Pay vs. Performance (“PvP”) Tabular Disclosure — 2022

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation

S-K,

we are providing the following information about the relationship between “compensation actually paid” (“CAP”) to our CEO and to our other NEOs and certain financial performance metrics of the Company. Compensation actually paid, as determined under SEC requirements, does not reflect the actual amount of compensation earned by or paid to our executive officers during a covered year. For further information concerning the Company’s

pay-for-performance

philosophy and how the Company aligns executive compensation with the Company’s performance, refer to the Compensation Discussion and Analysis.


	Pay								Performance
	CEO				Average of Other NEOs				Value of $100 Initial Investment Based On:
Year (1)	SCT Total Compensation		Compensation Actually Paid (2)		SCT Total Compensation		Compensation Actually Paid (2)		Cumulative TSR		Peer Group Cumulative TSR (3)		Net Income ($M)		EPS
2022	$	4,745,379	$	5,290,632	$	1,318,402	$	1,605,440	$	104	$	103	$	155.2	$	2.12
2021	$	4,577,539	$	3,485,983	$	1,257,052	$	1,082,031	$	96	$	103	$	147.3	$	2.10
2020	$	5,004,033	$	2,234,759	$	1,173,361	$	241,559	$	87	$	86	$	129.5	$	1.90

1.

The CEO in all three reporting years is Dennis Vermillion. The other NEOs in the 2022 and 2021 reporting years are: Mark Thies, Jason Thackston, Heather Rosentrater, and Kevin Christie. The other NEOs in the 2020 reporting year are Mark Thies, Jason Thackston, Marian Durkin (ret.), Kevin Christie, and Heather Rosentrater.

2.

Amounts reported in this column are based upon total compensation reported for our CEO and our other NEOs in the Summary Compensation Table for the indicated reporting years and adjusted as shown in the table below. Fair value of equity awards was computed in accordance with the Company’s methodology used for financial reporting purposes.


	2020						2021						2022
	CEO			Other NEOs			CEO			Other NEOs			CEO			Other NEOs

Summary Compensation Table Reported Compensation	$	5,004,033		$	1,173,361		$	4,577,539		$	1,257,052		$	4,745,379		$	1,318,402

Deduct: SCT reported change in pension value	$	(2,290,317	)	$	(335,308	)	$	(905,751	)	$	(170,893	)	$	—		$	—

Add : “CAP” pension value	$	985,475		$	73,716		$	6,658		$	118,549		$	3,813		$	115,378

Deduct: Grant date fair values of equity awards reported in “Stock Awards” column of the SCT for the covered FY	$	(1,778,775	)	$	(432,640	)	$	(1,986,445	)	$	(443,078	)	$	(2,923,157	)	$	(642,502	)

Deduct : For any awards granted in any prior FY forfeited during the covered FY, the fair value at the end of the prior FY	$	—		$	(10,089	)	$	—		$	—		$	—		$	—

Add: Fair values as of the end of the covered FY of all equity awards granted during the covered FY outstanding and unvested as of the end of such covered FY	$	798,823		$	154,306		$	1,865,542		$	416,058		$	2,626,495		$	577,278

Add : The change in fair value (whether positive or negative) as of the end of the covered FY of any equity awards granted in any prior FY outstanding and unvested as of the end of such covered FY	$	(249,034	)	$	(176,959	)	$	(192,645	)	$	(63,103	)	$	268,274		$	61,234

Add : For awards granted and vested in the same FY, the fair value as of the vesting date	$	109,542		$	23,708		$	179,733		$	40,100		$	217,488		$	63,451

Add: The change in fair value (whether positive or negative) as of the vesting date of any awards granted in any prior FY for which all applicable vesting conditions were satisfied at the end of or during the covered FY	$	(410,431	)	$	(250,148	)	$	(197,784	)	$	(108,165	)	$	119,893		$	60,392

Add : The dollar value of any dividends or other earnings paid on stock or option awards in the covered FY prior to the vesting date not otherwise reflected in the fair value of such award	$	65,443		$	21,612		$	139,135		$	35,511		$	232,446		$	51,807


Total Compensation Actually Paid	$	2,234,759		$	241,559		$	3,485,983		$	1,082,031		$	5,290,632		$	1,605,440

3.	Amounts reported in this column represent returns on an initial $100 investment in the S&P 400 Utilities Index, which we chose as peer group for purposes of the PvP table.

Named Executive Officers, Footnote [Text Block]

1.

The CEO in all three reporting years is Dennis Vermillion. The other NEOs in the 2022 and 2021 reporting years are: Mark Thies, Jason Thackston, Heather Rosentrater, and Kevin Christie. The other NEOs in the 2020 reporting year are Mark Thies, Jason Thackston, Marian Durkin (ret.), Kevin Christie, and Heather Rosentrater.

PEO Total Compensation Amount

$ 4,745,379

$ 4,577,539

$ 5,004,033

Adjustment To PEO Compensation, Footnote [Text Block]

2.

Amounts reported in this column are based upon total compensation reported for our CEO and our other NEOs in the Summary Compensation Table for the indicated reporting years and adjusted as shown in the table below. Fair value of equity awards was computed in accordance with the Company’s methodology used for financial reporting purposes.


	2020						2021						2022
	CEO			Other NEOs			CEO			Other NEOs			CEO			Other NEOs

Summary Compensation Table Reported Compensation	$	5,004,033		$	1,173,361		$	4,577,539		$	1,257,052		$	4,745,379		$	1,318,402

Deduct: SCT reported change in pension value	$	(2,290,317	)	$	(335,308	)	$	(905,751	)	$	(170,893	)	$	—		$	—

Add : “CAP” pension value	$	985,475		$	73,716		$	6,658		$	118,549		$	3,813		$	115,378

Deduct: Grant date fair values of equity awards reported in “Stock Awards” column of the SCT for the covered FY	$	(1,778,775	)	$	(432,640	)	$	(1,986,445	)	$	(443,078	)	$	(2,923,157	)	$	(642,502	)

Deduct : For any awards granted in any prior FY forfeited during the covered FY, the fair value at the end of the prior FY	$	—		$	(10,089	)	$	—		$	—		$	—		$	—

Add: Fair values as of the end of the covered FY of all equity awards granted during the covered FY outstanding and unvested as of the end of such covered FY	$	798,823		$	154,306		$	1,865,542		$	416,058		$	2,626,495		$	577,278

Add : The change in fair value (whether positive or negative) as of the end of the covered FY of any equity awards granted in any prior FY outstanding and unvested as of the end of such covered FY	$	(249,034	)	$	(176,959	)	$	(192,645	)	$	(63,103	)	$	268,274		$	61,234

Add : For awards granted and vested in the same FY, the fair value as of the vesting date	$	109,542		$	23,708		$	179,733		$	40,100		$	217,488		$	63,451

Add: The change in fair value (whether positive or negative) as of the vesting date of any awards granted in any prior FY for which all applicable vesting conditions were satisfied at the end of or during the covered FY	$	(410,431	)	$	(250,148	)	$	(197,784	)	$	(108,165	)	$	119,893		$	60,392

Add : The dollar value of any dividends or other earnings paid on stock or option awards in the covered FY prior to the vesting date not otherwise reflected in the fair value of such award	$	65,443		$	21,612		$	139,135		$	35,511		$	232,446		$	51,807


Total Compensation Actually Paid	$	2,234,759		$	241,559		$	3,485,983		$	1,082,031		$	5,290,632		$	1,605,440

Non-PEO NEO Average Compensation Actually Paid Amount

$ 1,605,440

1,082,031

241,559

Compensation Actually Paid vs. Total Shareholder Return [Text Block]

Compensation Actually Paid vs. Company Selected Measure [Text Block]

Tabular List [Table Text Block]

Most Important Measures Linking Avista NEO Pay to Performance — 2022

The following are the most important financial and

non-financial

performance measures, as determined by the Company, that link compensation actually paid to our NEOs to the Company’s performance for the most recently completed fiscal year.

•

EPS

•

3-Year

Relative TSR

•

Net Income