What exhibits related to the bylaw changes did NextEra Energy (NEE) include?

NextEra Energy included Exhibit 3(ii) for the Amended and Restated Bylaws effective July 8, 2026. It also provided Exhibit 101 with Inline XBRL interactive data files and Exhibit 104, the cover page interactive data file formatted in Inline XBRL and contained within Exhibit 101.

NextEra Energy (NEE) Board revises bylaws to allow fully remote shareholder meetings

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

NextEra Energy, Inc. reported that its Board of Directors approved amendments to the company’s Amended and Restated Bylaws effective July 8, 2026. The changes give the Board explicit authority to determine the time and place, if any, of any special shareholder meeting, alongside the existing authority of the chief executive officer.

The amendments also clarify that the Board may decide that any annual or special shareholder meeting can be held solely by means of remote communication, to the fullest extent permitted by the Florida Business Corporation Act. Related provisions governing shareholder meeting procedures and notices were revised to address meetings where remote communication is authorized.

8-K Event Classification

2 items: 5.03, 9.01

2 items

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance

The company amended its charter documents, bylaws, or changed its fiscal year.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Terms

Amended and Restated Bylaws, special meeting of shareholders, remote communication, Florida Business Corporation Act, +1 more

5 terms

Amended and Restated Bylaws regulatory

"the Board of NextEra Energy approved amendments to NextEra Energy's Amended and Restated Bylaws"

A company’s amended and restated bylaws are its internal rulebook rewritten to include all changes in one updated document, replacing the old bylaws. For investors, this matters because the bylaws set how the board, shareholders and officers make decisions, hold votes and handle disputes; a new consolidated version can change voting rights, control mechanisms or procedures that affect corporate governance and the value or risk of an investment.

special meeting of shareholders financial

"the Board has authority to determine the time and place, if any, of any special meeting of shareholders"

remote communication technical

"any annual or special meeting of shareholders may be held solely by means of remote communication"

Florida Business Corporation Act regulatory

"to the fullest extent permitted by the Florida Business Corporation Act"

Inline XBRL technical

"Interactive data files for this formatted in Inline XBRL"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

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Available on EDGAR 07/08/2026 - 05:28 PM Accepted by SEC EDGAR 07/08/2026 - 05:28 PM

FAQ

What governance change did NextEra Energy (NEE) disclose in this 8-K?

NextEra Energy disclosed Board-approved amendments to its Amended and Restated Bylaws. These changes, effective July 8, 2026, address who can set special shareholder meeting logistics and clarify the Board’s ability to hold shareholder meetings solely via remote communication under Florida law.

How do the bylaw amendments affect special shareholder meetings at NextEra Energy (NEE)?

The amendments expressly authorize NextEra Energy’s Board to determine the time and place, if any, of any special shareholder meeting. The chief executive officer retains existing authority, so both the Board and CEO now have clearly defined powers over scheduling and venue of special meetings.

Can NextEra Energy (NEE) now hold shareholder meetings entirely online?

Yes. The amended bylaws clarify that the Board may determine any annual or special shareholder meeting be held solely by remote communication. This authority applies to the fullest extent permitted by the Florida Business Corporation Act and is supported by updated provisions on meeting procedures and notices.

When did the amended and restated bylaws of NextEra Energy (NEE) become effective?

The amended and restated bylaws became effective immediately upon Board approval on July 8, 2026. The company filed these bylaws as Exhibit 3(ii), making that date the operative point for the new meeting and remote communication provisions to govern shareholder meetings.

Where can investors find the full text of NextEra Energy’s amended bylaws?

The complete Amended and Restated Bylaws of NextEra Energy are filed as Exhibit 3(ii) to this Form 8-K. The filing states that the brief description of changes is qualified in its entirety by reference to that exhibit’s detailed bylaw language.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of earliest event reported: July 8, 2026

Commission File Number		Exact name of registrant as specified in its charter, address of principal executive offices and registrant's telephone number		IRS Employer Identification Number
1-8841		NEXTERA ENERGY, INC.		59-2449419

700 Universe Boulevard

Juno Beach, Florida 33408

(561) 694-4000

State or other jurisdiction of incorporation or organization: Florida

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value	NEE	New York Stock Exchange
7.299% Corporate Units	NEE.PRS	New York Stock Exchange
7.234% Corporate Units	NEE.PRT	New York Stock Exchange
7.375% Corporate Units	NEE.PRV	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

(a) On July 8, 2026, the Board of Directors (the "Board") of NextEra Energy, Inc. ("NextEra Energy") approved amendments to NextEra Energy's Amended and Restated Bylaws (the "Bylaws"), which became effective immediately upon approval.

The amendments revise the Bylaws to provide that the Board has authority to determine the time and place, if any, of any special meeting of shareholders. The Bylaws continue to permit the chief executive officer to determine the time and place of a special meeting of shareholders. The amendments also clarify that the Board may determine that any annual or special meeting of shareholders may be held solely by means of remote communication to the fullest extent permitted by the Florida Business Corporation Act and make revisions to certain provisions governing shareholder meetings and notices thereof related to shareholder meetings for which remote communication is authorized.

The foregoing description of the amendments to the Bylaws does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated Bylaws, which are filed as Exhibit 3(ii) to this Current Report on Form 8-K and are incorporated herein by reference.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(d)

Exhibits

Exhibit Number		Description
3(ii)		Amended and Restated Bylaws of NextEra Energy, Inc., effective July 8, 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)

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: July 8, 2026

NEXTERA ENERGY, INC.

(Registrant)

	/s/ Charles E. Sieving
	Charles E. Sieving Executive Vice President, Chief Legal, Environmental and Federal Regulatory Affairs Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

5 documents