NRG (NRG) Form 4: 196 dividend-equivalent shares; 84,664 held

Rhea-AI Filing Summary

NRG Energy (NRG) reported an insider transaction by a director. On 11/03/2025, the reporting person acquired 196 shares of common stock as dividend equivalent rights tied to deferred and/or restricted stock units.

Following this activity, the reporting person beneficially owned 84,664 shares, held directly. The filing notes these dividend equivalent rights may only be settled in NRG common stock, and includes a de minimis adjustment of 3 securities from fractional rounding. The position also includes 12,482 dividend equivalent rights.

Insider Trade Summary

Net Buyer: 196 shares

Net Buy 1 txn

Insider Abraham Spencer

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share	196	$0.00	$0.00

Holdings After Transaction: Common Stock, par value $.01 per share — 84,664 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. Reflects a de minimus adjustment of 3 securities beneficially owned following the reported transaction as a result of fractional rounding. Includes 12,482 dividend equivalent rights.

FAQ

What did NRG (NRG) disclose in this Form 4?

A director acquired 196 shares of NRG common stock on 11/03/2025 via dividend equivalent rights.

How many NRG shares does the insider hold after the transaction?

Beneficial ownership is 84,664 shares, held directly.

What are dividend equivalent rights referenced by NRG (NRG)?

They are amounts accrued on deferred/restricted stock units and may only be settled in NRG common stock.

Did the NRG Form 4 include any adjustments?

Yes. It reflects a de minimis rounding adjustment of 3 securities.

How many dividend equivalent rights are included in the position?

The position includes 12,482 dividend equivalent rights.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 11/05/2025 - 09:45 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^*

Abraham Spencer

(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)
11/03/2025

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	11/03/2025		A		196	A	(1)	84,664	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. Reflects a de minimus adjustment of 3 securities beneficially owned following the reported transaction as a result of fractional rounding. Includes 12,482 dividend equivalent rights.

	/s/ Christine Zoino, by Power of Attorney	11/05/2025
	** 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.