COMMON STOCK AND EARNINGS PER SHARE



Summary of Common Stock	Shares		Equity
	Thousands		Millions
Balance as of December 31, 2015	49,075			$1,271.4
Employee Stock Purchase Plan	16		0.9
Invest Direct	344		20.0
Options and Stock Awards	65		3.7
Contributions to RSOP	60		3.3
Equity Issuance Program	130		8.0
Received for Sale of Land Inventory	(130	)	(8.0		)
Acquisition of Non-Controlling Interest	—		(4.0		)
Balance as of December 31, 2016	49,560		1,295.3
Employee Stock Purchase Plan	12		0.8
Invest Direct	257		19.0
Options and Stock Awards	22		3.6
Contributions to RSOP	50		3.5
Equity Issuance Program	1,000		65.7
Contribution to Pension	216		13.5
Balance as of December 31, 2017	51,117		1,401.4
Employee Stock Purchase Plan	11		0.8
Invest Direct	277		20.7
Options and Stock Awards	57		2.1
Contributions to RSOP	47		3.5
Balance as of December 31, 2018	51,509			$1,428.5

Equity Issuance Program. We entered into a distribution agreement with Lampert Capital Markets, Inc., in 2008, as amended most recently in 2016, with respect to the issuance and sale of up to an aggregate of 13.6 million shares of our common stock, without par value, of which 2.9 million shares remain available for issuance as of December 31, 2018. For the year ended December 31, 2018, no shares of common stock were issued under this agreement (1.0 million shares for net proceeds of $65.7 million in 2017; 0.1 million shares for net proceeds of $8.0 million in 2016). The shares issued in 2017 and 2016 were offered and sold pursuant to Registration Statement No. 333-212794, pursuant to which the remaining shares will continue to be offered for sale, from time to time.

Contributions to Pension. For the year ended December 31, 2018, we contributed no shares of ALLETE common stock to our pension plan (0.2 million shares, which had an aggregate value of $13.5 million in 2017 and none in 2016). The shares of ALLETE common stock contributed in 2017 were contributed in reliance upon an exemption available pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.

Earnings Per Share. We compute basic earnings per share using the weighted average number of shares of common stock outstanding during each period. The difference between basic and diluted earnings per share, if any, arises from outstanding stock options, non-vested restricted stock units and performance share awards granted under our Executive Long-Term Incentive Compensation Plan. No options to purchase shares of common stock were excluded from the computation of diluted earnings per share in 2018, 2017 and 2016.

NOTE 12. COMMON STOCK AND EARNINGS PER SHARE (Continued)



Reconciliation of Basic and Diluted
Earnings Per Share			Dilutive
Year Ended December 31	Basic		Securities	Diluted
Millions Except Per Share Amounts
2018
Net Income Attributable to ALLETE		$174.1			$174.1
Average Common Shares	51.3		0.2	51.5
Earnings Per Share		$3.39			$3.38
Dividends Per Share		$2.24			$2.24
2017
Net Income Attributable to ALLETE		$172.2			$172.2
Average Common Shares	50.8		0.2	51.0
Earnings Per Share		$3.39			$3.38
Dividends Per Share		$2.14			$2.14
2016
Net Income Attributable to ALLETE		$155.3			$155.3
Average Common Shares	49.3		0.2	49.5
Earnings Per Share		$3.15			$3.14
Dividends Per Share		$2.08			$2.08