NRG Energy (NRG) director receives 1,422 deferred stock units as board compensation

Rhea-AI Filing Summary

ZLOTNIK MARCIE reported acquisition or exercise transactions in this Form 4 filing.

NRG Energy director Marcie Zlotnik received an equity award in the form of deferred stock units. On this Form 4, she was granted 1,422 Deferred Stock Units under NRG Energy, Inc.'s Long-Term Incentive Plan, with no cash paid per unit.

Each Deferred Stock Unit is equal in value to one share of NRG Energy common stock and will be settled in shares when her service on the Board of Directors ends. After this award, she directly holds 8,692 shares and related units, which include 239 Dividend Equivalent Rights tied to prior awards.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider ZLOTNIK MARCIE

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share	1,422	$0.00	--

Holdings After Transaction: Common Stock, par value $.01 per share — 8,692 shares (Direct, null)

Footnotes (1)

1. Represents 1,422 Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan. Each Deferred Stock Unit is equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $.01 per share. The Reporting Person will receive from NRG Energy, Inc. one such share of Common Stock for each Deferred Stock Unit they own upon termination of their service on NRG Energy, Inc.'s Board of Directors. Includes 239 Dividend Equivalent Rights.

Key Figures

Deferred Stock Units granted: 1,422 units Price per unit: $0.0000 per share Total holdings after transaction: 8,692 shares/units +2 more

5 metrics

Deferred Stock Units granted 1,422 units Equity award to director under Long-Term Incentive Plan

Price per unit $0.0000 per share Grant, award, or other acquisition with no cash paid

Total holdings after transaction 8,692 shares/units Shares and related units owned directly after grant

Dividend Equivalent Rights 239 rights Included within director’s total stock-based holdings

Security type Common Stock, par value $.01 Underlying security for the Deferred Stock Units

Key Terms

Deferred Stock Units, Long-Term Incentive Plan, Dividend Equivalent Rights, Common Stock, par value $.01 per share

4 terms

Deferred Stock Units financial

"Represents 1,422 Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan."

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.

Long-Term Incentive Plan financial

"Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan."

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Dividend Equivalent Rights financial

"Includes 239 Dividend Equivalent Rights."

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.

Common Stock, par value $.01 per share financial

"Each Deferred Stock Unit is equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $.01 per share."

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Form 4 Insider Transactions: What Each Field Means →

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^*

ZLOTNIK MARCIE

(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)
06/01/2026

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	06/01/2026		A		1,422(1)	A	$0.0000	8,692(2)	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 1,422 Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan. Each Deferred Stock Unit is equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $.01 per share. The Reporting Person will receive from NRG Energy, Inc. one such share of Common Stock for each Deferred Stock Unit they own upon termination of their service on NRG Energy, Inc.'s Board of Directors.

2. Includes 239 Dividend Equivalent Rights.

	Christine Zoino, by Power of Attorney	06/03/2026
	** 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)

FAQ

What insider transaction did NRG (NRG) report for Marcie Zlotnik?

NRG reported that director Marcie Zlotnik received 1,422 Deferred Stock Units as an equity award. The units were granted under NRG’s Long-Term Incentive Plan and carry no cash exercise price, representing additional stock-based compensation.

How many NRG (NRG) shares and units does Marcie Zlotnik now hold?

Following this grant, Marcie Zlotnik holds 8,692 shares and related units of NRG common stock. This total includes the new 1,422 Deferred Stock Units plus previously held awards, including 239 Dividend Equivalent Rights tied to earlier grants.

When will Marcie Zlotnik receive NRG (NRG) shares from these Deferred Stock Units?

She will receive one share of NRG common stock for each Deferred Stock Unit when her service on NRG’s Board ends. Settlement occurs in stock rather than cash, aligning director compensation with long-term shareholder value over her board tenure.

What is the value relationship between NRG (NRG) Deferred Stock Units and common shares?

Each Deferred Stock Unit is equivalent in value to one share of NRG common stock. Upon settlement, NRG will deliver one share for each unit held, making these awards effectively a promise of future stock delivery instead of immediate stock issuance.

What are the 239 Dividend Equivalent Rights mentioned for NRG (NRG)?

The filing notes that Marcie Zlotnik’s holdings include 239 Dividend Equivalent Rights. These typically mirror dividends on underlying awards by granting additional units, increasing her total stock-based compensation in line with NRG’s dividend activity.