Director Alexandra Pruner adds NRG (NYSE: NRG) stock via dividend rights

Rhea-AI Filing Summary

NRG Energy director Alexandra Pruner reported a small share increase. On February 2, 2026, she acquired 98 shares of NRG common stock at no cost, bringing her direct holdings to 31,027 shares, with another 64 shares held indirectly by her spouse.

The filing explains that the new shares relate to dividend equivalent rights on her deferred or restricted stock units. These rights become exercisable proportionately with the underlying units and may only be settled in NRG common stock. The disclosure notes 3,274 dividend equivalent rights, each economically equal to one NRG share.

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^*

Pruner Alexandra

(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
	Officer (give title below)		Other (specify below)

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		98	A	(1)	31,027	D
Common Stock, par value $.01 per share								64	I	By Spouse

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 is the economic equivalent of one share of NRG common stock. Includes 3,274 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) director Alexandra Pruner report?

Alexandra Pruner reported acquiring 98 shares of NRG common stock on February 2, 2026. The shares were tied to dividend equivalent rights on her deferred or restricted stock units and were acquired at no cost, modestly increasing her direct ownership.

How many NRG (NRG) shares does Alexandra Pruner own after this Form 4?

After the reported transaction, Alexandra Pruner directly owns 31,027 NRG shares. The filing also shows an additional 64 shares held indirectly by her spouse, reflecting a separate indirect ownership position associated with her household.

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

The filing describes dividend equivalent rights that accrue on Pruner’s deferred or restricted stock units. They become exercisable proportionately with the underlying units, may only be settled in NRG common stock, and include 3,274 such rights, each economically equal to one NRG share.

Did Alexandra Pruner pay for the 98 NRG (NRG) shares reported?

No, the 98 NRG shares were acquired at a price of $0.00 per share. They stem from dividend equivalent rights associated with her deferred or restricted stock units, rather than an open-market purchase for cash consideration.

What indirect NRG (NRG) holdings are disclosed for Alexandra Pruner?

The Form 4 shows 64 NRG shares held indirectly with the ownership nature listed as “By Spouse.” This indicates a separate position attributed to her household, distinct from her 31,027 directly held shares.

Does the NRG (NRG) Form 4 involve any derivative securities transactions?

Table II of the Form 4 lists no new derivative security transactions. Derivative references appear only through dividend equivalent rights tied to deferred or restricted stock units, which may be settled in NRG common stock as those underlying units vest over time.