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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.
Entergy Corp disclosures show Vanguard Portfolio Management beneficially owns 25,597,075 shares of common stock, equal to 5.59% of the class as reported for the period ending 03/31/2026. The filing states Vanguard Portfolio Management LLC and affiliated business divisions exercise dispositive power over these shares.
The filing lists 54,057 shares as sole voting power and 25,597,075 shares as sole dispositive power. The disclosure was signed on 04/29/2026.
Entergy Corporation announced a planned leadership transition in its top accounting role. Senior Vice President and Chief Accounting Officer Reginald T. Jackson intends to retire from Entergy Corporation and its operating company registrants at the close of business on May 31, 2026.
Effective June 1, 2026, Patrick J. Stack, age 53, will become Senior Vice President and Chief Accounting Officer of Entergy Corporation and each operating company registrant. Stack currently serves as Corporate Controller of Entergy Services, LLC and previously held controller roles in utility operations accounting.
In his new role, Stack will receive an annual base salary of $356,000, be eligible for an annual cash bonus targeted at 45% of base salary, and may receive performance units, restricted stock, and stock options under Entergy’s 2019 Omnibus Incentive Plan. The company notes there are no appointment arrangements with other persons, no family relationships with directors or executive officers, and no related-party transactions requiring disclosure.
Entergy Corporation is asking shareholders to vote at its virtual 2026 annual meeting on May 8, 2026 on three items: electing 12 directors for one-year terms, ratifying Deloitte & Touche LLP as auditor for 2026, and approving executive compensation on an advisory basis.
The proxy highlights a strong 2025, with earnings of about $1.8 billion, or $3.91 per share on both GAAP and adjusted bases, compared with 2024 earnings of $1.1 billion or $2.45 per share as reported and adjusted EPS of $3.65. Total shareholder return was 25.3% in 2025 and 83.6% for 2023–2025, both top-quartile within the Philadelphia Utility Index.
The Board emphasizes governance, with 11 of 12 director nominees independent, average tenure of 7.4 years, proxy access, majority voting and no poison pill. Compensation is heavily performance-based: about 89% of the CEO’s 2025 target pay and 74% of other named executives’ pay was at risk, driven by metrics such as adjusted EPS, Adjusted FFO/Debt ratio, safety and customer scores, producing 2025 annual incentive payouts averaging 150% of target and a 2023–2025 performance unit payout at 186% of target.
Entergy Corp (Schedule 13G/A, Amendment No. 10): The Vanguard Group reports beneficial ownership of 0 shares (0%) of Common Stock as disclosed in the amendment. The filing notes an internal realignment effective 01/12/2026 under SEC Release No. 34-39538, after which certain Vanguard subsidiaries report disaggregated ownership.
The signature is dated 03/26/2026, and the reported ownership and voting/dispositive powers are all zero in this amendment.
Entergy Corp officer Eliecer Viamontes reported a charitable stock gift. He disposed of 80 shares of Entergy common stock on March 2, 2026 as a bona fide gift to a charitable donor-advised fund, with no sale proceeds. After the gift, he directly holds 10,337 shares and indirectly holds 3,476 shares through his spouse.