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  4. [8-K] PUBLIC SERVICE ENTERPRISE GROUP INC Reports Material Event

PSEG (NYSE: PEG) sells $500M 4.800% senior notes due 2031

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Public Service Enterprise Group Incorporated completed a public offering of $500,000,000 aggregate principal amount of its 4.800% Senior Notes due 2031. The notes were sold to underwriters led by Barclays Capital, Citigroup Global Markets and Goldman Sachs for resale to the public.

The notes were issued under an existing indenture dated November 1, 1998 with U.S. Bank Trust Company, National Association as trustee, and are covered by an effective shelf registration on Form S-3 with an accompanying prospectus and June 1, 2026 prospectus supplement.

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Insights

PSEG adds $500M of 4.800% long-term debt under its shelf.

Public Service Enterprise Group has issued $500,000,000 of 4.800% Senior Notes due 2031 via a public offering under an existing Form S-3 shelf. This extends fixed-rate funding out to 2031 using underwritten distribution.

The notes are governed by a long-standing indenture dated November 1, 1998 with U.S. Bank Trust Company, National Association as trustee, suggesting standard utility-style senior unsecured terms. An internal legal opinion is filed to support the notes’ validity.

From a capital structure perspective, this increases long-term debt and locks in a 4.800% coupon through 2031. Actual balance-sheet impact, maturities and refinancing context would need to be compared with the company’s broader debt profile and future disclosures.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Senior Notes offering size $500,000,000 aggregate principal amount 4.800% Senior Notes due 2031 public offering
Coupon rate 4.800% Interest rate on Senior Notes due 2031
Maturity year 2031 Senior Notes due 2031
Registration statement form Form S-3 (File No. 333-275509) Shelf registration used for the notes offering
Base prospectus date November 13, 2023 Prospectus for the shelf registration
Prospectus supplement date June 1, 2026 Prospectus supplement for this notes issuance
Indenture date November 1, 1998 Indenture governing the Senior Notes
Senior Notes financial
"completed a public offering of $500,000,000 aggregate principal amount of its 4.800% Senior Notes due 2031"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
registration statement on Form S-3 regulatory
"offered and sold by PSEG pursuant to a registration statement on Form S-3 (File No. 333-275509)"
A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.
Prospectus Supplement regulatory
"the related Prospectus dated November 13, 2023 and Prospectus Supplement dated June 1, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Underwriting Agreement financial
"The Notes were issued pursuant to an underwriting agreement (the “Underwriting Agreement”), dated June 1, 2026"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
Indenture financial
"The Notes are governed by an indenture, dated as of November 1, 1998 (the “Indenture”)"
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
Opinion regulatory
"filing herewith as Exhibit 5 an opinion of John C. Walmsley, Associate Counsel"
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Understanding 8-K Material Events →
PUBLIC SERVICE ENTERPRISE GROUP INC false 0000788784 0000788784 2026-06-01 2026-06-01

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 1, 2026

Public Service Enterprise Group Incorporated

(Exact name of registrant as specified in its charter)

 

New Jersey   001-09120   22-2625848

(State or other jurisdiction of

incorporation)

   (Commission File Number)   (I.R.S. Employer
Identification Number)

80 Park Plaza

Newark,  New Jersey  07102

(Address of principal executive offices)  (Zip Code)

973   430-7000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

 

Title of Each Class

  

Trading
Symbol(s)

  

Name of Each Exchange

On Which Registered

Common Stock without par value   PEG   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 8.01 Other Events

On June 3, 2026, Public Service Enterprise Group Incorporated (“PSEG”) completed a public offering of $500,000,000 aggregate principal amount of its 4.800% Senior Notes due 2031 (the “Notes”). The Notes were offered and sold by PSEG pursuant to a registration statement on Form S-3 (File No. 333-275509) (the “Registration Statement”) and the related Prospectus dated November 13, 2023 and Prospectus Supplement dated June 1, 2026. The Notes were issued pursuant to an underwriting agreement (the “Underwriting Agreement”), dated June 1, 2026, between PSEG and Barclays Capital Inc., Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC as representatives of the several underwriters named therein (the “Underwriters”). Pursuant to the Underwriting Agreement and subject to the terms and conditions expressed therein, PSEG agreed to sell the Notes to the Underwriters, and the Underwriters agreed to purchase the Notes for resale to the public. The Underwriting Agreement is filed as Exhibit 1 hereto. The Notes are governed by an indenture, dated as of November 1, 1998 (the “Indenture”), between PSEG and U.S. Bank Trust Company, National Association, as successor trustee. The Indenture and the form of the Note are filed as Exhibits 4-1 and 4-2 hereto, respectively. The Underwriting Agreement, Indenture and the form of Note are incorporated by reference into the Registration Statement.

In connection with the offering of the Notes, PSEG is filing herewith as Exhibit 5 an opinion of John C. Walmsley, Associate Counsel of PSEG Services Corporation, addressing the legality of the Notes. Such opinion is incorporated by reference into the Registration Statement.

Item 9.01 Financial Statements and Exhibits

 

Exhibit 1    Underwriting Agreement, dated June 1, 2026, between PSEG and Barclays Capital Inc., Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC as representatives of the several underwriters named therein.
Exhibit 4-1    Indenture dated as of November 1, 1998 between PSEG and U.S. Bank Trust Company, National Association (as successor to First Union National Bank), as Trustee (incorporated by reference to Exhibit 4(f) to the Annual Report on Form 10-K for the year ended December 31, 1998, File No. 001-09120).
Exhibit 4-2    Form of the Note.
Exhibit 5    Opinion of John C. Walmsley, Associate Counsel of PSEG Services Corporation, addressing the legality of the Notes.
Exhibit 23    Consent of John C. Walmsley, Associate Counsel of PSEG Services Corporation (included in Exhibit 5).
Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

 

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
(Registrant)
By:  

/s/ Rose M. Chernick      

    ROSE M. CHERNICK      
    Vice President and
Controller      
  (Principal Accounting Officer)      

Date: June 3, 2026

 

3

Source: View Original Filing on SEC EDGAR

FAQ

What did Public Service Enterprise Group (PEG) announce in this 8-K?

Public Service Enterprise Group completed a public offering of $500,000,000 aggregate principal amount of 4.800% Senior Notes due 2031. The notes were sold through underwriters for resale to the public under an effective shelf registration statement.

What are the key terms of PSEG’s new 4.800% Senior Notes due 2031?

The notes have an aggregate principal amount of $500,000,000 and a fixed coupon of 4.800%, maturing in 2031. They are senior debt securities issued under an indenture dated November 1, 1998 with U.S. Bank Trust Company, National Association as trustee.

How were PSEG’s $500 million Senior Notes offered and sold?

The $500,000,000 4.800% Senior Notes due 2031 were offered and sold in a public offering under a Form S-3 registration statement, using a base prospectus dated November 13, 2023 and a prospectus supplement dated June 1, 2026.

Who underwrote PSEG’s 4.800% Senior Notes due 2031 offering?

Barclays Capital Inc., Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC acted as representatives of the several underwriters. Under an underwriting agreement, they purchased the notes from PSEG for resale to the investing public.

Filing Exhibits & Attachments

6 documents

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