Document

11-K 1 form11k123118.htm 11-K Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 11-K

(Mark One)



[X]	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2018



[ ]	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to ___________

Commission file number 001-11459



A.	Full title of the plan and the address of the plan, if different from that of the issuer named below:

PPL EMPLOYEE STOCK OWNERSHIP PLAN



B.	Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

PPL Corporation

Two North Ninth Street

Allentown, PA 18101-1179

PPL EMPLOYEE STOCK OWNERSHIP PLAN

FINANCIAL STATEMENTS

FOR THE YEARS ENDED

DECEMBER 31, 2018 AND 2017

INDEPENDENT AUDITORS' REPORT

SUPPLEMENTAL SCHEDULE

PPL EMPLOYEE STOCK

OWNERSHIP PLAN

Table of Contents



	Page
Report of Independent Registered Public Accounting Firm	1

Financial Statements:

Statements of Net Assets Available for Benefits	3

Statements of Changes in Net Assets Available for Benefits	4

Notes to the Financial Statements	5

Supplemental Schedule:

Schedule H, Line 4(i) - Schedule of Assets (Held at End of Year)	13

Report of Independent Registered Public Accounting Firm

Participants and Administrator of

PPL Employee Stock Ownership Plan

Opinion on the Financial Statements

We have audited the accompanying statements of net assets available for benefits of the PPL Employee Stock Ownership Plan (the “Plan”) as of December 31, 2018 and 2017, and the related statements of changes in net assets available for benefits for the years then ended, and the related notes to the financial statements (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2018 and 2017, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Supplemental Information

The supplemental Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2018 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

/s/ Baker Tilly Virchow Krause, LLP

We have served as the Plan’s auditor since 2005.

Allentown, Pennsylvania

June 18, 2019



PPL EMPLOYEE STOCK OWNERSHIP PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AT DECEMBER 31,
(Thousands of Dollars)

	2018		2017
ASSETS
Investments, at fair value (Note 4)	$	147,998	$	174,118
Investments, at contract value (Note 3):
Plan interest in PPL Defined Contribution Master Trust	932		767
Total investments	148,930		174,885

Receivables:
Accrued dividends	2,125		2,212
Due from broker for securities sold	3		22
Total receivables	2,128		2,234

TOTAL ASSETS	151,058		177,119

LIABILITIES
Dividends payable to participants	2,125		2,212

NET ASSETS AVAILABLE FOR BENEFITS	$	148,933	$	174,907

The accompanying notes are an integral part of these financial statements.



PPL EMPLOYEE STOCK OWNERSHIP PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31,
(Thousands of Dollars)

	2018			2017
CHANGES IN NET ASSETS ATTRIBUTABLE TO
Investment income (loss):
Net depreciation in fair value of investments	$	(14,102	)	$	(15,156	)
Dividend income	8,748			9,181
Plan interest in investment income of PPL Defined Contribution Master Trust (Note 3)	18			12
Total investment loss, net	(5,336		)	(5,963		)

DEDUCTIONS
Distributions of dividends to participants	(3,418		)	(3,513		)
Distributions of stock and cash to participants	(17,220		)	(27,264		)
Total deductions	(20,638		)	(30,777		)

Net decrease	(25,974		)	(36,740		)

NET ASSETS AVAILABLE FOR BENEFITS
Beginning of year	174,907			211,647

End of year	$	148,933		$	174,907

The accompanying notes are an integral part of these financial statements.

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

1. PLAN DESCRIPTION

The PPL Employee Stock Ownership Plan (the "Plan") was adopted effective January 1, 1975 to provide for employee ownership in PPL Corporation ("PPL"). The Plan is currently sponsored by PPL Services Corporation (the "Company"), an unregulated subsidiary of PPL. Amounts contributed to the Plan are used to purchase shares of PPL common stock ("Common Stock"). The following description of the Plan provides only general information. Participants should refer to the plan document for a more complete description of the Plan provisions.

Employees of participating PPL companies, as defined in the plan document, are eligible to participate in the Plan on the first day of the month following their date of hire. Effective January 1, 2015, the Plan was closed to newly-hired salaried employees.

The shares of Common Stock ("Shares") allocated to a participant's account may not exceed the maximum permitted by law. All Shares credited to a participant's account are 100% vested and nonforfeitable, but cannot be pledged as security by the participant. The Common Stock is held by Fidelity Management Trust Company (the "Trustee").

The Plan allows for dividends on Shares held to be reinvested in the Plan or paid in cash to participants. Under existing income tax laws, PPL is permitted to deduct the amount of those dividends for income tax purposes on its consolidated federal income tax return and to contribute the resulting tax savings (dividend-based contribution) to the Plan. The dividend-based contribution can be made in Shares or in cash that is used to buy Shares. The dividend-based contribution is expressly conditioned upon the deductibility of the contribution for federal income tax purposes. Shares are allocated to participants' accounts, 75% on the basis of Shares held in a participant's account and 25% on the basis of the participant's compensation.

Participants may elect to withdraw from their accounts Shares that have been allocated with respect to a plan year ending at least 36 months prior to the end of the plan year in which the election is made. Participants so electing may receive cash or Common Stock for the number of whole Shares and cash for any fractional Shares available for withdrawal, or may make a rollover to a qualified plan.

Participants who have attained age 55 and have completed ten years of participation in the Plan may elect to withdraw Shares or diversify the value of Shares held into other investment options under the Plan. For the first five years after meeting the requirement, participants may withdraw or diversify up to an aggregate of 25% of such Shares. In the sixth year, qualified participants may withdraw or diversify up to an aggregate of 50% of such Shares. Participants who elect to diversify may direct the Trustee to invest their eligible diversification amounts into various mutual funds and investments, which are similar to those provided through PPL's 401(k) savings plans.

Upon termination of service with a participating PPL company, participants are entitled to make a withdrawal and receive cash or Common Stock for the number of whole Shares and cash for any fractional Shares allocated to them, or may make a rollover to a qualified plan. Participants who terminate service with a participating PPL company and whose account balance exceeds, or

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

exceeded at the time of any prior distribution, $1,000, may defer distribution of the Shares in their account until April 1st of the calendar year following the year in which the participant reaches age 70-1/2. If a participant wishes to withdraw prior to age 70-1/2, the entire account balance must be withdrawn.

The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended.

Provisions of the plan regarding vesting, distributions and other matters are more fully described in the plan document and Summary Plan Description.

The Plan is administered by the Employee Benefit Plan Board (the "Plan Administrator"), which is composed of certain PPL officers and employees appointed by the Board of Directors of PPL.

Company contributions are held and managed by the Trustee, which invests securities and cash received, interest, and dividend income and makes distributions to participants. The Plan pays investment and certain administrative expenses directly.

Certain administrative functions of the Plan are performed by employees of the Company. No such employees receive compensation from the Plan.

Certain professional fees and administrative expenses incurred by the Plan are paid by the Company and are not included in these financial statements.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying financial statements have been prepared under the accrual basis of accounting.

For the following note disclosures dollar amounts are presented in thousands.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates.

Investments are reported at fair value (except for fully benefit-responsive investment contracts, which are reported at contract value). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Plan Administrator determines the Plan’s valuation policies utilizing information provided by the investment advisors, custodians and insurance companies. See Note 4 for discussion of fair value measurements.

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net depreciation includes the gains and losses on investments bought and sold as well as held during the year.

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

Distributions to participants who terminate service for reasons other than retirement, disability or death are recorded in the period during which service is terminated unless such participants defer the distributions. Single sum distributions for active, retired, deceased, disabled and deferred terminated participants are recorded as paid. Installment distributions are recorded as paid.

Prior period amounts have been reclassified to conform to current year presentation, including the prior year amounts in the fair value hierarchy table in Note 4, which were revised to properly classify a common collective trust fund previously shown as a mutual fund.

3. INTEREST IN PPL DEFINED CONTRIBUTION MASTER TRUST

PPL maintains the PPL Defined Contribution Master Trust (the "Master Trust") with the Trustee to pool the investments of its defined contribution benefit plans. The Blended Interest Rate Fund (the "Fund") is the only investment option of the Plan included in the Master Trust, and represented less than 1% of plan assets at December 31, 2018 and 2017. Therefore, no detailed disclosures related to the Master Trust have been presented in these financial statements. The Fund is structured as a synthetic investment contract and meets the fully benefit-responsive investment contract criteria to be measured at contract value. Contract value is the amount received by participants initiating transactions under the terms of the Plan. Contract value represents contributions made, plus earnings, less withdrawals and administrative expenses.

Investments directed by participants to the Fund within the Master Trust are combined with similar investments applicable to other plans participating in the Master Trust and invested in high-grade investment contracts issued by insurance companies and banks, as well as other high-quality debt obligations and short-term money market instruments. Wrapper contracts are purchased from another party, which are agreements that allow for the Fund to maintain a constant net asset value (“NAV”) and provide for participant transactions to be made at contract value. In a typical wrapper contract, the wrapper issuer agrees to pay the Fund the difference between the contract value and the market value of the covered assets if the market value becomes totally exhausted as a result of significant participant redemptions. Purchasing wrapper contracts is similar to buying insurance, in that the Fund pays a relatively small amount to protect against the relatively unlikely event of participant redemption of most of the shares of the Fund. The fair value of the wrapper contracts is determined using the replacement cost methodology that incorporates various inputs including the difference between the market for wrapper fees and the actual wrapper fees currently charged.

Wrapper contracts accrue interest using a formula called the "crediting rate." Wrapper contracts use the crediting rate formula to convert market value changes in the covered assets into income distributions in order to minimize the difference between the market and contract value of the covered assets over time. Using the crediting rate formula, an estimated future market value is calculated by compounding the Fund's current market value at the Fund's current yield to maturity for a period equal to the Fund's duration. The crediting rate is the discount rate that equates estimated future market value with the Fund's current contract value. Crediting rates are reset monthly.

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

4. FAIR VALUE MEASUREMENTS

The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described as follows:

Level 1 - Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.

Level 2 - Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.

Level 3 - Inputs to the valuation methodology are unobservable. Management believes such inputs are predicated on the assumptions market participants would use to measure the asset at fair value.

The asset or liability's fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs.

The following tables summarize instruments measured at fair value on a recurring basis at December 31, 2018 and 2017:



	Fair Value Measurements at December 31, 2018
	Total		Level 1		Level 2		Level 3
Common stock	$	145,731	$	145,731	$	—	$	—
Mutual funds	33		33		—		—
	$	145,764	$	145,764	$	—	$	—
Common collective trust funds (a)	2,234
	$	147,998

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017



	Fair Value Measurements at December 31, 2017
	Total		Level 1		Level 2		Level 3
Common stock	$	171,555	$	171,555	$	—	$	—
Mutual funds	19		19		—		—
	$	171,574	$	171,574	$	—	$	—
Common collective trust funds (a)	2,544
	$	174,118


(a)	In accordance with accounting guidance certain investments that are measured at fair value using NAV, or its equivalent, practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statements of Net Assets Available for Benefits.

Following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies used at December 31, 2018 and 2017.

The fair value measurement of common stock, classified as Level 1, is based on its quoted market price in an active market.

The fair value measurements of mutual funds, classified as Level 1, are valued at the daily closing prices as reported by the funds. Mutual funds held by the Plan are open-end mutual funds that are registered with the U.S. Securities and Exchange Commission. These funds are required to publish their daily NAV and to transact at that price. The mutual funds held by the Plan are deemed to be actively traded.

The fair value measurements of common collective trust funds are valued at the NAV of units of a bank collective trust. The NAV, as provided by the Trustee, is used as a practical expedient to estimate fair value. The NAV is based on the fair value of the underlying investments held by the fund less its liabilities. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV. Participant transactions (purchases and sales) may occur daily. If the Plan was to initiate a full redemption of the collective trust, the investment advisor reserves the right to temporarily delay withdrawal from the trust in order to ensure that securities liquidations will be carried out in an orderly business fashion.

The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different value measurement at the reporting date.

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

5. NONPARTICIPANT - DIRECTED INVESTMENTS

The Plan's investments in Common Stock at December 31 are as follows:



	2018		2017
Number of Shares	5,144,058		5,542,982

Cost	$	94,554	$	100,379
Fair Value	$	145,731	$	171,555

The fair value per share of Common Stock at December 31, 2018 and 2017 was $28.33 and $30.95, respectively.

The changes in nonparticipant-directed investments were as follows:



	Year Ended December 31, 2018			Year Ended December 31, 2017
Dividends	$	8,748		$	5,667
Net depreciation	(14,008		)	(15,446		)
Benefits paid to participants	(19,977		)	(26,861		)
Transfers to participant-directed investments	(587		)	(581		)
	$	(25,824	)	$	(37,221	)

6. RELATED PARTY AND PARTY-IN INTEREST TRANSACTIONS

Transactions involving Shares qualify as party-in-interest transactions under the provisions of ERISA. Total sales at market value related to PPL Corporation common stock for 2018 and 2017 were $17,147 and $27,443, respectively. In 2018 and 2017, Participants elected to purchase additional shares of stock using dividends received on their existing shares totaling $5,331 and $5,667, respectively.

No dividend-based contributions were made to the Plan for the years ended December 31, 2018 and 2017.

Certain Plan investments held in the Plan are shares of mutual funds managed by Fidelity Investments. Fidelity Investments is an affiliate of the Trustee and therefore, transactions in these investments qualify as party-in-interest transactions that are exempt from the prohibited transaction rules.

7. PLAN TERMINATION

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants would receive distribution of their accounts.

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

8. TAX STATUS

The Plan obtained its latest determination letter dated May 13, 2014, in which the Internal Revenue Service (the "IRS") stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code (the "Code"). The Plan is currently being operated in compliance with the applicable requirements of the Code. Therefore, the Plan Administrator believes that the Plan was qualified and the related trust was tax exempt as of the financial statement date.

Accounting principles generally accepted in the United States of America require Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.

9. RISK AND UNCERTAINTIES

The Plan provides for various investment options in various combinations of investment funds. Investment funds are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants' account balances and the amounts reported in the Statements of Net Assets Available for Benefits.

10. RECONCILIATION TO FORM 5500

For financial reporting purposes, the investment in the Master Trust related to fully benefit-responsive investment contracts is presented at contract value. However, this investment should be reported at fair value on the Form 5500.

The following is a reconciliation of Net Assets Available for Benefits per the financial statements to the Form 5500 at December 31:



	2018			2017
Net assets available for benefits per the financial statements	$	148,933		$	174,907
Adjustment from contract value to fair value for fully benefit-responsive investment contracts	(10		)	(2		)
Net assets available for benefits per the Form 5500	$	148,923		$	174,905

PPL EMPLOYEE STOCK OWNERSHIP PLAN

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017

The following reconciliation details the reporting differences from the Plan's financial statements to the Form 5500 for the Plan investment income from the Master Trust and the adjustment for fair value reporting of fully benefit-responsive contracts for the years ended December 31:



	2018			2017
Investment income in Master Trust per the financial statements	$	18		$	12
Adjustment from contract value to fair value for fully benefit-responsive investment contracts previous year	2			(2		)
Adjustment from contract value to fair value for fully benefit-responsive investment contracts current year	(10		)	(2		)
Investment gain in Master Trust per the Form 5500	$	10		$	8

11. NEW ACCOUNTING PRONOUNCEMENTS

In February 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2017-06, Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), and Health and Welfare Benefit Plans (Topic 965) Employee Benefit Plan Master Trust Reporting ("ASU 2017-06"). ASU 2017-06 requires additional disclosures for an employee benefit plan’s interest in a master trust. ASU 2017-06 is effective for the Plan for years beginning after December 15, 2018, with early adoption permitted. Management is currently evaluating the impact of the pending adoption of ASU 2017-06 on the Plan’s financial statements.

Plan Name: PPL EMPLOYEE STOCK OWNERSHIP PLAN

Plan Number: 002

Plan Sponsor: PPL SERVICES CORPORATION

EIN: 23-3041441

Schedule H, Line 4(i) - SCHEDULE OF ASSETS (Held at End of Year)

December 31, 2018

(a)

(b)

(c)

(d)

(e)

Identity of Issue, Borrower, Lessor or Similar Party

Description of Investment

including maturity date, rate of interest, collateral, par or maturity value

Cost

Current Value

PPL Corporation

5,144,058 Shares of PPL Corp Common Stock - $0.01 par value

94,553,838

145,731,150

Sound Shore Fund Inst Class

Mutual Fund

12,204

9,868

DFA US Small Cap I

Mutual Fund

27,624

22,891

Northern Trust Focus Income

Common Collective Trust Fund

342,607

404,454

Northern Trust Focus 2010

Common Collective Trust Fund

102,014

115,614

Northern Trust Focus 2015

Common Collective Trust Fund

237,544

274,170

Northern Trust Focus 2020

Common Collective Trust Fund

397,277

422,153

Northern Trust Focus 2025

Common Collective Trust Fund

196,914

191,986

Northern Trust Focus 2030

Common Collective Trust Fund

62,378

59,633

Northern Trust Focus 2035

Common Collective Trust Fund

1,409

1,471

Northern Trust Focus 2040

Common Collective Trust Fund

369

480

Northern Trust Focus 2045

Common Collective Trust Fund

Northern Trust S&P 500 Index

Common Collective Trust Fund

200,959

186,363

Northern Trust Extended Equity Market Index Fund

Common Collective Trust Fund

5,298

4,521

Northern Trust Aggregate Bond Index Fund

Common Collective Trust Fund

135,292

137,819

Northern Trust EAFE index Fund

Common Collective Trust Fund

98,834

86,088

Mawer Intl Eq Cit A

Common Collective Trust Fund

5,751

6,099

Fidelity Growth Co Pool

Common Collective Trust Fund

288,310

296,143

Prudential Core Plus Bond Fund Class 6

Common Collective Trust Fund

44,186

47,252

Total

96,712,821

147,998,171

*Represents a Party-in-interest.

**Cost information provided for participant directed investments is not required, but is disclosed because it is readily available.

EXHIBIT INDEX



EXHIBIT
23.1	Consent of Baker Tilly Virchow Krause, LLP, Independent Registered Public Accounting Firm Dated June 18, 2019

SIGNATURE

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



		PPL Employee Stock Ownership Plan

		By:	/s/ Tadd Henninger
			Tadd Henninger
			Member, Employee Benefit Plan Board
			PPL Corporation
Dated:	June 18, 2019