NRG Energy (NRG) director receives 129 dividend-equivalent stock rights in Form 4

Rhea-AI Filing Summary

NRG Energy director Matthew Carter Jr received an equity-based award tied to his existing units. He acquired 129 shares of NRG common stock at no cost as dividend equivalent rights linked to deferred or restricted stock units. Following this grant, he directly holds 42,045 shares, including 5,383 dividend equivalent rights that mirror the value of NRG common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Carter Matthew Jr

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share	129	$0.00	--

Holdings After Transaction: Common Stock, par value $.01 per share — 42,045 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 129 shares Grant price: $0.00 per share Post-transaction holdings: 42,045 shares +1 more

4 metrics

Shares granted 129 shares Dividend equivalent rights grant on common stock

Grant price $0.00 per share Price for awarded dividend equivalent rights

Post-transaction holdings 42,045 shares Total direct NRG common stock after grant

Dividend equivalent rights 5,383 rights Economic equivalent of NRG common shares

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 and or restricted 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

"accrued on the Reporting Person's deferred 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

"accrued on the Reporting Person's deferred 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.

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^*

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)
05/01/2026

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	05/01/2026		A		129	A	(1)	42,045	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 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 5,383 dividend equivalent rights.

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

FAQ

What insider transaction did NRG (NRG) director Matthew Carter Jr report?

Director Matthew Carter Jr reported receiving 129 NRG common shares as a grant of dividend equivalent rights, tied to his deferred or restricted stock units. These awards are compensation-related, cost him nothing per share, and settle only in NRG common stock.

How many NRG (NRG) shares does Matthew Carter Jr hold after this Form 4?

After the reported grant, Matthew Carter Jr directly holds 42,045 NRG common shares. This total includes his existing holdings plus the 129 newly awarded dividend equivalent rights linked to prior deferred or restricted stock unit awards.

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

Dividend equivalent rights give the holder the economic equivalent of NRG common stock dividends on deferred or restricted stock units. In this filing, each right equals one NRG share in value and can only be settled in NRG common stock upon vesting or settlement.

How many dividend equivalent rights does the NRG (NRG) director now have?

The filing states the holdings include 5,383 dividend equivalent rights tied to deferred or restricted stock units. Each right is economically equal to one NRG common share and becomes exercisable proportionately with the underlying units as they vest over time.

Was the NRG (NRG) insider transaction a market purchase or sale?

No, the transaction was not a market trade. It is coded as an “A” transaction, meaning a grant or award acquisition. The director received 129 dividend equivalent rights at a price of $0.00 per share as part of equity-based compensation.