NRG Energy (NYSE: NRG) CEO gains 759 shares via dividend equivalents

Rhea-AI Filing Summary

NRG Energy CEO and director Lawrence S. Coben reported acquiring 759 shares of NRG common stock on February 2, 2026, coded as an "A" transaction at a price of $0. This reflects dividend equivalent rights accruing on his deferred and restricted stock units. After this transaction, he beneficially owns 412,390 shares of NRG common stock, which include 21,159 dividend equivalent rights, each economically equivalent to one share of NRG common stock.

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^*

COBEN LAWRENCE S

(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)

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

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

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, par value $.01 per share	02/02/2026		A		759	A	(1)	412,390	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 21,159 dividend equivalent rights.

	/s/ Christine Zoino, by Power of Attorney	02/04/2026
	** 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.

FAQ

What insider transaction did NRG (NRG) CEO Lawrence Coben report?

Lawrence S. Coben reported acquiring 759 shares of NRG common stock on February 2, 2026. The acquisition was recorded as an "A" code transaction at $0 per share and arose from dividend equivalent rights on his deferred and restricted stock units.

How many NRG (NRG) shares does CEO Lawrence Coben own after this Form 4?

After the reported transaction, Lawrence S. Coben beneficially owns 412,390 shares of NRG common stock. This total includes 21,159 dividend equivalent rights, which are each economically equivalent to one share and are linked to his deferred and restricted stock units.

What are the dividend equivalent rights reported in NRG CEO Lawrence Coben’s Form 4?

The filing states the 759 acquired shares represent dividend equivalent rights on deferred and restricted stock units. These rights become exercisable proportionately with the related units, can only be settled in NRG common stock, and each right is the economic equivalent of one NRG common share.

Did NRG CEO Lawrence Coben pay cash for the 759 acquired shares?

No cash was paid for the 759 acquired shares; the transaction price per share is reported as $0. The shares stem from dividend equivalent rights tied to existing deferred and restricted stock units rather than an open-market purchase or discretionary cash investment.

Is Lawrence Coben’s ownership in NRG direct or indirect after this transaction?

The Form 4 reports Lawrence S. Coben’s 412,390 NRG shares, including dividend equivalent rights, as held with direct ownership. The ownership form is marked "D" for direct, and no indirect ownership entity or special voting or investment power limitation is disclosed.