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Dominion Energy merger: $1.87B in projected bill credits

A definitive joint proxy statement/prospectus is to be mailed to shareholders if and when it becomes available.

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Form Type
425

Rhea-AI Filing Summary

Dominion Energy (D) is a party to a proposed merger with NextEra Energy. A Virginia Chamber of Commerce release citing an independent Mangum Economics study estimates the combination would generate $2.27 billion in new Virginia economic activity at peak and support more than 9,300 positions at the peak of construction activities for NextEra Energy’s Richmond headquarters tower and in year one of other programs. It also describes $100 million for Virginia workforce development, a $100 million expansion of EnergyShare, and $1.87 billion in shareholder-funded bill credits over several years, including $500 for a typical Virginia residential customer.

The release said the Virginia State Corporation Commission was scheduled to hold a public hearing on November 5, 2026, where Chamber leaders planned to testify in support. The merger materials identify required shareholder and governmental or regulatory approvals as conditions to completion; NextEra intends to file a Form S-4 registration statement that will include a joint proxy statement/prospectus.

New economic activity $2.27 billion Projected Virginia activity at peak from the proposed merger
Positions More than 9,300 positions Peak construction activities for the Richmond headquarters tower and year one of other programs
Shareholder-funded bill credits $1.87 billion For Virginia business and residential customers over several years
Typical residential customer bill credits $500 For a typical Virginia residential customer
Workforce development support $100 million Direct support for workforce development in Virginia
EnergyShare expansion $100 million Expansion of the EnergyShare financial assistance program
economic impact study financial
"independent economic impact study conducted by Mangum Economics"
bill credits financial
"shareholder funded bill credits for business and residential customers"
joint proxy statement/prospectus regulatory
"will include a 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.
safe harbor provisions regulatory
"within the meaning of the safe harbor provisions"
Safe harbor provisions are rules or legal protections that shield companies or individuals from certain penalties or liabilities when they follow specific guidelines or procedures. They provide a sense of security, encouraging compliance and innovation by reducing the fear of legal repercussions if they act in good faith. For investors, these provisions help ensure that companies are transparent and accountable without the risk of unfair punishment for honest mistakes.

FAQ

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

What benefits does the proposed Dominion Energy merger project for Virginia?

A Virginia Chamber of Commerce release citing the Mangum Economics study describes $2.27 billion in new economic activity at peak, more than 9,300 positions at the peak of construction activities for the Richmond tower and in year one of other programs, and $1.87 billion in shareholder-funded bill credits over several years. These are projections associated with the proposed merger.

How much in bill credits does the proposed D merger project for Virginia customers?

The release describes $1.87 billion in shareholder-funded bill credits for business and residential customers over several years; a typical Virginia residential customer is projected to receive $500.

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

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Filed by: NextEra 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.

File No. of Related Registration Statement (Form S-4): 333-297351

 

 

On November 6, 2026, NextEra Energy posted the below on their website, LinkedIn and X, respectively:

 

 

 

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Each of the website, LinkedIn and X posts provided a link to the following article from the Virginia Chamber of Commerce:

 

PRESS RELEASE: New Analysis Shows Billions in Economic and Consumer Benefits, Thousands of Jobs from Dominion Energy-NextEra Energy Merger

 

November 5th, 2026

By: Julian Walker

 

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RICHMOND, VA – The Commonwealth stands to gain thousands of jobs, $2.27 billion in new economic activity at peak, and $1.87 billion in bill credits for Virginia consumers from the proposed merger between Dominion Energy and NextEra Energy.

 

The benefits from this combination include year-over-year positive annual economic activity, such as:

 

·$720.3 million in economic output from $1.87 billion in shareholder-funded bill credits to Virginia customers at peak in year one of a four-year program.

 

·$14.3 million in average annual economic output from the $35 million in increased charitable giving over five years.

 

·$959.2 million in economic output from construction of the new NextEra Energy headquarters tower.

 

·$332 million in ongoing economic output from 600 new NextEra Energy jobs.

 

·$205.2 million in ongoing economic output from 400 new supplier jobs.

 

·$37.1 million in average annual economic output from the $100 million workforce development fund over five years.

 

Key economic contributions that will be derived from the merger are highlighted in a new independent economic impact study conducted by Mangum Economics. It shows the merger would support more than 9,300 positions at the peak of project construction activities for the NextEra Energy headquarters tower in Richmond and in year one of other programs.

 

The deal also provides $100 million to directly support workforce development in Virginia and a $100 million expansion of the EnergyShare financial assistance program to help individuals and families pay energy bills.

 

Another direct consumer benefit from the merger is $1.87 billion in shareholder funded bill credits for business and residential customers over several years. For the typical Virginia residential customer, that will yield $500 in bill credits. The merger will also provide other long-term savings due to greater efficiencies and scale from the combined operation.

 

“Virginia’s future economic success depends on our ability to provide reliable, affordable energy to households, businesses, manufacturers, and emerging industries. Reaching that goal requires strategic investments in critical infrastructure systems to boost energy generation capacity and modernize the transmission grid to meet growing demand,” said Brad N. Hall, President and CEO of the Virginia Chamber of Commerce, which commissioned the Mangum Economics study. “This new analysis demonstrates that the proposed merger of Dominion Energy and NextEra Energy will deliver significant benefits for Virginians through new investment, job creation, workforce development support, and enhanced energy reliability to meet growing residential, commercial, and industrial demand and help ensure Virginia remains economically competitive for decades to come.”

 

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Additional benefits from the merger that are referenced in the Mangum Economics analysis include:

 

·A commitment by the energy companies to spend up to $5 billion over five years with Virginia-based manufacturers, contractors, suppliers, and service providers through a new Virginia Supplier Program.

 

·An 18-month job protection pledge after deal closing for Dominion Energy employees and a commitment that the combined company would maintain current employee headcount levels in Virginia for five years.

 

·Expanded investments in charitable giving and community initiatives – $7 million annually over five years – across the Commonwealth.

 

Essential infrastructure investments that enhance Virginia’s economic competitiveness – including those focused on energy security, independence, and grid modernization – are among the core principles of the Virginia Chamber’s Blueprint Virginia 2035 document that is based on input from business leaders and stakeholders across the Commonwealth who are committed to building a prosperous economic future with a high quality of life for generations to come.

 

The Dominion Energy and NextEra Energy merger aligns with those principles as well as state regulatory standards and it is consistent with the free-market principles that have helped our Commonwealth and nation thrive.

 

The Virginia State Corporation Commission is scheduled to hold a public hearing on Thursday, November 5, 2026, as part of the merger evaluation process. Leaders from the Virginia Chamber of Commerce will attend the hearing to offer testimony in support of the proposed merger.

 

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., a Florida Corporation (“NextEra Energy”), and Dominion Energy, Inc., a Virginia Corporation (“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 transaction 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.

 

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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; and 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 registration statement on Form S-4 and joint proxy statement/prospectus that will be filed with the Securities and Exchange Commission (“SEC”) will describe additional risks in connection with the proposed transactions. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 and joint proxy statement/prospectus 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.

 

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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 intends to file with the SEC a registration statement on Form S-4 that will include a joint proxy statement of NextEra Energy and Dominion Energy that also constitutes a prospectus of NextEra Energy. 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 joint proxy statement/prospectus or registration statement or any other document that NextEra Energy or Dominion Energy may file with the SEC. The definitive joint proxy statement/prospectus (if and when available) will be mailed to shareholders of NextEra Energy and Dominion Energy. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, 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 IF AND WHEN 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 will be able to obtain free copies of the registration statement and the joint proxy statement/prospectus (if and when available) and other documents containing important information about NextEra Energy, Dominion Energy and the proposed transactions, once such documents are 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 will be 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 will be 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.

 

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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, will be contained in the definitive joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transactions when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. Copies of the documents filed with the SEC by NextEra Energy and Dominion Energy will be 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 will be available free of charge through the sources indicated above.

 

 

 

 

 

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