BLACK JOHN H. reported acquisition or exercise transactions in this Form 4 filing.
Entergy Corporation director John H. Black reported new stock-based awards. He received 858 shares of Entergy common stock at no cost under the Director Stock Program and 221 phantom stock units under the Service Recognition Program, each economically equivalent to one share. Following these awards, he holds 8,283 shares directly, 290 shares indirectly through his spouse, and 7,425 phantom stock units that will be settled in shares after he leaves the Board.
Entergy Corporation director Gina F. Adams reported routine equity compensation awards. She acquired 858 phantom stock units under Entergy’s Service Recognition Program, with each unit economically equivalent to one share of Entergy common stock and vested at grant, to be settled in shares after she leaves the board.
She also received a quarterly grant of 221 equity units under Entergy’s Director Stock Program, deferred as equity units that are each economically equivalent to one share and will be paid in cash at the end of her selected deferral period. Following these awards, she directly holds 7,830 shares of Entergy common stock and 221 equity units.
Entergy Corporation reported the results of its 2026 Annual Meeting of Shareholders. Investors elected all 12 director nominees to serve until the 2027 annual meeting, with each nominee receiving more votes for than against.
Shareholders also ratified Deloitte & Touche LLP as Entergy’s independent registered public accounting firm for 2026, with 401,414,208 votes for and 15,485,020 against. In a non-binding advisory vote, shareholders approved the company’s named executive officer compensation, with 372,126,342 votes for, 11,027,101 against, and 1,461,743 abstentions, alongside 32,638,334 broker non-votes.
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.
May Phillip R Jr reported acquisition or exercise transactions in this Form 4 filing.
Entergy Corporation reported that Phillip R. May Jr., an "Officer" under Section 16 rules, received a grant of 4,464 restricted stock units. Each unit represents a contingent right to one share of Entergy common stock. These units vest in three equal annual installments on June 1, 2027, June 1, 2028 and June 1, 2029, and his direct holdings of restricted stock units after the grant total 4,464.
FISACKERLY HALEY reported acquisition or exercise transactions in this Form 4 filing.
Entergy Corporation reported that a reporting person classified as an "officer" for Section 16 purposes, Haley Fisackerly, received a grant of 2,679 restricted stock units on May 7, 2026. Each unit represents a contingent right to receive one share of Entergy common stock.
The RSUs vest in three equal annual installments on June 1, 2027, June 1, 2028, and June 1, 2029. Following this grant, the reporting person holds 2,679 RSUs directly, with no open-market purchases or sales disclosed in this filing.
Entergy Corporation entered into forward sale agreements covering 19,247,788 shares of its common stock and related underwriting arrangements. Forward sellers borrowed and sold these shares to underwriters in a registered public offering, with an option for an additional 2,887,168 shares.
Each Forward Sale Agreement allows Entergy, at its discretion on or before April 30, 2028, to settle physically, in cash, or via net share settlement. The initial forward sale price is $110.74 per share and is adjusted daily based on the overnight bank funding rate less a spread and other specified reductions. Physical or net share settlement would result in additional shares being delivered, which the company notes would dilute earnings per share.
Entergy Corporation is offering 19,247,788 shares of its common stock through forward sale agreements with multiple financial institutions. The underwriters' public offering price is $113.00 per share and the initial forward sale price is $110.74 per share. Entergy will not initially receive proceeds from the shares sold by the forward sellers; net proceeds of approximately $2.132 billion (assuming full physical settlement) are estimated only upon physical settlement, which may occur on or before April 30, 2028. Shares outstanding before the offering were 457,886,847 (as of May 1, 2026). The forward sale agreements permit cash or net share settlement and include acceleration, hedge unwind and bankruptcy termination provisions that could produce substantial cash obligations, dilution on physical or net share settlement, or no proceeds on termination.
Entergy Corporation is offering $2,175,000,000 of common stock through forward sale arrangements with multiple forward purchasers. The forward sellers will borrow and sell shares to the underwriters, and each forward sale agreement provides for settlement on or prior to April 30, 2028. We will not initially receive proceeds from shares sold by the forward sellers unless specific fallback events occur requiring the company to sell shares directly to the underwriters or the underwriters’ option is exercised and we elect direct issuance.
The prospectus lists 457,886,847 shares outstanding as of May 1, 2026 and shows pro forma outstanding shares after full physical settlement of the forward sale agreements of 476,572,415 shares (or 479,375,250 shares if the underwriters’ option is exercised in full). The forward sale price and settlement economics are adjustable daily based on an overnight bank funding rate, less a spread, and are reduced for expected dividends; cash or net share settlement alternatives are available and carry different cash and dilution outcomes.
Entergy Corp reports a 13G filing showing beneficial ownership of 34,180,410 shares, representing 7.46% of common stock as of 03/31/2026. The filer, Vanguard Capital Management, cites sole dispositive power over all 34,180,410 shares and sole voting power for 4,756,861 shares; the filing is signed by Ashley Grim.