NRG Energy (NRG) SVP & CAO granted dividend-equivalent stock rights

Rhea-AI Filing Summary

NRG Energy, Inc. reported that SVP & Chief Accounting Officer Gerald Alfred Spencer acquired 14 dividend equivalent rights tied to deferred stock units and/or restricted stock units, each economically equivalent to one share of NRG common stock. Following this award, he directly holds 7,793 shares of common stock. The dividend equivalent rights become exercisable proportionately with the underlying units and may only be settled in NRG common stock.

Insider Trade Summary

Net Buyer: 14 shares

Net Buy 1 txn

Insider Spencer Gerald Alfred

Role SVP & Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share F1	14	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $.01 per share — 7,793 shares (Direct)

Footnotes (1)

1. F1. Represents dividend equivalent rights accrued on the Reporting Person's deferred stock units and/or restricted stock units, which become exercisable proportionately with the underlying units to which they relate and may only be settled in NRG common stock. Each dividend equivalent right is the economic equivalent of one share of NRG common stock. Includes 126 dividend equivalent rights.

Key Figures

Dividend equivalent rights granted: 14 rights Direct holdings after transaction: 7,793 shares Dividend equivalent rights included: 126 rights +1 more

4 metrics

Dividend equivalent rights granted 14 rights Grant on 2026-08-03 to SVP & Chief Accounting Officer

Direct holdings after transaction 7,793 shares Common Stock, par value $.01 per share, following reported award

Dividend equivalent rights included 126 rights Total dividend equivalent rights referenced in the footnote

Award price per share $0.00 per share Stated transaction price for the grant of dividend equivalent rights

Key Terms

dividend equivalent rights, deferred stock units, restricted stock units

3 terms

dividend equivalent rights financial

"Represents dividend equivalent rights accrued on the Reporting Person's deferred stock units"

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

deferred stock units financial

"dividend equivalent rights accrued on the Reporting Person's deferred stock units"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

restricted stock units financial

"dividend equivalent rights accrued on the Reporting Person's deferred stock units and/or restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/05/2026 - 06:02 PM Accepted by SEC EDGAR 08/05/2026 - 06:01 PM Learn about SEC filing dates

FAQ

What insider transaction did NRG (NRG) disclose for Gerald Alfred Spencer?

NRG reported that SVP & Chief Accounting Officer Gerald Alfred Spencer received 14 dividend equivalent rights on deferred and/or restricted stock units, each economically equivalent to one NRG common share, increasing his direct holdings to 7,793 shares of common stock.

How many shares does the NRG (NRG) SVP & Chief Accounting Officer hold after this Form 4?

After this transaction, Gerald Alfred Spencer directly holds 7,793 shares of NRG common stock. The reported award consisted of 14 dividend equivalent rights that track dividends on his deferred stock units and restricted stock units.

What was the price per share for the reported NRG (NRG) insider award?

The reported award to Gerald Alfred Spencer carried a stated price of $0.00 per share. It represents a grant of dividend equivalent rights associated with existing equity awards rather than an open-market purchase of NRG common stock.

What are dividend equivalent rights in the NRG (NRG) Form 4 filing?

The filing describes dividend equivalent rights that accrue on deferred stock units and/or restricted stock units, become exercisable proportionately with those underlying units, and may only be settled in NRG common stock, with each right equal in value to one common share.

How many dividend equivalent rights are referenced in the NRG (NRG) insider footnote?

The footnote states that the position includes 126 dividend equivalent rights. These rights are tied to the reporting person’s deferred stock units and restricted stock units and mirror NRG’s dividends, payable only in NRG common stock when the underlying units vest.

Was the NRG (NRG) insider transaction made under a Rule 10b5-1 trading plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not affirmed. This means the reported acquisition of 14 dividend equivalent rights by Gerald Alfred Spencer was not disclosed as occurring under a pre-arranged Rule 10b5-1 trading plan.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Spencer Gerald Alfred

(Last) (First) (Middle)

804 CARNEGIE CENTER

(Street)

PRINCETON NEW JERSEY 08540

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NRG ENERGY, INC. [ NRG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2026

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

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

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

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, par value $.01 per share	08/03/2026		A		14	A	$0.0000(1)	7,793	D

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

Explanation of Responses:

1. Represents dividend equivalent rights accrued on the Reporting Person's deferred stock units and/or restricted stock units, which become exercisable proportionately with the underlying units to which they relate and may only be settled in NRG common stock. Each dividend equivalent right is the economic equivalent of one share of NRG common stock. Includes 126 dividend equivalent rights.

	Christine Zoino, by Power of Attorney	08/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)