All-stock NextEra Energy (NYSE: NEE)–Dominion merger to form utility giant
NextEra Energy is combining with Dominion Energy in a major all‑stock merger that would create the world’s largest regulated electric utility business. Dominion shareholders will receive 0.8138 shares of NextEra Energy for each Dominion share, plus a one‑time cash payment of $360 million shared across all outstanding Dominion shares at closing.
After completion, NextEra shareholders are expected to own about 74.5% of the combined company and Dominion shareholders about 25.5%. The combined utility will be more than 80% regulated, serve roughly 10 million customer accounts across Florida, Virginia, North Carolina and South Carolina, and own about 110 GW of generation.
The companies highlight $2.25 billion in proposed bill credits for Dominion customers over two years post‑close and expect the deal to be immediately accretive to adjusted EPS, supporting a targeted 9%+ annual adjusted EPS growth rate through 2032 and a 6% dividend growth policy through 2028. Closing, targeted in 12–18 months, depends on shareholder approvals and extensive federal and state regulatory clearances, with sizable reverse termination fees if approvals or conditions fail.
Positive
- Transformative scale and diversification: Combined company becomes the world’s largest regulated electric utility business, with ~10 million customers across four fast‑growing states and ~110 GW of generation, anchored by an estimated $138 billion rate base and more than 80% regulated mix.
- Targeted high growth and EPS accretion: Management expects the merger to be immediately accretive to adjusted earnings per share at closing and supports a 9%+ annual adjusted EPS growth target through 2032, alongside ~11% regulatory capital employed growth.
- Shareholder and customer incentives: Dominion shareholders receive a fixed 0.8138 share exchange plus a $360 million cash payment, while Dominion customers are slated for $2.25 billion in bill credits over two years post‑close, aligning financial benefits across stakeholders.
- Balance sheet and credit profile benefits: The combined entity is expected to have 90–95% regulated and long‑term contracted business mix, improved downgrade thresholds for NextEra, and rating upgrades for Dominion entities, supporting lower financing costs over time.
Negative
- Substantial regulatory and execution risk: Closing requires approvals from shareholders, the Hart‑Scott‑Rodino process, FERC, the NRC, and multiple state commissions, with an outside date extending into 2028, creating timing uncertainty and prolonged integration overhang.
- Large termination and reverse‑termination fees: Depending on circumstances, Dominion could owe NextEra $2.24 billion, while NextEra could owe Dominion up to $6.52 billion or $4.83 billion in specified regulatory‑failure scenarios, adding material downside in the event of deal failure.
- Integration and distraction risks: Forward‑looking disclosures highlight potential challenges integrating Dominion’s businesses and technologies, possible litigation, rating‑agency actions, and diversion of management attention, any of which could affect the realization or timing of anticipated benefits.
Insights
Transformative regulated-utility merger with ambitious growth targets and heavy regulatory conditions.
The combination of NextEra Energy and Dominion Energy would create a dominant regulated platform with about $138B in rate base, ~10 million customer accounts and ~110 GW of generation. Management positions this as largely complementary, with four high‑growth, constructive regulatory jurisdictions and more than 130 GW of large‑load opportunities.
The deal is structured as an all‑stock merger with a fixed 0.8138 exchange ratio plus a $360M cash payment to Dominion shareholders, and is expected to be tax‑free to shareholders. NextEra guides to immediate adjusted EPS accretion, ~9%+ annual adjusted EPS growth through 2032, and ~11% annual regulatory capital employed growth, underpinned by large investment plans and long‑term contracts.
Execution depends on securing multiple shareholder approvals and a broad set of Regulatory Clearances, including from FERC, the NRC and three state commissions. Large termination and reverse‑termination fees—up to $6.52B and $4.83B in certain scenarios—underscore the regulatory and timing risk. Subsequent S‑4 and proxy materials are expected to provide more detail on synergies, capital plans and pro forma leverage metrics around the targeted 12–18 month closing window.
8-K Event Classification
Key Figures
Key Terms
Agreement and Plan of Merger financial
Hart-Scott-Rodino Antitrust Improvements Act regulatory
Federal Energy Regulatory Commission regulatory
registration statement on Form S-4 regulatory
joint proxy statement/prospectus financial
termination fee financial
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of earliest
event reported:
| 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 | ||
(
State or other jurisdiction of incorporation or
organization:
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 | ||
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 1 – REGISTRANT’S BUSINESS AND OPERATIONS
Item 1.01 Entry into a Material Definitive Agreement
On May 15, 2026, NextEra Energy, Inc., a Florida corporation (“NextEra Energy”), WG Development Corp., a Virginia corporation and direct wholly owned subsidiary of NextEra Energy (“Merger Sub Corp”), CS Holdco, LLC, a Virginia limited liability company and direct wholly owned subsidiary of NextEra Energy (“LLC Sub”), and Dominion Energy, Inc., a Virginia corporation (“Dominion Energy”), entered into an Agreement and Plan of Merger (the “Merger Agreement”). Upon the terms and subject to the conditions set forth in the Merger Agreement, (i) Merger Sub Corp will merge with and into Dominion Energy, with Dominion Energy as the surviving corporation (the “Surviving Corporation”) and a wholly owned subsidiary of NextEra Energy (the “First Merger”), and (ii) immediately following the First Merger, the Surviving Corporation will merge with and into LLC Sub, with LLC Sub as the surviving entity (the “Surviving Entity”) and a wholly owned subsidiary of NextEra Energy (the “Second Merger” and, together with the First Merger, the “Mergers”). The First Merger will become effective at the time the Clerk of the Virginia State Corporation Commission issues a certificate of merger with respect to the articles of merger pertaining to the First Merger or at such later time as may be agreed by NextEra Energy and Dominion Energy in writing and specified in such articles of merger (such time, as applicable, the “Effective Time”).
Under the terms of the Merger Agreement and the applicable Plan of Merger (as defined below) and as more fully described below, at the Effective Time: (a) each share of common stock, no par value, of Dominion Energy (“Dominion Energy Common Stock”) issued and outstanding immediately prior to the Effective Time (other than shares to be cancelled, as described below) will be cancelled and cease to exist, and each such share will be automatically converted into the right to receive (i) its pro rata share of an aggregate amount equal to $360 million in cash, without interest, and (ii) 0.8138 shares of common stock, par value $0.01 per share, of NextEra Energy (“NextEra Energy Common Stock”); (b) each share of Dominion Energy Common Stock owned by NextEra Energy or Dominion Energy, or by any wholly owned subsidiary of NextEra Energy (including Merger Sub Corp) or Dominion Energy will be cancelled and will cease to exist, and no consideration will be delivered in exchange therefor; and (c) each share of capital stock of Merger Sub Corp issued and outstanding immediately prior to the Effective Time will be converted into one share of capital stock of the Surviving Corporation. At the effective time of the Second Merger (the “Second Effective Time”), (i) each share of capital stock of the Surviving Corporation issued and outstanding immediately prior to the Second Effective Time will be cancelled without any conversion thereof and no consideration will be delivered in exchange therefor and (ii) the membership interests of LLC Sub will be unaffected by the Second Merger and will remain outstanding as membership interests of the Surviving Entity. The Merger Agreement also specifies the treatment of Dominion Energy’s outstanding equity awards in connection with the Mergers.
The board of directors of NextEra Energy (the “Board”) unanimously has (i) approved the Merger Agreement, the plans of merger attached thereto (the “Plans of Merger”) and the transactions contemplated thereby, including the Mergers (the “Transactions”), (ii) directed that the issuance of NextEra Energy Common Stock in connection with the First Merger (the “Share Issuance”) be submitted to the holders of NextEra Energy Common Stock for their consideration and (iii) resolved to recommend that NextEra Energy’s shareholders approve the Share Issuance.
NextEra Energy and Dominion Energy have agreed to certain governance-related matters. NextEra Energy will cause the Board to take all necessary action as soon as practical after the Effective Time to cause the Board to consist of 14 members, and to appoint four mutually agreeable members of Dominion Energy’s current board of directors or executive management, one of which will be Dominion Energy’s current chief executive officer, as directors to serve on the Board. Following the Effective Time, NextEra Energy will maintain Dominion Energy’s current headquarters in Richmond, Virginia and an operating headquarters in Cayce, South Carolina.
Under the terms of the Merger Agreement, Dominion Energy is required to redeem all of its currently issued and outstanding 4.35% Series C Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock prior to the Effective Time if the Effective Time occurs after January 15, 2027.
The closing of the First Merger is subject to the satisfaction or waiver of certain closing conditions, including, among others, (i) approval of the Merger Agreement and the Plan of Merger with respect to the First Merger by the affirmative vote of the holders of a majority of the outstanding shares of Dominion Energy Common Stock represented in person or by proxy and entitled to vote thereon (the “Dominion Energy Shareholder Approval”), (ii) approval of the Share Issuance by the affirmative vote of the holders of a majority of the votes cast by the holders of the outstanding shares of NextEra Energy Common Stock represented in person or by proxy and entitled to vote thereon, in accordance with the rules and regulations of the New York Stock Exchange (the “NYSE”) (the “NextEra Energy Shareholder Approval” and, together with the Dominion Energy Shareholder Approval, the “Shareholder Approvals”), (iii) the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), (iv) Dominion Energy and NextEra Energy obtaining specified consents of or under (a) the HSR Act, (b) the Federal Energy Regulatory Commission, (c) the U.S. Nuclear Regulatory Commission, (d) the Virginia State Corporation Commission, (e) the North Carolina Utilities Commission and (f) the Public Service Commission of South Carolina (collectively, the “Regulatory Clearances”), in each case, without the imposition, individually or in the aggregate, of a Burdensome Condition (as defined in the Merger Agreement), (v) the absence of legal restraints prohibiting the First Merger, (vi) approval for listing on the NYSE of the shares of NextEra Energy Common Stock to be issued in connection with the Transactions, (vii) the initial and continued effectiveness of the registration statement on Form S-4 that includes the joint proxy statement/prospectus described below, (viii) the accuracy of each party’s representations and warranties (subject to certain materiality and knowledge qualifiers) and compliance by each party with its covenants under the Merger Agreement in all material respects and (ix) absence of a material adverse effect on either Dominion Energy or NextEra Energy.
The Merger Agreement contains customary representations and warranties for a transaction of this nature. The Merger Agreement also contains customary covenants of NextEra Energy and Dominion Energy, including pre-closing covenants to refrain from taking certain actions without the consent of the other party and relating to conducting their respective businesses in the ordinary course consistent with past practice. NextEra Energy and Dominion Energy have also agreed, subject to the terms and conditions set forth in the Merger Agreement, to use their reasonable best efforts to obtain all consents and permits from governmental authorities (including all necessary regulatory clearances) or any other person necessary to consummate the Transactions; provided, that neither NextEra Energy nor Dominion Energy is required to agree to or take any action that would constitute a Burdensome Condition.
The Merger Agreement provides that, from the date of the Merger Agreement, each of NextEra Energy and Dominion Energy will be subject to certain restrictions on its ability to solicit an alternative Parent Acquisition Proposal or Company Acquisition Proposal (each as defined in the Merger Agreement), respectively, from third parties, to provide non-public information to third parties and to engage in discussions with third parties regarding alternative Parent Acquisition Proposals or Company Acquisition Proposals, as applicable, subject to customary exceptions.
The Merger Agreement contains customary termination rights for each of NextEra Energy and Dominion Energy, including, among others, (1) if the First Merger has not been consummated by November 15, 2027, which date is extendable to August 15, 2028 if specified conditions relating to the Regulatory Clearances, the absence of a Burdensome Condition or the absence of certain governmental orders have not been satisfied, (2) if either of the required Shareholder Approvals is not obtained or (3) upon a change of recommendation or a material breach by the other party, in each case, on the terms set forth in the Merger Agreement.
In certain circumstances in connection with or following termination of the Merger Agreement, including, without limitation, (1) upon a termination to enter into a definitive agreement for a superior proposal, (2) following a change of recommendation by Dominion Energy’s board of directors, or (3) upon the entry into an alternative transaction within 12 months following the public announcement or disclosure of another bona fide acquisition proposal with respect to Dominion Energy prior to such termination (where such termination is due to a failure to obtain the Dominion Energy Shareholder Approval or certain breaches of the Merger Agreement by Dominion Energy), Dominion Energy will be required to pay NextEra Energy a termination fee of $2.24 billion, and in comparable reciprocal circumstances, NextEra Energy will be required to pay Dominion Energy a termination fee of $6.52 billion. In other specified circumstances where the Merger Agreement is terminated and such termination results from the failure of one or more specified conditions relating to or involving certain regulatory matters having been satisfied or waived, NextEra Energy will be required to pay Dominion Energy a termination fee of $4.83 billion.
The foregoing description is qualified in its entirety by reference to the full text of the Merger Agreement, which is attached as Exhibit 2.1 to this Current Report on Form 8-K (this “Report”) and incorporated herein by reference.
The representations, warranties and covenants contained in the Merger Agreement have been made solely for the benefit of the parties thereto. In addition, such representations, warranties and covenants (i) have been made only for purposes of the Merger Agreement, (ii) have been qualified by (a) matters specifically disclosed in any reports filed by NextEra Energy or Dominion Energy with the Securities and Exchange Commission (the “SEC”) prior to the date of the Merger Agreement (subject to certain exceptions) and (b) confidential disclosures made in confidential disclosure letters delivered in connection with the Merger Agreement, (iii) are subject to materiality qualifications contained in the Merger Agreement that may differ from what may be viewed as material by investors, (iv) were made only as of the date of the Merger Agreement or such other date as is specified in the Merger Agreement and (v) have been included in the Merger Agreement for the purpose of allocating contractual risk between the parties rather than establishing matters as fact. Accordingly, the Merger Agreement is included with this Report only to provide investors with information regarding the terms of the Merger Agreement, and not to provide investors with any other factual information regarding the parties thereto or their respective businesses. Investors should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the parties to the Merger Agreement or any of their respective subsidiaries or affiliates. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in NextEra Energy’s public disclosures. The Merger Agreement should not be read alone, but should instead be read in conjunction with the other information regarding NextEra Energy and Dominion Energy that is or will be contained in, or incorporated by reference into, the Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and other documents that NextEra Energy or Dominion Energy files with the SEC.
SECTION 7 – REGULATION FD
Item 7.01 Regulation FD Disclosure
On May 18, 2026, NextEra Energy and Dominion Energy issued a joint press release announcing the entry into the Merger Agreement. A copy of the press release is attached as Exhibit 99.1 to this Report and is incorporated by reference herein.
On May 18, 2026, in connection with the announcement of the Merger Agreement, NextEra Energy and Dominion Energy intend to hold a joint conference call available to investors and the public. Details for accessing the conference call can be found in the press release attached as Exhibit 99.1 hereto. An investor presentation for reference during such call is attached as Exhibit 99.2 to this Report and is incorporated by reference herein.
The information contained in Item 7.01 of this Report, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in Item 7.01 of this Report, including Exhibit 99.1 and Exhibit 99.2, shall not be incorporated by reference into any filing of NextEra Energy, whether made before, on or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing.
Forward-Looking Statements
This Report includes “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included or incorporated by reference in this Report, including, among other things, statements regarding the proposed business combination transaction between NextEra Energy and Dominion Energy and future events, plans and anticipated results of operations, business strategies, the anticipated benefits of the proposed Transactions, the anticipated impact of the proposed Transactions on the combined company’s business and future financial and operating results, the anticipated closing date for the proposed Transactions and other aspects of NextEra Energy’s or Dominion Energy’s operations or operating results are forward-looking statements. Words and phrases such as “ambition,” “anticipate,” “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions or events can be used to identify forward-looking statements. Where, in any forward-looking statement, NextEra Energy or Dominion Energy expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. Any forward-looking statement is not a guarantee of future performance, outcomes or results and is subject to numerous risks, uncertainties and other factors, many of which are beyond NextEra Energy’s or Dominion Energy’s control, that could cause actual performance, outcomes or results to differ materially from what is expressed or implied in the forward-looking statement.
These factors include a failure by NextEra Energy to successfully integrate Dominion Energy’s businesses and technologies, which may result in the combined company not operating as effectively and efficiently as expected; the risk that the expected benefits of the proposed Transactions may not be fully realized or may take longer to realize than expected; each party’s ability to obtain the approval of its shareholders required to consummate the proposed Transactions and the timing of the closing of the proposed Transactions, including the risk that the conditions to closing are not satisfied on a timely basis or at all or the failure of the Transactions to close for any other reason or to close on the anticipated terms, including with the anticipated tax treatment; the risk that any governmental or regulatory approval, consent or authorization that may be required for the proposed Transactions is not obtained, is delayed or is obtained subject to conditions that are not anticipated or that cause the termination of the Merger Agreement and abandonment of the Transactions; the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement by either party; the risk that certain provisions in the Merger Agreement or the pendency of the Transactions may impact either party’s ability to pursue certain business opportunities or strategic transactions; unanticipated difficulties, liabilities or expenditures relating to the Transactions, including the impact of potential litigation relating to the Transactions; the effect of the announcement, pendency or completion of the proposed Transactions on the parties’ business relationships and business operations generally, including the parties’ relationship with regulators, suppliers, vendors and customers; the effect of the announcement or pendency of the proposed Transactions on the parties’ common stock prices and uncertainty as to the long-term value of either party’s common stock; risks that the proposed Transactions disrupt either party’s current plans and operations, including due to the diversion of the attention of management from ordinary course business operations, and potential difficulties in hiring or retaining employees as a result of the proposed Transactions; any rating agency actions; and the impact of the announcement or pendency of the proposed Transactions on either party’s ability to access capital, including the short- and long-term debt markets, on a timely and affordable basis; general worldwide economic conditions and related uncertainties; the effect and timing of changes in laws or in governmental regulations (including environmental); fluctuations in trading prices of securities of NextEra Energy and in the financial results of NextEra Energy or Dominion Energy; and the timing and extent of changes in interest rates, commodity prices and demand and market prices for electricity or gas. The registration statement on Form S-4 and joint proxy statement/prospectus that will be filed with the SEC will describe additional risks in connection with the proposed Transactions. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 and joint proxy statement/prospectus are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to NextEra Energy’s and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NextEra Energy’s and Dominion Energy’s most recently filed Annual Reports on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q.
Any forward-looking statements included in this Report represent current expectations and are inherently uncertain and are made only as of the date hereof (or, if applicable, the dates indicated in such statement). Except as required by law, neither NextEra Energy nor Dominion Energy undertakes or assumes any obligation to update any forward-looking statements, whether as a result of new information or to reflect subsequent events or circumstances or otherwise.
No Offer or Solicitation
This Report is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Additional Information about the Transactions and Where to Find It
In connection with the proposed Transactions, NextEra Energy intends to file with the SEC a registration statement on Form S-4 that will include a joint proxy statement of NextEra Energy and Dominion Energy that also constitutes a prospectus of NextEra Energy. Each of NextEra Energy and Dominion Energy may also file other relevant documents with the SEC regarding the proposed Transactions. This Report is not a substitute for the joint proxy statement/prospectus or registration statement or any other document that NextEra Energy or Dominion Energy may file with the SEC. The definitive joint proxy statement/prospectus (if and when available) will be mailed to shareholders of NextEra Energy and Dominion Energy. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, JOINT PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION ENERGY, THE PROPOSED TRANSACTIONS AND RELATED MATTERS.
Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement/prospectus (if and when available) and other documents containing important information about NextEra Energy, Dominion Energy and the proposed Transactions, once such documents are filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by NextEra Energy will be available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/ or by contacting NextEra Energy’s Investor Relations Department by email at investors@nexteraenergy.com or by phone at (800) 222-4511. Copies of the documents filed with the SEC by Dominion Energy will be available free of charge on Dominion Energy’s website at http://investors.dominionenergy.com or by contacting Dominion Energy’s Investor Relations Department by email at investor.relations@dominionenergy.com or by phone at (804) 819-2438.
Participants in the Solicitation
NextEra Energy, Dominion Energy and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed Transactions. Information about the directors and executive officers of NextEra Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on April 1, 2026, including under the headings “Proposal 1: Election as directors of the nominees specified in this proxy statement,” “Director Compensation,” “Executive Compensation,” and “Common Stock Ownership of Certain Beneficial Owners and Management,” (ii) NextEra Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 13, 2026, including under the heading “Item 1. Business—Information About Our Executive Officers” and (iii) to the extent certain holdings of NextEra Energy securities by its directors or executive officers have changed since the amounts set forth in NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4, or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.
Information about the directors and executive officers of Dominion Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on March 19, 2026, including under the headings “Item 1: Election of Directors – Director Nominees,” “Compensation of Non-Employee Directors,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management,” (ii) Dominion Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 23, 2026, including under the heading “Information about our Executive Officers” and (iii) to the extent certain holdings of Dominion Energy securities by its directors or executive officers have changed since the amounts set forth in Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4 or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.
Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the definitive joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed Transactions when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. Copies of the documents filed with the SEC by NextEra Energy and Dominion Energy will be available free of charge through the website maintained by the SEC at www.sec.gov. Additionally, copies of documents filed with the SEC by NextEra Energy and Dominion Energy will be available free of charge through the sources indicated above.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 2.1 | Agreement and Plan of Merger, dated as of May 15, 2026, among NextEra Energy, Inc., WG Development Corp., CS Holdco, LLC and Dominion Energy, Inc.* | |
| 99.1 | Joint Press Release dated May 18, 2026 | |
| 99.2 | Joint Investor Presentation dated May 18, 2026 | |
| 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) |
* Certain schedules and exhibits to Exhibit 2.1 have been omitted as permitted by Item 601 of Regulation S-K.
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: May 18, 2026
| NEXTERA ENERGY, INC. | ||
| (Registrant) | ||
| /s/ Charles E. Sieving | ||
| Charles E. Sieving | ||
| Executive Vice President, Chief Legal, Environmental and Federal Regulatory Affairs Officer |
Exhibit 99.1
![]() |
|
| For Immediate Release |
NextEra Energy and Dominion Energy to Combine, Creating the World’s Largest Regulated Electric Utility Business and North America’s Premier Energy Infrastructure Platform Benefiting Customers
| · | Creates the world’s largest regulated electric utility business by market capitalization and one of the world’s largest energy infrastructure companies with an unmatched operating platform benefiting customers | |
| · | Combined company’s customers will benefit over time from its enhanced scale in operations, procurement, construction and financing, enabling it to more cost-effectively meet increased electric demand for approximately 10 million customer accounts | |
| · | Driving affordability through proposed $2.25 billion in bill credits spread over two years post-close for Dominion Energy’s customers in Virginia, North Carolina and South Carolina and enhanced operating and capital efficiency over the long term | |
| · | Companies to maintain dual headquarters in Florida and Virginia and operational headquarters in South Carolina, while providing robust employee protections and enhanced charitable giving | |
| · | NextEra Energy expected to improve its existing credit rating thresholds, while Dominion Energy and Dominion Energy Virginia expected to benefit from improved ratings and related reductions in financing costs, further helping keep customer bills more affordable | |
| · | All-stock transaction is expected to be tax-free to shareholders and immediately accretive at closing to adjusted earnings per share | |
| · | Combined company operations will be more than 80% regulated with a focus on four of the fastest-growing states in the country, supporting expected 11% annual growth in regulatory capital employed | |
| · | The combined company will benefit from the industry’s most diversified growth platform, driving 9%+ adjusted earnings per share growth expectations through 2032 |
JUNO BEACH, Fla. and RICHMOND, Va., May 18, 2026 — NextEra Energy, Inc. (NYSE: NEE) and Dominion Energy, Inc. (NYSE: D) today announced that they have entered into a definitive agreement to combine in an all-stock transaction.
Dominion Energy shareholders will receive a fixed exchange ratio of 0.8138 shares of NextEra Energy for each share of Dominion Energy they own at the close of the transaction, resulting in NextEra Energy and Dominion Energy shareholders owning approximately 74.5% and 25.5% of the combined company, respectively.
The combination will create the world’s largest regulated electric utility business, fortified by North America’s premier energy infrastructure platform and developer. The combined company will be more than 80% regulated, serve approximately 10 million utility customer accounts across Florida, Virginia, North Carolina and South Carolina and own 110 gigawatts (GW) of generation across a broad mix of energy sources. The combined company will drive affordability in the long term by leveraging scale and operating and capital efficiencies as the company makes smart investments on behalf of its customers to meet growing power demand. Additionally, the combined company is proposing $2.25 billion in bill credits for Dominion Energy’s customers in Virginia, North Carolina and South Carolina spread over two years post-close.
1
With growth drivers evenly balanced between regulated and long-term contracted businesses and more than 130 GW of large-load opportunities in its pipeline, the combined company will have a broader opportunity set, more ways to grow and the scale, balance sheet and best-in-class operating, supply chain, construction and technology capabilities to deliver the generation, transmission and grid investments needed to serve customers, support economic growth and cost-effectively meet surging power demand while keeping bills affordable.
The transaction is structured as a 100% stock-for-stock transaction and is expected to be tax-free to shareholders. The combined company will operate under the NextEra Energy name and trade on the New York Stock Exchange under the ticker symbol NEE. It will have a significant local presence, with dual headquarters in Juno Beach, Florida, and Richmond, Virginia, and Dominion Energy South Carolina’s existing operational headquarters in Cayce, South Carolina. Dominion Energy’s utility companies will continue to operate as Dominion Energy Virginia, Dominion Energy North Carolina and Dominion Energy South Carolina. John Ketchum will serve as chairman and chief executive officer (CEO) of the combined company, and Robert Blue will serve as president and CEO of regulated utilities and as a member of the board of directors. Edward Baine will be president and CEO of Dominion Energy Virginia, Keller Kissam will be president and CEO of Dominion Energy South Carolina and Scott Bores will be president and CEO of Florida Power & Light Company.
A word from John Ketchum, chairman, president and CEO of NextEra Energy:
“This is a historic moment for our two companies and for the states we are privileged to serve. Electricity demand is rising faster than it has in decades. Projects are getting larger and more complex. Customers need affordable and reliable power now, not years from now. We are bringing NextEra Energy and Dominion Energy together because scale matters more than ever— not for the sake of size, but because scale translates into capital and operating efficiencies. It enables us to buy, build, finance and operate more efficiently, which translates into more affordable electricity for our customers in the long run.
“The Dominion Energy name isn't changing, nor is how we operate locally, serve our customers or engage with the community. The same leaders and the same teams customers know and trust will continue serving Virginia, North Carolina and South Carolina. Both companies put our customers and teams first, as well as the communities we serve.
“By uniting two industry leaders with 238 years of collective experience, this combination creates a stronger company for customers and a stronger long-term value proposition for shareholders. Customers will benefit from $2.25 billion in bill credits and over time from the scale, operating and capital efficiencies this combination unlocks. They will also benefit from the shared expertise and best practices of America’s leading regulated utilities, laser-focused on low customer bills, customer service, storm resiliency and reliability, making the customer experience seamless in the near term and best in class over time. Shareholders will benefit from a broader regulated growth runway, a larger opportunity set and a more diversified platform. This is a unique situation where we believe one plus one equals three. We are confident that our customers, the communities we serve, our shareholders and our industry-leading teams will all benefit from this combination.”
A word from Robert Blue, chair, president and CEO of Dominion Energy:
“Dominion Energy and NextEra Energy share a deep commitment to delivering reliable and affordable energy and to the customers and communities we are honored to serve. This combination brings together two strong operating platforms and creates an even stronger energy partner for Virginia, North Carolina, South Carolina and Florida, with the scale and balance sheet to deliver the generation, transmission and grid investments our customers and economies need.
2
“Most importantly, this combination is built around our customers. The bill credits we are committing to, the continued investments in generation, reliability and storm resiliency and our commitments to retain our team and dual headquarters in Juno Beach and Richmond, as well as Dominion Energy South Carolina’s existing operational headquarters in Cayce, reflect the values that have always defined Dominion Energy. We are excited to bring these great companies together and to write the next chapter in every community we serve.”
Strategic rationale
The combination brings together two complementary industry-leading companies and four high-quality regulated platforms that have virtually no operational overlap, creating an even stronger customer value proposition, a broader growth platform and a larger, more diversified opportunity set for shareholders.
| · | America’s leading regulated utility platform. Approximately 10 million utility customer accounts across four high-growth states with constructive regulatory environments and diversified growth coming from every sector | |
| · | Combination of best-in-class operations and development capabilities with increased scale creating an unmatched platform to cost-effectively meet the country’s need for power. Scale will enable the combined company to buy, build, finance and operate more efficiently, which translates into real savings for customers over time | |
| · | World-class supply chain. Robust and wide-ranging supply chain with unmatched buying power | |
| · | Industry leader in data and analytics. Unparalleled data and data analytics capabilities to build the right projects, at the right time, in the right locations using AI to drive efficiencies in development, construction and operations | |
| · | Growth anchored by the nation’s largest regulated capital plan. Combined rate base of $138 billion expected to grow at approximately 11% through 2032 by investing smartly and efficiently for the benefit of customers | |
| · | Unmatched diversification and leading large-load opportunity. More than 15 ways to grow, anchored by a more than 130-GW large-load pipeline | |
| · | An industry leader in nearly every category. No. 1 in the world in renewables and battery storage, No. 1 in the U.S. in gas generation, No. 2 in the U.S. in nuclear generation, No. 1 in the U.S. in total generation, generation built, annual CapEx, rate base and market capitalization |
Commitments to customers, communities and employees
| · | Offering $2.25 billion in bill credits for Dominion customers in Virginia, North Carolina and South Carolina spread over two years post-close | |
| · | Enhanced charitable giving, including a $10 million increase annually for five years; in addition, continued commitment to low-income customer assistance across Virginia, North Carolina and South Carolina | |
| · | Significant local presence and employee continuity, including retaining dual headquarters in Juno Beach and Richmond, as well as Dominion Energy South Carolina’s existing operational headquarters in Cayce, utility names that remain in place and employment commitments to Dominion Energy’s approximately 15,000 current employees, including current compensation and benefits |
3
| · | Enhanced capability to invest in reliability, resiliency and storm response by leveraging the combined company’s industry-leading best practices | |
| · | Enhanced capability to support local economic growth as the company builds the generation, transmission and grid infrastructure needed to meet demand, power local economies and create jobs by supporting economic development and attracting new investment to the states the combined company will serve | |
| · | Large load to pay their fair share for generation through large-load tariffs |
Shareholder benefits
| · | Expected to be immediately accretive to adjusted earnings per share at closing, with approximately 9%+ adjusted earnings per share growth expected through 2032 and a 9%+ target through 2035, all off NextEra Energy’s 2025 base expectations | |
| · | Industry-leading growth expectations supported by highly diversified platform through a broader regulated growth runway, more ways to deploy capital and greater access to large-load and infrastructure opportunities | |
| · | Anchored by a more than 80% regulated business mix, with approximately 11% regulatory capital employed growth across four fast-growing states with constructive regulatory environments | |
| · | Enhanced combined credit profile, resulting in improved credit metric downgrade thresholds at NextEra Energy and upgraded ratings at Dominion Energy and Dominion Energy Virginia, which are expected to lower financing costs over time | |
| · | Attractive annual dividend growth policy of 6% through 2028, resulting in an expected dividend payout ratio below 55% by 2030. In addition, Dominion Energy shareholders to continue to receive Dominion’s current quarterly dividend through close plus a one-time cash payment of $360 million at close | |
| · | Tax-efficient, all-stock transaction expected to enable Dominion Energy shareholders to participate in the expected upside of the combined company without an immediate tax liability |
Governance and structure
John Ketchum will serve as chairman and CEO of the combined company. Robert Blue will serve as president and CEO of regulated utilities and as a member of the board of directors. The combined company’s board of directors will include 10 directors from NextEra Energy and four from Dominion Energy, with the composition to be detailed in the joint proxy statement to be filed with the Securities and Exchange Commission. The combined company will operate under the NextEra Energy name and will trade on the New York Stock Exchange under the ticker symbol NEE.
Approvals and timeline
The transaction has been unanimously approved by the boards of directors of both companies. The transaction is expected to close in 12 to 18 months, subject to customary closing conditions and approvals by the shareholders of NextEra Energy and Dominion Energy, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, approval by the Federal Energy Regulatory Commission under Section 203 of the Federal Power Act and approval by the Nuclear Regulatory Commission. The companies will also file for review and approval from the Virginia State Corporation Commission, the North Carolina Utilities Commission and the Public Service Commission of South Carolina.
Transaction terms
Under terms of the agreement, Dominion Energy shareholders will receive a fixed exchange ratio of 0.8138 shares of NextEra Energy for each share of Dominion Energy they own at the close of the transaction. In addition, Dominion Energy shareholders will continue to receive Dominion’s current quarterly dividend through closing plus a one-time cash payment of $360 million (which is taxable and is distributed equally across all outstanding Dominion Energy shares) at closing. Thereafter, Dominion Energy will participate in NextEra Energy’s pro forma dividend growth policy. NextEra Energy shareholders will continue to own the same number of shares of the combined company that they hold of NextEra Energy immediately prior to the closing of the transaction. Upon completion of the merger, NextEra Energy shareholders will own approximately 74.5% and Dominion Energy shareholders will own approximately 25.5% of the combined company.
4
Legal and financial advisors
Kirkland & Ellis LLP served as legal counsel, and Lazard acted as lead financial advisor, with BofA and Wells Fargo also serving as financial advisors, to NextEra Energy. McGuire Woods LLP served as legal counsel, and Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC acted as co-financial advisors, to Dominion Energy.
Conference call and webcast
NextEra Energy and Dominion Energy will host a joint investor conference call today at 9 a.m. ET to discuss the announcement. Domestic callers should dial 1-800-579-2568. International callers should dial 1-785-424-1222. The passcode for the conference call is 13785. Participants should dial in 10 to 15 minutes before the scheduled start time. Investor presentation materials and a live webcast of the conference call are available at investor.nexteraenergy.com and investors.dominionenergy.com. A replay of the conference call will be available beginning at about 12 p.m. ET on May 18 and will stay available until May 25. Domestic callers may access the recording by dialing 1-800-938-2298. International callers should dial 1-402-220-1124. The passcode for the replay is 13785.
About NextEra Energy, Inc.
NextEra Energy, Inc. (NYSE: NEE) is the largest electric power and energy infrastructure company in North America and is a leading provider of electricity to American homes and businesses. Headquartered in Juno Beach, Florida, NextEra Energy is a Fortune 200 company that owns Florida Power & Light Company, America’s largest electric utility, which provides reliable electricity to approximately 12 million people across Florida. NextEra Energy also owns the largest energy infrastructure development company in the U.S., NextEra Energy Resources, LLC. NextEra Energy and its affiliated entities are meeting America’s growing energy needs with a diverse mix of energy sources, including natural gas, nuclear, renewable energy and battery storage. For more information about NextEra Energy companies, visit these websites: www.NextEraEnergy.com, www.FPL.com, www.NextEraEnergyResources.com.
About Dominion Energy
Dominion Energy (NYSE: D), headquartered in Richmond, Va., provides regulated electricity service to 3.6 million homes and businesses in Virginia, North Carolina, and South Carolina, and regulated natural gas service to 500,000 customers in South Carolina. The company is one of the nation’s leading developers and operators of regulated offshore wind and solar power and the largest producer of carbon-free electricity in New England. The company’s mission is to provide the reliable, affordable, and increasingly clean energy that powers its customers every day. Please visit DominionEnergy.com to learn more.
5
Forward-Looking Statements
This communication includes “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included or incorporated by reference in this communication, including, among other things, statements regarding the proposed business combination transaction between NextEra Energy, Inc., a Florida Corporation (“NextEra Energy”), and Dominion Energy, Inc., a Virginia Corporation (“Dominion Energy”), and future events, plans and anticipated results of operations, business strategies, the anticipated benefits of the proposed transactions, the anticipated impact of the proposed transactions on the combined company’s business and future financial and operating results, the anticipated closing date for the proposed transactions and other aspects of NextEra Energy’s or Dominion Energy’s operations or operating results are forward-looking statements. Words and phrases such as “ambition,” “anticipate,” “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions or events can be used to identify forward-looking statements. Where, in any forward-looking statement, NextEra Energy or Dominion Energy expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. Any forward-looking statement is not a guarantee of future performance, outcomes or results and is subject to numerous risks, uncertainties and other factors, many of which are beyond NextEra Energy’s or Dominion Energy’s control, that could cause actual performance, outcomes or results to differ materially from what is expressed or implied in the forward-looking statement.
These factors include a failure by NextEra Energy to successfully integrate Dominion Energy’s businesses and technologies, which may result in the combined company not operating as effectively and efficiently as expected; the risk that the expected benefits of the proposed transactions may not be fully realized or may take longer to realize than expected; each party’s ability to obtain the approval of its shareholders required to consummate the proposed transactions and the timing of the closing of the proposed transactions, including the risk that the conditions to closing are not satisfied on a timely basis or at all or the failure of the transactions to close for any other reason or to close on the anticipated terms, including with the anticipated tax treatment; the risk that any governmental or regulatory approval, consent or authorization that may be required for the proposed transactions is not obtained, is delayed or is obtained subject to conditions that are not anticipated or that cause the termination of the merger agreement and abandonment of the transactions; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement by either party; the risk that certain provisions in the merger agreement or the pendency of the transactions may impact either party’s ability to pursue certain business opportunities or strategic transactions; unanticipated difficulties, liabilities or expenditures relating to the transactions, including the impact of potential litigation relating to the transactions; the effect of the announcement, pendency or completion of the proposed transactions on the parties’ business relationships and business operations generally, including the parties’ relationship with regulators, suppliers, vendors and customers; the effect of the announcement or pendency of the proposed transactions on the parties’ common stock prices and uncertainty as to the long-term value of either party’s common stock; risks that the proposed transactions disrupt either party’s current plans and operations, including due to the diversion of the attention of management from ordinary course business operations, and potential difficulties in hiring or retaining employees as a result of the proposed transactions; any rating agency actions; and the impact of the announcement or pendency of the proposed transactions on either party’s ability to access capital, including the short- and long-term debt markets, on a timely and affordable basis; general worldwide economic conditions and related uncertainties; the effect and timing of changes in laws or in governmental regulations (including environmental); fluctuations in trading prices of securities of NextEra Energy and in the financial results of NextEra Energy or Dominion Energy; and the timing and extent of changes in interest rates, commodity prices and demand and market prices for electricity or gas. The registration statement on Form S-4 and joint proxy statement/prospectus that will be filed with the Securities and Exchange Commission (“SEC”) will describe additional risks in connection with the proposed transactions. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 and joint proxy statement/prospectus are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to NextEra Energy’s and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NextEra Energy’s and Dominion Energy’s most recently filed Annual Reports on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q.
6
Any forward-looking statements included in this communication represent current expectations and are inherently uncertain and are made only as of the date hereof (or, if applicable, the dates indicated in such statement). Except as required by law, neither NextEra Energy nor Dominion Energy undertakes or assumes any obligation to update any forward-looking statements, whether as a result of new information or to reflect subsequent events or circumstances or otherwise.
No Offer or Solicitation
This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Additional Information about the Transactions and Where to Find It
In connection with the proposed transactions, NextEra Energy intends to file with the SEC a registration statement on Form S-4 that will include a joint proxy statement of NextEra Energy and Dominion Energy that also constitutes a prospectus of NextEra Energy. Each of NextEra Energy and Dominion Energy may also file other relevant documents with the SEC regarding the proposed transactions. This communication is not a substitute for the joint proxy statement/prospectus or registration statement or any other document that NextEra Energy or Dominion Energy may file with the SEC. The definitive joint proxy statement/prospectus (if and when available) will be mailed to shareholders of NextEra Energy and Dominion Energy. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, JOINT PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION ENERGY, THE PROPOSED TRANSACTIONS AND RELATED MATTERS.
Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement/prospectus (if and when available) and other documents containing important information about NextEra Energy, Dominion Energy and the proposed transactions, once such documents are filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by NextEra Energy will be available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/ or by contacting NextEra Energy’s Investor Relations Department by email at investors@nexteraenergy.com or by phone at (800) 222-4511. Copies of the documents filed with the SEC by Dominion Energy will be available free of charge on Dominion Energy’s website at http://investors.dominionenergy.com or by contacting Dominion Energy’s Investor Relations Department by email at investor.relations@dominionenergy.com or by phone at (804) 819-2438.
7
Participants in the Solicitation
NextEra Energy, Dominion Energy and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transactions.
Information about the directors and executive officers of NextEra Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on April 1, 2026, including under the headings “Proposal 1: Election as directors of the nominees specified in this proxy statement,” “Director Compensation,” “Executive Compensation,” and “Common Stock Ownership of Certain Beneficial Owners and Management,” (ii) NextEra Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 13, 2026, including under the heading “Item 1. Business—Information About Our Executive Officers” and (iii) to the extent certain holdings of NextEra Energy securities by its directors or executive officers have changed since the amounts set forth in NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4, or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.
Information about the directors and executive officers of Dominion Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on March 19, 2026, including under the headings “Item 1: Election of Directors – Director Nominees, “Compensation of Non-Employee Directors,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management,” (ii) Dominion Energy’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 23, 2026, including under the heading “Information about our Executive Officers,” and (iii) to the extent certain holdings of Dominion Energy securities by its directors or executive officers have changed since the amounts set forth in Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4 or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.
Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the definitive joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transactions when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. Copies of the documents filed with the SEC by NextEra Energy and Dominion Energy will be available free of charge through the website maintained by the SEC at www.sec.gov. Additionally, copies of documents filed with the SEC by NextEra Energy and Dominion Energy will be available free of charge through the sources indicated above.
###
8
Media and Investor Contacts
NextEra Energy media contact: (561) 694-4442, media.relations@nexteraenergy.com
NextEra Energy investor
relations contact: Mark Eidelman, (561) 694-4697,
investors@nexteraenergy.com
Dominion Energy media contact:
Ryan Frazier, (804) 836-2083,
C.Ryan.Frazier@dominionenergy.com
Dominion Energy investor
relations contact: David McFarland, (804) 819-2438,
David.M.McFarland@dominionenergy.com
9
Exhibit 99.2

Forming America’s leading utility business and energy infrastructure company To reliably and affordably meet America’s historic power demand May 18, 2026 + Jupiter, FL Richmond, VA Outer Banks, NC Charleston, SC Miami, FL

Cautionary Information This communication includes “forward - looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included or incorporated by reference in this communication, including, among other things, statements regarding the proposed business combination transaction between NextEra Energy, Inc., a Florida Corporation (“NextEra Energy”), and Dominion Energy, Inc., a Virginia Corporation (“Dominion Energy”), and future events, plans and anticipated results of operations, business strategies, the anticipated benefits of the proposed transactions, the anticipated impact of the proposed transactions on the combined company’s business and future financial and operating results, the anticipated closing date for the proposed transactions and other aspects of NextEra Energy’s or Dominion Energy’s operations or operating results are forward - looking statements. Words and phrases such as “ambition,” “anticipate,” “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions or events can be used to identify forward - looking statements. Where, in any forward - looking statement, NextEra Energy or Dominion Energy expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward - looking statement is made. Any forward - looking statement is not a guarantee of future performance, outcomes or results and is subject to numerous risks, uncertainties and other factors, many of which are beyond NextEra Energy’s or Dominion Energy’s control, that could cause actual performance, outcomes or results to differ materially from what is expressed or implied in the forward - looking statement. These factors include a failure by NextEra Energy to successfully integrate Dominion Energy’s businesses and technologies, which may result in the combined company not operating as effectively and efficiently as expected; the risk that the expected benefits of the proposed transactions may not be fully realized or may take longer to realize than expected; each party’s ability to obtain the approval of its shareholders required to consummate the proposed transactions and the timing of the closing of the proposed transactions, including the risk that the conditions to closing are not satisfied on a timely basis or at all or the failure of the transactions to close for any other reason or to close on the anticipated terms, including with the anticipated tax treatment; the risk that any governmental or regulatory approval, consent or authorization that may be required for the proposed transactions is not obtained, is delayed or is obtained subject to conditions that are not anticipated or that cause the termination of the merger agreement and abandonment of the transactions; the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement by either party; the risk that certain provisions in the merger agreement or the pendency of the transactions may impact either party’s ability to pursue certain business opportunities or strategic transactions; unanticipated difficulties, liabilities or expenditures relating to the transactions, including the impact of potential litigation relating to the transactions; the effect of the announcement, pendency or completion of the proposed transactions on the parties’ business relationships and business operations generally, including the parties’ relationship with regulators, suppliers, vendors and customers; the effect of the announcement or pendency of the proposed transactions on the parties’ common stock prices and uncertainty as to the long - term value of either party’s common stock; risks that the proposed transactions disrupt either party’s current plans and operations, including due to the diversion of the attention of management from ordinary course business operations, and potential difficulties in hiring or retaining employees as a result of the proposed transactions; any rating agency actions; and the impact of the announcement or pendency of the proposed transactions on either party’s ability to access capital, including the short - and long - term debt markets, on a timely and affordable basis; general worldwide economic conditions and related uncertainties; the effect and timing of changes in laws or in governmental regulations (including environmental); fluctuations in trading prices of securities of NextEra Energy and in the financial results of NextEra Energy or Dominion Energy; and the timing and extent of changes in interest rates, commodity prices and demand and market prices for electricity or gas. The registration statement on Form S - 4 and joint proxy statement/prospectus that will be filed with the Securities and Exchange Commission (“SEC”) will describe additional risks in connection with the proposed transactions. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S - 4 and joint proxy statement/prospectus are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. For additional information about other factors that could cause actual results to differ materially from those described in the forward - looking statements, please refer to NextEra Energy’s and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NextEra Energy’s and Dominion Energy’s most recently filed Annual Reports on Form 10 - K and subsequently filed Quarterly Reports on Form 10 - Q. Any forward - looking statements included in this communication represent current expectations and are inherently uncertain and are made only as of the date hereof (or, if applicable, the dates indicated in such statement). Except as required by law, neither NextEra Energy nor Dominion Energy undertakes or assumes any obligation to update any forward - looking statements, whether as a result of new information or to reflect subsequent events or circumstances or otherwise. This is not an offer or solicitation. For additional information, please reference slides 51 - 52 2 NextEra Energy + Dominion Energy

3 Today’s Participants NextEra Energy + Dominion Energy John Ketchum Chairman, President and CEO NextEra Energy Robert Blue Chair, President and CEO Dominion Energy Mike Dunne Chief Financial Officer NextEra Energy Steven Ridge Chief Financial Officer Dominion Energy

4 NextEra Energy + Dominion Energy Agenda Forming the Industry Leader Good for Our Customers Good for Our Team and the Communities We Serve Good for Shareholders Path to Close Key Takeaways 1 2 3 4 5 4 6

5 1 Forming the Industry Leader NextEra Energy + Dominion Energy

6 Power demand is expected to grow six times faster over the next 20 years NextEra Energy + Dominion Energy U.S. Electricity Demand 1,2,3 Thousand TWh 3.9 4.0 4.0 3.9 4.3 5.1 5.8 6.4 6.9 2005A 2010A 2015A 2020A 2025E 2030E 2035E 2040E 2045E Historical electricity demand Incremental demand to 2025 + 60 % ~6x increase in growth rate +10% 1. Source: ISO/RTO Forecasts, NERC ES&D, Utility IRPs, ICF 2. Historical demand represents data from NERC ES&D from 2000 to 2023, 2024 represents forecast from NERC ES&D 3. Q1 2025 represents ICF’s demand for 2025; Q4 2025 represents ICF’s demand projects from 2030 – 2045 Build More Efficiently Finance More Efficiently Operate More Efficiently Buy M ore Efficiently To serve customers affordably and reliably, a company must be able to:

7 NextEra Energy + Dominion Energy Combi nin g NextEra Energy and Dominion Energy would create America’s leading utility business and energy infrastructure company 1. Represents the new combined company which would operate under the NextEra Energy name and trade under the ticker symbol NEE 2. Combined NextEra Energy and Dominion Energy metrics are a s of May 15, 2026 3. Florida Power & Light , NextEra Energy Resources and Dominion Energy portfolio as of December 31, 2025; includes NextEra Energy and Dominion’s owne rsh ip share of partially owned assets 4. Pro forma NextEra Energy expected to have 80% regulated and ~90 – 95% regulated and long - term contracted business mix under credit rating agency methodology 5. Pro forma NextEra Energy expected to maintain its current credit rating 6. As of December 31, 2025; includes regulated and invested capital at NextEra Energy and Dominion Energy, including electric and gas tra nsmission 7. As of December 31, 2025 8. Includes Customer Supply at NextEra Energy Resources and Dominion Energy’s Contracted Energy assets including Millstone ~$ 249 B market cap 2 ~$420 B enterprise value 2 Regulated Virginia Florida Power & Light Company Electric Transmission North Carolina South Carolina Long - term contracted generation and storage 8 NextEra Energy Resources Contracted Energy Gas Transmission ~10 MM utility customers 49 states ~110 GW in operations 3 ~90 – 95% r egulated and long - term contracted 4 A - /Baa1/A - rated 5 ~$138 B regulated rate base 6 To reliably and affordably meet America’s historic power demand 1 ~32.6 K employees 7

8 NextEra Energy + Dominion Energy The combination would create the number one utility company in nearly every category Cayce, South Carolina Operational Headquarters Richmond, Virginia Dual Headquarters Juno Beach, Florida Dual Headquarters Regulated utilities in four high growth states No. 1 Generation built Total generation Renewables generation Gas generation Nuclear generation Battery storage Annual CapEx Rate base Market capitalization 2 No. 1 No. 1 No. 1 No. 2 No. 1 No. 1 No. 1 No. 1 A leader in nearly every category + The combined company expects ~11% regulatory capital employed growth 1 1. From 2025 – 2032; includes Dominion Energy, Florida Power & Light and NextEra Energy electric and gas transmission regulatory capi tal employed and invested capital 2. Source: FactSet, data as of May 15, 2026, compared vs S&P500 utilities index

Combined company would maintain continuity in leadership, board representation and headquarters 9 • Tax free, all - stock merger • Dominion Energy shareholders to receive 0.8138 shares of NextEra Energy for each outstanding share of Dominion Energy • NextEra Energy shareholders: 74.5% • Dominion Energy shareholders: 25.5% • John Ketchum, CEO of combined company • Robert Blue, President and CEO, NextEra Energy Regulated Utilities • Edward Baine, President and CEO of Dominion Energy VA/NC • Keller Kissam, President and CEO of Dominion Energy SC • Scott Bores, President and CEO of Florida Power & Light • 14 - member Board of Directors • 10 NextEra Energy; 4 Dominion Energy • John Ketchum (Chairman of NextEra Energy) to be Chairman of the Board of the combined company • Robert Blue (Chair of Dominion Energy) to serve on the Board of the combined company • Dual headquarters in Juno Beach, FL and Richmond, VA with continued operational headquarters in Cayce, SC • Dominion Energy VA/NC and Dominion Energy SC retain names • NextEra Energy, Inc. remains holding company name Leadership Board composition Headquarters and Name NextEra Energy + Dominion Energy Transaction Structure Pro Forma Ownership

The combined company would be committed to its customers, employees and communities 1. Subject to customary closing conditions, approval from shareholders of NextEra Energy and Dominion Energy, federal and state reg ulatory approvals; see timeline to close section for additional details on regulatory approvals 10 The transaction is expected to close in 12 - 18 months 1 • ~$2.25 B total proposed bill credits allocated over first two years post - close • 79% Virginia • 17% South Carolina • 3% North Carolina • Upgraded credit profile and increased financial resiliency benefit customers • Top tier customer service scores • Leadership continuity • 18 months job protection post - close for Dominion Energy employees • 24 months compensation and benefits protection post - close for Dominion Energy employees • Enhanced career opportunities as part of the largest utility and third largest energy infrastructure company in the country • Strong union relationships • Increased charitable giving by $10 MM/year for 5 years shared among Virginia, South Carolina and North Carolina • Complementary focus on volunteerism and community service Customers Employees Communities NextEra Energy + Dominion Energy

The combined company would have one of the highest Adjusted EPS growth rate expectations and one of the strongest balance sheets in the industry 1. 2025 adjusted EPS of $3.71 2. Through 2032, off a 2025 pro forma base of $17.9 B 3. 6% per year growth from NextEra Energy standalone year - end 2026 expectations through 2028; dividend declarations are subject to the discretion of the board of directors of NextEra Energy 4. Dividend declarations are subject to discretion of board of directors of Dominion Energy 5. Based on business mix methodology used by the credit rating agencies 6. Downgrade thresholds noted are based on the S&P, Moody’s, and Fitch metrics for Funds From Operations/Debt, Cash Flow from Op era tions before Working Capital/Debt, and Debt/(Funds From Operations + Interest), respectively 7. At closing, Dominion Energy VA/NC is expected to receive a one - notch rating upgrade at S&P 8. As a beneficiary of a full and unconditional NextEra Energy parent guarantee of its debt, Dominion Energy is expected to be u pgr aded to NextEra Energy’s issuer credit ratings 11 The transaction is expected to be immediately accretive to NextEra Energy’s adjusted EPS at closing • Expect 9%+ CAGR through 2032 off 2025 adjusted EPS 1 • Targeting 9%+ CAGR through 2035 off 2025 adjusted EPS 1 • Operating Cash Flow growth expected to be at or above adjusted EPS growth rate range 2 • Maintain NextEra Energy’s existing dividend policy post closing 3 • Dominion Energy shareholders to receive a one time $360 MM cash payment (which is taxable and is distributed equally across all outstanding Dominion Energy shares) at closing • Dominion Energy will maintain current dividend policy/guidance prior to closing 4 • Increased regulated business mix from 70% to 80% 5 • Increased regulated and long - term contracted business mix from 90% to 90 – 95% 5 • Improved downgrade thresholds expected from each of the agencies for NextEra Energy with S&P at 17% from 18%, Moody’s at 16% from 17%, and Fitch at 4.5x from 4.3x 6 • Upgraded credit ratings expected for Dominion Energy VA/NC 7 and Dominion Energy 8 • Reaffirmed ratings and stable outlook expected for NextEra Energy, NextEra Energy Capital Holdings and FPL Adjusted EPS and cash flow growth rate Dividend policy Credit NextEra Energy + Dominion Energy

The combined company would have unmatched scale, capabilities and opportunities 12 Scale Diversification Power demand growth Innovation Total shareholder return NextEra Energy + Dominion Energy 1. Market data as of May 15, 2026 2. Based on business mix methodology used by the credit rating agencies • Largest utility and third largest energy infrastructure company in the country • Represents ~18% of the holdings of the S&P Utilities Index 1 • Four constructive rate - regulated jurisdictions • ~80% regulated / 90 – 95% regulated and long - term contracted 2 • 15+ ways to grow • Combined large - load customer pipeline of 130+ GW • Robust residential/retail customer protections • Service territories experiencing population and economic growth • Rapidly deploying AI to drive efficiency • Unparalleled data and data analytics capabilities • Accelerating real - time technology deployment across operations • Best - in - class shareholder value proposition • One of the highest target total shareholder returns in the industry

The combined company would be the largest power company and third largest company in the energy sector in the United States 1. Source: FactSet, data as of May 15, 2026 13 NextEra Energy + Dominion Energy S&P 500 Energy and Utilities Sector Enterprise Value 1 $ B 709 425 420 309 297 188 183 167 127 123 117 114 111 XOM CVX Pro Forma NEE SHEL DUK SO COP WMB AEP CEG MPC D The combined company would provide unmatched scale and experience to support America’s power needs

The combined company would serve four of America’s fastest growing states with total annual GDP of ~$4.0 T 1 1. Source: Bureau of Economic Analysis 2. EIA 2021 – 2024 3. Cushman and Wakefield Americas Data Center Update H2 2025 4. CNBC’s “Top States for Business” 2021 – 2025 5. S&P Global as of April 15, 2026 6. Florida Chamber of Commerce 14 NextEra Energy + Dominion Energy The combined company’s scale and expertise in providing reliable and affordable power would support economic development in each of the four states Virginia North Carolina Florida $1.8 T GDP 4 - 15th largest economy in the world #1 income migration 6 Top 3 states for business 4 2x growth in electricity sales vs. nat’l avg. 2 #1 global market for data center capacity 3 Top 5 states for business 4 2x population growth vs. nat’l avg. last three years 5 3 x population growth vs. nat’l avg. next three years 5 2 0% higher GDP growth vs. nat’l avg. last three years South Carolina 2x population growth vs. nat’l avg. last three years 5 4x population growth vs. nat’l avg. next three years 5 40% higher GDP growth vs. nat’l avg. last three years

15 2 Good for Our Customers NextEra Energy + Dominion Energy

NextEra Energy and Dominion Energy put customers first Low rates Outstanding customer service Large load pays their fair share High reliability 16 + $2.25 billion total bill credits proposed for Dominion Energy customers 1 NextEra Energy + Dominion Energy 1. Paid over 24 months post close All forms of energy solutions Committed to the communities we serve ~79% Virginia ~17% South Carolina ~3% North Carolina

Operating Scale Remote Operations The combined company’s shared common platform would benefit customers 17 Talent, Culture & Experience Artificial Intelligence Customer Relationships Technology Engineering & Construction Supply Chain NextEra Energy + Dominion Energy Balance Sheet Strength Data, Analytics & Innovation Market Knowledge Transmission Development Expertise Land Position

63% 15% 22% U.S. power demand is coming from every sector, driving the need for more generation 18 53% 19% 28% Power Demand Growth By Sector 2026E – 2032E Combination would result in balanced growth across the four states U.S. 1 Florida, Virginia, North Carolina, South Carolina 1 Large load 2 Transportation Residential, Commercial, Industrial, Heating & Other 1. Source: IHS – Long - term North American Electricity Forecast (May 2025); GWh 2. Reflects total data center demand, as well as demand associated with efforts to reshore manufacturing facilities, electrifica tio n of oil and gas and LNG operations 3. FPL: Internal forecast, includes 8 GW of large load at FPL through 2032; Dominion Energy VA/NC: PJM Load forecast DOM zone su mme r peak; Dominion Energy SC: 2026 IRP Dominion Energy South Carolina winter peak NextEra Energy + Dominion Energy 59 81 2026E 2032E Peak load increase, GW Florida Power & Light Company 3 Dominion Energy Virginia and North Carolina 3 Dominion Energy South Carolina 3 Large load Electrification Industrial Residential Commercial

19 NextEra Energy + Dominion Energy Projects needed to serve new load demands are growing significantly in size and complexity ~ $0.5 ~ $15 Last 10 Years Today's Data Center Hubs Project Size MW, Illustrative Project CapEx $ B, Illustrative 200 5,000 Last 10 Years Today's Data Center Hubs 25x 30x 1. Assumes 200 MW renewable project at ~$1,500/KW 2. Assumes 5,000 MW project, with 75% gas generation at $3,000/KW and 25% renewable generation at $1,500/KW Scale and a strong balance sheet matter more than ever, driving operating and capital efficiency to drive affordability while meeting increased power demand Larger projects More CapEx Renewables/Storage All Forms of Energy Renewables/Storage 1 All Forms of Energy 2

20 The combined company’s scale would enable significant buying power NextEra Energy + Dominion Energy Buy More Efficiently Finance More Efficiently Build More Efficiently Operate More Efficiently Purchasing 3 2021 – 2025 Annual CapEx Forecast 1 $ B ~43 MM ~11 MM ~9 MM ~8 K ~2,500 Solar panels Fossil fleet parts Nuclear fleet parts Battery containers Main power transformers 1. Companies with highest annual forecasted CapEx among the top 10 utilities by market cap as of April 30, 2026 2. Pro Forma average annual CapEx 2027E – 2032E 3. Combined NextEra Energy and Dominion Energy figures $59 $21 $16 $14 $14 $13 Combined NEE + D 2 Utility A Utility B Utility C Utility D Utility E

21 Since 2021, NextEra Energy and Dominion Energy have built more generation than the next 25 largest utilities combined 1. Includes utility - scale solar, gas, wind, storage, nuclear; public investor - owned utilities only 2. Source: WoodMac ; t he last bar represents the combined total of the remaining 15 of the next 25 largest utilities NextEra Energy + Dominion Energy The combined company would have the scale, experience and buying power to build more efficiently 38 2021 – 2025 Power Generation Build 1 GW NEE + D Next 25 largest utilities 2 Buy More Efficiently Finance More Efficiently Build More Efficiently Operate More Efficiently

22 The combined company’s strong balance sheet would benefit customers NextEra Energy + Dominion Energy Credit Benefits from the Merger Upgrade of Dominion Energy Virginia credit ratings 1 Upgrade of Dominion Energy HoldCo credit ratings 2 Improvements in proforma downgrade thresholds 3 Before S&P/Moody’s/Fitch After S&P/Moody’s/Fitch 18% / / 4.3x 17% / / 4.5x BBB+/Baa2/BBB+ A - /Baa1/A - BBB+/A3/A - A - /A3/A - 1. Dominion Energy Virginia expected to receive a one - notch upgrade at S&P upon closing 2. As a beneficiary of a full and unconditional NextEra Energy parent guarantee of its debt, Dominion Energy HoldCo is expected to be upgraded to NextEra Energy’s issuer credit ratings 3. Downgrade thresholds noted are based on the S&P, Moody’s, and Fitch metrics for Funds From Operations/Debt, Cash Flow from Op era tions before Working Capital/Debt, and Debt/(Funds From Operations + Interest), respectively 4. Moody’s dual metric threshold on a consolidated and off - credit treatment of renewables non - recourse debt basis, respectively 5. Based on business mix methodology used by the credit rating agencies Increase in NextEra Energy’s regulated business mix 5 >70% >80% 14% 17% 4 14% 16% 4 Buy More Efficiently Finance More Efficiently Build More Efficiently Operate More Efficiently

23 The combined company would strive to be best in class in operating costs 1. FERC Form 1 non - fuel O&M; Industry 2024; excludes injuries and damages, pensions and benefits and other power supply expenses; F PL excludes one - time storm impacts; includes holding companies with >100k customers and utility - owned generation NextEra Energy + Dominion Energy Finance More Efficiently Build More Efficiently Operate More Efficiently National Average Combined GOOD NextEra Energy and Dominion Energy have a proven track record of operational performance that benefits customers To meet the growing power demand, the combined company expects ~11% regulatory capital employed growth Buy More Efficiently Cost Effectiveness Non - Fuel O&M, $/MWh 1 The combined company would be better equipped than ever to reduce operating costs as it efficiently invests smart capital, helping drive affordability ~54% Lower

Our combined ability to buy, build, finance and operate more efficiently is expected to drive customer benefits 1. NextEra Energy Resources development expectations 2. FPL 2026 TYSP through 2032 3. Dominion SC IRP of 0.2 GW, Dominion Energy VA/NC IRP of 4.8 GW + 5.8 GW of under construction/development; subject to regulat ory approval 4. VA storage mandate of 4 GW by 2030 less 0.4 GW in plan/IRP; subject to regulatory approval 5. Includes 8 GW at FPL less 1.9 GW from TYSP through 2032; Dominion Energy ESA of 10.4 GW as of March 31, 2026, less ~6 GW coin cid ent demand in forecast through 2032; “+” represents additional data center opportunities materializing from the 130+ GW data center opportunity 24 NextEra Energy + Dominion Energy World leader in storage World leader in renewables U.S. leader in gas - fired generation 2 nd largest nuclear fleet in U.S. Together, we expect to lead across all forms of energy Combined, we see the need and opportunity to develop 115+ GW of new generation over the next decade 77 – 108 16 11 4 10 + ~115 – 150+ NextEra Energy Resources 2026 – 2032 FPL 2026 – 2032 Dominion Energy VA/NC & SC IRPs 2026 – 2032 VA Storage Mandate through 2030 Incremental Data Center Opportunity Total Potential Build New Generation and Storage GW 1 2 3 4 5

25 3 Good for Our Team and the Communities We Serve NextEra Energy + Dominion Energy

The combined company would be committed to its customers, communities and employees 26 Providing exceptional service to our customers • Continued commitment to safe, reliable and affordable service • Our combined scale and platform is expected to benefit customers • Top - tier customer service scores NextEra Energy + Dominion Energy Fostering growth in our communities • Increased charitable giving by ~$10 MM/year for 5 years shared among Virginia, South Carolina and North Carolina • Complementary focus on volunteerism and community service • Continue helping low - income customers and families in hardship keep the lights on • Affordable, reliable power drives economic development in our communities Committed to our most valuable resource – our employees • Combining two world - class teams with 200+ years of service • Continuity of leadership along with cross enterprise opportunities at a growing company • Maintaining strong local presences across all our communities • Dual headquarters in Juno Beach, FL and Richmond, VA, and operating headquarters in Cayce, SC • 18 months job protection post - close for Dominion Energy employees • Strong union relationships • Enhanced career opportunities +

27 NextEra Energy and Dominion Energy share a culture focused on delivering exceptional customer value Culture and Core Values Do the Right Thing Committed to Excellence Safety First Culture and Core Values Ethics Excellence Safety Embrace Change One Dominion Energy NextEra Energy + Dominion Energy 12 19 26 33 Peer average Dominion Energy SC Dominion Energy VA/NC FPL Net Promoter Scores 1 ~55 – 175 % Better 1. Source: Bain NPS Prism US Utilities (Q4 2025 rolling 12); FPL and Dominion Energy companies removed from peer average Continuous Improvement Treat People with Respect + = Industry’s Leading Team

The combined company would have dual headquarters, maintain strong local leadership and provide enhanced career opportunities Juno Beach, Florida Dual Headquarters 28 Cross - enterprise opportunities NextEra Energy + Dominion Energy Growing company Dual Headquarters Career Opportunities Award - Winning Teams 18 times in the last 20 years Fortune World’s Most Admired Companies Cayce, South Carolina Operational Headquarters Richmond, Virginia Dual Headquarters Dominion VA/NC and Dominion SC maintain strong local leadership Time Magazine’s Most Influential Companies Titans Category

29 4 Good for Shareholders NextEra Energy + Dominion Energy

30 We expect the combined company will deliver a compelling long - term shareholder value proposition NextEra Energy + Dominion Energy NextEra Energy NextEra Energy + Dominion 9%+ Long - Term Adj. EPS CAGR Target 1 11% Rate Base Growth 2 >80% Estimated Regulated Business Mix 3 9%+ Operating Cash Flow Growth Target 5 4 Utility States 8%+ Long - Term Adj. EPS CAGR Target 1 10% Rate Base Growth 2 >70% Estimated Regulated Business Mix 3 8%+ Operating Cash Flow Growth Target 4 1 Utility State Largest regulated capital investment opportunity in the industry by wide margin Unmatched large load opportunity Expect to double U.S.’s largest generation fleet by 2032 One of the highest target adjusted EPS growth rates Best - in - class shareholder value proposition We expect the merger to be immediately accretive to NextEra Energy adjusted EPS at closing Diverse regulated footprint; 90% – 95% regulated and long - term contracted business mix 3 One of the industry’s strongest balance sheets 15+ ways to grow 1. 2025 – 2032E; Off a base of 2025 adjusted EPS of $3.71 2. 2025 – 2032E 3. Based on business mix methodology used by the credit rating agencies 4. 2025 – 2032E; off a NextEra Energy base of 2025 of $12.5 B 5. 2025 – 2032E; off a 2025 pro forma base of $17.9 B

The combined company is expected to be a leader across key industry metrics and well positioned for attractive growth 31 $138 B 2025A Rate Base 2 110 GW Generation Capacity ~$249 B Market Capitalization 1 $59 B Avg. Annual CapEx 4 Large Load Pipeline 6 130+ GW Target TSR 3 11.6+% NextEra Energy + Dominion Energy 9%+ Adj. EPS Target Growth Rate Regulatory capital employed growth 5 11% 1. Market data as of May 15, 2026 2. As of December 31, 2025; includes regulated and invested capital at NextEra Energy and Dominion Energy, including electric an d g as transmission 3. Pro forma long - term a djusted EPS growth target plus NextEra Energy current dividend yield 4. Pro forma average annual CapEx 2027E – 2032E 5. From 2025 – 2032E; includes Dominion Energy, Florida Power & Light and NextEra Energy electric and gas transmission regulatory capital employed and invested capital 6. Represents contracted load progressing through formal interconnection and service authorization milestones at Dominion Energy ; hub pipeline at NextEra Energy Resources and customer interest from large load customers at Florida Power & Light

The combined company would be positioned for strong growth, with more than 15 ways to grow balanced across regulated & long - term contracted businesses Key Growth Drivers 2025 2030 2035+ Florida Power & Light FPL Large Load Electric Transmission Gas Transmission Renewables Storage Gas Generation Nuclear R econtracting PPAs Customer Supply Artificial Intelligence Dominion Energy VA & NC Dominion Energy Large Load NextEra Energy Resources Large Load Dominion Energy SC Investing Investing 2029+ 2029+ Now and long - term Now and long - term 2029+ Investing 2030+ Now and long - term Now and long - term Regulated Business Long - term Contracted Business Illustrative timeline of when we expect investments to drive earnings growth Now and long - term Now and long - term Investing 2029+ 32 Now and long - term 2029+ Investing 2028+ Investing NextEra Energy + Dominion Energy Now and long - term

Combined company expects one of the industry’s highest regulatory capital employed growth rates by making smart investments that benefit customers 33 1. Includes NextEra Energy electric and gas transmission regulatory capital employed and invested capital $90 – $100 B $160 – $175 B $270 – $295 B NextEra Energy 2027E Combined 2027E Combined 2032E Regulated Capital Growth 1 $ B NextEra Energy Dominion Energy ~ 80 % Increase in Regulatory Capital Employed ~11% Regulatory Capital Employed Growth Rate NextEra Energy + Dominion Energy

Combined, NextEra Energy and Dominion Energy have unmatched large load opportunities across the United States 1. Dominion VA includes 10.4 GW under Electric Service Agreements, 11.1 GW under Construction Letter of Authorization and 29.5 G W u nder Substation Engineering Letter of Authorization; includes total customer interest among all large load customers at FPL 34 Both companies are committed to protecting customer affordability and ensuring large load customers pay their fair share Combining the coast - to - coast presence of NextEra Energy… …with leading large load markets Largest, most experienced developer of all - forms - of - energy in the country NextEra Energy + Dominion Energy 60 GW 51 GW 21 GW 132 GW NextEra Energy Resources Dominion VA FPL Large Load Pipeline 1 GW

The combined company has an opportunity to more than double the U.S.’s largest generation fleet Source: Company filings, FactSet 1. Reflects 2025 net owned regulated and non - regulated generation capacity unless otherwise noted 2. Pro forma to include peer’s acquisition of a 5.5 GW generation portfolio 35 Top 10 Electric Generation Owners in the U.S. 1 GW 225 – 260+ 110 80 56 55 49 45 37 32 30 25 25 Pro Forma 2032 Pro Forma NEE D NextEra Energy + Dominion Energy >2x Potential Increase by 2032 2

36 Business mix of the combined company is expected to be 90 – 95% regulated and long - term contracted NextEra Energy + Dominion Energy Combined Business Mix 1 10 – 15% 5 – 10% Composition of Pro forma Regulated Business Mix 1 50 – 55% FPL 35 – 40% Dominion VA/NC 5 – 8% Dominion SC 2 – 5% NextEra Energy Transmission 1. 2029E; based on business mix methodology used by the credit rating agencies NextEra Energy + Dominion Energy NextEra Energy 70%+ 20% 10% Regulated Long - term contracted Other 90 – 95% Regulated and Long - Term Contracted >80 % Regulated FPL Dominion VA / NC Dominion SC NEET

0% 10% 20% 30% 40% 50% 60% A or higher A- BBB+ BBB BBB- Non-IG The combined company’s balance sheet is expected to be one of the strongest in the industry 37 NextEra Energy + Dominion Energy YE 2001 19% A - or better 42% A - or better YE 2025 On average, utility peers have lower credit ratings today than in 2001 2 1. Ratings based upon S&P’s scale and sourced from EEI’s Q4 2025 ‘Utility Credit Ratings Distribution’ 2. Includes U.S. electric IOUs; rating applies to utility holding company entity 3. At closing, Dominion Energy VA/NC is expected to receive a one - notch rating upgrade at S&P; as a beneficiary of a full and uncon ditional NextEra Energy parent guarantee of its debt, Dominion Energy HoldCo is expected to be upgraded to NextEra Energy’s issuer credit ratings 4. Downgrade thresholds noted (S&P 18% to 17%; Moody’s 17% to 16%; Fitch 4.3x to 4.5x) are based on the S&P, Moody’s, and Fitch met rics for Funds From Operations/Debt, Cash Flow from Operations before Working Capital/Debt, and Debt/(Funds From Operations + Interest), respecti vel y Utility Credit Ratings 1 NextEra Energy remains committed to our current credit ratings Upgraded credit ratings expected for Dominion Energy VA/NC and Dominion Energy 3 Improved d owngrade thresholds expected for NextEra Energy: 100 bps S&P and Moody’s; point - two turn Fitch 4 For more than 15 years, NextEra Energy has consistently maintained its A - /Baa1/A - credit ratings with no ratings or outlook volatility

38 The combined company’s expected strong, diversified cash flows would enhance its balance sheet strength while minimizing equity needs Forecasted Annual Equity As a % of market cap 1 ~$ 4 B $ 249 B 1. Market capitalization as of May 15, 2026 2. 2027E – 2032E 3. Annualized percent ADTV based on average annual equity issuances divided by ADTV over the period from May 1, 2025 to April 30, 2026 times share price as of April 30, 2026 ~1.6% of market cap Annual Forecasted Equity Issuances (2027E – 2032E) NextEra Energy + Dominion Energy ~$ 4 B on average per year 2 ~ 1.2% of ADTV 3 Continued use of equity units and a combined ATM program ~1.6% of market cap 1

We believe the combined company would remain well positioned to drive strong adjusted earnings per share growth 39 1. Subject to our caveats; reaffirming NextEra Energy stand - alone financial expectations; revised expectations assume transaction c losing in 12 - 18 months and exclusion of bill credits from adjusted EPS 2. 2025 adjusted EPS of $3.71 3. 2025 pro forma base of $17.9 B 4. Off a 2026E base; dividend declarations are subject to the discretion of the board of directors of NextEra Energy; excludes a on e - time cash payment of $360 MM to Dominion Energy shareholders at closing to compensate for the change in dividend policy Pro Forma Financial Expectations 1 2025 2026E 2027E 2028E 2032E 2035E $3.92 – $4.02 $3.71 9%+ Long - term Expectations 2 9%+ Long - term Target 2 6% per year dividend growth policy from year - end 2026 through 2028 4 Expect 9%+ CAGR through 2032 off 2025 adjusted EPS 2 Adjusted Earnings Per Share Expectations 2025 – 2035E Operating Cash Flow 3 growth expected to be at or above adjusted EPS growth rate range NextEra Energy + Dominion Energy Targeting 9%+ CAGR through 2035 off 2025 adjusted EPS 2

40 ~11% regulatory capital employed CAGR through 2032 Execute against the development expectations, which includes 15 GW of large load hubs by 2035 1. 2025 – 2032E CAGR SaaS revenue enabled by AI partnership with Google Cloud Increased CapEx at Dominion Energy Virginia to meet storage goals and reduce capacity and reserve margin deficits to enhance reliability while keeping bills affordable Continued improvement in returns or high end of development expectations Project - level M&A SMRs pulled into expectations period N ew growth opportunities over the next 10 years Upsides to Growth NextEra Energy + Dominion Energy We believe the combined company has additional opportunities to drive upside growth to adjusted EPS expectations beyond 9%+ 1 FPL and Dominion Energy’s l arge - l oad opportunities expand & accelerate Energy Resources large - load opportunities expand & accelerate

41 5 Path to Close NextEra Energy + Dominion Energy

42 Subject to regulatory approvals, we expect the merger to close in 12 - 18 months Federal regulatory applications / regulatory approval process 1 : FERC, NRC, HSR Transaction Announcement File Form S - 4/Joint Proxy Statement NEE and D Shareholder Meetings Receive required approvals Close merger Q4 2027 Q3 2027 Q2 2027 Q1 2027 Q4 2026 Q3 2026 Q2 2026 NextEra Energy + Dominion Energy 1. Federal Energy Regulatory Commission (FERC); Nuclear Regulatory Commission (NRC); Hart - Scott - Rodino Anti - Trust Act (HSR); North Carolina Utilities Commission (NCUC); Public Service Commission of South Carolina (PSCSC); Virginia State Corporation Commission (VSCC) State regulatory applications / regulatory approval process 1 : NCUC, PSCSC, VSCC

43 6 Key Takeaways NextEra Energy + Dominion Energy

We expect the combined company’s scale will create significant benefits for customers, employees, the communities we serve and shareholders Strategic Drivers Creates largest regulated utility and power company in America, diversified across several jurisdictions One of the strongest balance sheets in the sector + 100 bps improvement in downgrade threshold metric 1 World - class supply chain with unmatched buying power Strongest large load opportunity set in the country (FL, VA, NC, SC – and across America) 2nd largest nuclear fleet in the United States Largest gas generation fleet in the United States Global leader in renewables and energy storage Capital and operational enhancements across generation, distribution and transmission Industry leader in data, analytics, and AI - driven capabilities Industry leading management team with strong continuity across the enterprise 1. S&P Ratings and Moody’s 2. 2025 – 2032E 3. From 2025 – 2032E; includes Dominion Energy, Florida Power & Light and NextEra Energy electric and gas transmission regulatory cap ital employed and invested capital 4. 48.5 GW at Dominion Energy, 21 GW at Florida Power & Light and >60 GW at NextEra Energy Resources 5. Based on business mix methodology used by the credit rating agencies One of the industry’s leading adjusted earnings growth, cash flow growth and TSR targets 130+ G W large load pipeline 4 Top decile operator across technologies ~11% regulatory capital employed growth 3 NextEra Energy and Dominion Energy combined ~80% regulated / 90 – 95% regulated and long - term contracted 5 ‘ A - /Baa1/A - ’ rated balance sheet 44 NextEra Energy + Dominion Energy 9%+ Adjusted EPS growth rate 2 Stronger credit profile for Dominion Energy and Dominion Energy Virginia

45 Appendix

46 2027E – 2032E Cash From Operations Debt Maturities Corporate Debt Issuances Asset Level Financings Equity Issuance Asset Recycling Dividend 2027E – 2032E Total 2 Pro Forma NextEra Energy Funding Plan 1 $ B, 2027E – 2032E NextEra Energy has a diversified and balanced funding plan that is centered on stable cash flows and access to large, liquid capital markets 1. Expected pro forma funding plan for 2027 through 2032; excludes capital expenditures and related cash proceeds for build - own - tra nsfers, which are typically funded through progress payments; conversion from previously issued equity units is included in Corporate Debt Issuances; includes full year 2027 for Dominion Energy 2. Dividend declarations are subject to the discretion of the board of directors of NextEra Energy and Dominion Energy ~($115) – ($90) ~$2 – $4 ~$185 – $ 210 ~$ 335 – $ 37 5 ~$ 20 – $28 ~$105 – $130 ~($57) – ($50) ~$155 – $180 NextEra Energy + Dominion Energy

47 2027E – 2032E Total CapEx Asset Level Financings Asset Recycling CapEx for post 2032 CODs Net Corporate CapEx 2027E – 2032E Cash From Operations Pro Forma NextEra Energy Invested Capital Walk 2027E – 2032E 1 $ B, 2027E – 2032E Operating cash flow accounts for ~90% of forecasted invested capital net of tax equity and project finance after accounting for longer dated investments ~$ 33 5 – $375 ~($105) – ($130) ~$ 185 – $ 210 ~($2) – ($ 4 ) ~$ 215 – $235 ~($5) – ($15) 2 ~ 90 % NextEra Energy + Dominion Energy 1. Excludes capital expenditures and related cash proceeds for build - own - transfers, which are typically funded through progress pay ments 2. Net of asset level financings associated with this CapEx

Prospective Pro Forma NextEra Energy Organizational Structure and Expected Post - Closing Issuer Credit Ratings 1. NextEra Energy, Inc. to put in place at closing a parent guarantee of Dominion Energy, Inc. holding company debt comparable t o i ts Guarantee dated October 14, 1998, by and between NextEra Energy, Inc. (Guarantor) and NextEra Energy Capital Holdings, Inc. that establishes Guarantor fully and unconditionally guara nte es prompt and full payment of NextEra Energy Capital Holdings, Inc. debt, removing structural subordination to equalize ratings and provide ratings parity 48 NextEra Energy Entity Dominion Energy Entity Existing NextEra Energy, Inc. Parent Corporate Guarantee of NextEra Energy Capital Holdings, Inc. Debt 1 NextEra Energy Capital Holdings Issuer Rating: A - / Baa1 / A - FPL Issuer Rating: A / A1 / A Dominion Energy Virginia Issuer Rating: A - / A3 / A - (post closing) Dominion Energy OSW Project, LLC Not Rated SCANA Corp. Not Rated Dominion Energy South Carolina Issuer Rating: BBB+ / Baa1 / A - (post closing) Dominion Energy South Carolina Generating Co. Not Rated NextEra Energy Transmission Subsidiary Specific Ratings NextEra Energy Resources Project Specific Ratings 50% ownership New NextEra Energy, Inc. Parent Corporate Guarantee of Dominion Energy, Inc. Debt 1 Dominion Energy Issuer Rating: A - / Baa1 / A - (post closing) FERC - Regulated Pipelines Project Specific Ratings Peripheral Businesses and Other Assets Not Rated Contracted Wind, Solar, Storage Assets Project Specific Ratings Millstone and other long term contracted assets Not Rated NextEra Energy Issuer Rating: A - / Baa1 / A - NextEra Energy + Dominion Energy

Reconciliation of GAAP Net Income to Adjusted Earnings Attributable to NextEra Energy, Inc. (Twelve Months Ended December 31, 2025) 49 NextEra Energy, Inc. Corporate & Other Energy Resources FPL (millions, except per share amounts) $ 6,835 $ (1,152) $ 2,975 $ 5,012 Net Income (Loss) Attributable to NextEra Energy, Inc. Adjustments - Pretax: 363 401 (38) - Net losses (gains) associated with non - qualifying hedges (114) - (114) - Change in unrealized losses (gains) on equity securities held in NEER's nuclear decommissioning funds and OTTI – net 876 - 876 - XPLR Infrastructure, LP investment gains – net (277) (101) (176) - Less related income tax expense (benefit) $ 7,683 $ (852) $ 3,523 $ 5,012 Adjusted Earnings (Loss) $ 3.30 $ (0.56) $ 1.44 $ 2.42 Earnings (Loss) Per Share Attributable to NextEra Energy, Inc. (assuming dilution) Adjustments - Pretax: 0.18 0.20 (0.02) - Net losses (gains) associated with non - qualifying hedges (0.05) - (0.05) - Change in unrealized losses (gains) on equity securities held in NEER's nuclear decommissioning funds and OTTI – net 0.42 - 0.42 - XPLR Infrastructure, LP investment gains – net (0.14) (0.05) (0.09) - Less related income tax expense (benefit) $ 3.71 $ (0.41) $ 1.70 $ 2.42 Adjusted Earnings (Loss) Per Share NextEra Energy + Dominion Energy

Definitional information NextEra Energy, Inc. Adjusted Earnings Expectations (including subsidiaries as applicable) This presentation refers to adjusted earnings per share expectations. NextEra Energy does not provide a quantitative reconcil iat ion of forward - looking adjusted earnings per share to earnings per share, the most directly comparable GAAP financial measure, because certain information needed to reconcile t hes e measures is not available without unreasonable efforts due to the inherent difficulty in forecasting and quantifying these measures. These items include, but are not limite d t o, the effects of non - qualifying hedges and unrealized gains and losses on equity securities held in NextEra Energy Resources, LLC's nuclear decommissioning funds and other than te mpo rary impairments. These items could significantly impact GAAP earnings per share. Adjusted earnings expectations and other forward - looking statements assume, among other things: normal weather and operating conditions; positive macroeconomic conditions in the U.S. and Florida; supportive commodity markets; current forward curves; pub lic policy support for wind, solar and storage development and construction; market demand for generation development and capacity needs; market demand and policy support f or transmission development and expansion; market demand for pipeline capacity; access to capital at reasonable cost and terms; rate case outcomes consistent with histo ric al; no adverse litigation decisions; and no changes to governmental policies or incentives. 50 NextEra Energy + Dominion Energy

Cautionary Information No offer or solicitation This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitati on or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Additional Information about the Transactions and Where to Find It In connection with the proposed transactions, NextEra Energy intends to file with the SEC a registration statement on Form S - 4 t hat will include a joint proxy statement of NextEra Energy and Dominion Energy that also constitutes a prospectus of NextEra Energy. Each of NextEra Energy and Dominion Energy m ay also file other relevant documents with the SEC regarding the proposed transactions. This communication is not a substitute for the joint proxy statement/prospectus or r egi stration statement or any other document that NextEra Energy or Dominion Energy may file with the SEC. The definitive joint proxy statement/prospectus (if and when availab le) will be mailed to shareholders of NextEra Energy and Dominion Energy. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, JOINT PROXY STATEMENT/PROSP ECT US, AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFUL LY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENE RGY , DOMINION ENERGY, THE PROPOSED TRANSACTIONS AND RELATED MATTERS. Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement /pr ospectus (if and when available) and other documents containing important information about NextEra Energy, Dominion Energy and the proposed transactions, once such documents are fi led with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by NextEra Energy will be available free of cha rge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/ or by contacting NextEra Energy’s Investor Relations Department by email at investors@ nex teraenergy.com or by phone at (800) 222 - 4511. Copies of the documents filed with the SEC by Dominion Energy will be available free of charge on Dominion Energy’s website a t h ttp://investors.dominionenergy.com or by contacting Dominion Energy’s Investor Relations Department by email at investor.relations@dominionenergy.com or by phone at ( 804 ) 819 - 2438. 51 NextEra Energy + Dominion Energy

Cautionary Information (continued) Participants in the Solicitation NextEra Energy, Dominion Energy and certain of their respective directors and executive officers may be deemed to be particip ant s in the solicitation of proxies in respect of the proposed transactions. Information about the directors and executive officers of NextEra Energy, including a description of their direct or indirect in terests, by security holdings or otherwise, is set forth in (i) NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on April 1, 20 26, including under the headings “Proposal 1: Election as directors of the nominees specified in this proxy statement,” “Director Compensation,” “Executive Compensation,” and “Comm on Stock Ownership of Certain Beneficial Owners and Management,” (ii) NextEra Energy’s Annual Report on Form 10 - K for the fiscal year ended December 31, 2025, which was filed w ith the SEC on February 13, 2026, including under the heading “Item 1. Business — Information About Our Executive Officers,” (iii) to the extent certain holdings of NextEra E nergy securities by its directors or executive officers have changed since the amounts set forth in NextEra Energy’s proxy statement for its 2026 annual meeting of shareholders, suc h c hanges have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4, or Annual Sta tement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC. Information about the directors and executive officers of Dominion Energy, including a description of their direct or indirec t i nterests, by security holdings or otherwise, is set forth in (i) Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on March 19, 202 6, including under the headings “Item 1: Election of Directors – Director Nominees, “Compensation of Non - Employee Directors,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management,” (ii) Dominion Energy’s Annual Report on Form 10 - K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 23, 2026, including under the heading “Information about our Executive Officers,” and (iii) to the extent certain holdings of Dominion Energy sec uri ties by its directors or executive officers have changed since the amounts set forth in Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, such ch ang es have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4 or Annual S tat ement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC. Other information regarding the participants in the proxy solicitations and a description of their direct and indirect intere sts , by security holdings or otherwise, will be contained in the definitive joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed tra nsactions when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or in ves tment decisions. Copies of the documents filed with the SEC by NextEra Energy and Dominion Energy will be available free of charge through the website maintained by the SEC at www.sec.gov. Additionally, copies of documents filed with the SEC by NextEra Energy and Dominion Energy will be available free of charge through the sources indic ate d above. 52 NextEra Energy + Dominion Energy
