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UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF omo
WESTERN DIVISION

UNITED STATES OF AMERICA,

Plaintiff,
CASE NO. ttl5CR 006
JUDGE J. BARRETT
v.
INDICTMENT
CHARLES E. JONES, and
MICHAEL DOWLING, 18 U.S.C. § 1962(d)

Defendants. FORFEITURE ALLEGATION

THE GRAND JURY CHARGES:

COUNT ONE
(RICO CONSPIRACY)

At times relevant to this Indictment:

1. Defendant CHARLES E. JONES served in senior executive positions for

FirstEnergy Corp. and FirstEnergy Service Co. from approximately 2015 to October 2020,

including President and Chief Executive Officer of FirstEnergy Corp. JONES was the Chief

Executive Officer and a Member of the Board of Directors of FirstEnergy Corp. at the time his

employment was terminated in 2020. In that capacity, JONES served as FirstEnergy Corp.'s

primary leader and decision maker, and he directed and caused the organization to make payments.

From 2015 to 2019, JONES received approximately $65 million in compensation, with

approximately $60 million coming from performance-based pay tied, in part, to FirstEnergy's

Corp. stock price.

2. Defendant MICHAEL DOWLING served as Senior Vice President of External

Affairs of FirstEnergy Service Co. at the time his employment was terminated in 2020. In that
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capacity, DOWLING held a leadership role, and he was involved in directing and causing the

company to make payments. DOWLIN G's compensation was, in part, tied to FirstEnergy Corp. 's

financial performance and growth.

3. FirstEnergy Corp. was an Akron-based public utility holding company, and in that

capacity, was the parent company to numerous subsidiaries, including FirstEnergy Service Co.

FirstEnergy Corp. was the parent company to entities involved in nuclear energy generation,

including FirstEnergy Solutions ("FES") until in or around February 2020.

4. FirstEnergy Service Co. was a subsidiary of FirstEnergy Corp., and operated as a

service company, providing legal, financial, and other corporate support services to FirstEnergy

Corp. and its subsidiaries. Services provided by FirstEnergy Service Co. included corporate

contributions and advocacy on behalf of FirstEnergy Corp. and its subsidiaries at the federal, state,

and local levels, among other services. The President and Chief Executive Officer of FirstEnergy

Corp. also served as the President and Chief Executive Officer of FirstEnergy Service Co.

FirstEnergy Service Co. provided services to FES, including "external affairs," "corporate

contributions," "Federal/State/Local Regulatory Affairs," and "advocacy at the Federal, State, and

Local levels."

5. FES, which along with FES' subsidiary FirstEnergy Nuclear Generation, LLC

(''NG"), and FirstEnergy Corp. 's subsidiary, FirstEnergy Nuclear Operating Company

("FENOC"), were involved in nuclear energy generation in Ohio, via the Perry and Davis-Besse

Nuclear Power Plants (together, the "Nuclear Plants"). In March 2018, FES, NG, and FENOC

filed for Chapter 11 bankruptcy, and as a result of the bankruptcy proceedings, FES (along with

NG) and FENOC separated from FirstEnergy Corp. in or around February 2020.

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6. Until February 2020, all of the aforementioned entities shared a common first name;

indeed, conspirators often referred generically to the "company" or to the common first name

("FirstEnergy") in communications. FirstEnergy Corp. and its subsidiaries shared employees and

executives; shared services such as legal, financial, IT and advocacy services; and worked together

to pursue common interests and strategies, including coordinated efforts to obtain legislation

providing subsidies for the Nuclear Plants. Further, FirstEnergy Corp. described its relationship

with its subsidiaries in its United States Securities and Exchange Commission Form 10-K filings

during the relevant period.

THE ENTERPRISE

7. FirstEnergy Corp., and its subsidiaries, including FirstEnergy Service Co., FES and

its subsidiaries, FirstEnergy Ventures Corp., FirstEnergy Properties, Inc., FENOC, Allegheny

Energy Supply Company, LLC, Ohio Edison Company, The Cleveland Electric Illuminating

Company, and The Toledo Edison Company, constituted an "enterprise" as that term is defined in

Title 18, United States Code, Section 1961(4), that is, a group of legal entities associated in fact

(hereinafter "FirstEnergy" or "Enterprise"). The Enterprise constituted an ongoing organization

whose members functioned as a continuing unit for a common purpose of achieving the objectives

of the Enterprise. The Enterprise was engaged in, and its activities affected, interstate commerce.

8. The principal purpose of FirstEnergy was to derive revenue through the

engagement in activities involving the transmission, distribution, and generation of electricity.

9. Defendants JONES and DOWLING were employed by and associated with

FirstEnergy. Although the defendants helped pursue the legal interests of FirstEnergy, the

defendants also corrupted FirstEnergy by abusing their positions of trust and engaging in criminal

activities in pursuit of personal and commercial gain. As described more fully below, JONES and

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DOWLING used their positions within FirstEnergy to engage in schemes involving the offer,

acceptance, and payment of bribes, money laundering, and witness and information tampering.

Ohio Government

10. The Ohio House of Representatives is an elected body of the Ohio General

Assembly. Members of the Ohio House of Representatives serve two-year terms and are limited

to four consecutive two-year terms. House members propose, advance, and vote on legislation.

11. The Speaker of Ohio is the leader of the Ohio House of Representatives. The

Speaker guides the agenda of the chamber, presides over the House session, and provides direction

to House members and staff. The Speaker also decides when bills reach the House floor for a vote

and who serves in leadership positions in the Speaker's caucus. The Speaker names all committees

and subcommittees and appoints all members and chairs to committees and subcommittees.

12. The Speaker is elected at the beginning of every Ohio General Assembly, which

convenes its first regular session on the first Monday of January in odd-numbered years. To choose

a Speaker, representatives-elect of the majority caucus in the House nominate and vote for a

candidate for Speaker. The Speaker candidate who receives an absolute majority of those votes is

then voted on by all House members during the first session day of the Ohio General Assembly.

13. The Public Utilities Commission of Ohio ("PUCO") is an agency of the State of

Ohio charged with regulating utility services in Ohio. PUCO's mission is to assure all residential

and business consumers access to adequate, safe, and reliable utility services at fair prices, while

facilitating an environment that provides competitive choices. Under Ohio law, PUCO consisted

of five public utilities commissioners appointed by the governor. The governor must designate

one commissioner to be chairperson of PUCO. PUCO commissioners are selected from a list of

individuals submitted to the governor by the PUCO Nominating Council.

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Other Individuals and Entities

14. Energy Pass-Through was incorporated in Delaware after then-Ohio Representative

Larry Householder flew to Washington, D.C. on the FirstEnergy corporate jet and met with

FirstEnergy executives. On or about February 8, 2017, Energy Pass-Through registered as a

foreign nonprofit corporation in Ohio, specifically as a 501(c)(4) entity "to engage in activities

consistent with those permitted of an organization exempt from tax under Section 501 (c)(4) of the

Internal Revenue Code .... " The Internal Revenue Code, Title 26, United States Code, Section

501(c)(4), provides for tax exempt status for social welfare organizations. A "50l(c)(4)" social

welfare organization may "not [be] organized for profit but operated exclusively for the promotion

of social welfare[.]" 26 U.S.C. § 501(c)(4)(A). An entity may not qualify for tax-exempt 501(c)(4)

status "unless no part of the net earnings of such entity inures to the benefit of any private

shareholder or individual." 26 U.S.C. § 50l(c)(4)(B). A 501(c)(4) entity must notify the IRS of

its intent to operate as a 501(c)(4) organization. 26 U.S.C. § 506. The names and addresses of

contributors to 501 (c)(4)s are not made available for public inspection.

15. Although Energy Pass-Through appeared to be an independent 501(c)(4) on paper,

in reality it was controlled in part by JONES and DOWLING, who funded it with FirstEnergy

money and directed its payments to entities they believed were associated with public officials for

the benefit of the public officials and FirstEnergy. For example, FirstEnergy Corp. executives

directed the formation of Energy Pass-Through and decided to incorporate the entity in Delaware,

rather than Ohio, because Delaware law made it more difficult for third parties to learn background

information about the entity. FirstEnergy Corp. executives were also involved in choosing the

three directors of Energy Pass-Through, two of whom were FirstEnergy Corp. lobbyists. As

DOWLING discussed with JONES, a 501(c)(4) was a "political tool."

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16. FirstEnergy exclusively funded Energy Pass-Through through payments from

FirstEnergy Service, which totaled approximately $25 million between 2017 and 2019,

approximately $15 million of which was paid to Generation Now. JONES and DOWLING

caused and directed Energy Pass-Through to make payments in 2018, 2019, and 2020, including

payments to Generation Now.

17. Larry Householder represented Ohio's 72nd District in the Ohio House of

Representatives from January 2017 to June 2021. Householder served as the Speaker of the Ohio

House of Representatives from January 7, 2019 to July 30, 2020.

18. Generation Now was a self-titled 501(c)(4), organized under the laws of Delaware,

registered in Ohio, and purported to be organized primarily for a social welfare purpose under the

Internal Revenue Code. Generation Now was controlled by and operated for the benefit of

Householder. Householder used Generation Now as a mechanism to receive unlimited and

undisclosed payments from FirstEnergy and Energy Pass-Through for his political and personal

benefit. Householder communicated with JONES and DOWLING about his receipt of

FirstEnergy money into Generation Now. JONES and DOWLING funded Householder's

strategy to become the Ohio Speaker, which involved funding Householder's political operation

and providing resources to help Householder build his "team." Householder also relied on his

associates, including Neil Clark and Jeff Longstreth, to work with JONES, DOWLING, and

others associated with FirstEnergy relating to Householder's receipt of FirstEnergy money for his

benefit.

19. Between 2017 and March 2020, FirstEnergy Service Co. paid more than $59

million ($16,904,330.86 attributed to FirstEnergy Corp. and $43,092,505 attributed to FES) to

Generation Now, which JONES and DOWLING knew was operated for the benefit of and

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controlled by Householder. For example, on March 7, 2017, Longstreth emailed wmng

instructions for Generation Now to DOWLING, noting that "[t]his is the organization that Chuck

and Larry discussed." In response, DOWLING forwarded the email internally, and carbon copied

Longstreth, stating, "Let's do $250,000 asap and we will do $IM by year-end 2017." Similarly,

on August 1, 2017, DOWLING asked, "Are we at $500kfor the c(4) now?," to which Longstreth

replied, "Yes."

20. "Coalition" was a purported 501(c)(4) entity. On or about May 1, 2018,

FirstEnergy used Energy Pass-Through to pay $300,000 to Coalition for Householder's benefit.

In 2020, Generation Now money was wired to Coalition and then to PAC to help elect candidates

supported by Householder.

21. "PAC" was a federal Political Action Committee. During the 2018 election cycle,

Householder and associates working on his behalf funneled at least $1 ,000,000 from Generation

Now through PAC to pay for media buys in PAC's name to help elect candidates loyal to

Householder. During the 2020 primary election, Householder and associates working on his behalf

funneled over $1,000,000 from Generation Now to PAC, via Coalition, to pay for media buys in

PAC's name to help elect candidates supported by Householder.

22. "Dark Money Group 1" was incorporated on or about September 21, 2018, less than

two months before the 2018 General Election. In the weeks before the 2018 General Election,

Generation Now wired $670,000 to Dark Money Group 1, while FirstEnergy Service Co. wired

$500,000. Between on or about October 20, 2018 and November 1, 2018, Dark Money Group 1

spent all this money to pay for television, radio and print advertisements ("media buys") targeting

the rivals of Householder's candidates in the name of Dark Money Group 1.

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23. Samuel Randazzo was the Chairman of the Public Utilities Commission of Ohio

("PUCO") from April 2019 until November 21, 2020, when he resigned. PUCO regulates

FirstEnergy Corp.'s Ohio utility subsidiaries. Prior to serving as the Chairman of PUCO,

Randazzo worked for a private law firm and served as the general counsel for an industrial group

of energy users whose interests often conflicted with FirstEnergy Corp.' s interests. Randazzo also

was the sole owner of Company I and Company 2, both of which entered a contract with

FirstEnergy. Randazzo, through Company 1, also entered into a consulting services agreement

with FirstEnergy. Between 2010 and January 2, 2019, FirstEnergy paid Company 1 and Company

2, millions of dollars, including $4,333,333, which was wired on or about January 2, 2019, through

FirstEnergy Service Co. to Company 1 for Randazzo's benefit.

FirstEnergy Seeks Legislative and Regulatory Solutions to Increase Profitability

24. In October 2016, FirstEnergy executives reportedly committed to its Board of

Directors that the value of the company could be increased by approximately 27%.

25. In its 2016 Annual Report to Shareholders, FirstEnergy reported a weak energy

market, poor demand forecasts, and hundreds of millions of dollars in losses, particularly from its

nuclear energy subsidiary, FES. Given this backdrop, FirstEnergy announced future options for

its generation portfolio as follows: "legislative or regulatory solutions for generation assets"; asset

sales and plant deactivations; restructuring debt; and/or seeking protection under U.S. bankruptcy

laws.

26. In terms of "legislative and regulatory solutions for generation assets," FirstEnergy

pursued solutions at both the federal and state levels. Federally, FirstEnergy sought rulemaking

by Federal Energy Regulatory Commission ("FERC'') and an invocation of the government's

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emergency power under 202(c) of the Federal Power Act from the Department of Energy ("DOE").

Ultimately, the federal efforts were unsuccessful.

27. In 2017, FirstEnergy also pursued state legislation in Ohio to save the power plants,

including the ZEN (Zero-Emissions Nuclear Resource Program) energy proposals outlined in

House Bill 178, Senate Bill 128, and House Bill 381 in 2017. All of these bills failed.

28. In or around March 2018, FES and other nuclear-generation-related affiliates of

FirstEnergy Corp. filed Chapter 11 bankruptcy. Under FES's proposed restructuring plan,

FirstEnergy Corp. would divest its interest in FES and its other nuclear generation assets. JONES

and DOWLING continued to seek a solution for the Nuclear Plants to benefit FirstEnergy after

FES filed for bankruptcy. In addition, JONES and DOWLING later pushed FES' 203 application

before FERC so FES could emerge from bankruptcy.

29. Also in or around March 2018, FES announced that it would close the Nuclear

Plants absent legislative action. Specifically, FES stated that it would deactivate the Nuclear Plants

in the next three years but would continue normal operations of the facilities until then. With

FirstEnergy Corp. and other subsidiaries, FES also annow1ced that it was seeking a legislative

solution as an alternative to deactivation of the Nuclear Plants.

30. Ohio House Bill 6 ("HB 6") was proposed legislation introduced in the Ohio House

of Representatives on or about April 12, 2019, roughly three months after Householder became

Speaker of the Ohio House of Representatives. Titled the "Ohio Clean Air Program," HB 6 was

referred to the House Energy and Natural Resources Committee, which assigned the bill to a new

subcommittee created by Householder, the House Energy and Natural Resources Subcommittee

on Energy Generation ("Subcommittee on Energy Generation"). HB 6 allowed nuclear or solar

resources to apply to be "qualifying" resources, which would make them eligible for a state subsidy

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of $9 per megawatt hour produced. The legislation provided for the collection of a monthly-fixed

charge to all residential, commercial, industrial, and large consumers to pay for the subsidy. Under

the legislation, the subsidy was dispersed at the Direction of the Ohio Air Quality Development

Authority. As passed, HB 6 added six new members to the Ohio Air Quality Development

Authority, increasing the total from seven to thirteen, three of which are selected by the Speaker

of the House. As passed, HB 6 also included a provision that gave an electric distribution utility,

such as FirstEnergy Corp, the ability to decouple energy rates, which would allow a company to

bill retail customers for a surcharge if the company's annual revenue fell below a baseline revenue.

HB 6 passed the House on or about May 29, 2019 - less than two months after it was introduced.

The bill passed the Senate and, on or about July 23, 2019, the House concurred and the Governor

signed the legislation into law.

31. "Ballot Campaign," was a ballot issue political action committee formed to repeal

HB 6 through a ballot referendum. On or about July 29, 2019, Ballot Campaign submitted to the

Ohio Attorney General its petition to repeal the legislation through a ballot referendum. On or

about August 29, 2019, the Ohio Attorney General approved the Ballot Campaign's second

proposed summary of its referendum petition. The Ohio Secretary of State validated its initial

submission of signatures the next day, meaning that the Ballot Campaign had until on or about

October 22, 2019, the effective date of HB 6, to circulate its petition and collect the requisite

signatures for a ballot referendum. If the Ballot Campaign was successful, the implementation of

HB 6 would be stayed until the following year' s general election. The Ballot Campaign failed to

collect enough signatures to put the issue on the ballot for a vote by Ohio citizens, and HB 6

became effective on or about October 22, 2019. Until it dismissed its appeals on or about January

21 and 30, 2020, the Ballot Campaign continued to pursue a legal challenge to the signature

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gathering process in its continuing efforts to gain additional time to gather signatures and challenge

HB 6 through a ballot referendum.

32. Around the same time that FirstEnergy sought HB 6, it pursued other state

legislative and regulatory action, such as changing the Significantly Excessive Earnings Test

("SEET") and eliminating the requirement that FirstEnergy's three electric distribution utilities

file a new distribution rate case in 2024. In terms of SEET, the budget that was passed by the

General Assembly in July 2019 shortly before HB 6, included the following language: "For

affiliated Ohio electric distribution utilities that operate under a joint electric security plan, their

total earned return on common equity shall be used for purposes of assessing significantly

excessive earnings." This language allowed FirstEnergy to combine and average the earnings

report for three subsidiaries-Ohio Edison, Cleveland Electric Illuminating, and Toledo Edison-

which effectively could allow these wholly owned subsidiaries of FirstEnergy Corp. to avoid

paying a refund to customers of the subsidiary (Ohio Edison) with a higher profitability. By

combining Ohio Edison's revenue with the two other, less profitable affiliates to calculate SEET,

all three affiliates would report revenues below the SEET threshold, and thus avoid paying a refund

to customers. After the General Assembly passed the budget and HB 6, DOWLING and JONES

celebrated, with DOWLING telling JONES, "Huge bet and we played it all right on the budget

and HB 6, so we can go back/or morel"

33. Following enactment of HB 6, which provided over $1 billion in subsidies to the

Nuclear Plants, FES' Chapter 11 plan was approved. FES emerged from bankruptcy in February

2020 under its new name: as Energy Harbor. In and around March 2021 , the nuclear subsidies

passed in HB 6 were repealed. Energy Harbor and the two Ohio Nuclear Plants continued to

operate after the repeal.

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THE RACKETEERING CONSPIRACY

34. Beginning in or about 2016 and continuing to in or about November 2020, the exact

date being unknown to the Grand Jury, in the Southern District of Ohio and elsewhere, the

defendants, CHARLES E. JONES and MICHAEL DOWLING, and others known and

unknown to the Grand Jury, being persons employed by and associated with Enterprise, an

enterprise engaged in, and the activities of which affected, interstate and foreign commerce, did

knowingly and intentionally conspire with each other and others known and unknown to the Grand

Jury to violate Title 18 United States Code, Section 1962(c), that is, to conduct and participate,

directly and indirectly, in the conduct of the affairs of the Enterprise through a pattern of

racketeering activity, as that term is defined in 18 U.S.C. §§ 1961(1) and 1961(5), consisting of

multiple acts indictable under 18 U.S.C. §§ 1343, 1346 (relating to honest services wire fraud), 18

U.S.C. § 1956 (relating to the laundering of monetary instruments), and 18 U.S. Code § 1512

(relating to tamperii;ig with a witness, victim, or an informant), and multiple acts involving bribery,

chargeable under Ohio Revised Code§ 2921.02.

35. It was part of the conspiracy that each Defendant agreed that a conspirator would

commit at least two acts of racketeering activity in the conduct of the affairs of the enterprise.

MANNER AND MEANS OF THE RACKETEERING CONSPIRACY

36. The manner and means by which the defendants, CHARLES E. JONES and

MICHAEL DOWLING, and their co-conspirators agreed to conduct and participate in the

conduct of the affairs of the enterprise, included, among others, the following:

A. It was part of the conspiracy that JONES and DOWLING used the

Enterprise for the purposes of enriching and benefitting the defendants and the

Enterprise, its members, and associates through the use of secret payments and

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bribery schemes; of promoting and enhancing the defendants' and their

conspirators' activities; of promoting and enhancing the political power of public

officials through bribe payments to benefit the Enterprise, the public officials, the

defendants, and conspirators; and of concealing and protecting their actions from

public exposure and possible criminal prosecution.

B. It was part of the conspiracy that JONES and DOWLING strategized to

increase FirstEnergy's profitability through payments to 50l(c)(4)'s whom they

associated with public officials in return for specific official action benefitting

FirstEnergy.

C. It was part of the conspiracy that JONES and DOWLING helped create

and fund Energy Pass-Through, a purported 501 (c)(4) social welfare entity that was

solely funded by FirstEnergy and used Energy Pass-Through and directed and

caused payments from Energy Pass-Through to benefit FirstEnergy and the

defendants, and as a mechanism to pay and conceal bribe payments to other

501 (c)(4) entities for the benefit of specific public officials.

D. It was part of the conspiracy that JONES and DOWLING, through wire

communications in interstate commerce, caused FirstEnergy to pay bribe payments

to 501(c)(4) social welfare entities operating for the benefit of and controlled by

public officials with the intent to conceal the bribe payments.

E. It was part of the conspiracy that JONES and DOWLING, through wire

communications in interstate commerce, caused FirstEnergy to pay bribe payments

through Energy Pass-Through to 50l(c)(4) entities that were being used to benefit

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specific public officials to conceal and disguise the nature, source, ownership, and

control of the proceeds of the payments.

F. It was part of the conspiracy that JONES and DOWLING used 50l(c)(4)

entities as a mechanism to send bribe payments and for officials to receive bribe

payments so that the payments were concealed from public scrutiny and not subject

to reporting requirements.

G. It was part of the conspiracy that JONES and DOWLING agreed to pay

Householder and to fund Householder's bid for Ohio Speaker of the House in

exchange for Householder performing specific official action to support the

Nuclear Plants and to benefit the Enterprise and the defendants.

H. It was part of the conspiracy that JONES and DOWLING, knowing that

conspirators continued to pay Householder, facilitated and directed FirstEnergy to

pay and continue to pay Householder, in exchange for Householder taking specific

official action to benefit the Nuclear Plants, the Enterprise, and the defendants.

I. It was part of the conspiracy that JONES and DOWLING arranged for and

directed bribe payments to Householder with the intent that Householder would

assist in crafting and support HB 6 legislation that would go into effect and benefit

the Enterprise and the Nuclear Plants; use his position as Speaker to pressure and

advise public officials to take specific official action to further the legislation and

efforts to ensure legislation took effect; schedule and arrange for votes to ensure

passage of the legislation; and vote in favor of the legislation.

J. It was part of the conspiracy that JONES and DOWLING, individually

and through conspirators and others, corruptly offered and paid money to benefit

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Householder with the intent and purpose to corrupt and improperly influence

Householder to support and help enact into law legislation to benefit FirstEnergy

and the defendants.

K. It was part of the c~nspiracy that JONES and DOWLING, individually

and through conspirators and others, coordinated with Householder and others

working on Householder's behalf, to arrange payments for the benefit of

Householder and direct official action by Householder for the benefit of

FirstEnergy and the defendants.

L. It was part of the conspiracy that JONES and DOWLING caused and

directed payments to benefit Householder in exchange for Householder taking

specific official action to undermine the Ballot Campaign's efforts to subject HB 6

to a referendum.

M. It was part of the conspiracy that JONES and DOWLING continued to

arrange for bribe payments to benefit Householder with the corrupt intent that

Householder would be positioned to continue to take official action for the benefit

of the Enterprise and the defendants in exchange for payment.

N. It was part of the conspiracy that JONES and DOWLING caused and

directed a $4,333,333 payment of money for Randazzo's benefit with the intent and

for the purpose that, in return, Randazzo would perform official action in his

capacity as a public official on PUCO, as requested and as opportunities arose.

0. It was part of the conspiracy that JONES and DOWLING caused and

directed the $4,333,333 payment of money for Randazzo's benefit to corrupt and

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improperly influence Randazzo with respect to the discharge of his duty as a public

servant with PUCO.

P. It was part of the conspiracy that JONES and DOWLING, as part of their

corrupt agreement with Randazzo, discussed specific ways Randazzo could take

official action for the benefit of the Enterprise and the defendants, including:

advancing, supporting, and helping draft legislation that would benefit the

Enterprise and would benefit the Nuclear plants; advancing, supporting, and

helping draft regulatory action through PUCO to benefit the Enterprise and the

defendants; and advising and pressuring public officials to support legislation and

regulatory action that would benefit the Enterprise and would benefit the Nuclear

Plants.

Q. It was part of the conspiracy that JONES and DOWLING, as part of their

corrupt agreement with Randazzo, directed Randazzo to take official action to

benefit the Enterprise and the defendants, as opportunities arose, including official

action relating to the Ohio "hole," FirstEnergy's ESP IV, the Significantly

Excessive Earnings Test ("SEET"), a distribution modernization rider ("DMR"),

and HB 6 legislation.

R. It was part of the conspiracy that JONES and DOWLING, as part of their

corrupt agreement with Randazzo, continued to and intended to continue to direct

Randazzo to take official action to benefit the Enterprise and the defendants, as

opportunities arose.

S. It was part of the conspiracy that, as part of their "2 big bets," JONES and

DOWLING caused and directed payments for the benefit of specific public

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officials with the corrupt intent that, in return, the officials would take specific

official action for the benefit of the Enterprise and the defendants.

T. It was part of the conspiracy that JONES and DOWLING promised,

offered, and gave money with the corrupt intent to buy influence with specific

public officials by corruptly paying money to 501(c)(4)s benefiting the public

officials with the intent to improperly influence the officials to, in return, take

specific official action to benefit the Enterprise and the defendants.

U. It was part of the conspiracy that JONES and DOWLING promised,

offered, and gave money with the corrupt intent to buy influence with specific

public officials by corruptly paying money to 501(c)(4)s benefiting public officials

who JONES and DOWLING believed were "transactional," such that the officials

would take official action to benefit the Enterprise and the defendants in return for

payment.

V. It was part of the conspiracy that JONES and DOWLING attempted to

and did conceal their actions in furtherance of the conspiracy by destroying,

concealing, and altering information and directing others to do the same.

ACTS IN FURTHERANCE OF THE CONSPIRACY

37. In furtherance of the conspiracy and to achieve the objectives thereof, the

conspirators performed and caused to be performed the following, acts, among others:

Pursuing Legislation Through 501(c)(4) Payments to Public Officials

38. In pursuit of a state solution, on or about November 5, 2016, a month after the

discussion about increasing FirstEnergy's value, JONES told FirstEnergy consultant Individual

B, "Pass on to Larry Householder. When we were talking on Weds I told him there was gonna be

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a sense of urgency but couldn't tell him all the details. If we don't move on some type ofsupplant

in first half of 2017 it will be too late. These plants will be shut, sold, or bankrupt. I don't have

any contact info for him." Roughly two months later, in January 2017, JONES and DOWLING

met Householder in Washington, D.C. DOWLING flew with Householder in a FirstEnergy jet

and JONES stayed several nights at the same hotel as Householder, which was paid for by

Individual B, a consultant for FirstEnergy. Several events were planned involving JONES,

DOWLING, Householder, and Longstreth while in Washington, D.C., and during the trip,

Householder's need for money to fund his speakership bid and FirstEnergy's needs for a legislative

bailout for the Nuclear Plants were discussed.

39. After returning from Washington, D.C., Energy Pass-Through was created, with

DOWLING determining where Energy Pass-Through would be incorporated, assisting in the

selection of the directors. DOWLING later indicated that he preferred the directors listed on the

Form 990 that is publicly filed with the IRS "not be easily identified with FE."

40. On or about February 6, 2017, JONES and Householder discussed nuclear

legislation and Generation Now, and a bank account for Generation Now was opened. A day later,

a bank account for Energy Pass-Through was opened.

41. DOWLING wrote approximately a week later (on or about February 15, 2017),

during a FirstEnergy executive council meeting, "We told BoD @ Greenbrier we can increase

value of FE by ~ 27%. What's the best way to get there in the timeframe we promised them.

a. Exit competitive generation- sale, bankruptcy, re-reg

a. [sic] ZECs in Ohio & PA coupled with [] action@FERC via DOE?
b. FES bankruptcy
c. sale of company."

42. Following the meeting, JONES and DOWLING quickly got to work. For

example, the day after the meeting, FirstEnergy Service Co. wired $5 million to the Energy Pass-

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Through bank account. At JONES and DOWLING's behest, FirstEnergy also began paying

millions of dollars to public officials through 501(c)(4)s that they knew were operating for the

benefit of and associated with those public officials.

43. From 2017 through 2020, JONES and DOWLING directed and caused payments

to 501(c)(4)s entities and another entity operating for the benefit of specific public officials with

the intent to corrupt and influence officials to take specific official action to further the state

solution and to benefit FirstEnergy. JONES and DOWLING directed and caused the payments

into 501(c)(4)s because they were unregulated and unreported. \Vhile HB 6 was pending before

the legislature, JONES and DOWLING sought from the public officials specific official action

in the form of pressuring and advising other officials to support the legislation, including the

"decoupling" provision supported by FirstEnergy and an extension of the term of the nuclear

subsidy duration to ten years; and, after HB 6 was signed into law, JONES and DOWLING sought

official action to help defeat the Ballot Campaign that sought to overturn House Bill 6 through

referendum. JONES and DOWLING continued to cause and direct corrupt payments into 2020.

44. In addition, JONES and DOWLING corruptly caused and directed payments to

Generation Now for Householder's benefit with the intent that Householder would help pass

nuclear legislation in return. For example, on or about March 16, 2017, FirstEnergy Service Co.

wired $250,000 to Generation Now. Prior to the payment, DOWLING received the wiring

instructions for Generation Now from Longstreth, who explained that "[t}his is the organization

that Chuck and Larry discussed." Five minutes after receiving the email, DOWLING forwarded

the email and told a FirstEnergy employee, "Please get moving on this contribution. Let's do

$250,000 asap and we will do $IM by year-end 2017." This marked the first of four $250,000

payments that FirstEnergy Service Co. made to Generation Now in 2017, totaling $1 million. The

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payment was consistent with the strategy that DOWLING had outlined in an internal FirstEnergy

presentation, where prepared talking points explained that 2017 political contributions were

"money spent to influence issues of key importance to FirstEnergy in 20 I 7, such as saving our

baseload generation" and that FirstEnergy's ''preferred manner ofgiving is through section 501 (c)

groups, as these are considered 'dark money' because they are not required to disclose where the

donations come from." The talking points noted that "the bulk of our political contributions are

to c(4)s." The presentation listed Generation Now, Energy Pass-Through, and Coalition, among

others, as 501 (c)(4)s that received FirstEnergy payments in 2017. In pursuit of a federal solution,

JONES and DOWLING hired consultants to lobby decision makers. But JONES and

DOWLING's efforts for a federal solution were unsuccessful.

45. In continued pursuit of a state solution, FirstEnergy Service Co. wired another

$250,000 to Generation Now on or about May 17, 2017, which was the second installment of the

million dollars FirstEnergy gave Householder in 2017. The third and fourth installments were paid

on or about August 10, 2017, following a discussion at the Greenbrier between JONES,

DOWLING, and Longstreth, and on or about December 8, 2017.

46. In early January 2018, after FERC rejected DOE's NOPR a month later, seemingly

closing a door to a potential federal solution, DOWLING texted CEO of Company C and

Company C Executive afterwards, "FERC voted down the doe nopr. Next steps TBD. Might file

deactivation notices tomorrow for all FES facilities - although we are working through the pros

and cons of doing that." A few months later, FirstEnergy did just that, in addition to FES (and

affiliated debtors) filing Chapter 11 bankruptcy petitions and requesting that that the DOE declare

a national emergency under Section 202(c) of the Federal Power Act for all nuclear and coal plants

in P JM for a minimum of four years.

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JONES and DOWLING Place and Win Two Big Bets in Ohio

47. JONES and DOWLING's plan for a state legislative solution for the Ohio Nuclear

Plants involved funding public officials who could help pass and enact the nuclear legislation when

they took office. JONES would later celebrate with DOWLING that their "2 big bets" "paid off'

on the day HB 6 was ultimately signed into law.

48. As part of this plan, FirstEnergy continued making secret payments to Householder.

For example, on or about March 15, 2018, two weeks before FirstEnergy's subsidiaries filed for

bankruptcy protection and it requested emergency action from the DOE and following a series of

phone calls between DOWLING and Householder, Energy Pass-Through wired $300,000 to

Generation Now. On or about April 11, 2018, JONES met with Householder to "[d}iscuss

Speaker race and votes needed." On or about May 1, 2018, FirstEnergy used Energy Pass-Through

to pay $300,000 to a different 50l(c)(4) operated for Householder's benefit called Coalition.

(Later, in 2020, Generation Now wired over $1,000,000 to Coalition, which then wired money to

PAC for media buys in PAC's name to help elect candidates supported by Householder.) And, on

May 4, 2018, Energy Pass-Through wired $100,000 to Generation Now. The Oluo primary

election occurred days later on May 8, 2018, with Householder winning his primary along with

many of his Team Householder candidates.

49. JONES and DOWLING continued their efforts in August 2018, as the general

election approached. For example, after Energy Pass-Through wired $500,000 to Generation Now

on or about August 16, 2018, Householder thanked JONES for his help, to which JONES

responded, "We are rooting for you and your team!" Householder replied, "I'm rooting for you as

well ... we are on the same team."

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50. As the general election in November approached, JONES and DOWLING

focused on Ohio efforts, with FirstEnergy Service Co. paying approximately $1.5 million to

501(c)(4)s and dark money entities in the weeks before the election. For example, on or about

October 9, 2018, FirstEnergy Service Co. issued a $400,000 check to Generation Now, which was

presented to Householder during an in-person meeting the next day by FES ' lobbyists and

executive. Prior to the meeting, DOWLING texted JONES that Householder would "learn about

the $400k at this mtg." Householder credited JONES with the check, texting JONES, "$400k ...

thank you" after he received it, to which JONES responded, $

51. On or about October 29, 2018, FirstEnergy Service Co. transferred $500,000 to

Dark Money Group 1. The payment resulted from a meeting in JONES' office between JONES,

DOWLING, Householder, and Longstreth a few days before (October 23, 2018). Following the

meeting, JONES and DOWLING persuaded other energy-interested companies to send payments

to Dark Money Group 1 on Householder's behalf. Following the meeting with Householder,

DOWLING texted JONES, "I talked to [Company C Executive]. He's going to contribute $1 00k

to our effort with [Dark Money Group 1]. As for your [] Friday morning message to [CEO of

Company B]: .. .I met with Speaker Householder a few days ago. We believe in Larry and think

he can and will be Ohio 's next Speaker. That 's important to all of us. He has a need for a final

push. We've committed $700k to the effort and I'd like to ask/or your help with $100k."

52. The day after the general election, JONES texted Householder and asked, "How

did your candidates do?" Householder responded that "we were a net -4." Householder told

JONES that "I literally need 1 more vote for Speaker." JONES asked if Householder was

"counting [Representative 11] or not?" and stated that, "I'll make sure that one happens." Later

that day, Householder asked JONES "If you would just ask [Individual CJ to set up a meeting w

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me and engage in getting this Spkrs race worked out so the way we want it. That would be perfect.

Need him to focus." JONES responded, "On it."

53. A few days before Householder's speakership vote, DOWLING texted an update

about what he had heard regarding the Speaker' s race, specifically the amount of votes

Householder needed through a combination of Republican and Democrat support. DOWLING

concluded, "Gotta get to 50."

54. On January 8, 2019, the day after Householder was elected Speaker JONES texted

Householder Householder responded: "[t]hank you for everything it was

historical." In a separate text exchange that day, Individual C texted JONES, DOWLING, and

another, "Congrats Chuck and DOWLING. Big win in Ohio Speaker vote," and then, "2019 could

be FE 's year." JONES responded, "Hate to say this but we still need to get DOE help for plants

so we can use Ohio to help the parent." Shortly after his election, Householcler created a standing

subcommittee on energy generation, laying the groundwork for HB 6.

Installing Supportive State Regulator

55. Following the general election in 2018, JONES and DOWLING also pushed for

a "2-person PUCO deal" through which two FirstEnergy-approved appointments would be

selected to the PUCO Board. The strategy included efforts to have Randazzo appointed PUCO

Chairman.

56. On December 18, 2018, JONES and DOWLING met with Randazzo at

Randazzo's condominium. During the meeting at Randazzo's condominium, JONES,

DOWLING, and Randazzo discussed payments to Randazzo and Randazzo's candidacy for the

open PUCO chair position.

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57. Later that evening, Randazzo texted JONES and DOWLING a list of remaining

payments under a purported agreement with FirstEnergy Corp. from 2019 to 2024. The payments

totaled $4,333,333. Randazzo added, "Thanks for the visit. Good to see both ofyou," to which

DOWLING responded immediately, "Got it, Sam. Good seeing you as well. Thanks for the

hospitality. Cool condo."

58. The next day, JONES texted Randazzo, "We 're gonna get this handled this year,

paid in full, no discount. Don't forget about us or Hurricane Chuck [JONES] may show up on

your doorstep! Of course, no guarantee he won 't show up some time anyway." JONES then

attached an image of a venomous snake protruding from a hurricane. Randazzo replied, "Made

me laugh-you guys are welcome anytime and any where] [sic] can open the door. Let me know

how you want me to structure the invoices." Randazzo then added, "J think I said this last night

but just in case - if asked by the administration to go for the Chair spot, I would say yes."

Consistent with their prior understanding, on or about December 21, 2018, DOWLING texted

JONES, "I think they 're going for the 2 play at the PUCO-with Sam as chair and [Individual E]

as Commissioner."

59. After meeting with Randazzo in December 2018 to discuss the payout and

Randazzo's candidacy for PUCO Chairman, JONES and DOWLING pushed to have Randazzo

appointed as the PUCO Chairman so that Randazzo could further FirstEnergy's interests in that

role through official action.

60. On or about January 2, 2019, FirstEnergy Service wired $4,333,333 to Randazzo's

Company 1 bank account, which represented the amount designated in an amended agreement

from 2019 through 2024, and the amount that Randazzo, JONES and DOWLING had discussed

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following their condo meeting. Following the payment, in fact the same day, DOWLING texted

JONES and forwarded a message from Randazzo. In the message, Randazzo stated:

Mike, I would like to come to Akron on 1110, 1 Ill, 1114 or

I l l 5 to get a better understanding of the "hole" (size, shape,
life expectancy and so on). Also, I would like to discuss a
couple concepts that I landed on after our recent meeting. ff
Chuck is available to discuss concepts, that would be a plus.
ff none ofthe above days work, get me a couple that do, please.

61. JONES responded with a date and time for meeting Randazzo, then stated: "So

you 're saying Sam as Chair and [Individual EJ on later?" DOWLING replied, "That's their plan,

but nothing certain until Sam's meeting." JONES and DOWLING kept the meeting with

Randazzo closely held. When DOWLING asked whether there was anyone they should include

internally, JONES replied, "I think just you and me. Don 't want too many on the inside right now.

That's probably his preference also." DOWLING then forwarded a text from Randazzo: "From

Sam. Probably best if it is you and Chuck. ff more is required, I can follow up. I don't think that

we will get into the weeds. That can come once we get comfortable with a conceptual framework."

62. Two days later, on or about January 4, 2019, DOWLING and JONES discussed

through text message the status of Householder's speakership and Randazzo's PUCO nomination.

DOWLING texted that Randazzo called and "The idea of a combination ofSam and [Individual

E] was discussed- with Sam staying until [Individual E] gets re-nominated. More to Come."

63. A week later, on or about January 11, 2019, DOWLING forwarded to JONES a

text message that read, "Resumes to the Nominating Council are due on Jan. 17. Once it's known

Sam applied, the world will know."

64. On or about January 14, 2019, DOWLING texted JONES about a presentation he

was making the next day to the FirstEnergy Board of Directors, in which DOWLING would

discuss the "Ohio hole," "extending our ESP," and ''fixing SEET test." DOWLING then texted

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JONES about the timing of what would become HB 6: "Sam was talking about the number of

weeks needed for him to coalesce parties on the broad construct of an energy bill. Before

introduction." According to DOWLING, Randazzo estimated "the 6 to 8 week time.frame to pull

together (not necessarily pass) the legislative component assumes that the new administration

makes the appointment ASAP and runs from the date of the appointment."

65. On or about January 18, 2019, JONES texted DOWLING, " ... Once Sam is

announced, we need him to help with [Individual E]. Sounds like he already did but will need

more."

66. On or about January 28, 2019, DOWLING texted JONES about a solution to the

Ohio "hole" and an update on RandazZQ' s nomination: "Chuck- [Individual GJ and I just finished

a good meeting with Sam Randazzo on the way to solve the 2024 issue. No one internal knows we

met with him."

67. Around this time, FirstEnergy became concerned that Randazzo would need to pull

out of the PUCO selection process because a disclosure in connection with a FES bankruptcy filing

indicated that Company 1 had received payments from FES. In response to the news, JONES

lamented in a text message to DOWLING on or about January 30, 2019, "Great. Now we have

none on the list." DOWLING responded, "This is awful." JONES then texted, "Back to

legislative fix for Ohio hole."

68. On or about January 31, 2019, DOWLING texted JONES, "Nominating Council

has been delayed and is now in Executive Session"; "Check email." JONES texted back roughly

two hours later, "Any word'; to which DOWLING responded, "Not yet. Hoping soon. You 'll be

my first call." DOWLING later forwarded a message, which listed the vote totals for candidates

and confirmed, "Sam got the most votes."

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69. The next day, after Randazzo cleared the selection process, JONES texted

Randazzo, "Most of the media coverage is very fair. There will be some shots taken but that 's

inevitable. Hang in there til it's done and it will quiet quickly."

70. JONES and DOWLING's plan to get Randazzo appointed PUCO Chairman was

successful--on or about February 4, 2019, Randazzo was selected as the Chairman of PUCO. That

day JONES texted Company C Executive, "Now work on the Sam/[Jndividual EJ parlay. Once

Sam is in he'll help with [Individual EJ and my Speaker friend will too." The next day, JONES

texted Randazzo, "Congratulations!" Randazzo responded, "Thanks Chuck - the last four days

have been tu.ff." Randazzo went on, "Thanks goes to some great good.friends."

Ohio Bets Pay Out: FirstEnergy "Win(s) the National Championship"

71. JONES and DOWLING next trained their sights on Ohio legislative and

regulatory action benefitting FirstEnergy, such as legislative action called "SEET," millions per

year through a "decoupling" provision in HB 6, and action closing the "2024" Ohio "hole"- or

as they were internally referred to collectively-"Win[ning] National Championship."

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72. FirstEnergy was actively involved in drafting the nuclear legislation that would

become HB 6. This included a "decoupling" provision that would guarantee millions of dollars

per year in fixed income to FirstEnergy Corp. On or about April 13, 2019, the day after HB 6 was

introduced to the Ohio House of Representatives, DOWLING emailed FirstEnergy Corp.

employees, "Have we developed talking points on our decoupling language? We 're going to need

to aggressively defend it."

73. Following opponent testimony in a House subcommittee that challenged HB 6 on

April 23, 2019, DOWLING told JONES, "Today was opponent testimony. Went long. Expected

stuff Tell LH to put on his big boy pants. Ha." Later that day, JONES forwarded DOWLING the

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content of a message from Householder that read, "I hope FES is ready for a fight because the first

shot was fired at us tonight. Nobody screws with my members ... my name ain 't [Representative

10} or [Representative 1}. I asked [Individual DJ to make ads this morning." JONES then texted

DOWLING, "FES Needs [sic} to pay for these ads," explaining, "they can spend some money on

the real fight. " JONES later texted Householder, "I will be pushing FES to engage," and then

followed up, "I'll talk to FES tomorrow about paying for [the ads.} What kind of budget?"

74. The next day, JONES texted Householder, "Spoke to FES creditor rep. They will

step in and help." Householder responded that he was having breakfast with Longstreth to discuss

and would call JONES after they met. Householder responded to JONES, "I may want to run

things past Jeff to make sure [Individual DJ doesn't overcharge. ... I'm cheap." JONES replied

to Householder, "OK. I would say you are a bargain - not cheap."

75. From April 30 to July 5, 2019, while HB 6 was pending before the Ohio legislature,

FirstEnergy accounts deposited $15 million into Generation Now.

76. While HB 6 was pending before the legislature, JONES and DOWLING sought

official action from specific public officials in the form of pressuring and advising other officials

to support the legislation, including the "decoupling" provision supported by FirstEnergy and an

extension of the term of the nuclear subsidy duration to ten years.

77. For example on or about June 27, 2019, after Householder told JONES that

"House I Senate negotiations are occurring," JONES responded, "Negotiate hard. 10 years and

decoupling back in!" Householder then replied, "JO years?"; "[FES Executive BJ told me $148M

for 6yrs was what was necessary." JONES then responded, "I was told you knew about it. They

fucked up. You'll be fighting this same issue in 5 years because they will not be able to take it

public without more years."

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78. On or about June 28, 2019, DOWLING texted JONES, "Just heard.from Sam ..

decoupling looks good." Decoupling was the provision in HB 6 that guaranteed between $30 and

$50 million in fixed revenue annually for FirstEnergy.

79. DOWLING explained to FES Executive A on or about July 10, 2019, that

Randazzo told DOWLING: "/ am engaged and hope I can help." DOWLING went on, "Having

Sam engaged is key. He doesn't use the word lightly."

80. On or about July 11, 2019, DOWLING textedJONES: "Chuck-I had a long talk

with Sam last night about audit language. He is mtg today with [Senator 4] and Senate counsel.

We have a good plan to help. Just wanted u to know your team is engaged and helping - and we

will get it if we can keep Jes from negotiating against themselves."

81. On or about July 13, 2019, JONES texted DOWLING and others, "Why are these

guys beating their head against the wall still. I thought they were gonna stand down til after the

budget is done? What are you hearing.from Sam?" DOWLING responded, "What I'm hearing is

two things as to the audit. Sam thinks he has it nailed and the language works. Confidentially,

[FES Executive BJ agrees. Plus, we are going to have another bite at the apple after the bill is

introduced Everyone need to stay cool, negotiate with Sam, express real concerns and we will

win."

82. On or about July 13, 2019, JONES texted DOWLING and others that he told

Householder "why 10 years is a must" and Householder is "on board with pushing HB 6 to 1O."

83. On or about July 14, 2019, when FES Executive A texted DOWLING asking

whether new HB 6 language "corrected audit language and these changes we discussed w you this

AM," DOWLING responded, "[Senate Counsel] is supposed to cobbling together a new bill and

he is under orders to share it with the administration. When that sharing happens, I'll know it -

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so it hasn't happened yet. As for wats in it, I'm not worried. I hope it get all of our stuff right, but

if it doesn't we will get it fixed before passage."

84. Also on or about July 15, 2019, DOWLING texted JONES, "Audit language is

behind us. All good on that front" and that certain public officials were "working the years issue

hard."

85. Later that evening, JONES attempted to reassure FES Executive A, who had

expressed concerns about the term of years for the subsidy, by responding that Randazzo and other

officials were working on the issue and that the "Conference on budget is ongoing and Speakers

delegation is gonna try to negotiate budget movement for tenure on HB6. Everything that can be

done is being done. If we don't get it, we work to pass an addendum as soon as [Senator 3J is

out."

86. The next day, when FES Executive A again texted JONES, "House doesn't have

quite enough votes," JONES responded, "Larry is negotiating. I'm in the loop." That same day,

JONES also texted DOWLING, "Some big concessions by the speaker on the budget. Hopefully

he did a little horse trading along the way." That day, DOWLING texted JONES, "HB 6 passed

committee (with decoupling). 9-4 vote. No additional years for FES - 7 years." HB 6 then went

back to the House for a vote on the Senate's amendments to the bill, and DOWLING texted

JONES, "Now I'm hearing the Speaker is scrambling for one vote."

87. On or about July 16, 2019, DOWLING and JONES texted relating to the status of

HB 6, the SEET language in the budget, and help from Randazzo and other officials for additional

years for the subsidy. DOWLING then texted that decoupling "[w]ill be offered tomorrow by

[Senator 5] with help from [Senator 6]. Stupid they're making her offer it, but we are convinced

there's no monkey business. It's greased."

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88. On or about July 23, 2019, the day that HB 6 was signed into law with the

decoupling provision included, DOWLING texted JONES a screenshot showing HB 6 passing

with 51-38 votes with the message: "Boom! Congrats. This _doesn't happen without ceo

leadership." Then the following exchange occurred:

CJ Charles Jones 11:42 AM

We made a bbiiiiiiig bet and it paid off. Actually, 2 big bets. Congrats to you and the entire team!
See if Matt has any Pappy and we'll all head to Columbus tonight.

MD Michael Dowling 11 :49 AM

Huge bet and we played it all right on the budget and HB 6 - so we can go back for more!

MD Michael Dowling 11 :49 AM

No party tonight. We are going to plan one with the Speaker later.

89. That same day, JONES also sent to Randazzo a photo-shopped image of Mount

Rushmore with the face of Randazzo, alongside DOWLING, a FirstEnergy employee, and

Company C Executive, imposed over the four presidential faces with the caption, "HB 6 FUCK

ANYBODY WHO AINT US."

FirstEnergy Pays for a "Quick Fix" to Preserve HB 6

90. After a ballot campaign formed to repeal HB 6 through a ballot referendum,

DOWLING initially expressed concern about the referendum before understanding

Householder's involvement. Regardless, JONES and DOWLING were confident they could

defeat the effort through Householder-backed legislation that would declare HB 6 a ''tax," making

it referendum-proof under Ohio law. As DOWLING texted FES Executive A, on or about July

24, 2019, "I had a good conversation with Speaker H today re: the referendum issue. I think

you're in excellent hands. I know more about his personal involvement and engagement. We

should all be following his lead I know you/Jes are and we will as well." In the months that

followed, FirstEnergy accounts and Energy-Pass Through paid millions of dollars to Householder

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through Generation Now to ensure the Ballot Campaign failed, and Householder agreed to pass

new legislation characterizing HB 6 as a referendum-proof "tax" on Ohio citizens.

91. JONES and DOWLING knew that if the ballot referendum campaign obtained

enough signatures, Householder had a back-up plan, a "quick fix," ready to go. The "quick fix"

was new legislation Householder had drafted that would declare HB 6' s subsidies a tax. JONES

and DOWLING discussed the "quick fix" through the referendum period and arranged for

FirstEnergy Service Co. to wire $20 million to Energy Pass-Through, $13 million of which went

immediately to Generation Now to support Householder's efforts. Between July 29 and October

22, 2019, FirstEnergy and Energy Pass-Through accounts paid $38 million into Generation Now.

92. During this time, JONES and DOWLING continued to engage with Householder

and his associates regarding the "quick fix" and payments. For example, on or about October 19,

2019, a few days before the ballot referendum's signatures were due, JONES texted DOWLING,

FES Executive A, and FES Executive B, "Just spoke to the big guy. He's got the 'tax' bill ready

to go and believes he's got [Senator 3] on board...." FES Executive B responded, "That is good

news. Having both [Householder and Senator 3J on board and ready is critical for us next week

to be ready to deal with the outcome of the signatures and the court." Similarly, on October 10,

2019, when FirstEnergy Service Co. wired $10,000,000 to Generation Now, by way of Energy

Pass-Through, Longstreth called DOWLING about needing more money, prior to the payment.

JONES also spoke to Householder about the money prior to the payment. As JONES told

DOWLING, "I did speak with LH and he says they need it and will spend it. Talked to him about

future and he says the future is now. He understands it's not our issue and truly appreciates the

support." Although JONES had said, "not our issue," HB 6's fixed revenue provision was

important to FirstEnergy and JONES and DOWLING. For example, when Longstreth raised the

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decoupling provision in HB 6, DOWLING responded, "We'll send the wire today." DOWLING

then worked out the logistics of the payment, texting Individual I, "Let 's roll cej is on board."

After receiving confirmation that Energy Pass-Through wired the $10 million to Generation Now,

DOWLING responded, "Mission accomplished."

93. On October 18, 2019, FirstEnergy Service Co. wired another $10,000,000 to

Energy Pass-Through, which then wired $3,000,000 to Generation Now a few days later, on

October 23, 2019. The day prior to the $10,000,000 wire, DOWLING texted JONES, explaining

that Longstreth said they were looking for $3,000,000 to get through the weekend. DOWLING

told JONES that, "Larry asked Jeff to call me - which means they want me to talk to you but LH

will engage with you if necessary." Ultimately, JONES directed DOWLING to "[g]ive them the

$3M but tell [FES Executive A] I want an JOU." In response, DOWLING asked, "Want to do

$3m to our C(4) or more while we 're at it?" JONES directed DOWLING, "Do $10. Tell

[Individual I] I approve. Tell him it's more help for FES. Last sentence is important."

94. The day after the $10 million wire to Energy Pass-Through (October 19, 2019),

JONES texted DOWLING, saying, "LH called to see what we thought about [ a public official'sJ

replacement. First told him it was the worst possible pick. Then gave him the real scoop."

DOWLING remarked, "I wish we had this state and federal team in place when we first started

our generation push. Darn it."

95. On October 23, 2019, the day after Energy Pass-Through wired the $3 million

payment to Generation Now, JONES' reminded FES Executive A of Householder's plan, when

the executive told JONES that "[wjaitingfor this judge is giving me an ulcer"-a reference to a

legal challenge by the Ballot Campaign as part of its effort to obtain more time to gather signatures.

JONES responded: "You are a worrier but then it 's a pretty big deal. For what it 's worth . . .

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Householder think it's game over. But that's private conversation unless they've told you the same

thing. And Householder has 'quick fix' anyway." JONES and DOWLING had discussed the

"quick fix" two days earlier (October 21, 2019), when DOWLING texted JONES, "FES' intel is

that opponents will bring signatures to Secretary of State today at 4 pm. .. A lot of conversation

at FES about the never-ending opponent challenges and the need to pass new legislation. We'll

see what happens today?" JONES responded, "Larry is ready to do new legislation immediately

if they turn in signatures. " JONES went on to explain, "LH says it will NEVER hit the ballot."

Randazzo Gets Rid of the "Ohio 2024 hole" for JONES and DOWLING

96. On or about November 10, 2019, a few weeks after the Ballot Campaign failed to

collect enough signatures to the put the referendum ofHB 6 on the ballot (on or about October 22,

2019), JONES texted Company C Executive, "And, the FE rescue project is not over. At EEI

financial conference. Stock is gonna get hit with Ohio 2024. Need Sam to get rid of the 'Ohio

2024' hole." JONES's message about the rescue project followed an earlier exchange between

JONES and DOWLING on November 5, 2019, where JONES sent to DOWLING an article by

Morgan Stanley projecting low growth for FirstEnergy because of "a rate case review in 2024."

In his note accompanying the article, JONES told DOWLING, "Here's the MS down grade due

to the 'Ohio hole.'" That same day, DOWLING texted JONES and Individual G a message

exchange he had earlier with Randazzo that evening. In the exchange, Randazzo stated, "The

Wolfe report I saw today was more bullish on the FE financial performance. Thanks for sending."

DOWLING responded, "True, but made clear that the 2024 rate case mandate is part of the

reasonfe trades at a discount to peers[,]" to which Randazzo replied, "Understood- [sic]."

97. On November 15, 2019, DOWLING texted JONES, "I spoke with Sam today.

Told me 2024 issue will be handled next Thursday (November 21)." DOWLING later texted,

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"he's going to make the requirement to file go away, but I do not know specifically how he plans

to do it." Then, on or about November 21, 2019, DOWLING texted JONES, "Today is our day

for action on the 2024 issue."

98. The following day, November 22, 2019, JONES texted Randazzo an image

showing FirstEnergy's stock increase with a note that stated, "Thank you!!" Randazzo responded,

"Ha - as you know, what goes up may come down. [NameJ helped. Thanks for the note. Spoke

to mike last night." JONES replied, "Every little bit helps. Those guys are good but it wouldn't

happen without you. My Mom taught me to say Thank you," to which Randazzo replied, "Thanks."

The day before, PUCO had issued a ruling that FirstEnergy was no longer required to file a new

rate distribution case in 2024. After the ruling, DOWLING texted JONES the PUCO decision,

which highlighted the following language from the Opinion and Order: "we find that it is no longer

necessary or appropriate for the Companies to be required to file a new distribution rate case at

the conclusion of the Companies' current ESP."

FirstEnergy's Corrupt Bargains Continue to Payoff

99. On or about January 9, 2020, DOWLING forwarded to JONES a message he

received from a FirstEnergy employee referencing PUCO "Staff's position on decoupling'' and

followed up with a message stating, "Saw your email [sic] Unreal what staff did. Of course they

can't rewrite the law but now what they've done will expose all ofus to what is happening. Nothing

is easy." JONES later responded, "Better get to work!" DOWLING replied, "On it. [Individual

GJ is in Columbus and is going to try to see Sam later today. Also, we know Sam is coming to

Akron later today to tour the new FES building. I don't know why, but that's another opportunity."

JONES responded to the message with a "thumbs up" emoji.

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100. On or about January 15, 2020, when it appeared that another commissioner would

be appointed to PUCO in 2020, Householder texted JONES, "Who do you like for this PUCO

board appointment." That evening, JONES forwarded Householder's message to DOWLING

explaining, "Got this from LH a little while ago." JONES then copied his response to

Householder, "Let me check and get back to you. But I think Sam wants the incumbent Dre-upped

because he's very cooperative with Sam." JONES asked DOWLING whether he should confirm

his answer to Householder from, "I thinR' to ''yes," and then continued, "Tell Sam Larry asked

me I [sic] my response was whoever Sam wants." JONES then texted Householder back as

follows: "[PUCO Official 2] is the commissioner who's up this April. Sam likes [PUCO Official

2]. Sam has been outstanding. Approved our decoupling filing today and got a 5-0 vote including

[PUCO Official 2], even though Staffbureaucrats wanted to modify HB 6 language." Householder

then responded, "Very good." Householder then stated, "I need to have my appointee to make

recommendation to Gov. I will take care of it tomorrow."

101. On or about January 22, 2020, Householder forwarded to JONES a link to a

newspaper article about the HB 6 ballot campaign dropping their legal challenge that was pending

on appeal, and wrote, "We win again," to which JONES responded, "Great news .. . ."

JONES and DOWLING's "Effort$$" Continue

102. On or about February 15, 2020, DOWLING had a text message exchange with a

former FirstEnergy executive that reflected his corrupt intent to pay public officials in return for

official action. DOWLING texted about help from a public official, who DOWLING

characterized as having been extremely good to us "on a lot of issues - through the commission

and with legislation," and DOWLING continued, that it "[h]elps to have Sam where he is." The

former FirstEnergy executive responded, "It's like a dream!!! But it takes a lot ofeffort to get them

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in the right track and holding them there." To which DOWLING replied, "You got that right!"

and then followed: "Effort $$."

103. On or about Tuesday, March 3, 2020, Energy Pass-Through wired $2,000,000 to

Generation Now. The wire followed a conversation between JONES and Householder.

Specifically, on February 28, 2020, JONES remarked to Individual B that he had, "[t]alked to

Speaker today. He's an expensive friend." JONES then explained that the Speaker had called

JONES about his "term limit initiative," which would impose "16 years lifetime max in legislature

starting when it passes" and that Householder would "get a lot done in 16 more years." The next

day, JONES texted Householder that, "Mike is contacting Jeff [Longstreth] to do 2 early next

week." After Longstreth emailed DOWLING new wiring instructions for Generation Now,

DOWLING texted Individual L, "Good afternoon, []. I sent you an email. On Monday/Tuesday

of next week, we are hoping to do a $2M contribution from our C(4) to Generation Now."

DOWLING then texted two FirstEnergy employees, "We are going to make a significant

contribution to Generation Now from Energy Pass-Through next Monday/Tuesday." DOWLING

indicated that keeping Householder in power was "good for the home team." DOWLING later

cautioned, "Mums the word to all. $2m." On March 3, after receiving confirmation that the Energy

Pass-Through wire was "en route," DOWLING asked Individual L, "What['s] our C4 balance?"

104. In a text message exchange on or about March 4, 2020 about possible future

favorable action by Randazzo, JONES summarized official action already performed by Randazzo

at the request of FirstEnergy. Specifically, in response to a text message asking, "Any luck on

talking with Sam on energy license we just received request for additional comments[?]" JONES

responded: "He will get it done for us but cannot just jettison all process. Says the combination

of over ruling Staff and other Commissioners on decoupling, getting rid of SEET and burning the

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DMR final report has a lot of talk going on in the halls of PUCO about does he work there or for

us? He'll move it as fast as he can."

105. On or about May 13, 2020, when a state aide texted Company C Executive and

DOWLING, "Hey guys. Everybody ok in Akron? My internal clock feels than an insane request

from FE is overdue by a couple of weeks, " DOWLING responded, "No[w] that made me laugh.

It takes a few more weeks cooking it up in work at home modes!"

JONES's and DOWLING's Continuing Concealment

106. In and around September 2020, JONES met with FirstEnergy Service Executive 1

and Individual B and discussed the Department of Justice ("DOJ") investigation into FirstEnergy

relating to the federal racketeering indictment in United States v. Householder, 1:20-cr-00077

(S.D. Ohio); and they discussed a $400,000 "consulting" payment that FirstEnergy previously

made to Individual B, which was paid through FirstEnergy Service Executive 1's department's

budget at JONES's direction, but in which JONES told FirstEnergy Service Executive 1 to leave

JONES out of the transaction.

107. Following the conversation, in and around September and October 2020, Individual

B directed FirstEnergy Service Executive 1 to alter a document relating to the $400,000 payment,

and JONES directed FirstEnergy Service Executive 1 to provide false information, including false

information relating to the $400,000 payment, to individuals gathering information in response to

the indictment in United States v. Householder, 1:20-CR-00077 (S.D. Ohio) and federal grand jury

subpoenas served on FirstEnergy. Further, JONES told FirstEnergy Service Executive 1 that he

provided purposefully false information about transactions involving Individual B, including the

$400,000 payment, to individuals gathering information in response to the indictment in United

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States v. Householder, l :20-cr-00077 (S.D. Ohio) and federal grand jury subpoenas served on

FirstEnergy.

108. On or about July 28, 2020, shortly after the federal complaint became public in

United States v. Householder, l :20-CR-00077 (S.D. Ohio) and related federal grand jury

subpoenas were served on FirstEnergy, JONES's iPhone 11 Pro Max was imaged at the direction

of FirstEnergy and the phone was returned to JONES.

109. In and around October 2020, FirstEnergy instructed JONES that it needed to re-

take possession of the iPhone 11 Pro Max so that it could re-image the phone. When JONES

returned the iPhone 11 Pro Max to FirstEnergy for re-imaging, on or about October 22, 2020,

thousands of messages were missing from the phone, including messages relevant to the federal

investigation.

110. Following the federal complaint in United States v. Householder, l :20-cr-00077

(S.D. Ohio) and federal grand jury subpoenas served on FirstEnergy, DOWLIN G's iPhone 10

was imaged on or about July 24, 2020 at the direction of FirstEnergy and the phone was returned

to DOWLING . DOWLING's iPhone 10 contained less than 6,000 messages at the time

DOWLING gave the phone to FirstEnergy for imaging. Communications between DOWLING

and JONES and others relevant to the federal investigation were missing from the phone when it

was imaged.

In violation of Title 18, United States Code, Section 1962(d).

FORFEITURE ALLEGATION

111. The allegations contained in Count One of this Indictment are hereby incorporated

by reference for the purpose of alleging forfeiture pursuant to the provisions of Title 18, United

States Code, Section 1963.

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112. Upon conviction of the offense set forth in Count One of this Indictment, the

defendants, CHARLES E. JONES and MICHAEL DOWLING, shall forfeit to the United

States, pursuant to Title 18, United States Code, Section 1963:

a. any interest acquired or maintained in violation of Title 18, United States

Code, Section 1962, which interests are subject to forfeiture to the United

States pursuant to Title 18, United States Code, Section 1963(a)(l);

b. any interest in, security of, claim against, or property or contractual right

of any kind affording a source of influence over, any enterprise which the

defendants established, operated, controlled, conducted, or participated in

the conduct of, in violation of Title 18, United States Code, Section 1962,

which interests, securities, claims, and rights are subject to forfeiture to the

United States pursuant to Tile 18, United States Code, Section 1963(a)(2);

and

c. any property constituting, or derived from, any proceeds obtained, directly

or indirectly, from racketeering activity or unlawful debt collection in

violation of Title 18, United States Code, Section 1962, which property is

subject to forfeiture to the United States pursuant to Title 18, United States

Code, Section 1963(a)(3).

SUBSTITUTE ASSETS

113. If any of the property described above, as a result of any act or omission of the

defendants:

a. cannot be located upon the exercise of due diligence;

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b. has been transferred or sold to, or deposited with, a third party;

c. as been placed beyond the jurisdiction of the court;

d. has been substantially diminished in value; or

e. has been commingled with other property which cannot be divided without

difficulty;

it is the intent of the United States, pursuant to Title 18, United States Code, Section 1963(rn), to

seek forfeiture of any other property of the defendants, up to the value of the property described

above.

All pursuant to Title 18, United States Code, Section 1963(a) and (m) and Rule 32.2(a)
of the Federal Rules of Criminal Procedure.

A TRUE BILL

/s )
GRAND IBRY FOREPERSON

KENNETH L. PARKER
UNITED STATES ATTORNEY

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