NRG Energy (NRG) director granted 1,499-share stock award in incentive plan

Rhea-AI Filing Summary

NRG Energy director Elisabeth B. Donohue received a stock-based compensation award. On June 1, 2026, she acquired 1,499 shares of NRG common stock at no cash cost, issued as Deferred Stock Units under NRG Energy, Inc.'s Long-Term Incentive Plan and settled in shares the same day.

After this award, her direct holdings increased to 29,050 shares of common stock, which also include 2,390 Dividend Equivalent Rights tied to prior awards. This is a compensation-related grant, not an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Donohue Elisabeth B

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01 per share	1,499	$0.00	--

Holdings After Transaction: Common Stock, par value $.01 per share — 29,050 shares (Direct, null)

Footnotes (1)

1. Represents 1,499 Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan. Each Deferred Stock Unit was equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $.01 per share. On June 1, 2026, the Reporting Person received from NRG Energy, Inc. one such share of Common Stock in exchange for each Deferred Stock Unit they were issued on that same date. Includes 2,390 Dividend Equivalent Rights.

Key Figures

Stock award size: 1,499 shares Holdings after transaction: 29,050 shares Dividend Equivalent Rights: 2,390 rights +1 more

4 metrics

Stock award size 1,499 shares Deferred Stock Units settled in common stock on June 1, 2026

Holdings after transaction 29,050 shares Total direct NRG common stock held after June 1, 2026 award

Dividend Equivalent Rights 2,390 rights Dividend Equivalent Rights included in Donohue’s reported holdings

Transaction price per share $0.00 per share Compensation award, not a cash market purchase or sale

Key Terms

Deferred Stock Units, Long-Term Incentive Plan, Dividend Equivalent Rights

3 terms

Deferred Stock Units financial

"Represents 1,499 Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan."

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.

Long-Term Incentive Plan financial

"Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan."

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Dividend Equivalent Rights financial

"Includes 2,390 Dividend Equivalent Rights."

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.

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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^*

Donohue Elisabeth B

(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)
06/01/2026

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	06/01/2026		A		1,499(1)	A	$0.0000	29,050(2)	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 1,499 Deferred Stock Units issued to the Reporting Person under NRG Energy, Inc.'s Long-Term Incentive Plan. Each Deferred Stock Unit was equivalent in value to one share of NRG Energy, Inc.'s Common Stock, par value $.01 per share. On June 1, 2026, the Reporting Person received from NRG Energy, Inc. one such share of Common Stock in exchange for each Deferred Stock Unit they were issued on that same date.

2. Includes 2,390 Dividend Equivalent Rights.

	Christine Zoino, by Power of Attorney	06/03/2026
	** 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 did NRG (NRG) director Elisabeth Donohue report in this Form 4?

Elisabeth Donohue reported receiving 1,499 shares of NRG common stock as a stock-based compensation award. These shares came from Deferred Stock Units under NRG’s Long-Term Incentive Plan and were settled in common stock on June 1, 2026.

Was the NRG (NRG) director’s June 1, 2026 transaction a market purchase or sale?

The transaction was not a market purchase or sale. It was a grant of 1,499 Deferred Stock Units under NRG’s Long-Term Incentive Plan, exchanged that same day for an equal number of common shares at no cash price per share.

How many NRG (NRG) shares does Elisabeth Donohue hold after this award?

After the June 1, 2026 grant, Elisabeth Donohue directly holds 29,050 shares of NRG common stock. This total includes her newly issued 1,499 shares and also reflects 2,390 associated Dividend Equivalent Rights reported in the filing’s footnotes.

What are the 1,499 Deferred Stock Units reported by NRG (NRG) director Donohue?

The 1,499 Deferred Stock Units are stock-based compensation issued under NRG’s Long-Term Incentive Plan. Each unit was equal in value to one share of NRG common stock and was exchanged on June 1, 2026 for one share of common stock.

What does the Form 4 say about Dividend Equivalent Rights for NRG (NRG) director Donohue?

The Form 4 notes that Donohue’s holdings include 2,390 Dividend Equivalent Rights. These rights mirror dividends that would be paid on underlying equity awards, increasing the number of units or shares associated with her existing long-term incentive positions.