NRG Energy director granted 81 dividend-equivalent shares

NRG Energy director Heather Cox reported a routine share accrual tied to existing equity awards.

Accepted by SEC EDGAR 02/04/2026 - 09:17 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

NRG Energy director Heather Cox reported a routine share accrual tied to existing equity awards. On 02/02/2026, she acquired 81 shares of NRG Energy common stock at no cost, reflecting dividend equivalent rights on her deferred or restricted stock units. After this transaction, she beneficially owned 42,110 common shares directly. The filing notes these dividend equivalent rights are economically equal to NRG common shares and become exercisable in step with the underlying units, and that her holdings include 2,412 such dividend equivalent rights.

Insider Trade Summary

Grant/Award: 81 shares

Grant/Award 1 txn

Insider Cox Heather

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share	81	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $.01 per share — 42,110 shares (Direct)

Holdings Before and After: Common Stock, par value $.01 per share, 42,029 to 42,110 shares (Direct)

Footnotes (1)

1. F1. 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 2,412 dividend equivalent rights.

FAQ

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What did NRG (NRG) director Heather Cox report in this Form 4?

Heather Cox reported acquiring 81 shares of NRG common stock on 02/02/2026. These shares came from dividend equivalent rights tied to her deferred or restricted stock units and did not involve any cash purchase price.

How many NRG Energy (NRG) shares does Heather Cox own after this transaction?

After the 81-share acquisition, Heather Cox beneficially owned 42,110 shares of NRG common stock directly. This figure reflects her updated holdings following the dividend equivalent rights accrual reported in the Form 4.

What are the dividend equivalent rights mentioned in Heather Cox’s NRG Form 4?

The dividend equivalent rights are benefits linked to Cox’s deferred or restricted stock units. They accrue like dividends, are economically equivalent to one NRG share each, become exercisable with the underlying units, and may only be settled in NRG common stock.

Did Heather Cox pay for the 81 NRG shares reported in this Form 4?

No, Heather Cox did not pay cash for these shares. The 81 NRG common shares were acquired at a price of $0.0000 per share, reflecting stock credited through dividend equivalent rights rather than an open-market purchase.

How many dividend equivalent rights does Heather Cox hold related to NRG stock?

Heather Cox’s holdings include 2,412 dividend equivalent rights connected to her deferred or restricted stock units. Each right is the economic equivalent of one NRG common share and becomes exercisable proportionately with the underlying equity units.

What is Heather Cox’s role at NRG Energy (NRG) according to the filing?

According to the Form 4, Heather Cox serves as a director of NRG Energy, Inc. The reported transaction reflects equity-based compensation activity typical for board members rather than a discretionary open-market stock trade.

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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^*

Cox Heather

(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		81	A	(1)	42,110	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 2,412 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.