Dominion Energy details expected benefits of NextEra deal

Dominion Energy presents a public case for its proposed merger with NextEra Energy, emphasizing customer, employee and state-level benefits while directing investors to existing SEC merger materials.

Rhea-AI Filing Summary

Dominion Energy presents a public case for its proposed merger with NextEra Energy, emphasizing customer, employee and state-level benefits while directing investors to existing SEC merger materials. The company highlights that, if the merger is approved, NextEra Energy shareholders are expected to fund $1.78 billion in bill credits for Dominion/NextEra customers in Virginia. Dominion also describes commitments to job protection for all Virginia employees, preservation of compensation and benefits, maintaining its Richmond headquarters, and continued support for local nonprofits. The communication stresses ongoing and future investment in clean, reliable energy in Virginia, subject to regulatory review, and is accompanied by extensive forward-looking statements language outlining integration, regulatory, financing, market and other risks that could affect whether the merger closes and whether its anticipated benefits are realized.

Positive

• $1.78 billion in customer bill credits in Virginia would be funded by NextEra Energy shareholders if the merger is approved, providing immediate value to Dominion/NextEra customers.
• Dominion cites job protection for all Virginia employees, including preserving compensation and benefits and maintaining the Richmond headquarters, as part of the proposed merger commitments.

Negative

• The communication lists extensive regulatory and closing risks, including potential failure to obtain shareholder and governmental approvals or satisfaction of closing conditions for the proposed merger.
• It notes the risk that expected merger benefits may not be fully realized or may take longer than anticipated, including integration challenges and potential impacts on business operations and stock prices.

Filing Explained

The merger process has advanced beyond registration. The registration statement was declared effective on July 23, 2026, and final proxy and prospectus materials were filed and mailed around July 28, 2026; the filing still describes the merger as proposed and subject to approvals and closing conditions, so completion has not been disclosed.

Key Figures

Customer bill credits: $1.78 billion Form S-4 file number: File No. 333-297351 S-4 effective date: July 23, 2026 +4 more

7 metrics

Customer bill credits $1.78 billion Bill credits for Dominion/NextEra Virginia customers to be funded by NextEra Energy shareholders if merger is approved

Form S-4 file number File No. 333-297351 Registration statement on Form S-4 for the proposed transactions filed by NextEra Energy

S-4 effective date July 23, 2026 Date the Registration Statement on Form S-4 was declared effective by the SEC

Final prospectus filing date July 28, 2026 Date NextEra Energy filed a final prospectus related to the merger

Dominion definitive proxy filing date July 28, 2026 Date Dominion Energy filed its definitive proxy statement on the proposed transactions

Dominion 2025 Form 10-K filing date February 23, 2026 Filing date of Dominion Energy’s Annual Report on Form 10-K for year ended December 31, 2025

NextEra 2025 Form 10-K filing date February 13, 2026 Filing date of NextEra Energy’s Annual Report on Form 10-K for year ended December 31, 2025

Key Terms

forward-looking statements, Registration Statement, joint proxy statement/prospectus, Participants in the Solicitation, +1 more

5 terms

forward-looking statements regulatory

"This communication includes “forward-looking statements” within the meaning of the safe harbor"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

Registration Statement regulatory

"NextEra Energy filed with the SEC a registration statement on Form S-4"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

joint proxy statement/prospectus regulatory

"includes a preliminary joint proxy statement of NextEra Energy and Dominion Energy"

A joint proxy statement/prospectus is a single, combined document that both asks shareholders to vote on a proposed transaction and provides the detailed information required when new securities are being offered. Think of it as a combined ballot and product brochure that explains the deal, the companies’ finances, key risks and how ownership will change. Investors rely on it to understand the terms, evaluate risks and make informed voting and investment decisions.

Participants in the Solicitation regulatory

"NextEra Energy, Dominion Energy and certain of their respective directors and executive officers may be deemed"

People or firms who actively seek to influence shareholders’ choices in a corporate action—such as a vote, merger, proxy contest, or tender offer. This can include company insiders, advisers, bankers, lawyers and professional solicitors who contact investors to persuade them. Investors care because knowing who is doing the persuading reveals potential conflicts, resources and credibility behind the campaign, much like checking who is organizing a political campaign before accepting its message.

Private Securities Litigation Reform Act of 1995 regulatory

"within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does Dominion Energy (D) say Virginia customers gain from the NextEra merger?

Dominion Energy states that, if approved, NextEra Energy shareholders will fund $1.78 billion in bill credits for Dominion/NextEra Virginia customers, providing immediate value alongside longer-term energy infrastructure investment in the state.

How are Dominion Energy (D) employees in Virginia affected by the proposed NextEra merger?

Dominion indicates the combined company will provide job protection for every Virginia employee, preserve existing compensation and benefits, maintain its Richmond headquarters, and continue and increase support for local nonprofits in the commonwealth.

What future energy plans in Virginia are tied to the Dominion-NextEra merger?

Dominion explains that the combined Dominion/NextEra entity will continue investing in clean, reliable energy in Virginia and expects to do so more efficiently and affordably, while meeting what it describes as unprecedented energy demand in the state.

What key risks to the Dominion (D) and NextEra merger are highlighted?

The communication describes risks including failure to obtain shareholder and regulatory approvals, possible termination of the merger agreement, integration difficulties, potential litigation, financing impacts and uncertainty around each company’s future stock price performance.

Where can Dominion Energy (D) investors find detailed documents on the NextEra merger?

Investors are directed to the Form S-4 Registration Statement (File No. 333-297351), the definitive joint proxy statement/prospectus filed July 28, 2026, and related SEC filings available free of charge on the SEC’s website and each company’s investor relations site.

Does this Dominion Energy (D) communication offer or solicit the sale of securities?

No. The text specifies it is not an offer or solicitation to buy or sell securities or to solicit any vote or approval, and that any securities offering would be made only by a prospectus meeting Securities Act requirements.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/12/2026 - 05:33 PM Accepted by SEC EDGAR 08/12/2026 - 05:23 PM Learn about SEC filing dates

Filed by: Dominion Energy, Inc.

pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12 under

the Securities Exchange Act of 1934

Subject Company: Dominion Energy, Inc.

Commission File No.: 001-08489

Letter to the Editor of the Washington Post

from Robert M. Blue

Virginia Gov. Abigail Spanberger’s Aug. 7 Friday Opinion commentary, “Why I’m intervening in the Dominion-NextEra merger,” which outlined her questions about the deal, reinforced my belief that this union is the right path for Virginia. The questions Spanberger raised about affordability, jobs and investment in the state’s energy future are at the heart of the commitments that Dominion has made to Virginians.

First, for our customers, the benefits are clear. If approved, NextEra Energy shareholders will fund $1.78 billion in bill credits for Dominion/NextEra customers in Virginia, providing them with immediate value. Long term, the company will be better positioned to finance and build the energy infrastructure Virginia needs, helping keep costs as low as possible while preserving the State Corporation Commission’s authority over rates.

Second, Dominion/NextEra will provide job protection for every single Virginia employee, including preserving compensation and benefits, maintaining its Richmond headquarters and increasing its support for local nonprofits. Virginia is a great place to live and do business, and we will remain a vital part of the commonwealth’s economy and communities.

And when it comes to Virginia’s future, we are growing to meet unprecedented demand for energy. Dominion/NextEra will continue investing in clean, reliable energy in Virginia and will do so more efficiently and affordably.

As a lifelong Virginian, I look forward to making these points to the State Corporation Commission and to the parties in the case, the governor included. I am confident that when the facts are fully considered, this merger will be recognized as a significant opportunity for Virginia’s customers, workforce and economy.

Robert M. Blue, Richmond

Forward-Looking Statements

This communication includes “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included or incorporated by reference in this communication, including, among other things, statements regarding the proposed business combination transaction between NextEra Energy, Inc. (NextEra Energy) and Dominion Energy, Inc. (Dominion Energy) and future events, plans and anticipated results of operations, business strategies, the anticipated benefits of the proposed transactions, the anticipated impact of the proposed transactions on the combined company’s business and future financial and operating results, the anticipated closing date for the proposed transactions and other aspects of NextEra Energy’s or Dominion Energy’s operations or operating results, are forward-looking statements. Words and phrases such as “ambition,” “anticipate,” “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions or events can be used to identify forward-looking statements. Where, in any forward-looking statement, NextEra Energy or Dominion Energy expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. Any forward-looking statement is not a guarantee of future performance, outcomes or results and is subject to numerous risks, uncertainties and other factors, many of which are beyond NextEra Energy’s or Dominion Energy’s control, that could cause actual performance, outcomes or results to differ materially from what is expressed or implied in the forward-looking statement.

These factors include a failure by NextEra Energy to successfully integrate Dominion Energy’s businesses and technologies, which may result in the combined company not operating as effectively and efficiently as expected; the risk that the expected benefits of the proposed transactions may not be fully realized or may take longer to realize than expected; each party’s ability to obtain the approval of its shareholders required to consummate the proposed transactions and the timing of the closing of the proposed transactions, including the risk that the conditions to closing are not satisfied on a timely basis or at all or the failure of the transactions to close for any other reason or to close on the anticipated terms, including with the anticipated tax treatment; the risk that any governmental or regulatory approval, consent or authorization that may be required for the proposed transactions is not obtained, is delayed or is obtained subject to conditions that are not anticipated or that cause the termination of the merger agreement and abandonment of the transactions; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement by either party; the risk that certain provisions in the merger agreement or the pendency of the transactions may impact either party’s ability to pursue certain business opportunities or strategic transactions; unanticipated difficulties, liabilities or expenditures relating to the transactions, including the impact of potential litigation relating to the transactions; the effect of the announcement, pendency or completion of the proposed transactions on the parties’ business relationships and business operations generally, including the parties’ relationship with regulators, suppliers, vendors and customers; the effect of the announcement or pendency of the proposed transactions on the parties’ common stock prices and uncertainty as to the long-term value of either party’s common stock; risks that the proposed transactions disrupt either party’s current plans and operations, including due to the diversion of the attention of management from ordinary course business operations, and potential difficulties in hiring or retaining employees as a result of the proposed transactions; any rating agency actions; the impact of the announcement or pendency of the proposed transactions on either party’s ability to access capital, including the short- and long-term debt markets, on a timely and affordable basis; general worldwide economic conditions and related uncertainties; the effect and timing of changes in laws or in governmental regulations (including environmental); fluctuations in trading prices of securities of NextEra Energy and in the financial results of NextEra Energy or Dominion Energy; and the timing and extent of changes in interest rates, commodity prices and demand and market prices for electricity or gas. The definitive proxy statement filed by Dominion Energy with the Securities and Exchange Commission (SEC) on July 28, 2026 (available at https://www.sec.gov/Archives/edgar/data/715957/000110465926087585/tm2621467-2_defm14a.htm) describes additional risks relating to the proposed transactions and combined company. While the list of factors presented here and the list of factors presented in Dominion Energy’s definitive proxy statement are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to NextEra Energy’s and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NextEra Energy’s and Dominion Energy’s most recently filed Annual Reports on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q.

Any forward-looking statements included in this communication represent current expectations and are inherently uncertain and are made only as of the date hereof (or, if applicable, the dates indicated in such statement). Except as required by law, neither NextEra Energy nor Dominion Energy undertakes or assumes any obligation to update any forward-looking statements, whether as a result of new information or to reflect subsequent events or circumstances or otherwise.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Additional Information about the Transactions and Where to Find It

In connection with the proposed transactions, NextEra Energy filed with the SEC a registration statement on Form S-4 (File No. 333-297351) on July 9, 2029 (available at https://www.sec.gov/Archives/edgar/data/753308/000110465926082301/tm2614888-13_s4.htm) (the Registration Statement), which includes a preliminary joint proxy statement of NextEra Energy and Dominion Energy that also constitutes a preliminary prospectus of NextEra Energy. The Registration Statement was declared effective by the SEC on July 23, 2026. NextEra Energy filed a final prospectus on July 28, 2026 (available at https://www.sec.gov/Archives/edgar/data/753308/000110465926087576/tm2614888-19_424b3.htm) and Dominion Energy filed a definitive proxy statement on July 28, 2026 (available at https://www.sec.gov/Archives/edgar/data/715957/000110465926087585/tm2621467-2_defm14a.htm). NextEra Energy and Dominion Energy first mailed the definitive joint proxy statement/prospectus to their respective shareholders on or about July 28, 2026. Each of NextEra Energy and Dominion Energy may also file other relevant documents with the SEC regarding the proposed transactions. This communication is not a substitute for the Registration Statement or the definitive joint proxy statement/prospectus or any other document that NextEra Energy or Dominion Energy may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION ENERGY, THE PROPOSED TRANSACTIONS AND RELATED MATTERS.

Investors and security holders may obtain free copies of the Registration Statement, the definitive joint proxy statement/prospectus and other documents containing important information about NextEra Energy, Dominion Energy and the proposed transactions filed or that will be filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by NextEra Energy are available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/ or by contacting NextEra Energy’s Investor Relations Department by email at investors@nexteraenergy.com or by phone at (800) 222-4511. Copies of the documents filed with the SEC by Dominion Energy are available free of charge on Dominion Energy’s website at http://investors.dominionenergy.com or by contacting Dominion Energy’s Investor Relations Department by email at investor.relations@dominionenergy.com or by phone at (804) 819-2438.

Participants in the Solicitation

NextEra Energy, Dominion Energy and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transactions.

Information about the directors and executive officers of NextEra Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on April 1, 2026, including under the headings “Proposal 1: Election as directors of the nominees specified in this proxy statement,” “Director Compensation,” “Executive Compensation,” and “Common Stock Ownership of Certain Beneficial Owners and Management,” (ii) NextEra Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 13, 2026, including under the heading “Item 1. Business—Information About Our Executive Officers” and (iii) to the extent certain holdings of NextEra Energy securities by its directors or executive officers have changed since the amounts set forth in NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4, or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.

Information about the directors and executive officers of Dominion Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i)  Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on March 19, 2026, including under the headings “Item 1: Election of Directors – Director Nominees,” “Compensation of Non-Employee Directors,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management,” (ii) Dominion Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 23, 2026, including under the heading “Information about our Executive Officers” and (iii) to the extent certain holdings of Dominion Energy securities by its directors or executive officers have changed since the amounts set forth in Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4 or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.

Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the definitive joint proxy statement/prospectus filed with the SEC on July 28, 2026. Investors should read the definitive joint proxy statement/prospectus carefully before making any voting or investment decisions. Copies of the documents filed with the SEC by NextEra Energy and Dominion Energy are available free of charge through the website maintained by the SEC at www.sec.gov. Additionally, copies of documents filed with the SEC by NextEra Energy and Dominion Energy are available free of charge through the sources indicated above.