NRG Energy director gets stock-based award

NRG Energy director Matthew Carter Jr reported an acquisition of 149 dividend equivalent rights tied to deferred stock units and/or restricted stock units, with a per-right price of $0.00.

Rhea-AI Filing Summary

NRG Energy director Matthew Carter Jr reported an acquisition of 149 dividend equivalent rights tied to deferred stock units and/or restricted stock units, with a per-right price of $0.00. Each right is economically equivalent to one share of NRG common stock. Following this award, Carter directly holds 43,693 shares. A footnote states that this position includes 5,532 dividend equivalent rights, which become exercisable proportionately with the underlying units and may only be settled in NRG common stock.

Insider Trade Summary

Grant/Award: 149 shares

Grant/Award 1 txn

Insider Carter Matthew Jr

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share F1	149	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $.01 per share — 43,693 shares (Direct)

Footnotes (1)

1. F1. 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 5,532 dividend equivalent rights.

Key Figures

Dividend equivalent rights awarded: 149 rights Award price per right: $0.00 per right Total shares following transaction: 43,693 shares +1 more

4 metrics

Dividend equivalent rights awarded 149 rights Grant/award acquisition on 2026-08-03

Award price per right $0.00 per right Reported transaction price for the 149 rights

Total shares following transaction 43,693 shares Director’s direct NRG common stock holdings after the award

Dividend equivalent rights referenced 5,532 rights Footnote states: "Includes 5,532 dividend equivalent rights"

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 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

"dividend equivalent rights accrued on the Reporting Person's deferred stock units 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

"dividend equivalent rights accrued on the Reporting Person's deferred stock units 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 Matthew Carter Jr report?

Director Matthew Carter Jr reported an acquisition of 149 dividend equivalent rights linked to deferred and/or restricted stock units at a price of $0.00 per right. These rights are economically equivalent to NRG common shares and settle only in stock, not cash.

How many NRG (NRG) shares does Matthew Carter Jr hold after this transaction?

After the reported award, Matthew Carter Jr directly holds 43,693 shares of NRG common stock. A related footnote explains that this total includes 5,532 dividend equivalent rights, each economically equivalent to one NRG common share and tied to underlying stock units.

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

The filing describes dividend equivalent rights as amounts accrued on deferred stock units and/or restricted stock units. They become exercisable proportionately with the underlying units, may only be settled in NRG common stock, and each right is the economic equivalent of one share of NRG common stock.

Did Matthew Carter Jr buy or sell NRG (NRG) shares on the open market?

No open-market buy or sell occurred; the Form 4 reports a grant-type acquisition of 149 dividend equivalent rights at $0.00 per right. This represents stock-based compensation linked to existing deferred or restricted stock units rather than a market trade.

Is the NRG (NRG) insider transaction under a Rule 10b5-1 trading plan?

The Rule 10b5-1 checkbox is not marked as plan-based, and the transaction is coded as a grant or award acquisition. The reported activity reflects stock-based compensation mechanics instead of discretionary buying or selling under a pre-arranged trading plan.

How do the dividend equivalent rights affect NRG (NRG) share exposure for Matthew Carter Jr?

Each of the reported dividend equivalent rights is economically equivalent to one NRG share and can be settled only in common stock. This effectively increases Carter’s stock-linked exposure while aligning vesting with the underlying deferred or restricted stock units.

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

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Available on EDGAR 08/05/2026 - 06:02 PM Accepted by SEC EDGAR 08/05/2026 - 06:01 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^*

Carter Matthew Jr

(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)
08/03/2026

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	08/03/2026		A		149	A	$0.0000(1)	43,693	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 5,532 dividend equivalent rights.

	Christine Zoino, by Power of Attorney	08/05/2026
	** 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)