[Form 4] NRG Energy, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Filing: Form 4 filed for Brian Curci, Exec VP & General Counsel of NRG Energy, Inc. (NRG).

Transaction (08/01/2025): Acquisition of 58 shares of NRG common stock at $0. Beneficial ownership after transaction: 116,195 shares (Direct).

Note: The $0 price reflects dividend equivalent rights accrued on deferred stock units and/or restricted stock units (includes 838 dividend equivalent rights). Form signed by Christine Zoino by Power of Attorney on 08/05/2025.

Positive

• Continued insider ownership: Reporting person directly holds 116,195 shares following the transaction.
• Transparent disclosure: Filing specifies the $0 price is due to dividend equivalent rights and includes the count of such rights (838).

Negative

• None.

Insights

Financial Analyst

TL;DR: Small insider acquisition via dividend equivalents; immaterial to valuation but maintains executive equity alignment.

The reported acquisition of 58 shares at $0 on 08/01/2025 increases Brian Curci's direct holdings to 116,195 shares. The filing clarifies the $0 price represents dividend-equivalent rights tied to deferred stock units/RSUs (includes 838 such rights). For investors, this is a routine compensation settlement and unlikely to move financial forecasts or market valuations.

Corporate Governance Expert

TL;DR: Routine internal compensation settlement; no governance concerns apparent.

The Form 4 shows an acquisition attributable to dividend equivalent rights rather than an open-market purchase. Reporting is timely and executed via POA (Christine Zoino) on 08/05/2025. Ownership remains direct and documented. This disclosure aligns with standard executive compensation practices and raises no immediate governance red flags.

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
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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^*

Curci Brian

(Last) (First) (Middle)

804 CARNEGIE CENTER

(Street)

PRINCETON NJ 08540

(City) (State) (Zip)

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)
	Exec VP & General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

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, par value $.01 per share	08/01/2025		A		58	A	$0(1)	116,195	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 838 dividend equivalent rights.

	Christine Zoino, by Power of Attorney	08/05/2025
	** 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.

FAQ

What transaction did Brian Curci report on the NRG (NRG) Form 4?

On 08/01/2025 Brian Curci acquired 58 shares of NRG common stock at $0; beneficial ownership after the transaction is 116,195 shares (Direct).

Why is the transaction price listed as $0 on the Form 4?

The filing states the $0 price reflects dividend equivalent rights accrued on deferred stock units and/or restricted stock units, which may be settled only in NRG common stock.

How many dividend equivalent rights are included in the reported transaction?

The explanation notes the inclusion of 838 dividend equivalent rights.

Who signed the Form 4 and when was it signed?

The filing was signed by Christine Zoino, by Power of Attorney on 08/05/2025.

What is Brian Curci's role at NRG as listed on the Form 4?

The Form 4 lists Brian Curci as Executive Vice President & General Counsel of NRG Energy, Inc.