NextEra Energy (NYSE: NEE) sells $700M and $600M guaranteed debentures

Rhea-AI Filing Summary

NextEra Energy, Inc. reported that its wholly owned subsidiary, NextEra Energy Capital Holdings, Inc., sold $700 million principal amount of 4.40% Debentures, Series due March 1, 2031, and $600 million principal amount of 5.85% Debentures, Series due March 1, 2056.

Both debenture series are guaranteed by NextEra Energy and were issued under existing shelf registration statements. The company also filed legal opinions from Squire Patton Boggs (US) LLP and Morgan, Lewis & Bockius LLP regarding the validity of the debentures, along with related Inline XBRL data exhibits.

Insights

Corporate credit analyst

NextEra adds long-term debt at fixed coupons backed by parent guarantees.

NextEra Energy Capital Holdings, Inc. issued two fixed-rate debentures: $700 million of 4.40% notes due March 1, 2031 and $600 million of 5.85% notes due March 1, 2056, each guaranteed by NextEra Energy, Inc..

The guarantees link repayment strength directly to the parent, which can be viewed as supportive for investors in the subsidiary’s debt. Using previously effective registration statements streamlines issuance and suggests this transaction follows the company’s established capital markets framework.

The long maturities and fixed coupons set borrowing costs for extended periods, which may influence future interest expense and capital structure. Further details on use of proceeds or refinancing strategy would typically appear in related prospectus materials or subsequent filings.

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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 earliest event reported:  February 5, 2026

Commission File Number

Exact name of registrant as specified in its charter, address of principal executive offices and registrant's telephone number

IRS Employer Identification Number

1-8841

NEXTERA ENERGY, INC.

59-2449419

700 Universe Boulevard

Juno Beach, Florida 33408

(561) 694-4000

State or other jurisdiction of incorporation or organization:  Florida

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:

☐  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:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 Par Value

NEE

New York Stock Exchange

7.299% Corporate Units

NEE.PRS

New York Stock Exchange

7.234% Corporate Units

NEE.PRT

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. ☐

SECTION 8 – OTHER EVENTS

Item 8.01 Other Events

On February 5, 2026, NextEra Energy Capital Holdings, Inc., a wholly-owned subsidiary of NextEra Energy, Inc. (NEE), sold $700 million principal amount of its 4.40% Debentures, Series due March 1, 2031 (2031 Debentures) and $600 million principal amount of its 5.85% Debentures, Series due March 1, 2056 (2056 Debentures and together with the 2031 Debentures, the Debentures), both of which are guaranteed by NEE. The Debentures were registered under the Securities Act of 1933 pursuant to Registration Statement Nos. 333-278184, 333-278184-01 and 333-278184-02. In connection with the sale of the Debentures, this Current Report on Form 8-K is being filed to report certain documents as exhibits.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

			Exhibit Number						Description
			5(a)						Opinion and Consent, dated February 5, 2026, of Squire Patton Boggs (US) LLP, counsel to NextEra Energy, Inc. and NextEra Energy Capital Holdings, Inc., with respect to the Debentures
			5(b)						Opinion and Consent, dated February 5, 2026, of Morgan, Lewis & Bockius LLP, counsel to NextEra Energy, Inc. and NextEra Energy Capital Holdings, Inc., with respect to the Debentures
			101						Interactive data files for this Form 8-K formatted in Inline XBRL
			104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

SIGNATURES

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

Date:  February 5, 2026

NEXTERA ENERGY, INC

(Registrant)

WILLIAM J. GOUGH

William J. Gough

Vice President, Controller and Chief Accounting Officer

FAQ

What debt transaction did NextEra Energy (NEE) report in this 8-K?

NextEra Energy reported that its subsidiary sold two new debenture series, raising $700 million at 4.40% due 2031 and $600 million at 5.85% due 2056, both fully guaranteed by NextEra Energy, Inc. and issued under existing shelf registration statements.

What are the key terms of NextEra Energy’s 4.40% 2031 debentures?

The 4.40% debentures have a principal amount of $700 million and mature on March 1, 2031. They were issued by NextEra Energy Capital Holdings, Inc. and are fully guaranteed by NextEra Energy, Inc. under previously filed registration statements under the Securities Act of 1933.

What are the key terms of NextEra Energy’s 5.85% 2056 debentures?

The 5.85% debentures have a principal amount of $600 million and mature on March 1, 2056. They were issued by NextEra Energy Capital Holdings, Inc., a wholly owned subsidiary, and are guaranteed by NextEra Energy, Inc. under existing Securities Act registration statements.

How are the new NextEra Energy debentures registered and guaranteed?

Both debenture series were registered under the Securities Act of 1933 using Registration Statement Nos. 333-278184, 333-278184-01 and 333-278184-02. Each series is fully guaranteed by NextEra Energy, Inc., providing parent-level support for the subsidiary’s debt obligations.

Which legal opinions and exhibits accompanied NextEra Energy’s new debentures?

The filing includes opinion and consent letters from Squire Patton Boggs (US) LLP and Morgan, Lewis & Bockius LLP addressing the debentures’ validity. It also provides Inline XBRL interactive data files and a cover page interactive data file related to the reported transaction and exhibits.

Which NextEra Energy subsidiary issued the new debentures reported in the 8-K?

The debentures were issued by NextEra Energy Capital Holdings, Inc., a wholly owned subsidiary of NextEra Energy, Inc. This entity sold the 4.40% 2031 debentures and the 5.85% 2056 debentures, with both series carrying explicit guarantees from the parent company.