NRG director granted 4 dividend-equivalent shares

Kapoor Sanjay reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Kapoor Sanjay reported acquisition or exercise transactions in this Form 4 filing.

NRG Energy director Sanjay Kapoor reported a small equity-based compensation award. On May 1, 2026, he received 4 shares of NRG common stock at a price of $0.00 per share, recorded as a grant or award rather than an open-market purchase.

Following this award, Kapoor directly holds 1,457 shares of NRG common stock. A footnote explains the award represents dividend equivalent rights tied to his deferred or restricted stock units, each economically equal to one NRG share and settled only in NRG stock.

Insider Trade Summary

Grant/Award: 4 shares

Grant/Award 1 txn

Insider Kapoor Sanjay

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share	4	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $.01 per share — 1,457 shares (Direct)

Footnotes (1)

1. F1. Represents dividend equivalent rights accrued on the Reporting Person's deferred 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 4 dividend equivalent rights.

Key Figures

Shares granted: 4 shares Transaction price: $0.00 per share Shares held after: 1,457 shares +1 more

4 metrics

Shares granted 4 shares Grant of common stock on May 1, 2026

Transaction price $0.00 per share Award classified as grant/compensation, not purchase

Shares held after 1,457 shares Total direct NRG common stock holdings post-transaction

Dividend equivalent rights 4 rights Rights accrued on deferred or restricted stock units

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 and or restricted 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

"accrued on the Reporting Person's deferred and or restricted 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

"accrued on the Reporting Person's deferred 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NRG (NRG) director Sanjay Kapoor report?

NRG director Sanjay Kapoor reported receiving 4 shares of common stock as an equity award. The shares were granted at $0.00 per share and represent dividend equivalent rights linked to his deferred or restricted stock units, rather than an open-market stock purchase.

How many NRG (NRG) shares does Sanjay Kapoor hold after this Form 4?

After this transaction, Sanjay Kapoor directly holds 1,457 shares of NRG common stock. The increase reflects a small grant of 4 dividend equivalent rights that track dividends on his deferred or restricted stock units and are settled only in NRG shares when the units vest.

What does the Form 4 say about the price of the NRG (NRG) shares granted?

The Form 4 lists a transaction price of $0.00 per share for the 4 shares. This indicates the award was compensation in the form of stock, not a cash purchase, consistent with a grant of dividend equivalent rights attached to existing deferred or restricted stock units.

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

The footnote explains these are dividend equivalent rights on Kapoor’s deferred or restricted stock units. Each right is economically equal to one NRG common share, becomes exercisable proportionately with the underlying units, and may only be settled in NRG stock, aligning compensation with shareholder returns.

Was Sanjay Kapoor’s NRG (NRG) transaction an open-market buy or routine award?

The filing classifies the transaction with code “A” as a grant, award, or other acquisition. Combined with the $0.00 per share price and dividend equivalent description, this indicates a routine equity-based compensation award, not an open-market purchase or discretionary trading in NRG stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/05/2026 - 04:02 PM Learn about SEC filing dates

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^*

Kapoor Sanjay

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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	05/01/2026		A		4	A	(1)	1,457	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 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 4 dividend equivalent rights.

	/s/ Christine Zoino, by Power of Attorney	05/05/2026
	** 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)