Form 8-K

8-K — NEXTERA ENERGY INC

Accession: 0000753308-26-000046

Filed: 2026-06-15

Period: 2026-06-15

CIK: 0000753308

SIC: 4911 (ELECTRIC SERVICES)

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — nee-20260615.htm (Primary)

EX-23 (exhibit23toneedated06x15x2.htm)

EX-99.3 (exhibit993toneedated06x15x.htm)

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GRAPHIC (nee-20260615_g1.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: nee-20260615.htm · Sequence: 1

nee-20260615

0000753308false00007533082026-06-152026-06-150000753308us-gaap:CommonStockMember2026-06-152026-06-150000753308nee:CorporateUnits7.299Member2026-06-152026-06-150000753308nee:CorporateUnits7.234Member2026-06-152026-06-150000753308nee:CorporateUnits7.375Member2026-06-152026-06-15

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 earliest event reported: June 15, 2026

Commission

File

Number Exact name of registrant as specified in its

charter, address of principal executive offices and

registrant's telephone number IRS Employer

Identification

Number

1-8841 NEXTERA ENERGY, INC. 59-2449419

700 Universe Boulevard

Juno Beach, Florida 33408

(561) 694-4000

State or other jurisdiction of incorporation or organization: Florida

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:

☑ 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, $0.01 Par Value NEE New York Stock Exchange

7.299% Corporate Units

NEE.PRS

New York Stock Exchange

7.234% Corporate Units

NEE.PRT

New York Stock Exchange

7.375% Corporate Units

NEE.PRV

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. ☐

SECTION 8 – OTHER EVENTS

Item 8.01 Other Events

As previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission (SEC) on May 18, 2026, on May 15, 2026, NextEra Energy, Inc., a Florida corporation (NEE), WG Development Corp., a Virginia corporation and direct wholly owned subsidiary of NEE (Merger Sub Corp), CS Holdco, LLC, a Virginia limited liability company and direct wholly owned subsidiary of NEE (LLC Sub), and Dominion Energy, Inc., a Virginia corporation (Dominion Energy), entered into an Agreement and Plan of Merger (the Merger Agreement). Upon the terms and subject to the conditions set forth in the Merger Agreement, (i) Merger Sub Corp will merge with and into Dominion Energy, with Dominion Energy as the surviving corporation (the Surviving Corporation) and a wholly owned subsidiary of NEE (the First Merger), and (ii) immediately following the First Merger, the Surviving Corporation will merge with and into LLC Sub, with LLC Sub as the surviving entity (the Surviving Entity) and a wholly owned subsidiary of NEE (the Second Merger and, together with the First Merger, the Mergers). The First Merger will become effective at the time the Clerk of the Virginia State Corporation Commission issues a certificate of merger with respect to the articles of merger pertaining to the First Merger or at such later time as may be agreed by NEE and Dominion Energy in writing and specified in such articles of merger. Consummation of the First Merger remains subject to the satisfaction or waiver of certain closing conditions specified in the Merger Agreement. If consummation of the First Merger takes place, the acquisition will be required to be described in Item 2.01 of a Current Report on Form 8-K. The purpose of this Current Report on Form 8-K is to file (a) the Financial Information (as defined below) and (b) the consent of the independent registered public accounting firm of Dominion Energy included as Exhibit 23 to this Current Report on Form 8-K (the Consent), and to allow such Financial Information and Consent to be incorporated by reference into NEE's registration statements identified in the Consent and previously filed with the SEC under the Securities Act of 1933, as amended (the Securities Act).

Forward-Looking Statements

This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included or incorporated by reference in this Current Report on Form 8-K, including, among other things, statements regarding the proposed business combination transaction between NEE and Dominion Energy and future events, plans and anticipated results of operations, business strategies, the anticipated benefits of the proposed transactions, the anticipated impact of the proposed transactions on the combined company’s business and future financial and operating results, the anticipated closing date for the proposed transaction and other aspects of NEE’s or Dominion Energy’s operations or operating results are forward-looking statements. Words and phrases such as “ambition,” “anticipate,” “estimate,” “believe,” “budget,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “seek,” “should,” “will,” “would,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” the negative of such terms or other variations thereof and words and terms of similar substance used in connection with any discussion of future plans, actions or events can be used to identify forward-looking statements. Where, in any forward-looking statement, NEE or Dominion Energy expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. Any forward-looking statement is not a guarantee of future performance, outcomes or results and is subject to numerous risks, uncertainties and other factors, many of which are beyond NEE’s or Dominion Energy’s control, that could cause actual performance, outcomes or results to differ materially from what is expressed or implied in the forward-looking statement.

These factors include a failure by NEE to successfully integrate Dominion Energy’s businesses and technologies, which may result in the combined company not operating as effectively and efficiently as expected; the risk that the expected benefits of the proposed transactions may not be fully realized or may take longer to realize than expected; each party’s ability to obtain the approval of its shareholders required to consummate the proposed transactions and the timing of the closing of the proposed transactions, including the risk that the conditions to closing are not satisfied on a timely basis or at all or the failure of the transactions to close for any other reason or to close on the anticipated terms, including with the anticipated tax treatment; the risk that any governmental or regulatory approval, consent or authorization that may be required for the proposed transactions is not obtained, is delayed or is obtained subject to conditions that are not anticipated or that cause the termination of the Merger Agreement and abandonment of the transactions; the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement by either party; the risk that certain provisions in the Merger Agreement or the pendency of the transactions may impact either party’s ability to pursue certain business opportunities or strategic transactions; unanticipated difficulties, liabilities or expenditures relating to the transactions, including the impact of potential litigation relating to the transactions; the effect of the announcement, pendency or completion of the proposed transactions on the parties’ business relationships and business operations generally, including the parties’ relationship with regulators, suppliers, vendors and customers; the effect of the announcement or pendency of the proposed transactions on the parties’ common stock prices and uncertainty as to the long-term value of either party’s common stock; risks that the proposed transactions disrupt either party’s current plans and operations, including due to the diversion of the attention of management from ordinary course business operations, and potential difficulties in hiring or retaining employees as a result of the proposed transactions; any rating agency actions; and the impact of the announcement or pendency of the proposed transactions on either party’s ability to access capital, including the short- and long-term debt markets, on a timely and affordable basis; general worldwide economic conditions and related uncertainties; the effect and timing of changes in laws or in governmental regulations (including environmental); fluctuations in trading prices of securities of NEE and in the financial results of NEE or Dominion Energy; and the timing and

extent of changes in interest rates, commodity prices and demand and market prices for electricity or gas. The registration statement on Form S-4 and joint proxy statement/prospectus that will be filed with the SEC will describe additional risks in connection with the proposed transactions. While the list of factors presented here is, and the list of factors to be presented in the registration statement on Form S-4 and joint proxy statement/prospectus are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to NEE’s and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NEE’s and Dominion Energy’s most recently filed Annual Reports on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q.

Any forward-looking statements included in this Current Report on Form 8-K represent current expectations and are inherently uncertain and are made only as of the date hereof (or, if applicable, the dates indicated in such statement). Except as required by law, neither NEE nor Dominion Energy undertakes or assumes any obligation to update any forward-looking statements, whether as a result of new information or to reflect subsequent events or circumstances or otherwise.

No Offer or Solicitation

This Current Report on Form 8-K is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Additional Information about the Transactions and Where to Find It

In connection with the proposed transactions, NEE intends to file with the SEC a registration statement on Form S-4 that will include a joint proxy statement of NEE and Dominion Energy that also constitutes a prospectus of NEE. Each of NEE and Dominion Energy may also file other relevant documents with the SEC regarding the proposed transactions. This Current Report on Form 8-K is not a substitute for the joint proxy statement/prospectus or registration statement or any other document that NEE or Dominion Energy may file with the SEC. The definitive joint proxy statement/prospectus (if and when available) will be mailed to shareholders of NEE and Dominion Energy. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, JOINT PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEE, DOMINION ENERGY, THE PROPOSED TRANSACTIONS AND RELATED MATTERS.

Investors and security holders will be able to obtain free copies of the registration statement and the joint proxy statement/prospectus (if and when available) and other documents containing important information about NEE, Dominion Energy and the proposed transactions, once such documents are filed with the SEC through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by NEE will be available free of charge on NEE’s website at http://www.investor.nexteraenergy.com/ or by contacting NEE’s Investor Relations Department by email at investors@nexteraenergy.com or by phone at (800) 222-4511. Copies of the documents filed with the SEC by Dominion Energy will be available free of charge on Dominion Energy’s website at http://investors.dominionenergy.com or by contacting Dominion Energy’s Investor Relations Department by email at investor.relations@dominionenergy.com or by phone at (804) 819-2438.

Participants in the Solicitation

NEE, Dominion Energy and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transactions. Information about the directors and executive officers of NEE, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) NEE’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on April 1, 2026, including under the headings “Proposal 1: Election as directors of the nominees specified in this proxy statement,” “Director Compensation,” “Executive Compensation,” and “Common Stock Ownership of Certain Beneficial Owners and Management,” (ii) NEE’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 13, 2026, including under the heading “Item 1. Business—Information About Our Executive Officers” and (iii) to the extent certain holdings of NEE securities by its directors or executive officers have changed since the amounts set forth in NEE’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4, or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.

Information about the directors and executive officers of Dominion Energy, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in (i) Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, which was filed with the SEC on March 19, 2026, including under the headings “Item 1: Election of Directors – Director Nominees,” “Compensation of Non-Employee Directors,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management,” (ii) Dominion Energy’s Annual Report on Form 10-K for the fiscal year ended

December 31, 2025, which was filed with the SEC on February 23, 2026 (the Dominion Energy Annual Report), including under the heading “Information about our Executive Officers,” and (iii) to the extent certain holdings of Dominion Energy securities by its directors or executive officers have changed since the amounts set forth in Dominion Energy’s proxy statement for its 2026 annual meeting of shareholders, such changes have been or will be reflected on Initial Statement of Beneficial Ownership of Securities on Form 3, Statement of Changes in Beneficial Ownership on Form 4 or Annual Statement of Changes in Beneficial Ownership of Securities on Form 5, filed with the SEC.

Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the definitive joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transactions when such materials become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. Copies of the documents filed with the SEC by NEE and Dominion Energy will be available free of charge through the website maintained by the SEC at www.sec.gov. Additionally, copies of documents filed with the SEC by NEE and Dominion Energy will be available free of charge through the sources indicated above.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.*

*Note: Business has not yet been acquired. Financial statements are provided in connection with a pending business combination.

The audited consolidated financial statements of Dominion Energy as of December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024, and 2023, and the related notes to the consolidated financial statements, including the report thereon of Dominion Energy's independent registered public accounting firm, are included in the Dominion Energy Annual Report and are incorporated herein by reference as Exhibit 99.1 hereto (the Dominion Energy Audited Financial Information). The aforementioned notes to the audited consolidated financial statements of Dominion Energy are combined with the notes to certain financial statements of Virginia Electric and Power Company (Virginia Power), an affiliate of Dominion Energy; no financial information related to Virginia Power in Exhibit 99.1 hereto is considered to be a component of the Dominion Energy Audited Financial Information that is being incorporated by reference herein and, to the extent this Current Report on Form 8-K is incorporated by reference into any other filing made by NEE with the SEC under the Securities Act or the Securities Exchange Act of 1934, as amended (the Exchange Act), such financial information related to Virginia Power will not be deemed incorporated by reference into such other filing unless specifically provided otherwise in such filing.

The unaudited condensed consolidated financial statements of Dominion Energy as of March 31, 2026 and for the three months ended March 31, 2026 and 2025, and the related notes to the condensed consolidated financial statements, are included in Dominion Energy's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed by Dominion Energy with the SEC on May 1, 2026, and are incorporated herein by reference as Exhibit 99.2 hereto (the Dominion Energy Unaudited Financial Information and, together with the Dominion Energy Audited Financial Information, the Dominion Energy Financial Information). The aforementioned notes to the unaudited condensed consolidated financial statements of Dominion Energy are combined with the notes to certain financial statements of Virginia Power; no financial information related to Virginia Power in Exhibit 99.2 hereto is considered to be a component of the Dominion Energy Unaudited Financial Information that is being incorporated by reference herein and, to the extent this Current Report on Form 8-K is incorporated by reference into any other filing made by NEE with the SEC under the Securities Act or the Exchange Act, such financial information related to Virginia Power will not be deemed incorporated by reference into such other filing unless specifically provided otherwise in such filing.

(b) Pro Forma Financial Information.**

**Note: Business has not yet been acquired. Pro forma financial information is provided in connection with a pending business combination.

In connection with the planned Mergers, NEE is providing the preliminary unaudited pro forma condensed combined financial statements of NEE reflecting the Mergers and the related notes as of March 31, 2026 and for the three months ended March 31, 2026 and for the year ended December 31, 2025, which are filed as Exhibit 99.3 to this Current Report on Form 8-K and incorporated by reference herein (the Pro Forma Financial Information and, together with the Dominion Energy Financial Information, the Financial Information).

(d) Exhibits.

The following exhibits are being filed herein.

Exhibit

Number Description

Consent of Independent Registered Public Accounting Firm

99.1

Audited consolidated financial statements of Dominion Energy, Inc. as of December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024, and 2023, and the related notes to the consolidated financial statements, including the report thereon of Dominion Energy's independent registered public accounting firm (incorporated by reference from Dominion Energy's Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 23, 2026, File No. 001-08489)

99.2

Unaudited condensed consolidated financial statements of Dominion Energy as of March 31, 2026 and for the three months ended March 31, 2026 and 2025, and the related notes to the condensed consolidated financial statements (incorporated by reference from Dominion Energy's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with the SEC on May 1, 2026, File No. 001-08489)

99.3

Unaudited pro forma condensed combined financial statements of NextEra Energy, Inc. as of March 31, 2026 and for the three months ended March 31, 2026 and for the year ended December 31, 2025

101 Interactive data files for this Form 8-K formatted in Inline XBRL

104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

SIGNATURES

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.

Date: June 15, 2026

NEXTERA ENERGY, INC

(Registrant)

WILLIAM J. GOUGH

William J. Gough

Vice President, Controller and Chief Accounting Officer

EX-23

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Exhibit 23

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement Nos. 333-203453 and 333-278184 on Form S-3 and Registration Statement Nos. 033-57673, 333-27079, 333-88067, 333-114911, 333-116501, 333-130479, 333-143739, 333-174799, 333-220136 and 333-257141 on Form S-8 of NextEra Energy, Inc. of our report dated February 23, 2026, relating to the consolidated financial statements of Dominion Energy, Inc. incorporated by reference in this Current Report on Form 8-K dated June 15, 2026.

DELOITTE & TOUCHE LLP

Richmond, Virginia

June 15, 2026

EX-99.3

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Exhibit 99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

The following unaudited pro forma condensed combined financial information is presented by NextEra Energy, Inc., a Florida corporation (NEE), to illustrate the estimated effects of the proposed business combination with Dominion Energy, Inc., a Virginia corporation (Dominion Energy), in accordance with the terms of the Agreement and Plan of Merger, dated as of May 15, 2026, by and among NEE, WG Development Corp., a Virginia corporation and direct wholly owned subsidiary of NEE (Merger Sub Corp), CS Holdco, LLC, a Virginia limited liability company and direct wholly owned subsidiary of NEE (LLC Sub), and Dominion Energy (the Merger Agreement). Pursuant to the Merger Agreement, Merger Sub Corp will merge with and into Dominion Energy, with Dominion Energy surviving as a wholly owned subsidiary of NEE, and immediately thereafter Dominion Energy will merge with and into LLC Sub, with LLC Sub surviving as a wholly owned subsidiary of NEE (collectively, the Mergers).

Under the terms of the Merger Agreement, at the effective time of the first merger, each outstanding share of Dominion Energy common stock, other than shares to be cancelled as described in the Merger Agreement, will be converted into the right to receive (i) its pro rata share of an aggregate amount equal to $360 million in cash, without interest, and (ii) 0.8138 shares of NEE common stock, par value $0.01 per share.

The Unaudited Pro Forma Condensed Combined Statements of Income for the year ended December 31, 2025 and the three months ended March 31, 2026 give effect to the Mergers as if they had been completed on January 1, 2025. The Unaudited Pro Forma Condensed Combined Balance Sheet as of March 31, 2026 gives effect to the Mergers as if they had been completed on March 31, 2026. The unaudited pro forma condensed combined financial information has been derived from, and should be read in conjunction with, (i) the historical audited consolidated financial statements of NEE and accompanying notes included in NEE’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) on February 13, 2026, (ii) the historical unaudited condensed consolidated financial statements of NEE and accompanying notes included in NEE’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026 filed with the SEC on April 23, 2026, (iii) the historical audited consolidated financial statements of Dominion Energy and accompanying notes included in Dominion Energy’s Annual Report on Form 10-K for the year ended December 31, 2025 included in Exhibit 99.1 to this Form 8-K, and (iv) the historical unaudited condensed consolidated financial statements of Dominion Energy and accompanying notes included in Dominion Energy’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026 included in Exhibit 99.2 to this Form 8-K.

The unaudited pro forma condensed combined financial information is presented for illustrative and informational purposes only and is not intended to represent what NEE’s results of operations or financial position would have been had the Mergers occurred on the dates indicated, nor is it intended to project the results of operations or financial position of NEE for any future period or as of any future date. The unaudited pro forma condensed combined financial information is based on currently available information and certain assumptions that NEE believes are reasonable under the circumstances. The pro forma adjustments are preliminary and subject to change as additional information becomes available and additional analyses are performed. The actual financial position and results of operations of NEE following completion of the Mergers may differ materially from the unaudited pro forma amounts reflected herein.

The Mergers are expected to be accounted for as a business combination using the acquisition method of accounting under accounting principles generally accepted in the United States of America (U.S. GAAP), with NEE treated as the accounting acquirer based on factors including NEE's role in providing consideration and its governance and management control of the combined entity. Under the acquisition method of accounting, the consideration transferred will be allocated to the identifiable assets acquired and liabilities assumed of Dominion Energy based on their estimated fair values as of the closing date of the Mergers, and any excess of the consideration transferred over the fair value of the net assets acquired will be recognized as goodwill, if applicable. The allocation of the consideration transferred reflected in the unaudited pro forma condensed combined financial information is preliminary and is based on management’s estimates and assumptions using information currently available. The final acquisition accounting will be completed after the closing of the Mergers and may differ materially from the preliminary amounts reflected in the unaudited pro forma condensed combined financial information.

The completion of the Mergers is subject to customary closing conditions, including, among others, approval by Dominion Energy shareholders of the Merger Agreement and the applicable plan of merger, approval by NEE shareholders of the issuance of NEE common stock in connection with the Mergers, expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act), receipt of specified regulatory approvals, including the obtaining by Dominion Energy and NEE of consents and approvals required under (i) the HSR Act, (ii) the Federal Energy Regulatory Commission, (iii) the U.S. Nuclear Regulatory Commission, (iv) the Virginia State Corporation Commission, (v) the North Carolina Utilities Commission and (vi) the Public Service Commission of South Carolina, approval for listing on the New York Stock Exchange of the NEE common stock to be issued in the Mergers, effectiveness of the registration statement on Form S-4, accuracy of the parties’ representations and warranties, compliance with covenants, and the absence of a material adverse effect on either Dominion Energy or NEE.

NEXTERA ENERGY, INC.

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET

(millions)

March 31, 2026

NEE

Historical

Dominion Energy Historical as Conformed (See Note 3)

Transaction Accounting Adjustments

Note

Pro Forma Combined

ASSETS

Current assets:

Cash and cash equivalents

1,998

351

(610)

4A, 4F

1,739

Customer receivables, net of allowances

4,131

2,388

—

6,519

Other receivables

2,176

920

—

3,096

Materials, supplies and fuel inventory

2,577

1,942

—

4,519

Regulatory assets

448

1,290

(4)

1,734

Derivatives

1,237

303

—

1,540

Other

1,291

1,803

3,140

Total current assets

13,858

8,997

(568)

22,287

Other assets:

Property, plant and equipment – net

162,361

80,208

172

242,741

Special use funds

10,707

8,956

—

19,663

Investment in equity method investees

5,989

132

—

6,121

Prepaid benefit costs

2,922

2,709

—

5,631

Regulatory assets

7,199

9,028

(484)

15,743

Derivatives

1,820

483

—

2,303

Goodwill

5,150

4,143

33,730

43,023

Other

11,418

3,922

364

15,704

Total other assets

207,566

109,581

33,782

350,929

TOTAL ASSETS

221,424

118,578

33,214

373,216

LIABILITIES AND EQUITY

Current liabilities:

Commercial paper

5,360

2,692

1,397

9,449

Other short-term debt

1,258

524

(406)

1,376

Current portion of long-term debt

3,837

3,439

—

7,276

Accounts payable

5,743

1,168

—

6,911

Customer deposits

731

274

—

1,005

Accrued interest and taxes

1,393

824

—

2,217

Derivatives

1,176

237

—

1,413

Accrued construction-related expenditures

2,927

724

—

3,651

Regulatory liabilities

294

459

—

753

Other

2,854

1,233

301

4C, 4F, 4H, 4K

4,388

Total current liabilities

25,573

11,574

1,292

38,439

Other liabilities and deferred credits:

Long-term debt

93,948

45,110

(58)

139,000

Asset retirement obligations

3,730

7,415

—

11,145

Deferred income taxes

13,106

8,186

4H, 4M

21,388

Regulatory liabilities

12,095

8,985

161

4L, 4M

21,241

Derivatives

1,834

130

—

1,964

Other

4,506

3,470

(695)

4C, 4K, 4M

7,281

Total other liabilities and deferred credits

129,219

73,296

(496)

202,019

TOTAL LIABILITIES

154,792

84,870

796

240,458

COMMITMENTS AND CONTINGENCIES

EQUITY

Preferred stock

—

991

(991)

—

Common stock – par value

—

7,311

7,332

Additional paid-in capital

19,251

25,931

28,785

73,967

Retained earnings

35,984

2,341

(2,803)

35,522

Accumulated other comprehensive income (loss)

(34)

(116)

116

(34)

Total common shareholders' equity

55,222

29,147

32,418

116,787

Noncontrolling interests

11,410

4,561

—

15,971

TOTAL EQUITY

66,632

33,708

32,418

132,758

TOTAL LIABILITIES AND EQUITY

221,424

118,578

33,214

373,216

NEXTERA ENERGY, INC.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF INCOME

(millions, except per share amounts)

Three months ended March 31, 2026

NEE

Historical

Dominion

Energy

Historical as

Conformed

(See Note 3)

Transaction Accounting

Adjustments

Note

Pro Forma

Combined

OPERATING REVENUES

6,701

5,019

(281)

11,439

OPERATING EXPENSES

Fuel, purchased power and interchange

1,329

1,818

—

3,147

Other operations and maintenance

1,422

985

—

2,407

Depreciation and amortization

1,371

631

—

2,002

Taxes other than income taxes and other – net

628

193

—

821

Total operating expenses – net

4,750

3,627

—

8,377

GAINS ON DISPOSAL OF BUSINESSES/ASSETS – NET

257

—

257

OPERATING INCOME

2,208

1,392

(281)

3,319

OTHER INCOME (DEDUCTIONS)

Interest expense

(1,287)

(561)

—

(1,848)

Other – net

278

—

281

Total other income (deductions) – net

(1,009)

(558)

—

(1,567)

INCOME (LOSS) BEFORE INCOME TAXES

1,199

834

(281)

1,752

INCOME TAX (BENEFIT) EXPENSE

(489)

(70)

(511)

NET INCOME (LOSS) FROM CONTINUING OPERATIONS

1,688

786

(211)

2,263

NET LOSS (INCOME) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO NONCONTROLLING INTERESTS

494

(164)

—

330

NET INCOME (LOSS) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO NEE

2,182

622

(211)

2,593

Weighted-average shares outstanding:

Basic

2,082.5

731.1

2,813.6

Assuming dilution

2,092.4

731.1

2,823.5

Earnings from continuing operations per share attributable to NEE:

Basic

1.05

0.92

Assuming dilution

1.04

0.92

NEXTERA ENERGY, INC.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF INCOME

(millions, except per share amounts)

Year ended December 31, 2025

NEE

Historical

Dominion Energy Historical as Conformed (See Note 3)

Transaction Accounting Adjustments

Note

Pro Forma Combined

OPERATING REVENUES

27,412

16,506

(996)

4C, 4J

42,922

OPERATING EXPENSES

Fuel, purchased power and interchange

4,944

4,868

—

9,812

Other operations and maintenance

5,399

3,547

500

9,446

Depreciation and amortization

6,580

2,387

—

8,967

Taxes other than income taxes and other – net

2,469

1,290

—

3,759

Total operating expenses – net

19,392

12,092

500

31,984

GAINS ON DISPOSAL OF BUSINESSES/ASSETS – NET

260

—

260

OPERATING INCOME

8,280

4,414

(1,496)

11,198

OTHER INCOME (DEDUCTIONS)

Interest expense

(4,572)

(2,022)

—

(6,594)

Other – net

822

1,219

(151)

1,890

Total other income (deductions) – net

(3,750)

(803)

(151)

(4,704)

INCOME (LOSS) BEFORE INCOME TAXES

4,530

3,611

(1,647)

6,494

INCOME TAX (BENEFIT) EXPENSE

(802)

532

(750)

4H, 4M

(1,020)

NET INCOME (LOSS) FROM CONTINUING OPERATIONS

5,332

3,079

(897)

7,514

NET LOSS (INCOME) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO NONCONTROLLING INTERESTS

1,503

(67)

—

1,436

NET INCOME (LOSS) FROM CONTINUING OPERATIONS ATTRIBUTABLE TO NEE

6,835

3,012

(897)

8,950

Weighted average number of shares outstanding:

Basic

2,064.5

731.1

2,795.6

Assuming dilution

2,070.6

731.1

2,801.7

Earnings from continuing operations per share attributable to NEE:

Basic

3.31

3.20

Assuming dilution

3.30

3.19

Notes to Unaudited Pro Forma Condensed Combined Financial Statements

1. Basis of Presentation

The unaudited pro forma condensed combined financial statements were derived from historical consolidated financial statements of NextEra Energy, Inc. (NEE) and Dominion Energy, Inc. (Dominion Energy) which were prepared in accordance with U.S. GAAP. Certain accounting policy alignment and reclassification adjustments were made to conform Dominion Energy's historical financial statement presentation with NEE's historical financial statement presentation, see Note 3 and Note 4 for additional information. Further, there were no material intercompany transactions between NEE and Dominion Energy for the three months ended March 31, 2026 and for the year ended December 31, 2025.

The Merger is being accounted for as a business combination using the acquisition method of accounting under U.S. GAAP, which requires assets acquired and liabilities assumed to be recorded at their acquisition date fair value. As the transaction has not closed, the initial accounting for the Merger is not complete and the valuations necessary to assess the fair values of certain assets acquired and liabilities assumed are preliminary. Therefore, the allocation of the purchase price as reflected in the unaudited pro forma condensed combined financial statements is based upon management's preliminary estimates of the fair value of the assets acquired and liabilities assumed. The preliminary amounts recognized are subject to revision until the valuations are completed and to the extent that additional information is obtained about the facts and circumstances that exist as of the acquisition date. Differences between these preliminary estimates and the final acquisition accounting may occur and these differences could have a material impact on the accompanying unaudited pro forma condensed combined financial statements and the combined company’s future results of operations and financial position.

2. Preliminary Purchase Price Allocation

The table below represents the preliminary calculation of estimated Merger consideration for the purposes of the unaudited pro forma condensed combined financial statements.

Estimated Merger Consideration

(millions)

Purchase price from stock consideration(a)(b)

$ 62,027

Cash consideration

360

Total estimated Merger consideration

$ 62,387

(a)Represents the estimated fair value of approximately 731 million shares of NEE common stock which shares were calculated per the Merger Agreement using Dominion Energy share counts and conversion methods outlined therein. For the purposes of the unaudited pro forma condensed combined financial statements, the estimate is based on NEE's closing stock price of $84.84 on June 11, 2026, which is the practicable date prior to filing the unaudited pro forma condensed combined financial statements.

(b)Certain NEE common stock issued to Dominion Energy employees is subject to a vesting period of 3 years from the initial grant date. The estimated fair value of the awards attributed to pre-Merger services was deemed not material and is not included in the purchase price from stock consideration. The estimated fair value of the awards attributed to post-Merger services has been excluded from the purchase price and instead will be accounted for post-Merger as stock-based compensation expense in accordance with U.S. GAAP.

The preliminary estimated Merger consideration could significantly differ from the amounts presented due to movements in NEE’s stock price until the Mergers are consummated. A sensitivity analysis related to the fluctuation in NEE’s stock price was performed to assess the impact that a hypothetical change of 10% on the closing price of NEE's common stock on June 11, 2026 would have on the estimated Merger consideration and preliminary goodwill at the closing of the Mergers:

Change in Stock Price

Stock Price

Estimated Merger Consideration

Preliminary Goodwill Impact

(millions)

10% Increase

$ 93.32 $ 68,587 $ 6,200

10% Decrease

$ 76.36 $ 56,187 $ (6,200)

Under the acquisition method of accounting, the identifiable assets acquired and liabilities assumed from Dominion Energy are recognized and measured at fair value. The purchase price allocation is preliminary and is based on available information and certain assumptions, which NEE believes are reasonable.

In estimating the fair value of regulatory assets and liabilities, NEE considered the applicable regulatory framework, under which rates are designed to allow recovery of the costs of providing service to customers, including a reasonable rate of return

on invested capital. These regulatory constructs represent a key input in the valuation of such balances and indicate that the carrying values of the assets and liabilities recoverable through rates are representative of their fair values.

The following table presents a preliminary allocation of the estimated Merger consideration to the fair values of the identifiable assets acquired and liabilities assumed from Dominion Energy, based on Dominion Energy's balance sheet as of March 31, 2026, as adjusted for accounting policy alignment and reclassification adjustments as well as acquisition accounting adjustments shown below.

March 31, 2026

(millions)

Total estimated Merger consideration

$ 62,387

Total current assets

$ 9,039

Property, plant, and equipment

80,380

Regulatory assets 8,544

Special use funds 8,956

Other assets, including intangible assets

7,610

Total estimated fair value of assets acquired

114,529

Total current liabilities

12,694

Long-term debt

45,052

Regulatory liabilities

9,146

Deferred income taxes

8,282

Asset retirement obligations

7,415

Other liabilities

2,865

Total estimated fair value of liabilities assumed

85,454

Noncontrolling interest 4,561

Estimated net assets acquired

$ 24,514

Goodwill

$ 37,873

3. Accounting Policy Alignment and Reclassification Adjustments

Certain reclassification and accounting policy alignment adjustments have been made to conform Dominion Energy's historical financial statement presentation to NEE's historical financial statement presentation and accounting policies as part of the unaudited pro forma condensed combined financial statement preparation. During the preparation of these unaudited pro forma condensed combined financial statements, NEE performed a preliminary analysis of Dominion Energy’s historical financial information to identify any differences in accounting policies that would require reclassification of Dominion Energy's historical financial statement presentation to conform to NEE's accounting policies. Aside from the accounting policy alignment and reclassification adjustments identified herein and in Note 4, NEE is not aware of any material differences between the accounting policies of NEE and Dominion Energy. However, upon completion of the merger and a more comprehensive comparison and assessment, additional differences may be identified.

The following reflects the accounting policy alignment and reclassification adjustments made to present Dominion Energy’s historical consolidated balance sheet as of March 31, 2026 in conformity with that of NEE:

March 31, 2026

(millions)

Presentation in Historical

Financial Statements

NEE Presentation

Dominion Energy

Historical

Reclassification

Note

Dominion Energy as Conformed

Assets

Cash and cash equivalents

351

—

351

Customer receivables (less allowance for doubtful accounts)

Customer accounts receivable, net of allowance

2,388

—

2,388

Tax receivables

434

(434)

(a)

—

Other receivables (less allowance for doubtful accounts)

Other receivables

486

434

(a)

920

Inventories

Materials, supplies and fuel inventory

1,942

—

1,942

Regulatory assets

1,290

—

1,290

Prepayments

641

(641)

(b)

—

Derivatives

303

(c)

303

Other (current assets)

779

1,024

(b) (c)(d)

1,803

Assets held for sale

686

(686)

(d)

—

Nuclear decommissioning trust funds

Special use funds

8,956

—

8,956

Investment in equity method affiliates

Investment in equity method investees

132

—

132

Other (investments)

378

(378)

(e)

—

Property, plant and equipment

Property, plant and equipment – net

107,928

(27,720)

(f)

80,208

Accumulated depreciation and amortization

(27,720)

27,720

(f)

—

Goodwill

4,143

—

4,143

Prepaid benefit costs

—

2,709

(g)

2,709

Derivatives

—

483

(h)

483

Regulatory assets

9,028

—

9,028

Other (noncurrent assets)

6,736

(2,814)

(e)(g)(h)

3,922

Total Assets

118,578

—

118,578

Presentation in Historical

Financial Statements

NEE Presentation

Dominion Energy

Historical

Reclassification

Note

Dominion Energy as Conformed

Liabilities and equity

Securities due within one year Current portion of long-term debt $ 3,557 $ (118)

(i)

$ 3,439

Short-term debt

Other short-term debt

3,098 (2,574)

(i)(j)

524

Commercial paper

—

2,692

(j)

2,692

Accounts payable

1,168 —

1,168

Customer deposits

—

274

(k)

274

Accrued interest and taxes

— 824

(l)

824

Accrued interest, payroll and taxes

986

(986)

(l)(m)

—

Derivatives

— 237

(n)

237

Accrued construction-related expenses

—

724

(n)

724

Regulatory liabilities

459 — 459

Other (current liabilities) Other (current liabilities)

2,120

(887)

(k)(m)

(n)(o) 1,233

Liabilities held for sale 186 (186)

(o)

—

Long-term debt Long-term debt

37,809

7,301

(p)

45,110

Securitization bonds

883

(883)

(p)

—

Junior subordinated notes

5,978

(5,978)

(p)

—

Other (long-term debt)

440

(440)

(p)

—

Deferred income taxes Deferred income taxes

8,186

—

8,186

Deferred investment tax credits

1,523

(1,523)

(q)

—

Regulatory liabilities Regulatory liabilities

8,985

—

8,985

Asset retirement obligations

—

7,415

(r)

7,415

Derivatives

—

130

(s)

130

Other (long-term liabilities) Other (long-term liabilities)

9,492

(6,022)

(q)(r)

(s)

3,470

Preferred stock Preferred stock

991

—

991

Common stock – no par Additional paid-in capital

25,931

—

25,931

Retained earnings Retained earnings

2,341

—

2,341

Accumulated other comprehensive loss Accumulated other comprehensive loss

(116)

—

(116)

Noncontrolling interests Noncontrolling interests

4,561

—

4,561

Total liabilities and equity

118,578

—

118,578

(a)Reclassification of $434 million from tax receivables to other receivables.

(b)Reclassification of $641 million from prepayments to other (current assets).

(c)Reclassification of $303 million from other (current assets) to derivatives (current assets).

(d)Reclassification of $686 million from assets held for sale to other (current assets).

(e)Reclassification of $378 million from other (investments) to other (noncurrent assets).

(f)Reclassification of $27,720 million from accumulated depreciation and amortization to property, plant and equipment – net.

(g)Reclassification of $2,709 million from other (noncurrent assets) to prepaid benefit costs.

(h)Reclassification of $483 million from other (noncurrent assets) to derivatives (noncurrent assets).

(i)Relates to reclassification of $118 million of lease obligations from securities due within one year to other short-term debt.

(j)Reclassification of $2,692 million from short-term debt to commercial paper.

(k)Reclassification of $274 million from other (current liabilities) to customer deposits.

(l)Reclassification of $824 million from accrued interest, payroll and taxes to accrued interest and taxes.

(m)Relates to reclassification of $162 million of accrued payroll from accrued interest, payroll and taxes to other (current liabilities).

(n)Reclassification of $237 million and $724 million from other (current liabilities) to derivatives (current liabilities) and accrued construction-related expenses, respectively.

(o)Reclassification of $186 million from liabilities held for sale to other (current liabilities).

(p)Reclassification of $883 million, $5,978 million and $440 million from securitization bonds, junior subordinated notes and other (long-term debt), respectively, to long-term debt.

(q)Relates to the reclassification of $1,523 million from deferred investment tax credits to other (noncurrent liabilities).

(r)Reclassification of $7,415 million from other (noncurrent liabilities) to asset retirement obligations.

(s)Reclassification of $130 million from other (noncurrent liabilities) to derivatives (noncurrent liabilities).

The following accounting policy alignment and reclassification adjustments were made to present the Dominion Energy’s historical consolidated statement of income for the three months ended March 31, 2026 in conformity with that of the NEE:

Three Months Ended March 31, 2026

(millions)

Presentation in Historical

Financial Statements

NEE Presentation

Dominion Energy Historical

Reclassification

Note

Dominion Energy as Conformed

Operating revenue

Operating revenues

5,019

—

5,019

Electric fuel and other energy-related purchases

Fuel, purchased power and interchange

1,606

212

(a)

1,818

Purchased electric capacity

(69)

(a)

—

Purchased gas

143

(143)

(a)

—

Other operations and maintenance

985

—

985

Depreciation and amortization

631

—

631

Other taxes

Taxes other than income taxes and other – net

228

(35)

(b)

193

Impairment of assets and other charges

(35)

(b)

—

Other income (expense)

Other – net

—

Interest and related charges

Interest expense

561

—

561

Income tax expense

Income tax expense (benefit)

—

Noncontrolling interests

Net income attributable to noncontrolling interests

164

—

164

Net income from continuing operations attributable to Dominion Energy

Net income from continuing operations attributable to NEE

622

—

622

(a)Reclassification of $69 million from purchased electric capacity and $143 million from purchased gas to fuel, purchase power and interchange.

(b)Reclassification of $35 million from impairment of assets and other charges to taxes other than income taxes and other – net.

The following accounting policy alignment and reclassification adjustments were made to present Dominion Energy’s historical consolidated statement of income for the year ended December 31, 2025 in conformity with that of NEE:

Year Ended December 31, 2025

(millions)

Presentation in Historical

Financial Statements

NEE Presentation

Dominion Energy

Historical

Reclassification

Note

Dominion Energy

as Conformed

Operating revenue

Operating revenues

16,506

—

16,506

Electric fuel and other energy-related purchases

Fuel, purchased power and interchange

4,489

379

(a)

4,868

Purchased electric capacity

(82)

(a)

—

Purchased gas

297

(297)

(a)

—

Other operations and maintenance

3,547

—

3,547

Depreciation and amortization

2,387

—

2,387

Other taxes

Taxes other than income taxes and other – net

773

517

(b)

1,290

Impairment of assets and other charges

517

(517)

(b)

—

Other income (expense)

Other – net

1,219

—

1,219

Interest and related charges

Interest expense

2,022

—

2,022

Income tax expense

Income tax expense (benefit)

532

—

532

Noncontrolling interests

Net income attributable to noncontrolling interests

—

Net income from continuing operations attributable to Dominion Energy

Net income from continuing operations attributable to NEE

3,012

—

3,012

(a)Reclassification of $82 million from purchased electric capacity and $297 million from purchased gas to fuel, purchase power and interchange.

(b)Reclassification of $517 million from impairment of assets and other charges to taxes other than income taxes and other – net.

4. Adjustments to Unaudited Pro Forma Condensed Combined Financial Statements

A. Reflects a reduction of $360 million to reflect the cash portion of the Merger consideration to be paid by NEE (see Note 2).

B. Reflects a step-up of $172 million in the fair value of the property, plant and equipment associated with the unregulated operations acquired. Fair value was estimated using significant assumptions about operating strategies and estimates of future cash flows, which required assessments of current and projected market conditions. Forecasting future cash flows requires assumptions regarding forecasted commodity prices for the sale of power and purchases of fuel and the expected operations of assets. For the three months ended March 31, 2026 and the year ended December 31, 2025, the change between Dominion Energy's historical depreciation and the depreciation calculated based on the estimated fair valued property, plant and equipment was not material.

C. Reflects adjustments to measure the acquired intangible assets and liabilities related to the unregulated operations at their preliminary estimated fair value. The intangible assets relate to commodity and services contracts related to nuclear fuel and the intangible liabilities relate to solar and nuclear purchased power agreements (PPAs), respectively, at their preliminary estimated fair value (see table below). The nuclear fuel contract assets represent non-derivative commodity and supply contracts acquired from Dominion Energy. The initial amount recorded for the nuclear fuel contracts is the difference between the market value of the contract at the time of acquisition and the contract value based on the terms of the contract. The nuclear fuel contract assets are amortized over the life of the contract in relation to the expected realization of the underlying cash flows. Amortization of the nuclear fuel contract assets is ultimately recorded in fuel, purchased power and interchange. Solar and nuclear PPA liabilities represent non-derivative energy contracts acquired from Dominion Energy. The initial amount recorded for the solar and nuclear PPAs is the difference between the market value of the contracts at the time of acquisition and the contract value based on the terms of each contract. The solar and nuclear PPA liabilities are amortized over the life of the respective contract in relation to the expected realization of the underlying cash flows. Amortization of the solar and nuclear PPA liabilities is recorded in operating revenues.

For the three months ended March 31, 2026, the amortization of solar and nuclear PPA liabilities was not material. For the year ended December 31, 2025, the amortization of solar and nuclear PPA liabilities resulted in an increase of $129 million to operating revenue. For the three months ended March 31, 2026 and the year ended December 31, 2025, the amortization of the nuclear fuel contract assets was not material.

Preliminary Fair Value

Estimated Weighted Average Useful Life

(millions)

Nuclear fuel contract assets(a)

410

12 years

Solar and nuclear PPA liabilities(b)

917

11 years

(a)Nuclear fuel contract assets totaling $46 million and $364 million are included in other (current assets) and other (noncurrent assets), respectively.

(b)Solar and nuclear PPA liabilities totaling $129 million and $788 million are included in other liabilities (current liabilities) and other (noncurrent liabilities), respectively.

D. Reflects the elimination of Dominion Energy's historical goodwill and the recognition of preliminary estimated goodwill as a result of the Mergers. The preliminary estimated goodwill is not tax deductible. Refer to Note 2 for the preliminary purchase price allocation.

E.Reflects the repayment, through the issuance of commercial paper, of $406 million of Dominion Energy Reliability Investment Demand Notes and the redemption of $991 million of issued and outstanding shares of Series C Preferred which are required to be redeemed before transaction closing per the Merger Agreement. For the three months ended March 31, 2026 and the year ended December 31, 2025, the interest expense associated with this issuance of commercial paper was not material.

F.Represents the additional estimated merger-related transaction costs yet to be expensed or accrued in NEE's historical financial statements through March 31, 2026. Estimated merger-related transaction costs include investment banker, advisory, legal, valuation and other professional fees. NEE's total estimated merger-related transaction costs amount to approximately $500 million, with less than $1 million in expense recognized through March 31, 2026 resulting in a pro forma adjustment of $500 million to other operations and maintenance. Approximately $250 million in fees are expected to be paid at closing and are reflected as a reduction to cash and cash equivalents with the remaining balance reflected in other current liabilities. These transaction costs are non-recurring.

G.Reflects an adjustment of $58 million to measure the long-term debt related to the unregulated operations, net of amounts due within one year, at its estimated fair value. For the three months ended March 31, 2026 and the year ended December 31, 2025, the amortization of the fair value adjustment to interest expense was not material.

H.Represents the estimated tax impact of the pro forma adjustments based on an assumed tax rate of 25.0%. The assumed tax rate reflects a blended average statutory rate based on the assumed jurisdiction for the pro forma adjustments and current structure. The effective tax rate of NEE following the acquisition could be different depending on post-acquisition activities, including cash needs, the geographical mix of income, and changes in tax law. Because the tax rates used for the unaudited pro forma condensed combined statement of operations are estimated, the blended rate will likely vary from the actual effective tax rate in periods subsequent to the completion of the acquisition. This determination is preliminary and subject to change based upon the final determination of the fair value of the acquired assets and assumed liabilities. For the three months ended March 31, 2026 and the year ended December 31, 2025, the estimated tax benefit of $70 million and $375 million, respectively, is reflected in income tax expense (benefit). At March 31, 2026, the $88 million estimated tax benefit related to the merger-related transaction costs (see Note 4F) is reflected as a reduction in other (current liabilities) and the $224 million estimated tax impact of the pro forma adjustments is a deferred income tax asset and is reflected as a reduction in deferred income taxes (liability).

I.The following tables summarize the transaction accounting adjustments impacting the equity balances of NEE as combined with Dominion Energy:

Elimination of Dominion Energy's Historical Equity

Stock Consideration (See Note 2)

Transaction Adjustments

Total Pro Forma Adjustments

(millions)

Preferred stock

—

(991)

(a)

(991)

Common stock – par value

—

7,311

—

7,311

Additional paid-in capital

(25,931)

54,716

—

28,785

Retained earnings

(2,341)

—

(462)

(b)

(2,803)

Accumulated other comprehensive loss

116

—

116

Total

(28,156)

62,027

(1,453)

32,418

(a)Reflects the redemption of issued and outstanding shares of Series C Preferred before transaction closing as required per the Merger Agreement (see Note E).

(b)Reflects the after-tax estimated merger-related transaction costs (see Note 4F) and the incremental charitable contribution commitment (see Note 4K).

J.This adjustment reflects a straight-line recognition of the $2.25 billion customer bill credits to be provided by certain Dominion Energy subsidiaries over a 24-month period beginning subsequent to transaction closing. For the three months ended March 31, 2026, the recognition of customer bill credits resulted in a decrease of $281 million to operating revenue. For the year ended December 31, 2025, the recognition of customer bill credits resulted in a decrease of $1,125 million to operating revenue. Actual recognition pattern has not been determined.

K.Reflects the commitment of the $50 million over 5 years incremental charitable contributions commitment of NEE, subsequent to transaction closing, to be shared among Virginia, South Carolina and North Carolina, $10 million of which is reflected in other (current liabilities).

L.This adjustment removes current and noncurrent regulatory assets of $4 million and $484 million, respectively, and noncurrent regulatory liabilities of $84 million related to the defined benefit pension and other postretirement benefit plans after reflecting the impact of conforming to NEE's accounting policy related to the recognition of actuarial gains and losses on the defined benefit pension and other postretirement benefit plans from immediate recognition to an amortization approach for the unregulated operations and the removal of unrecognized gains and losses in applying purchase accounting. For the three months ended March 31, 2026, the impact of this change was not material. For the year ended December 31, 2025, the impact of this change was a decrease to net pension and other postretirement benefits credits of $151 million which is reflected in other – net.

M.This adjustment reclassifies $245 million of deferred investment tax credits (ITCs) related to the regulated operations from other (noncurrent labilities) to regulatory liabilities (noncurrent), as well as, removes the deferred ITCs related to the unregulated operations of $1,278 million in other (noncurrent liabilities) and the related $320 million deferred income tax asset in deferred income taxes (liability) to reflect the net impact of conforming with NEE's accounting policy of recognizing ITCs as a reduction to income tax expense when the related energy property is placed into service versus deferring ITCs and recognizing over the depreciable life of the related energy property. For the three months ended

March 31, 2026, the net impact was not material. For the year ended December 31, 2025, the net impact was an increase of $375 million to income tax benefit.

N.The unaudited pro forma combined basic and diluted earnings per share calculations are based on the average basic and diluted shares of NEE. The following table summarizes the computation of the unaudited pro forma combined basic and diluted earnings per share:

Three months ended March 31, 2026

Year ended December 31, 2025

(millions, except per share amounts)

Numerator – Pro forma combined net income from continuing operations attributable to NEE

2,593

8,950

Denominator:

Weighted-average number of NEE shares outstanding – basic

2,082.5

2,064.5

Shares of NEE common stock issued

731.1

Pro forma NEE shares outstanding – basic

2,813.6

2,795.6

Equity units, stock options, performance share awards, restricted stock and exchangeable notes

9.9

6.1

Pro forma NEE shares outstanding – assuming dilution

2,823.5

2,801.7

Pro forma earnings from continuing operations per share attributable to NEE:

Basic

1.0

0.92

3.20

Assuming dilution

1.0

0.92

3.19

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v3.26.1

Cover Page

Jun. 15, 2026

Entity Information [Line Items]

Document Type

8-K

Document Period End Date

Jun. 15, 2026

Entity File Number

1-8841

Entity Registrant Name

NEXTERA ENERGY, INC.

Entity Tax Identification Number

59-2449419

Entity Address, Address Line One

700 Universe Boulevard

Entity Address, City or Town

Juno Beach

Entity Address, State or Province

Entity Address, Postal Zip Code

33408

City Area Code

561

Local Phone Number

694-4000

Entity Incorporation, State or Country Code

Written Communications

true

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Entity Central Index Key

0000753308

Amendment Flag

false

Common Stock [Member]

Entity Information [Line Items]

Title of 12(b) Security

Common Stock, $0.01 Par Value

Trading Symbol

NEE

Security Exchange Name

NYSE

Corporate Units 7.299%

Entity Information [Line Items]

Title of 12(b) Security

7.299% Corporate Units

Trading Symbol

NEE.PRS

Security Exchange Name

NYSE

Corporate Units

Entity Information [Line Items]

Title of 12(b) Security

7.234% Corporate Units

Trading Symbol

NEE.PRT

Security Exchange Name

NYSE

Corporate Units 7.375%

Entity Information [Line Items]

Title of 12(b) Security

7.375% Corporate Units

Trading Symbol

NEE.PRV

Security Exchange Name

NYSE

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

No definition available.

+ Details

Name:

dei_EntityInformationLineItems

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

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Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

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Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

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Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Details

Name:

us-gaap_StatementClassOfStockAxis=us-gaap_CommonStockMember

Namespace Prefix:

Data Type:

Balance Type:

Period Type:

- Details

Name:

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Namespace Prefix:

Data Type:

Balance Type:

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Name:

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Data Type:

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- Details

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