284112-01	KENTUCKY POWER COST RECOVERY LLC	Delaware	33-2363654


KENTUCKY POWER COMPANY		KENTUCKY POWER COST RECOVERY LLC
1 Riverside Plaza		1645 Winchester Avenue
Columbus, OH 43215-2373		Ashland, Kentucky 41101
(Address of Principal Executive Offices) (Zip Code)		(Address of Principal Executive Offices) (Zip Code)

(614) 716-1000		(606) 929-1488
(Registrant’s Telephone Number, Including Area Code)		(Registrant’s Telephone Number, Including Area Code)

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 (

see

General Instruction A.2. below):

☐	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	Name of exchange on which registered
	None

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 18.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

On June 12, 2025, Kentucky Power Cost Recovery LLC (the “

Kentucky Power

Issuing Entity

”) issued $477,749,000 aggregate principal amount of its Series 2025 Senior Secured Recovery Bonds (the “

Underwriting Agreement

Underwriters

Bonds

”), pursuant to an Indenture, dated as of June 12, 2025, by and among the Issuing Entity, U.S. Bank Trust Company, National Association, as Indenture Trustee (the “

~~The~~Indenture Underwriting Agreement contains customary representations, warranties and agreements by Kentucky Power and the Issuing Entity and customary conditions to closing, indemnification obligations of Kentucky Power and the Issuing Entity, on the one hand, and the Underwriters, on the other hand, including for liabilities under the Securities Act of 1933, as amended, obligations of the parties and termination provisions. Trustee

”), and U.S. Bank National Association, as Securities Intermediary (the “

Securities Intermediary

”), as supplemented by the Series Supplement, dated as of June 12, 2025, by and between the Issuing Entity, the Indenture Trustee and the Securities Intermediary. The Bonds were offered pursuant to the Prospectus dated June 5, 2025. In connection with the issuance of the Bonds, Kentucky Power Company and the Issuing Entity are filing the exhibits listed in Item 9.01, which are annexed hereto as exhibits to this Current Report on Form

8-K.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

ExhibitNo.		Description
Exhibit No.		Description
1.1		Underwriting Agreement among Kentucky Power Cost Recovery LLC, Kentucky Power Company, Jefferies LLC, Guggenheim Securities, LLC and SMBC Nikko Securities America, Inc., dated June 5, 2025.
4.1		Indenture by and among Kentucky Power Cost Recovery LLC, U.S. Bank Trust Company, National Association, as Indenture Trustee, and U.S. Bank National Association, as Securities Intermediary (including the form of the Bonds and the Series Supplement), dated as of June 12, 2025.
4.1		Indenture by and among Kentucky Power Cost Recovery LLC, U.S. Bank Trust Company, National Association, as Indenture Trustee, and U.S. Bank National Association, as Securities Intermediary (including the form of the Bonds and the Series Supplement), to be dated as of June 12, 2025.
4.2		Series Supplement by and among Kentucky Power Cost Recovery LLC, U.S. Bank Trust Company, National Association, as Indenture Trustee, and U.S. Bank National Association, as Securities Intermediary, dated as of June 12, 2025.
10.1		Servicing Agreement between Kentucky Power Company and Kentucky Power Cost Recovery LLC, as Servicer, to be dated as of June 12, 2025.
5.1		Opinion of Sidley Austin LLP with respect to legality (filed as Exhibit 5.1 to Kentucky Power Company’s and Kentucky Power Company Cost Recovery LLC’s Amendment No. 2 to the Registration Statement on Form SF-1 filed on May 16, 2025 (File Nos. 333-284112 and 333-284112-01) and incorporated herein by reference).
10.2		Purchase and Sale Agreement between Kentucky Power Cost Recovery LLC and Kentucky Power Company, as Seller, to be dated as of June 12, 2025.
8.1		Opinion of Sidley Austin LLP with respect to federal tax matters (filed as Exhibit 8.1 to Kentucky Power Company’s and Kentucky Power Company Cost Recovery LLC’s Amendment No. 2 to the Registration Statement on Form SF-1 filed on May 16, 2025 (File Nos. 333-284112 and 333-284112-01) and incorporated herein by reference).
10.3		Administration Agreement between Kentucky Power Cost Recovery LLC and Kentucky Power Company, as Administrator, to be dated as of June 12, 2025.
8.2		Opinion of Stites & Harbison PLLC with respect to Kentucky tax matters (filed as Exhibit 8.2 to Kentucky Power Company’s and Kentucky Power Company Cost Recovery LLC’s Amendment No. 2 to the Registration Statement on Form SF-1 filed on May 16, 2025 (File Nos. 333-284112 and 333-284112-01) and incorporated herein by reference).
10.4		Joinder to Intercreditor Agreement between Kentucky Power Company, as the Company, Securitization Property Servicer and Receivables Sub-Servicer, Kentucky Power Cost Recovery LLC, as a Bond Issuer, and U.S. Bank Trust Company, National Association, as Indenture Trustee, to be dated as of June 12, 2025.
10.1		Servicing Agreement between Kentucky Power Cost Recovery LLC and Kentucky Power Company, as Servicer, dated as of June 12, 2025.
10.2		Purchase and Sale Agreement between Kentucky Power Cost Recovery LLC and Kentucky Power Company, as Seller, dated as of June 12, 2025.
10.3		Administration Agreement between Kentucky Power Cost Recovery LLC and Kentucky Power Company, as Administrator, dated as of June 12, 2025.
10.4		Joinder to Intercreditor Agreement between Kentucky Power Company, as the Company, Securitization Property Servicer and Receivables Sub-Servicer, Kentucky Power Cost Recovery LLC, as a Bond Issuer, and U.S. Bank Trust Company, National Association, as Indenture Trustee, dated as of June 12, 2025.
23.1		Consent of Sidley Austin LLP (included as part of its opinions filed as Exhibits 5.1, 8.1 and 99.2).
23.2		Consent of Stites & Harbison PLLC (included as part of its opinions filed as Exhibits 8.2 and 99.3).
99.2		Opinion of Sidley Austin LLP with respect to U.S. constitutional matters.
99.3		Opinion of Stites & Harbison PLLC with respect to Kentucky constitutional matters.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

Dated: June 6 12, 2025


		KENTUCKY POWER COMPANY

By:		/s/ Matthew D. Fransen
		Matthew D. Fransen
		Vice President and Treasurer

		KENTUCKY POWER COST RECOVERY LLC

By:		/s/ Matthew D. Fransen
		Matthew D. Fransen
		Manager

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