NextEra Energy (NEE) CEO reports new stock grants, options and tax share withholdings

Rhea-AI Filing Summary

NextEra Energy’s Chairman, President & CEO John W. Ketchum reported multiple equity compensation transactions. On February 12, 2026, he acquired 152,713 shares of common stock from performance share settlements and 4,372 restricted shares, both at $0 under company long-term incentive plans.

That same day, the company withheld 60,092 shares at $91.93 per share to cover tax obligations, followed by an additional 1,965 shares withheld at $93.80 on February 15, 2026. After these transactions, he directly owned 400,961 common shares and indirectly held 11,634 shares through a Retirement Savings Plan Trust.

Ketchum also received an annual credit of 4,813 phantom shares tied to a supplemental retirement plan, bringing that balance to 32,934 phantom shares, and was granted stock options for 161,445 shares at an exercise price of $91.93, vesting in three annual installments starting February 15, 2027.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KETCHUM JOHN W

(Last) (First) (Middle)

C/O NEXTERA ENERGY, INC.

700 UNIVERSE BLVD

(Street)

JUNO BEACH FL 33408

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEXTERA ENERGY INC [ NEE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)	X	Other (specify below)
	Chairman, President & CEO		Director of Sub

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/12/2026		A(1)		4,372	A	$0	310,305	D
Common Stock	02/12/2026		A(2)		152,713	A	$0	463,018	D
Common Stock	02/12/2026		F(3)		60,092	D	$91.93	402,926	D
Common Stock	02/15/2026		F(4)		1,965	D	$93.8	400,961	D
Common Stock								11,634	I	By Retirement Savings Plan Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Shares	(5)	02/12/2026		A		4,813		(5)	(5)	Common Stock	0(5)	(5)	32,934	D
Employee Stock Option (Right to Buy)	$91.93	02/12/2026		A		161,445		(6)	02/12/2036	Common Stock	161,445	$0	161,445	D

Explanation of Responses:

1. Restricted stock grant made pursuant to Issuer's 2021 Long Term Incentive Plan, exempt under Rule 16b-3.

2. Shares acquired in settlement of performance share awards (which were not derivative securities) under Issuer's Amended and Restated Long Term Incentive Plan, exempt under Rule 16b-3.

3. Stock withheld by Issuer to satisfy tax withholding obligations on shares acquired February 12, 2026 in settlement of performance share awards.

4. Restricted stock withheld by Issuer to satisfy tax withholding obligations on vesting of restricted stock granted February 16, 2023, February 15, 2024 and February 13, 2025.

5. Annual credit of phantom shares to an unfunded Supplemental Matching Contribution Account ("SMCA") for the reporting person pursuant to the NextEra Energy, Inc. Supplemental Executive Retirement Plan ("SERP") in an amount approved on the transaction date by the Issuer's Compensation Committee, which amount is determined by dividing an amount equal to (a) certain matching contributions in excess of the limits of the Issuer's Retirement Savings Plan plus (b) theoretical earnings, by the closing price of the Issuer's common stock on the last business day of the relevant year ($80.28 in 2025). The value of the SMCA is payable in cash following the reporting person's termination of employment with the Issuer and its subsidiaries.

6. Options to buy 161,445 shares become exercisable in three substantially equal annual installments beginning on February 15, 2027.

	David Flechner (Attorney-in-Fact)	02/17/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did NextEra Energy (NEE) CEO John W. Ketchum report?

John W. Ketchum reported equity compensation activity, including grants and tax-related withholdings. He received common stock from performance share settlements and restricted stock, plus stock options and phantom shares, while the company withheld some shares to cover tax obligations tied to those awards.

How many NextEra Energy (NEE) shares did the CEO acquire on February 12, 2026?

On February 12, 2026, the CEO acquired 152,713 shares of common stock from performance share settlements and 4,372 restricted shares. Both awards were granted at $0 per share under NextEra Energy’s long-term incentive plans approved for senior executives.

Why were NextEra Energy (NEE) shares withheld from the CEO in this Form 4 filing?

Shares were withheld solely to cover tax obligations on equity awards. The company withheld 60,092 shares at $91.93 on February 12, 2026 and 1,965 shares at $93.80 on February 15, 2026, instead of requiring separate cash payments for the related tax liabilities.

What is the CEO’s direct and indirect ownership in NextEra Energy (NEE) after these transactions?

Following the reported transactions, the CEO directly owned 400,961 NextEra Energy common shares. He also had indirect ownership of 11,634 shares held through a Retirement Savings Plan Trust, reflecting shares accumulated within the company’s retirement savings program.

What stock options were granted to the NextEra Energy (NEE) CEO in this report?

The CEO was granted options to buy 161,445 shares of NextEra Energy common stock at an exercise price of $91.93. These options become exercisable in three substantially equal annual installments starting on February 15, 2027, subject to continued service and plan terms.

What are the phantom shares credited to the NextEra Energy (NEE) CEO?

The CEO received an annual credit of 4,813 phantom shares to a Supplemental Matching Contribution Account under the company’s supplemental retirement plan. The account’s value, based on theoretical share performance, is payable in cash after his termination of employment with NextEra and its subsidiaries.