Dte Energy Co SEC Filings

DTE Energy Company director reports phantom stock award related to board fees. A DTE Energy director filed details of a transaction dated 01/02/2026 involving phantom stock granted as payment of director fees under the company’s Plan for Deferring the Payment of Non-Employee Director Fees. The director acquired 278.08 units of phantom stock at a reference price of $130.36 per unit, each unit designed to mirror one share of DTE Energy common stock on a 1-for-1 basis. Following this transaction, the director beneficially owns 16,330.24 phantom stock units in total. According to the plan, the phantom stock will be settled in cash on a future date selected by the reporting person, and also reflects units accumulated through the plan’s dividend reinvestment feature.

DTE Energy Company director compensation for early 2026 includes an automatic credit of 278.08 units of phantom stock as of 01/02/2026. These phantom stock units track the value of DTE Energy common stock but are not actual shares; they are bookkeeping entries used to defer director fees.

After this transaction, the reporting director beneficially holds 6,741.54 phantom stock units on a direct basis. The filing notes that the phantom stock is credited at a value of $130.36 per unit and will be settled in cash on a date the director selects under the company’s non‑employee director fee deferral plan. The total includes additional phantom stock accumulated through the plan’s dividend reinvestment feature.

DTE Energy Company entered into an equity distribution agreement allowing it to offer and sell shares of its common stock with an aggregate offering price of up to $1.5 billion. Sales can be made from time to time through a group of investment bank managers on the New York Stock Exchange, either in ordinary broker transactions, block trades, or to a manager acting as principal, with sales agents earning up to a 2% commission on gross proceeds.

The program also includes forward sale agreements, under which forward purchasers or their affiliates may borrow and sell shares now, with DTE Energy receiving cash later upon physical settlement, up to the same $1.5 billion cap. Depending on whether agreements are physically, cash, or net share settled, DTE Energy could receive proceeds or, in some cases, owe cash or shares. The company plans to use any net proceeds for general corporate purposes, including potential investments in its subsidiaries, under its existing automatic shelf registration statement.

DTE Energy Company is registering up to $1,500,000,000 of common stock under an at-the-market program and related forward sale agreements. The company entered into an equity distribution agreement with a syndicate of banks that can sell shares from time to time on the NYSE or through other methods, including block and privately negotiated transactions.

DTE may sell shares directly through the managers or have forward purchasers borrow and sell shares, with the total sales price across all methods capped at $1,500,000,000. The managers and forward sellers can earn commissions of up to 2% of the gross sales price. DTE plans to use net cash proceeds from direct issuances and from physical settlement of any forward sale agreements for general corporate purposes, which may include investments in its utility and other energy businesses.

The filing highlights that these issuances and any physical or net share settlement of forward sales may dilute earnings per share and return on equity, and that resales of newly issued shares could pressure the stock price. It also notes the potential for substantial cash obligations if DTE elects cash settlement on forward agreements and the risk that forward agreements terminate with no proceeds in an insolvency scenario.

DTE Energy Company reported two corporate governance developments. Mark W. Stiers, President and Chief Operating Officer of DTE Vantage and Energy Trading, has notified the company that he will retire from his position effective January 12, 2026, and will continue in an advisory role until no later than March 31, 2026. The Board of Directors also approved amendments to the company’s Bylaws, effective December 3, 2025, setting out requirements for shareholders who wish to bring business before the annual meeting, including nominating directors. The amendments further clarify the Board’s authority to hold the annual shareholder meeting by remote communication and include other minor corrections and edits.

DTE Energy Company and its subsidiary DTE Electric Company filed a current report to share information about upcoming investor meetings and related guidance. DTE Energy plans to meet with investors on December 8-9, 2025, using a slide presentation that is furnished as Exhibit 99.1 and made available on its website on December 5, 2025.

In this presentation, DTE Energy discusses 2025 and 2026 operating earnings guidance and notes that certain items affecting reported results, such as non-recurring items, some mark-to-market adjustments, and discontinued operations, will likely be excluded from operating results. The company explains that reconciliations to reported earnings guidance are not provided because it cannot reliably forecast those specific items, which may change significantly over time.

DTE Energy reported an insider transaction by its VP, Corporate Secretary & Chief of Staff. On 11/03/2025, the officer acquired 1,868 shares of common stock at a reported price of $0, recorded under the company’s Savings and Stock Ownership Plan. Following the transaction, beneficial ownership stands at 6,021 shares held directly and 237.45 shares held indirectly through a 401(k).

The footnote states these shares are included per a Plan statement dated November 3, 2025.

DTE Energy Company furnished an 8-K under Regulation FD to announce upcoming investor meetings on November 9–11, 2025 and to provide access to its investor slide presentation.

The company states that its presentation discusses operating earnings guidance for 2025 and 2026. It notes that reconciliations to reported earnings guidance are not provided because specific items such as non‑recurring charges, certain mark‑to‑market adjustments, and discontinued operations cannot be reliably forecast and may vary significantly.

The slide deck is furnished as Exhibit 99.1 and will be available on the company’s website on November 7, 2025. The information in this report, including Exhibit 99.1, is expressly identified as furnished, not filed, meaning it is not subject to Section 18 liability and is not incorporated by reference unless expressly stated elsewhere.

DTE Energy Company filed an 8‑K furnishing the quarterly financial statements of its indirect wholly‑owned subsidiary, DTE Gas Company, for the quarter ended September 30, 2025. The statements were posted to the company’s website on October 31, 2025 and are included as Exhibit 99.1.

As stated under Item 2.02 and General Instruction B.2, this information is furnished, not filed, and is not subject to Section 18 liabilities or incorporated by reference unless expressly stated.