STOCK TITAN

Executive retirement and pension changes at Entergy (NYSE: ETR)

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Entergy Corporation is changing how certain executive retirement benefits are calculated. The Talent & Compensation Committee approved amendments to the System Executive Retirement Plan (SERP) so that, for participants who leave Entergy after November 30, 2026, benefits will be calculated as if they had separated on that date, using the compensation, service and actuarial assumptions applicable then, while keeping all other SERP terms and forfeiture conditions.

The committee also approved a change for CEO Andrew S. Marsh, allowing him to retire and receive an early retirement benefit under the SERP without prior written employer consent once he reaches age 60, instead of age 65. In addition, his benefit under the Pension Equalization Plan (PEP) will be frozen on the same November 30, 2026 basis, with other PEP provisions, including forfeiture conditions, unchanged.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
SERP freeze reference date November 30, 2026 Date used to determine SERP benefits for separations after this date
New early retirement consent age 60 years Age after which CEO Marsh no longer needs written consent under SERP
Prior early retirement consent age 65 years Previous age threshold for consent requirement under SERP for CEO Marsh
System Executive Retirement Plan financial
"amend the System Executive Retirement Plan of Entergy Corporation and Subsidiaries, as amended (the “SERP”)"
Pension Equalization Plan financial
"amend the Pension Equalization Plan of Entergy Corporation and Subsidiaries, as amended (the “PEP”)"
early retirement benefit financial
"in order to retire and receive an early retirement benefit under the SERP"
forfeiture conditions financial
"subject to all other provisions of the SERP (including applicable forfeiture conditions)"
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 7, 2026

Commission
File Number
Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.

Commission
File Number
Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.
1-11299ENTERGY CORPORATION1-35747ENTERGY NEW ORLEANS, LLC
(a Delaware corporation)
639 Loyola Avenue
New Orleans, Louisiana 70113
Telephone (504) 576-4000
(a Texas limited liability company)
1600 Perdido Street
New Orleans, Louisiana 70112
Telephone (504) 670-3702
72-122975282-2212934
1-10764ENTERGY ARKANSAS, LLC1-34360ENTERGY TEXAS, INC.
(a Texas limited liability company)
425 West Capitol Avenue
Little Rock, Arkansas 72201
Telephone (501) 377-4000
(a Texas corporation)
2107 Research Forest Drive
The Woodlands, Texas 77380
Telephone (409) 981-2000
83-191866861-1435798
1-32718ENTERGY LOUISIANA, LLC1-31508ENTERGY MISSISSIPPI, LLC
(a Texas limited liability company)
4809 Jefferson Highway
Jefferson, Louisiana 70121
Telephone (504) 576-4000
(a Texas limited liability company)
308 East Pearl Street
Jackson, Mississippi 39201
Telephone (601) 368-5000
47-446964683-1950019

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Securities registered pursuant to Section 12(b) of the Act:
RegistrantTitle of ClassTrading
Symbol
Name of Each Exchange
on Which Registered
Entergy Corporation
Common Stock, $0.01 Par Value
ETR
New York Stock Exchange
Common Stock, $0.01 Par Value
ETR
NYSE Texas
 
 
 
Entergy Arkansas, LLC
Mortgage Bonds, 4.875% Series due September 2066
EAI
New York Stock Exchange
 
 
 
Entergy Louisiana, LLC
Mortgage Bonds, 4.875% Series due September 2066
ELC
New York Stock Exchange
 
 
 
Entergy Mississippi, LLC
Mortgage Bonds, 4.90% Series due October 2066
EMP
New York Stock Exchange
 
 
 
Entergy New Orleans, LLC
Mortgage Bonds, 5.0% Series due December 2052
ENJ
New York Stock Exchange
Mortgage Bonds, 5.50% Series due April 2066
ENO
New York Stock Exchange
 
 
 
Entergy Texas, Inc.
5.375% Series A Preferred Stock, Cumulative, No Par Value (Liquidation Value $25 Per Share)
ETI/PR
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     




Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On May 7, 2026, the Talent & Compensation Committee (the “TCC”) of the Board of Directors of Entergy Corporation (the “Company”) approved resolutions authorizing the Company to amend the System Executive Retirement Plan of Entergy Corporation and Subsidiaries, as amended (the “SERP”), in which each of Andrew S. Marsh, the Company’s Chief Executive Officer, Haley R. Fisackerly, the President and Chief Executive Officer of Entergy Mississippi, LLC, and Phillip R. May, Jr., the President and Chief Executive Officer of Entergy Louisiana, LLC participate, to freeze benefits by providing that the benefit payable to a participant in the SERP (or the participant’s surviving spouse, if applicable) who separates from service with all Entergy companies after November 30, 2026 will be determined as if the participant had separated from service on November 30, 2026 (including the use of compensation, service and actuarial assumptions applicable to separations as of such date), subject to all other provisions of the SERP (including applicable forfeiture conditions).

The TCC also approved resolutions authorizing the Company to amend the SERP to provide that Mr. Marsh shall not be required to obtain the prior written consent of his employer on and after the date he attains the age of 60 (rather than the current age of 65) in order to retire and receive an early retirement benefit under the SERP (subject to all other provisions of the SERP, including applicable forfeiture conditions). The TCC also approved Resolutions authorizing the Company to amend the Pension Equalization Plan of Entergy Corporation and Subsidiaries, as amended (the “PEP”), to freeze Mr. Marsh’s benefit by providing that if Mr. Marsh separates from service with all Entergy companies after November 30, 2026, the benefit payable to him (or his surviving spouse, if applicable) will be determined as if he had separated from service on November 30, 2026 (including the use of compensation, service and actuarial assumptions applicable to separations as of such date), subject to all other provisions of the PEP (including applicable forfeiture conditions).



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Entergy Corporation
Entergy Arkansas, LLC
Entergy Louisiana, LLC
Entergy Mississippi, LLC
Entergy New Orleans, LLC
Entergy Texas, Inc.

By: /s/ Daniel T. Falstad
Daniel T. Falstad
Senior Vice President,
General Counsel and Secretary

Dated: May 12, 2026


FAQ

What executive retirement plans did Entergy (ETR) modify in this 8-K?

Entergy modified its System Executive Retirement Plan (SERP) and the Pension Equalization Plan (PEP). These changes affect how future benefits are calculated for certain executives, including the CEO, while leaving other plan provisions and forfeiture conditions in place.

How does the November 30, 2026 date affect Entergy (ETR) SERP benefits?

For SERP participants leaving Entergy after November 30, 2026, benefits will be calculated as if separation occurred on that date. The company will use compensation, service and actuarial assumptions applicable as of November 30, 2026 for these benefit determinations.

What early retirement change did Entergy (ETR) make for CEO Andrew Marsh?

Entergy changed SERP terms so Andrew S. Marsh no longer needs prior written employer consent to retire early once he turns 60. Previously, this consent requirement applied until age 65, while other SERP conditions, including forfeiture rules, remain unchanged.

Which executives are named as participants in Entergy (ETR) SERP under these changes?

The SERP participants specifically mentioned are Andrew S. Marsh (Entergy’s CEO), Haley R. Fisackerly (President and CEO of Entergy Mississippi, LLC), and Phillip R. May, Jr. (President and CEO of Entergy Louisiana, LLC), who are all affected by the amended plan.

How is Andrew Marsh’s Pension Equalization Plan (PEP) benefit changing at Entergy (ETR)?

Andrew Marsh’s PEP benefit will be frozen by treating any separation after November 30, 2026 as if it occurred on that date. Calculations will use compensation, service and actuarial assumptions applicable then, subject to existing PEP terms and forfeiture conditions.

Filing Exhibits & Attachments

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