🇺🇸 SECNextEra Energy Inc.Doubao · 实盘不做把握 7/10不做原因:已被定价
北京时间·🕒 发布 05:02:08·⟳ 抓取 05:04:04 +1m56s·⚡ 决策 09-15 05:08:01 +3m57s·42.7 天前
NextEra与Dominion就670亿美元合并追加弗吉尼亚利益包(居民账单抵扣翻倍至四年、1000个新岗位、股东出资建里士满联合总部),系合并监管审批中的让步更新
这是已宣布5个月、SEC注册声明已生效的670亿美元并购在SCC审批阶段的程序性让步更新:不改变合并对价、无业绩增量,合并价差8月已收窄至约3%;利益包在9月14日常规盘前由公司IR与Reuters公开,市场完整交易一天后Dominion仅+0.16%、盘后约+0.4%,明确表明无重定价edge。
📄 原文NextEra Energy Inc.↗ 原文
----- tm2625368d1_8k.htm ----- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT…
不做 Dominion Energy(D.US)
被收购方合并套利价差已收窄至约3%,利益包不改变对价、属股东出资让步,消息在9月14日全天交易后股价仅+0.16%,无剩余edge;仅有的交易性机会是博SCC裁决的尾部事件,方向与时点均不适合此刻介入
不做 NextEra Energy(NEE.US)
超大市值收购方的监管软催化:让步增加边际股东成本而无EPS增量,同日仅重申指引上限无新surprise,相对约1500亿美元级市值不具materiality,符合超大盘软催化无金额增量默认不做
展开详情(成交明细 / 研究档案 / 原文全文 / 决策记录链)
研究档案
结论摘要
NextEra/Dominion追加弗吉尼亚利益包是为换取SCC批准的股东出资让步,降低合并失败概率但不改变对价且增加边际成本;合并套利价差已收窄至约3%,消息经9月14日全天交易后股价几乎无反应,属已被消化的程序性更新,不构成新交易。
消息传播链
- Reuters在美东9月14日早盘前/早盘即报道10亿美元年度供应商计划及利益包,市场在常规盘中可交易该信息(原文为通讯社通稿,此为同步镜像)
- 公司官方发布完整强化版弗吉尼亚利益包,与后续8-K附件99.1内容一致
- Dominion(D)收64.46美元、+0.16%,盘后约64.7-64.8美元(+0.4%~0.6%),经全天交易几乎无重定价,表明利益包对合并概率/价值的边际影响已被消化市场反应:D当日+0.16%、盘后约+0.4%,近乎无反应
- 收盘后提交的8-K仅为已发布新闻稿和演示的Reg FD备案,无新的交易条款或财务信息
关键理由
- 利益包全部股东出资,是监管游说成本而非盈利催化,且未改变合并对价或条款
- 合并价差8月已收窄至约2.9%,9月14日全天市场反应近乎为零(D收+0.16%),预期差与套利edge均不足
主要风险
- 若SCC最终否决或附加重大不利条件,D/NEE可能跳空、价差重新走阔(尾部风险双向,不支持当前介入)
- FOMC利率决议次日公布,利率敏感型公用事业板块波动可能掩盖个股事件信号
反向证据
- 做多前查反向 · 来源 web · 日期 2026-09-14 · 影响 weakens
当日D仅+0.16%、价差8月已收窄至约3%,无做多重定价证据;让步由股东出资反而略增成本
检索:NextEra Dominion merger benefits package stock market reaction spread September 14 2026 原文 ↗ - 做空前查反向 · 来源 web · 日期 2026-09-09 · 影响 none
虽有Arlington郡等介入及州长施压,但本次利益包正是为化解反对、且无否决/破裂事实,不构成强空催化
检索:Dominion NextEra merger SCC rejection opposition Arlington Governor intervention risk 2026 原文 ↗
先例如何影响了这次决策
对本次决策的影响:先例与盘面共同支持AVOID:不为一个已被消化、无对价变化的程序性更新新开仓
方向:无可用于校准的对齐先例;本次为并购监管让步这一软催化,且合并价差与当日盘面已直接给出市场判断(无反应),无需依赖先例定方向
涨幅量级:不足:未检索到同市场、同相位(大型公用事业合并中SCC审批阶段追加利益包)的首发锚定先例;当日+0.16%的实际反应比任何历史类比更直接地说明幅度
形态:无历史样本;但合并价差自8月起收窄至约3%说明套利资金早已定价高完成概率,追加让步属路径内动作
工具执行结果 · 成功 4 · 降级 0 · 失败 0 · 取消 0
- search_processed_events 成功 stock_tools HTTP · 30 ms
{"result": "search_processed_events:agent query=`nee dominion merger agreement may 2026 virginia scc regulatory concessions | nextera dominion residential bill credits co-headquarters richmond september 14 2026 | nextera energy d`;结构化索引覆盖完整 72 小时;旧记录兼容扫描近 0.0/72 小时、0 条本臂决策(完整),返回 0 条候选。未命中只表示这些 agen - web_search 成功 doubao_search · 2,281 ms
豆包搜索结果(原始查询:NextEra Dominion Energy enhanced Virginia benefits package merger SCC approval September 2026;API SearchType:web) - web_search 成功 doubao_search · 1,527 ms
豆包搜索结果(原始查询:NextEra Dominion merger Virginia State Corporation Commission hearing ruling date 2026;API SearchType:web) - web_search 成功 doubao_search · 1,507 ms
豆包搜索结果(原始查询:Dominion Energy D stock reaction September 14 2026 merger benefits package shares closed;API SearchType:web)
原文全文
展开原文 · 54,635 字
----- tm2625368d1_8k.htm -----
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:
September 14,
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:
x
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 7 – REGULATION FD
Item 7.01 Regulation FD Disclosure
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, CS Holdco,
LLC, a Virginia limited liability company and direct wholly owned subsidiary of NEE, and Dominion Energy, Inc., a Virginia corporation
(Dominion Energy), entered into an Agreement and Plan of Merger (the Merger Agreement). The purpose of this Current Report on Form 8-K
is to provide an update related to the Merger Agreement.
On September 14, 2026, NEE and Dominion Energy
issued a joint press release announcing an enhanced Virginia benefits package in connection with the Merger Agreement. The press release
refers to an associated stakeholder presentation regarding matters addressed in the press release. Copies of the press release and stakeholder presentation
are attached as Exhibit 99.1 and Exhibit 99.2 to this Report, respectively, and are incorporated by reference herein.
The information contained in Item 7.01 of this
Report, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in Item 7.01 of
this Report, including Exhibit 99.1 and Exhibit 99.2, shall not be incorporated by reference into any filing of NEE, whether made before,
on or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific
reference to such filing.
SECTION 9 – FINANCIAL STATEMENTS AND
EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d)
Exhibits.
Exhibit
Number
Description
99.1
Joint
Press Release dated September 14, 2026
99.2
Stakeholder
Presentation dated September 14, 2026
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: September 14, 2026
NEXTERA
ENERGY, INC.
(Registrant)
/s/
Charles E. Sieving
Charles
E. Sieving
Executive
Vice President, Chief Legal, Environmental and Federal Regulatory Affairs Officer
----- tm2625368d1_ex99-1.htm -----
EX-99.1
2
tm2625368d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
NextEra Energy and Dominion Energy
announce transformational Virginia benefits package that puts customers first and positions the Commonwealth as a global energy leader
Enhanced package would deliver long-term residential bill relief,
create 1,000 new direct jobs in Virginia, accelerate clean energy development and build a new shareholder-funded co-headquarters tower
for the combined company in downtown Richmond
·
Puts customers first
by doubling residential bill credits from
two years to four years, expanding low-income financial assistance by increasing EnergyShare, Dominion Energy’s shareholder-funded
energy bill assistance program, by $100 million through 2038 and holding customers harmless from merger costs.
·
Delivers long-term affordability benefits
by leveraging the combined
company’s scale to buy, build, finance and operate more efficiently — a model demonstrated by Florida Power & Light
Company’s track record of delivering typical residential bills more than 37% below the national average and reliability more than
60% better than the national average. Regular reviews by the Virginia State Corporation Commission will set base rates and ensure accountability.
·
Protects Virginia's families and small businesses
by reaffirming
support for the efforts of the State Corporation Commission, the General Assembly and the Governor to protect residential and business
customers from costs associated with serving data centers.
·
Builds more clean energy and battery storage faster
by accelerating
solar, storage and other resources in Virginia to affordably power the Commonwealth’s growth, advance the Virginia Clean Economy
Act and reduce reliance on expensive imported power.
·
Positions Virginia as a global energy leader
by maintaining current
employee headcount levels in Virginia for five years, bringing 1,000 new direct jobs to the Commonwealth, building a new shareholder-funded
co-headquarters tower for the combined company in Richmond and supporting work in renewable energy development and supply chain management,
battery storage operations, nuclear and small modular reactor innovation, enterprise technology and cybersecurity, among others.
·
Invests in Virginia’s workforce and supply chain
through
a $100 million workforce development fund, up to a $1 billion annual, five-year Virginia Supplier Program and a new annual global energy
summit in Virginia.
·
Keeps Dominion Energy Virginia local
by preserving its name,
local leadership, employee workforce and accountability to the State Corporation Commission.
JUNO BEACH, Fla. and RICHMOND, Va., Sept. 14, 2026
—
In direct response to feedback from policymakers and other stakeholders, NextEra Energy, Inc. (NYSE: NEE) and Dominion Energy, Inc.
(NYSE: D) today announced a transformational Virginia benefits package as part of their proposed combination, designed to put customers
first while positioning the Commonwealth as a global energy leader with long-term bill relief for residential customers, long-term affordability
benefits, data center cost protections, accelerated clean energy deployment and thousands of new direct and indirect jobs in Richmond
and across the Commonwealth.
1
The package is organized around the priorities Virginians have made
clear: affordability, jobs and building more clean energy and battery storage faster to decrease reliance on expensive imports. It puts
customers first by proposing four years of residential bill credits, delivering long-term affordability benefits, expanding low-income
financial assistance and ensuring data centers pay their fair share. At the same time, it would position Virginia as a global energy leader,
with a major new NextEra Energy presence in Richmond, significant new jobs across Virginia, a stronger local supply chain and national-scale
energy innovation anchored in the Commonwealth.
“This is a Virginia-first package, and it starts with customers,”
said John Ketchum, chairman, president and CEO of NextEra Energy. “We are proposing to double residential bill relief from two years
to four years, along with expanded low-income financial assistance and long-term affordability benefits. We are also reaffirming our support
for the State Corporation Commission, Governor and General Assembly’s efforts to protect residential and small business customers
from costs associated with serving data centers. Just as important, this package would help Virginia build more of the clean energy and
infrastructure it needs faster, so the Commonwealth can reduce its reliance on expensive imported power. And it would do that while positioning
Virginia as a major energy leader, bringing NextEra Energy jobs, good-paying supplier jobs, workforce investment, economic development
and national-scale energy technology and innovation to Virginia. This is the kind of customer-focused, job-creating package this combination
makes possible.”
“Dominion Energy Virginia will remain locally led, separately
regulated and accountable to the State Corporation Commission,” said Robert Blue, chair, president and CEO of Dominion Energy. “The
same local teams, led by Ed Baine, that customers know and trust will continue serving the Commonwealth. This package builds on that foundation
by adding NextEra Energy’s scale, capital and capabilities to help support Virginia’s growth while keeping customers, reliability
and affordability at the center of everything we do. It brings new jobs, maintains our existing Virginia employee headcount levels for
five years and positions the Commonwealth to become a global energy leader. The benefits to our customers and the Commonwealth from this
combination are things we cannot deliver on our own.”
Putting customers first
Under the expanded package, the companies would seek to double residential
bill relief, extending
$10 per month in bill credits from the previously proposed two years to four years,
by working with the
State Corporation Commission (SCC) to redirect the portion of credits that would otherwise go to large-scale data centers toward additional
relief for residential customers and increasing the aggregate shareholder-funded Virginia customer credit amount.
The companies would also expand low-income financial assistance by
increasing
EnergyShare
, Dominion Energy’s shareholder-funded energy bill assistance program, by
$100 million through 2038
and reaffirm their existing commitment to hold customers harmless from all merger costs. Customers will not pay one cent for this
combination.
The companies said the package would support long-term affordability
by using the combined company’s scale to buy, build, finance and operate more efficiently over time, with future base rates continuing
to be set by the SCC once every two years. When combined with the credits, customers are receiving long-term affordability benefits that
a standalone Dominion Energy cannot offer.
2
The benefits of scale
The long-term customer benefits in the expanded package are grounded
in NextEra Energy’s operating track record and scale advantages that have translated into lower costs and stronger outcomes for
customers over time. The ability to buy, build, operate and finance more efficiently helps drive affordability over the long term.
Since 2006, NextEra Energy’s utility subsidiary, Florida Power &
Light Company (FPL), has increased customer accounts by more than 36% and generation capacity by more than 60%, while improving reliability
by more than 40% and lowering bills by 20% in real dollars. Today, FPL’s non-fuel operations and maintenance expense is more than
70% below the national average, its typical residential bills are 37% below the national average, and its reliability is more than 60%
better than the national average, all while making investments in affordable generation to keep pace with increasing electric demand in
the 14th largest economy in the world.
While Dominion Energy Virginia would remain locally led, separately
regulated and accountable to the SCC, those same scale advantages and operating efficiencies are some of the core long-term benefits NextEra
Energy would bring to Virginia.
Ensuring data centers pay their fair share
NextEra Energy and Dominion Energy also reaffirmed their support for
the efforts of the SCC, General Assembly and Governor to protect residential and small business customers from costs associated with serving
data centers.
The companies said that principle is consistent with Dominion Energy’s
GS-5 rate class, FPL’s large-load tariff (which is one of the most protective in the nation), both companies’ support for
the Ratepayer Protection Pledge and Virginia’s recently passed legislation, which reinforces that data centers should pay their
fair share.
Building more clean energy and infrastructure faster
The expanded package would help accelerate the buildout of Virginia
generation, including solar, storage, dispatchable resources and nuclear, while leveraging the combined company’s existing Virginia
assets, like the Virginia City Hybrid Energy Center, to support reliability as the Commonwealth builds the next generation of energy infrastructure.
The companies would also leverage their combined experience, supply
chain, construction platform and scale to accelerate renewable energy and storage development in accordance with the Virginia Clean Economy
Act.
“Virginia should not have to choose between affordability, reliability
and clean energy,” Blue said. “The answer is to build affordably, build faster and build in a way that protects customers.”
Making Virginia a global energy leader
The expanded package would position Virginia, anchored by Richmond
and connected to communities across the Commonwealth, as a major center for the future of energy.
NextEra Energy would maintain current employee headcount levels in
Virginia for five years, add
600 new NextEra Energy jobs
in Virginia and work with suppliers who are expected to bring
400
additional jobs
to the Commonwealth. NextEra Energy also would build, at its shareholders’ expense, a new NextEra Energy
office tower in Richmond beside the existing Dominion Energy headquarters building as a part of the combined company’s co-headquarters
to accommodate the new jobs as well as existing Dominion Energy jobs and future growth.
3
The new Richmond presence would support work in renewable energy development
and supply chain management, battery storage operations, nuclear and small modular reactor innovation, enterprise technology and cybersecurity,
among others.
The companies also would host an annual
global energy summit in
Virginia
, bringing chief executives, investors and policymakers to focus on innovation, technology and the energy infrastructure required
to power economic growth.
“Virginia already leads in technology and defense,” Ketchum
said. “With this combination, Virginia can also lead in energy.”
Investing in Virginia workers and suppliers
The companies would contribute
$100 million
to directly support
workforce development in Virginia. The investment would include working with union partners to support career development, hands-on training
and apprenticeships and establish a newly created independent organization to operate a workforce development fund for Virginia, governed
by a board drawn from the Commonwealth's trade schools, colleges, universities, technical colleges and community colleges, directed at
training Virginians for the jobs this global leadership opportunity would create.
The companies would establish up to a
$1 billion annual, five-year
Virginia Supplier Program
through spending commitments that support cost-competitive contractors, suppliers and service providers
doing business in Virginia. They would use the combined company’s purchasing scale to bring suppliers, vendors and engineering and
construction partners into the state, expand the role of the Port of Virginia in the energy supply chain and hire local firms and workers
to help build the new NextEra Energy office tower. Already, more than nine other companies intend to establish or expand their presence
in Virginia if the combination is approved, bringing additional investment and good-paying jobs to the Commonwealth.
Keeping Dominion Energy Virginia local
The expanded package builds on existing commitments to maintain dual
headquarters in Richmond and Juno Beach, preserve Dominion Energy Virginia’s local leadership, workforce, oversight and energy mix,
maintain the Virginia-based board of directors for Dominion Energy Virginia just as it is today and keep Dominion Energy Virginia locally
led, separately regulated and accountable to the SCC.
Dominion Energy Virginia would retain its name. Ed Baine would continue
to lead Dominion Energy Virginia. Dominion Energy Virginia’s president would remain a Virginia resident. Bob Blue would lead all
NextEra Energy regulated utilities. NextEra Energy’s CEO would maintain a Virginia residence.
The companies also reaffirmed their commitment to enhanced Virginia
storm response and mutual aid, with absolutely no Virginia funding for Florida storm restoration.
Building something greater together
“This package answers the central question before Virginia: how
do we keep bills affordable, protect customers, create jobs and build the energy infrastructure the Commonwealth needs to grow while driving
energy independence?” Ketchum said. “The answer is a stronger Dominion Energy Virginia, still local, still regulated in Virginia,
with the scale, low-cost platform and capabilities of NextEra Energy behind it.”
4
Blue added, “This combination is about building something greater
together for Virginia: stronger customer benefits, more jobs, more clean energy, more local investment and a utility that remains focused
on the customers and communities it serves.”
Regulatory review and approvals
The proposed combination remains subject to required regulatory approvals,
the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, and other customary closing
conditions. The companies today submitted additional information regarding this enhanced Virginia benefits package to the SCC.
These commitments are contingent upon approval and closing of the proposed
combination. In the event of any inconsistency, the commitments contained in the companies' regulatory filings, as approved by the applicable
regulatory authorities, will govern.
The companies continue to expect the transaction to close in the second
half of 2027.
Additional information
For more information about the proposed combination, including a presentation
detailing the companies’ commitments and benefits for customers and the Commonwealth, please visit
DominionNextEraFuture.com
.
About NextEra Energy
NextEra Energy, Inc. (NYSE: NEE) is the largest electric power
and energy infrastructure company in North America and is a leading provider of electricity to American homes and businesses. Headquartered
in Juno Beach, Florida, NextEra Energy is a Fortune 200 company that owns Florida Power & Light Company, America's largest electric
utility, which provides reliable electricity to approximately 12 million people across Florida. NextEra Energy also owns the largest
energy infrastructure development company in the U.S., NextEra Energy Resources, LLC. NextEra Energy and its affiliated entities are
meeting America's growing energy needs with a diverse mix of energy sources, including natural gas, nuclear, renewable energy and battery
storage. For more information about NextEra Energy companies, visit these websites:
www.NextEraEnergy.com, www.FPL.com, www.NextEraEnergyResources.com
.
About Dominion Energy
Dominion Energy, Inc. (NYSE: D), headquartered in Richmond, Virginia,
provides electricity service to 3.6 million homes and businesses in Virginia and the Carolinas and natural gas service to 500,000 customers
in South Carolina. For more information, visit
www.DominionEnergy.com
.
###
5
Forward-Looking Statements
This news release 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 news release, including, among other things, statements regarding the
proposed business combination transaction between NextEra Energy, Inc. (NextEra Energy) and Dominion Energy, Inc. (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 transactions and other aspects of NextEra Energy’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, NextEra Energy 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 NextEra Energy’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 NextEra Energy 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 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; 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 NextEra Energy and in the financial results of NextEra Energy 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 definitive proxy statement/prospectus
filed by Dominion Energy with the Securities and Exchange Commission (SEC) on July 28, 2026 (available at https://www.sec.gov/Archives/edgar/data/715957/000110465926087585/tm2621467-2_defm14a.htm)
describes additional risks relating to the proposed transactions and combined company. While the list of factors presented here and the
list of factors presented in Dominion Energy’s definitive 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 NextEra Energy’s
and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NextEra
Energy’s and Dominion Energy’s most recently filed Annual Reports on Form 10-K and subsequently filed Quarterly Reports
on Form 10-Q.
6
Any forward-looking statements included in this news release 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 NextEra Energy 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 news release 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, 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 of 1933, as amended.
Additional Information about the Transactions and Where to Find
It
In connection with the pending transactions, NextEra Energy has filed
with the SEC the Registration Statement, which includes a joint proxy statement of NextEra Energy and Dominion Energy that also constitutes
a prospectus of NextEra Energy. The Registration Statement was declared effective by the SEC on July 23, 2026, and NextEra filed
a definitive joint proxy statement/prospectus with the SEC on July 28, 2026. Each of NextEra Energy and Dominion Energy may also
file other relevant documents with the SEC regarding the pending transactions. This news release is not a substitute for the Registration
Statement or the definitive joint proxy statement/prospectus or any other document that NextEra Energy or Dominion Energy may file with
the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE 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 AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION
ENERGY, THE PENDING TRANSACTIONS AND RELATED MATTERS.
Investors and security holders may obtain free copies of the Registration
Statement, the definitive joint proxy statement/prospectus and other documents containing important information about NextEra Energy,
Dominion Energy and the pending transactions filed or that will be filed with the SEC through the website maintained by the SEC at www.sec.gov.
Copies of the documents filed with the SEC by NextEra Energy are available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/
or by contacting NextEra Energy’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 are 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.
7
Media and Investor Contacts
NextEra Energy
media contact:
(561) 694-4442,
media.relations@nexteraenergy.com
N
extEra
Energy investor relations contact:
Michael Dowling, (561) 694-4697, investors@nexteraenergy.com
Dominion
Energy media contact:
Jeremy Slayton, 804-771-6115,
jeremy.l.slayton@dominionenergy.com
Dominion
Energy investor relations contact:
David McFarland, (804) 819-2438,
David.M.McFarland@dominionenergy.com
8
----- tm2625368d1_ex99-2.htm -----
EX-99.2
3
tm2625368d1_ex99-2.htm
EXHIBIT 99.2
Exhibit 99.2
Our combination
benefits customers
and makes Virginia
a global energy
leader
Affordably powering the
Commonwealth’s energy
future
1
Artist's rendering only. Not an architectural drawing or final design.
All aspects depicted are conceptual and subject to change.
PRIVILEGED AND CONFIDENTIAL: SUBJECT TO JOINT DEFENSE AGREEMENT
1
2
3
Four-year residential
bill credit
Proposing to double
the benefit of
shareholder-funded
residential bill credits,
providing the $10
monthly credit for four
years instead of two by
redirecting the portion
of credits that would
otherwise go to data
centers and increasing
the aggregate
shareholder-funded
Virginia credit amount.
Ensuring data centers
pay their fair share
The companies will
work with the SCC,
General Assembly and
governor to build on
existing regulatory and
statutory provisions
that protect residential
and small business
customers from the
costs associated with
data centers.
Putting customers first in Virginia
Expanding low-income
financial assistance
Increase EnergyShare,
Dominion Energy’s
shareholder-funded
energy bill assistance
program, by $100MM
through 2038.
Long-term
affordability
Leveraging the
combined company’s
scale to buy, build,
finance and operate
more efficiently to
deliver long-term
customer benefits,
with SCC biennial
reviews to establish
fair and affordable
rates.
2
Scale matters
Buy more
Build more
Better credit
Operate more
Buy for less.
Build for less.
Finance for less.
Operate for less.
37%
Lower bills1 vs.
national average
60%+
Better reliability vs.
national average
70%+
Lower non-fuel
operations and
maintenance cost
vs. national average
Today Since 2006
Lower bills1
in real dollars
20%
Increase
customer accounts
36%+
Increase
generation capacity
60%+
Improvement
reliability
40%+
Florida Power & Light Company
proves that unmatched scale can
power growth affordably and reliably.
1. Typical 1,000-kWh monthly residential customer bill 3
1
2
3
Ensuring data
centers pay
their fair share
The companies agree and
fully support the efforts of
the SCC, the General
Assembly and the
governor to protect
residential and small
business customers from
costs associated with
data centers.
Track record of protecting customers
Florida Power & Light Company has one of America’s
most customer-protective large-load tariffs.
Dominion Energy’s specialized large-load rate class
protects residential customers.
Fully agree with and support protecting residential and
small businesses from data center costs – aligned with
the SCC, General Assembly, the governor and recent
Virginia legislation.
4
Maintain headcount levels in Virginia for
five years while building a new, NextEra
Energy shareholder-funded co-headquarters office tower which will
support 600 new NextEra Energy jobs in
Virginia, existing Dominion Energy jobs in
Virginia and future growth.
Bringing new
NextEra Energy jobs
to Virginia
RENEWABLES DEVELOPMENT EXPERTISE AND
SUPPLY CHAIN CAPABILITIES
BATTERY STORAGE CENTER OF EXCELLENCE
AND OPERATIONAL HUB
NUCLEAR & SMALL MODULAR REACTOR
FLAGSHIP INNOVATION HUB
INNOVATION CENTER FOR ENTERPRISE TECHNOLOGY
& CYBERSECURITY
5
Artist's rendering only. Not an architectural drawing or final design.
All aspects depicted are conceptual and subject to change.
NUCLEAR AND SMALL MODULAR REACTOR
FLAGSHIP INNOVATION HUB
Nuclear and small modular reactor work that shapes what
gets built across the country.
NEXTERA ENERGY’S RENEWABLES DEVELOPMENT EXPERTISE
AND SUPPLY CHAIN CAPABILITIES
A new, national-scale innovation hub for the
world’s largest generator of renewable energy.
INNOVATION CENTER FOR ENTERPRISE TECHNOLOGY
& CYBERSECURITY
A living laboratory devoted to expanding frontier
technologies to drive new technology advancements and
efficiencies that deliver affordable power and clean energy
to customers.
BATTERY STORAGE CENTER OF EXCELLENCE
AND OPERATIONAL HUB
A national battery storage fleet operations hub
in downtown Richmond.
Bringing a major
NextEra Energy presence to
downtown Richmond.
Virginia reaffirms
position as an energy
industry leader
6
Virginia leads in
defense and
technology, now it will
also lead in energy
Technology runs on electricity and the
Commonwealth is at the nexus of
both. Virginia and Richmond have
built-in advantages to become a home
for the next generation of power
investment.
Dominion
Energy
provides an
experienced
talent base
Local
universities
are natural
talent
feeders
Low cost
of living
Port city
logistical
advantages
Defense
leadership
The Virginia Advantage
Tech talent
7
A home for
homegrown talent
A commitment to partnerships with
Virginia’s best-in-class colleges and
universities.
University of Virginia 8
Representative selection of Virginia colleges and universities; not an exhaustive list.
Hampton University
Christopher Newport University
A pathway for
homegrown skills
Hands
-on training and
apprenticeships with Virginia’s
leading community and technical
colleges
—building the good
-
paying, skilled trade careers that
power Virginia’s future.
9
Lineworkers
Pipefitters
Millwrights
Power plant operators
Boilermakers
Laborers
Energy
leaders
come to
Virginia
Chief executives,
investors and
policymakers will
convene for a new,
leading global energy
summit.
10
AI
-generated rendering
A foothold for
industry blue
chips
Leading suppliers,
vendors and engineering &
construction partners
intend to establish or
expand their presence in
the state—bringing
investment, good-paying
jobs and more of the
supply chain to Virginia.
GOOD-PAYING JOB S
GOOD-PAYING JOB S
BLUE-CHIP | OEM
CONFIDENTIAL GLOBA L MANUFACTURING PARTNER
BLUE-CHIP | EPC
ENGINEERING • PROCUREMENT • CONSTRUCTION
CONFIDENTIAL GLOBA L EP C PARTNER
GOOD-PAYING JOB S
BLUE-CHIP | TECH
ENERGY TECHNOLOGY & AI DEVELOPER
11
Nine companies– and growing – intend
to bring approximately 400 good-paying jobs to Virginia if the merger is
approved.
A catalyst for
broader growth
Adding 600 NextEra Energy
enterprise jobs and 400
supplier jobs to Virginia can
unlock thousands of skilled
trades jobs and significant
capital investment over time
across the Commonwealth.
12
The scale
to build
what
America
needs
The combined
company is expected
to more than double
nationally from 110
gigawatts to 238
gigawatts of power
generation by 2032,
creating significant
job opportunities for
Virginia.
Total Generation Built
No. 1 Total Generation
No. 1 Renewables Generation
No. 1 Battery Storage
No. 2 Nuclear Generation
No. 1 Gas Generation
No. 1 Grid Technology and Cybersecurity
No. 1 Competitive Transmission
No. 1
13
Building something greater together – for Virginia
Doubling bill relief benefit
Provide bill credits to Virginia residential customers over
four years, with base rates set every two years by the SCC.
Reduce costs
Over the long term, buy, build, finance and operate more
efficiently to invest in new infrastructure more affordably.
1
2
3
4
5
Establishes Virginia as a global energy leader and home to the energy company of the future
Make Virginia more energy independent
Invest in additional solar, storage and dispatchable resources
to reduce reliance on expensive imported power.
14
6
7
8
9
10
Invest in communities
Increase shareholder-funded charitable giving in Virginia
by $7MM annually for five years.
Protect low-income customers
Increase EnergyShare, Dominion Energy’s energy bill
assistance program, by $100MM through 2038.
Co-Headquarters
Build, at shareholder expense, a NextEra Energy co-headquarters tower in Richmond.
Workforce development and suppliers
Create a $100MM workforce development fund and
establish up to a $1B Virginia Supplier Program.
Enhanced storm response
With absolutely no Virginia funding for storm restoration in
any other state, including Florida.
Virginia Clean Economy Act
Accelerate renewable and energy storage build in Virginia.
Jobs
600 NextEra Energy jobs, 400 supplier jobs and thousands
of indirect jobs across the Commonwealth.
Note: All additional commitments are subject to filing with and approval by the SCC
New
New
New New
New
New
Customer bills
and affordability
Provide $1.78B in bill credits for Virginia customers over two years, with future base rates set through
the State Corporation Commission’s biennial review.
Credits provide relief to customers while longer-term benefits of scale are realized in subsequent
biennial reviews.
Hold customers harmless from all transaction, transition, acquisition-premium, financing and
restructuring costs.
Local regulation,
accountability
and leadership
Maintain dual headquarters in Richmond and Juno Beach.
Preserve Dominion Energy Virginia’s local leadership, workforce, oversight and energy mix.
Maintain Dominion Energy Virginia Board of Directors comprised solely of Virginia residents.
Maintain separate books, credit and capital structure, with existing affiliate safeguards and
Commission review.
Keep Dominion Energy Virginia locally led, separately regulated and accountable to the State
Corporation Commission.
Dominion Energy CEO Bob Blue will lead all NextEra Energy regulated utilities.
Ed Baine will continue to lead Dominion Energy Virginia, which retains its name.
Dominion Energy Virginia’s president will remain a Virginia resident.
NextEra Energy CEO maintains a Virginia residence.
Existing Commitments
15
Note: This is intended as a summary of commitments and testimony more fully detailed in filings with SCC
Jobs and
employees
Provide 18 months of job protection; non-union employees receive two years of current
compensation and comparable benefits.
Honor existing labor agreements and maintain constructive union relationships.
Generation,
reliability
and storm
response
Apply best practices across customer service, storm response, grid modernization,
technology and operations.
Proven track record with Florida Power & Light Company delivering reliability 60%+ better
and typical bills 37% below the national average.
Community
investment Increase shareholder-funded charitable giving in Virginia by $35MM total over five years.
Existing Commitments
16
Note: This is intended as a summary of commitments and testimony more fully detailed in filings with SCC
Expanded Commitments
Customer bills and
affordability
• Double $10 monthly bill credits for residential customers by extending from two to four years by:
o Increasing the aggregate shareholder-funded Virginia customer rate credit amount.
o Working with the SCC to redirect hyperscalers’ share of the credit to residential customers.
• Enhance protections for low-income customers by offering affordable payment plans and
increasing EnergyShare, Dominion Energy’s shareholder-funded energy bill assistance program,
by $100MM through 2038.
New jobs and a
new headquarters
building
• Maintain Virginia employee headcount levels for five years.
• Add 600 new NextEra Energy jobs and 400 supplier jobs in Virginia which, in turn, are expected to
support thousands of indirect jobs across Virginia.
• Build, at shareholder expense, a new NextEra Energy co-headquarters tower in downtown
Richmond to accommodate new NextEra Energy jobs and Dominion Energy employees.
Economic
development and
community
investment
• Contribute $100MM to directly support workforce development.
o Includes an independent organization to operate an economic development fund for
Virginia, governed by a board drawn from the Commonwealth’s trade schools, colleges,
universities, technical colleges and community colleges, directed at training Virginians for
the jobs this global leadership opportunity creates.
o Includes working with union partners to support career development and hands-on training.
• Host a leading global energy summit in Virginia, bringing executives, investors and policymakers
to the Commonwealth.
17 Note: All additional commitments are subject to filing with and approval by the SCC
Expanded Commitments
Local governance
and presence
• Combined company board meetings will be held in both Virginia and Florida.
• Position Virginia to support national-scale work in renewables development and supply chain, battery
storage operations, nuclear/SMR innovation, enterprise technology and cybersecurity.
Local suppliers
and workforce
• Create up to a $1B annual, five-year Virginia Supplier Program through spending commitments that
support cost-competitive contractors, suppliers and service providers doing business in Virginia.
• Use the combined company's purchasing scale to bring suppliers, vendors and engineering and
construction partners into the state and work collaboratively with the Port of Virginia to expand the
energy supply chain.
• Hire local firms and workers to help with the construction of the new NextEra Energy office tower,
similar to the construction of the Dominion Energy tower.
Large load
• The companies agree and fully support the efforts of the SCC, the General Assembly and the governor
to protect residential and small business customers from costs associated with data centers.
Generation,
imports and
reliability
• Work to accelerate the build of Virginia generation, including solar, storage, dispatchable resources
and nuclear, to serve customers and reduce DEV’s reliance on expensive imported power.
• Leverage combined experience, scale, supply chain and construction platform to accelerate
renewable and storage build in support of the Virginia Clean Economy Act.
• Enhanced Virginia storm response and mutual aid – with absolutely no Virginia funding for Florida
storm restoration.
18 Note: All additional commitments are subject to filing with and approval by the SCC
Artist's rendering only. Not an architectural drawing or final design.
All aspects depicted are conceptual and subject to change.
Let’s build the
future together
across Virginia
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Cautionary Information
This communication 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 communication, including, among other
things, statements regarding the proposed business
combination transaction between NextEra Energy,
Inc. (NextEra Energy) and Dominion Energy, Inc.
(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
transactions and other aspects of NextEra Energy’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, NextEra Energy 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 NextEra Energy’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 NextEra Energy 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 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;
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 NextEra Energy and in the financial
results of NextEra Energy 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 definitive proxy
statement/prospectus filed by Dominion Energy with
the Securities and Exchange Commission (SEC) on
July 28, 2026 (available at
https://www.sec.gov/Archives/edgar/data/715957/0
00110465926087585/tm2621467-2_defm14a.htm)
describes additional risks relating to the proposed
transactions and combined company. While the list
of factors presented here and the list of factors
presented in Dominion Energy’s definitive 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 NextEra Energy’s
and Dominion Energy’s respective periodic reports
and other filings with the SEC, including the risk
factors contained in NextEra Energy’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
communication 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
NextEra Energy 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.
20
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Cautionary Information (continued)
No offer or solicitation
This communication 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, 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 of 1933, as amended.
Additional Information about the Transactions and Where to Find It
In connection with the pending transactions, NextEra Energy has filed with the SEC the Registration Statement, which includes a joint proxy statement of NextEra Energy and Dominion
Energy that also constitutes a prospectus of NextEra Energy. The Registration Statement was declared effective by the SEC on July 23, 2026, and NextEra filed a definitive joint proxy
statement/prospectus with the SEC on July 28, 2026. Each of NextEra Energy and Dominion Energy may also file other relevant d ocuments with the SEC regarding the pending
transactions. This communication is not a substitute for the Registration Statement or the definitive joint proxy statement/prospectus or any other document that NextEra Energy or
Dominion Energy may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE 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 AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION
ENERGY, THE PENDING TRANSACTIONS AND RELATED MATTERS.
Investors and security holders may obtain free copies of the Registration Statement, the definitive joint proxy statement/prospectus and other documents containing important
information about NextEra Energy, Dominion Energy and the pending transactions filed or that will be filed with the SEC through the website maintained by the SEC at www.sec.gov.
Copies of the documents filed with the SEC by NextEra Energy are available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/ or by contacting
NextEra Energy’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 are 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.
21
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:
September 14,
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:
x
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 7 – REGULATION FD
Item 7.01 Regulation FD Disclosure
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, CS Holdco,
LLC, a Virginia limited liability company and direct wholly owned subsidiary of NEE, and Dominion Energy, Inc., a Virginia corporation
(Dominion Energy), entered into an Agreement and Plan of Merger (the Merger Agreement). The purpose of this Current Report on Form 8-K
is to provide an update related to the Merger Agreement.
On September 14, 2026, NEE and Dominion Energy
issued a joint press release announcing an enhanced Virginia benefits package in connection with the Merger Agreement. The press release
refers to an associated stakeholder presentation regarding matters addressed in the press release. Copies of the press release and stakeholder presentation
are attached as Exhibit 99.1 and Exhibit 99.2 to this Report, respectively, and are incorporated by reference herein.
The information contained in Item 7.01 of this
Report, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in Item 7.01 of
this Report, including Exhibit 99.1 and Exhibit 99.2, shall not be incorporated by reference into any filing of NEE, whether made before,
on or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific
reference to such filing.
SECTION 9 – FINANCIAL STATEMENTS AND
EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d)
Exhibits.
Exhibit
Number
Description
99.1
Joint
Press Release dated September 14, 2026
99.2
Stakeholder
Presentation dated September 14, 2026
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: September 14, 2026
NEXTERA
ENERGY, INC.
(Registrant)
/s/
Charles E. Sieving
Charles
E. Sieving
Executive
Vice President, Chief Legal, Environmental and Federal Regulatory Affairs Officer
----- tm2625368d1_ex99-1.htm -----
EX-99.1
2
tm2625368d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
NextEra Energy and Dominion Energy
announce transformational Virginia benefits package that puts customers first and positions the Commonwealth as a global energy leader
Enhanced package would deliver long-term residential bill relief,
create 1,000 new direct jobs in Virginia, accelerate clean energy development and build a new shareholder-funded co-headquarters tower
for the combined company in downtown Richmond
·
Puts customers first
by doubling residential bill credits from
two years to four years, expanding low-income financial assistance by increasing EnergyShare, Dominion Energy’s shareholder-funded
energy bill assistance program, by $100 million through 2038 and holding customers harmless from merger costs.
·
Delivers long-term affordability benefits
by leveraging the combined
company’s scale to buy, build, finance and operate more efficiently — a model demonstrated by Florida Power & Light
Company’s track record of delivering typical residential bills more than 37% below the national average and reliability more than
60% better than the national average. Regular reviews by the Virginia State Corporation Commission will set base rates and ensure accountability.
·
Protects Virginia's families and small businesses
by reaffirming
support for the efforts of the State Corporation Commission, the General Assembly and the Governor to protect residential and business
customers from costs associated with serving data centers.
·
Builds more clean energy and battery storage faster
by accelerating
solar, storage and other resources in Virginia to affordably power the Commonwealth’s growth, advance the Virginia Clean Economy
Act and reduce reliance on expensive imported power.
·
Positions Virginia as a global energy leader
by maintaining current
employee headcount levels in Virginia for five years, bringing 1,000 new direct jobs to the Commonwealth, building a new shareholder-funded
co-headquarters tower for the combined company in Richmond and supporting work in renewable energy development and supply chain management,
battery storage operations, nuclear and small modular reactor innovation, enterprise technology and cybersecurity, among others.
·
Invests in Virginia’s workforce and supply chain
through
a $100 million workforce development fund, up to a $1 billion annual, five-year Virginia Supplier Program and a new annual global energy
summit in Virginia.
·
Keeps Dominion Energy Virginia local
by preserving its name,
local leadership, employee workforce and accountability to the State Corporation Commission.
JUNO BEACH, Fla. and RICHMOND, Va., Sept. 14, 2026
—
In direct response to feedback from policymakers and other stakeholders, NextEra Energy, Inc. (NYSE: NEE) and Dominion Energy, Inc.
(NYSE: D) today announced a transformational Virginia benefits package as part of their proposed combination, designed to put customers
first while positioning the Commonwealth as a global energy leader with long-term bill relief for residential customers, long-term affordability
benefits, data center cost protections, accelerated clean energy deployment and thousands of new direct and indirect jobs in Richmond
and across the Commonwealth.
1
The package is organized around the priorities Virginians have made
clear: affordability, jobs and building more clean energy and battery storage faster to decrease reliance on expensive imports. It puts
customers first by proposing four years of residential bill credits, delivering long-term affordability benefits, expanding low-income
financial assistance and ensuring data centers pay their fair share. At the same time, it would position Virginia as a global energy leader,
with a major new NextEra Energy presence in Richmond, significant new jobs across Virginia, a stronger local supply chain and national-scale
energy innovation anchored in the Commonwealth.
“This is a Virginia-first package, and it starts with customers,”
said John Ketchum, chairman, president and CEO of NextEra Energy. “We are proposing to double residential bill relief from two years
to four years, along with expanded low-income financial assistance and long-term affordability benefits. We are also reaffirming our support
for the State Corporation Commission, Governor and General Assembly’s efforts to protect residential and small business customers
from costs associated with serving data centers. Just as important, this package would help Virginia build more of the clean energy and
infrastructure it needs faster, so the Commonwealth can reduce its reliance on expensive imported power. And it would do that while positioning
Virginia as a major energy leader, bringing NextEra Energy jobs, good-paying supplier jobs, workforce investment, economic development
and national-scale energy technology and innovation to Virginia. This is the kind of customer-focused, job-creating package this combination
makes possible.”
“Dominion Energy Virginia will remain locally led, separately
regulated and accountable to the State Corporation Commission,” said Robert Blue, chair, president and CEO of Dominion Energy. “The
same local teams, led by Ed Baine, that customers know and trust will continue serving the Commonwealth. This package builds on that foundation
by adding NextEra Energy’s scale, capital and capabilities to help support Virginia’s growth while keeping customers, reliability
and affordability at the center of everything we do. It brings new jobs, maintains our existing Virginia employee headcount levels for
five years and positions the Commonwealth to become a global energy leader. The benefits to our customers and the Commonwealth from this
combination are things we cannot deliver on our own.”
Putting customers first
Under the expanded package, the companies would seek to double residential
bill relief, extending
$10 per month in bill credits from the previously proposed two years to four years,
by working with the
State Corporation Commission (SCC) to redirect the portion of credits that would otherwise go to large-scale data centers toward additional
relief for residential customers and increasing the aggregate shareholder-funded Virginia customer credit amount.
The companies would also expand low-income financial assistance by
increasing
EnergyShare
, Dominion Energy’s shareholder-funded energy bill assistance program, by
$100 million through 2038
and reaffirm their existing commitment to hold customers harmless from all merger costs. Customers will not pay one cent for this
combination.
The companies said the package would support long-term affordability
by using the combined company’s scale to buy, build, finance and operate more efficiently over time, with future base rates continuing
to be set by the SCC once every two years. When combined with the credits, customers are receiving long-term affordability benefits that
a standalone Dominion Energy cannot offer.
2
The benefits of scale
The long-term customer benefits in the expanded package are grounded
in NextEra Energy’s operating track record and scale advantages that have translated into lower costs and stronger outcomes for
customers over time. The ability to buy, build, operate and finance more efficiently helps drive affordability over the long term.
Since 2006, NextEra Energy’s utility subsidiary, Florida Power &
Light Company (FPL), has increased customer accounts by more than 36% and generation capacity by more than 60%, while improving reliability
by more than 40% and lowering bills by 20% in real dollars. Today, FPL’s non-fuel operations and maintenance expense is more than
70% below the national average, its typical residential bills are 37% below the national average, and its reliability is more than 60%
better than the national average, all while making investments in affordable generation to keep pace with increasing electric demand in
the 14th largest economy in the world.
While Dominion Energy Virginia would remain locally led, separately
regulated and accountable to the SCC, those same scale advantages and operating efficiencies are some of the core long-term benefits NextEra
Energy would bring to Virginia.
Ensuring data centers pay their fair share
NextEra Energy and Dominion Energy also reaffirmed their support for
the efforts of the SCC, General Assembly and Governor to protect residential and small business customers from costs associated with serving
data centers.
The companies said that principle is consistent with Dominion Energy’s
GS-5 rate class, FPL’s large-load tariff (which is one of the most protective in the nation), both companies’ support for
the Ratepayer Protection Pledge and Virginia’s recently passed legislation, which reinforces that data centers should pay their
fair share.
Building more clean energy and infrastructure faster
The expanded package would help accelerate the buildout of Virginia
generation, including solar, storage, dispatchable resources and nuclear, while leveraging the combined company’s existing Virginia
assets, like the Virginia City Hybrid Energy Center, to support reliability as the Commonwealth builds the next generation of energy infrastructure.
The companies would also leverage their combined experience, supply
chain, construction platform and scale to accelerate renewable energy and storage development in accordance with the Virginia Clean Economy
Act.
“Virginia should not have to choose between affordability, reliability
and clean energy,” Blue said. “The answer is to build affordably, build faster and build in a way that protects customers.”
Making Virginia a global energy leader
The expanded package would position Virginia, anchored by Richmond
and connected to communities across the Commonwealth, as a major center for the future of energy.
NextEra Energy would maintain current employee headcount levels in
Virginia for five years, add
600 new NextEra Energy jobs
in Virginia and work with suppliers who are expected to bring
400
additional jobs
to the Commonwealth. NextEra Energy also would build, at its shareholders’ expense, a new NextEra Energy
office tower in Richmond beside the existing Dominion Energy headquarters building as a part of the combined company’s co-headquarters
to accommodate the new jobs as well as existing Dominion Energy jobs and future growth.
3
The new Richmond presence would support work in renewable energy development
and supply chain management, battery storage operations, nuclear and small modular reactor innovation, enterprise technology and cybersecurity,
among others.
The companies also would host an annual
global energy summit in
Virginia
, bringing chief executives, investors and policymakers to focus on innovation, technology and the energy infrastructure required
to power economic growth.
“Virginia already leads in technology and defense,” Ketchum
said. “With this combination, Virginia can also lead in energy.”
Investing in Virginia workers and suppliers
The companies would contribute
$100 million
to directly support
workforce development in Virginia. The investment would include working with union partners to support career development, hands-on training
and apprenticeships and establish a newly created independent organization to operate a workforce development fund for Virginia, governed
by a board drawn from the Commonwealth's trade schools, colleges, universities, technical colleges and community colleges, directed at
training Virginians for the jobs this global leadership opportunity would create.
The companies would establish up to a
$1 billion annual, five-year
Virginia Supplier Program
through spending commitments that support cost-competitive contractors, suppliers and service providers
doing business in Virginia. They would use the combined company’s purchasing scale to bring suppliers, vendors and engineering and
construction partners into the state, expand the role of the Port of Virginia in the energy supply chain and hire local firms and workers
to help build the new NextEra Energy office tower. Already, more than nine other companies intend to establish or expand their presence
in Virginia if the combination is approved, bringing additional investment and good-paying jobs to the Commonwealth.
Keeping Dominion Energy Virginia local
The expanded package builds on existing commitments to maintain dual
headquarters in Richmond and Juno Beach, preserve Dominion Energy Virginia’s local leadership, workforce, oversight and energy mix,
maintain the Virginia-based board of directors for Dominion Energy Virginia just as it is today and keep Dominion Energy Virginia locally
led, separately regulated and accountable to the SCC.
Dominion Energy Virginia would retain its name. Ed Baine would continue
to lead Dominion Energy Virginia. Dominion Energy Virginia’s president would remain a Virginia resident. Bob Blue would lead all
NextEra Energy regulated utilities. NextEra Energy’s CEO would maintain a Virginia residence.
The companies also reaffirmed their commitment to enhanced Virginia
storm response and mutual aid, with absolutely no Virginia funding for Florida storm restoration.
Building something greater together
“This package answers the central question before Virginia: how
do we keep bills affordable, protect customers, create jobs and build the energy infrastructure the Commonwealth needs to grow while driving
energy independence?” Ketchum said. “The answer is a stronger Dominion Energy Virginia, still local, still regulated in Virginia,
with the scale, low-cost platform and capabilities of NextEra Energy behind it.”
4
Blue added, “This combination is about building something greater
together for Virginia: stronger customer benefits, more jobs, more clean energy, more local investment and a utility that remains focused
on the customers and communities it serves.”
Regulatory review and approvals
The proposed combination remains subject to required regulatory approvals,
the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act, and other customary closing
conditions. The companies today submitted additional information regarding this enhanced Virginia benefits package to the SCC.
These commitments are contingent upon approval and closing of the proposed
combination. In the event of any inconsistency, the commitments contained in the companies' regulatory filings, as approved by the applicable
regulatory authorities, will govern.
The companies continue to expect the transaction to close in the second
half of 2027.
Additional information
For more information about the proposed combination, including a presentation
detailing the companies’ commitments and benefits for customers and the Commonwealth, please visit
DominionNextEraFuture.com
.
About NextEra Energy
NextEra Energy, Inc. (NYSE: NEE) is the largest electric power
and energy infrastructure company in North America and is a leading provider of electricity to American homes and businesses. Headquartered
in Juno Beach, Florida, NextEra Energy is a Fortune 200 company that owns Florida Power & Light Company, America's largest electric
utility, which provides reliable electricity to approximately 12 million people across Florida. NextEra Energy also owns the largest
energy infrastructure development company in the U.S., NextEra Energy Resources, LLC. NextEra Energy and its affiliated entities are
meeting America's growing energy needs with a diverse mix of energy sources, including natural gas, nuclear, renewable energy and battery
storage. For more information about NextEra Energy companies, visit these websites:
www.NextEraEnergy.com, www.FPL.com, www.NextEraEnergyResources.com
.
About Dominion Energy
Dominion Energy, Inc. (NYSE: D), headquartered in Richmond, Virginia,
provides electricity service to 3.6 million homes and businesses in Virginia and the Carolinas and natural gas service to 500,000 customers
in South Carolina. For more information, visit
www.DominionEnergy.com
.
###
5
Forward-Looking Statements
This news release 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 news release, including, among other things, statements regarding the
proposed business combination transaction between NextEra Energy, Inc. (NextEra Energy) and Dominion Energy, Inc. (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 transactions and other aspects of NextEra Energy’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, NextEra Energy 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 NextEra Energy’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 NextEra Energy 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 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; 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 NextEra Energy and in the financial results of NextEra Energy 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 definitive proxy statement/prospectus
filed by Dominion Energy with the Securities and Exchange Commission (SEC) on July 28, 2026 (available at https://www.sec.gov/Archives/edgar/data/715957/000110465926087585/tm2621467-2_defm14a.htm)
describes additional risks relating to the proposed transactions and combined company. While the list of factors presented here and the
list of factors presented in Dominion Energy’s definitive 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 NextEra Energy’s
and Dominion Energy’s respective periodic reports and other filings with the SEC, including the risk factors contained in NextEra
Energy’s and Dominion Energy’s most recently filed Annual Reports on Form 10-K and subsequently filed Quarterly Reports
on Form 10-Q.
6
Any forward-looking statements included in this news release 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 NextEra Energy 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 news release 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, 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 of 1933, as amended.
Additional Information about the Transactions and Where to Find
It
In connection with the pending transactions, NextEra Energy has filed
with the SEC the Registration Statement, which includes a joint proxy statement of NextEra Energy and Dominion Energy that also constitutes
a prospectus of NextEra Energy. The Registration Statement was declared effective by the SEC on July 23, 2026, and NextEra filed
a definitive joint proxy statement/prospectus with the SEC on July 28, 2026. Each of NextEra Energy and Dominion Energy may also
file other relevant documents with the SEC regarding the pending transactions. This news release is not a substitute for the Registration
Statement or the definitive joint proxy statement/prospectus or any other document that NextEra Energy or Dominion Energy may file with
the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE 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 AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION
ENERGY, THE PENDING TRANSACTIONS AND RELATED MATTERS.
Investors and security holders may obtain free copies of the Registration
Statement, the definitive joint proxy statement/prospectus and other documents containing important information about NextEra Energy,
Dominion Energy and the pending transactions filed or that will be filed with the SEC through the website maintained by the SEC at www.sec.gov.
Copies of the documents filed with the SEC by NextEra Energy are available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/
or by contacting NextEra Energy’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 are 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.
7
Media and Investor Contacts
NextEra Energy
media contact:
(561) 694-4442,
media.relations@nexteraenergy.com
N
extEra
Energy investor relations contact:
Michael Dowling, (561) 694-4697, investors@nexteraenergy.com
Dominion
Energy media contact:
Jeremy Slayton, 804-771-6115,
jeremy.l.slayton@dominionenergy.com
Dominion
Energy investor relations contact:
David McFarland, (804) 819-2438,
David.M.McFarland@dominionenergy.com
8
----- tm2625368d1_ex99-2.htm -----
EX-99.2
3
tm2625368d1_ex99-2.htm
EXHIBIT 99.2
Exhibit 99.2
Our combination
benefits customers
and makes Virginia
a global energy
leader
Affordably powering the
Commonwealth’s energy
future
1
Artist's rendering only. Not an architectural drawing or final design.
All aspects depicted are conceptual and subject to change.
PRIVILEGED AND CONFIDENTIAL: SUBJECT TO JOINT DEFENSE AGREEMENT
1
2
3
Four-year residential
bill credit
Proposing to double
the benefit of
shareholder-funded
residential bill credits,
providing the $10
monthly credit for four
years instead of two by
redirecting the portion
of credits that would
otherwise go to data
centers and increasing
the aggregate
shareholder-funded
Virginia credit amount.
Ensuring data centers
pay their fair share
The companies will
work with the SCC,
General Assembly and
governor to build on
existing regulatory and
statutory provisions
that protect residential
and small business
customers from the
costs associated with
data centers.
Putting customers first in Virginia
Expanding low-income
financial assistance
Increase EnergyShare,
Dominion Energy’s
shareholder-funded
energy bill assistance
program, by $100MM
through 2038.
Long-term
affordability
Leveraging the
combined company’s
scale to buy, build,
finance and operate
more efficiently to
deliver long-term
customer benefits,
with SCC biennial
reviews to establish
fair and affordable
rates.
2
Scale matters
Buy more
Build more
Better credit
Operate more
Buy for less.
Build for less.
Finance for less.
Operate for less.
37%
Lower bills1 vs.
national average
60%+
Better reliability vs.
national average
70%+
Lower non-fuel
operations and
maintenance cost
vs. national average
Today Since 2006
Lower bills1
in real dollars
20%
Increase
customer accounts
36%+
Increase
generation capacity
60%+
Improvement
reliability
40%+
Florida Power & Light Company
proves that unmatched scale can
power growth affordably and reliably.
1. Typical 1,000-kWh monthly residential customer bill 3
1
2
3
Ensuring data
centers pay
their fair share
The companies agree and
fully support the efforts of
the SCC, the General
Assembly and the
governor to protect
residential and small
business customers from
costs associated with
data centers.
Track record of protecting customers
Florida Power & Light Company has one of America’s
most customer-protective large-load tariffs.
Dominion Energy’s specialized large-load rate class
protects residential customers.
Fully agree with and support protecting residential and
small businesses from data center costs – aligned with
the SCC, General Assembly, the governor and recent
Virginia legislation.
4
Maintain headcount levels in Virginia for
five years while building a new, NextEra
Energy shareholder-funded co-headquarters office tower which will
support 600 new NextEra Energy jobs in
Virginia, existing Dominion Energy jobs in
Virginia and future growth.
Bringing new
NextEra Energy jobs
to Virginia
RENEWABLES DEVELOPMENT EXPERTISE AND
SUPPLY CHAIN CAPABILITIES
BATTERY STORAGE CENTER OF EXCELLENCE
AND OPERATIONAL HUB
NUCLEAR & SMALL MODULAR REACTOR
FLAGSHIP INNOVATION HUB
INNOVATION CENTER FOR ENTERPRISE TECHNOLOGY
& CYBERSECURITY
5
Artist's rendering only. Not an architectural drawing or final design.
All aspects depicted are conceptual and subject to change.
NUCLEAR AND SMALL MODULAR REACTOR
FLAGSHIP INNOVATION HUB
Nuclear and small modular reactor work that shapes what
gets built across the country.
NEXTERA ENERGY’S RENEWABLES DEVELOPMENT EXPERTISE
AND SUPPLY CHAIN CAPABILITIES
A new, national-scale innovation hub for the
world’s largest generator of renewable energy.
INNOVATION CENTER FOR ENTERPRISE TECHNOLOGY
& CYBERSECURITY
A living laboratory devoted to expanding frontier
technologies to drive new technology advancements and
efficiencies that deliver affordable power and clean energy
to customers.
BATTERY STORAGE CENTER OF EXCELLENCE
AND OPERATIONAL HUB
A national battery storage fleet operations hub
in downtown Richmond.
Bringing a major
NextEra Energy presence to
downtown Richmond.
Virginia reaffirms
position as an energy
industry leader
6
Virginia leads in
defense and
technology, now it will
also lead in energy
Technology runs on electricity and the
Commonwealth is at the nexus of
both. Virginia and Richmond have
built-in advantages to become a home
for the next generation of power
investment.
Dominion
Energy
provides an
experienced
talent base
Local
universities
are natural
talent
feeders
Low cost
of living
Port city
logistical
advantages
Defense
leadership
The Virginia Advantage
Tech talent
7
A home for
homegrown talent
A commitment to partnerships with
Virginia’s best-in-class colleges and
universities.
University of Virginia 8
Representative selection of Virginia colleges and universities; not an exhaustive list.
Hampton University
Christopher Newport University
A pathway for
homegrown skills
Hands
-on training and
apprenticeships with Virginia’s
leading community and technical
colleges
—building the good
-
paying, skilled trade careers that
power Virginia’s future.
9
Lineworkers
Pipefitters
Millwrights
Power plant operators
Boilermakers
Laborers
Energy
leaders
come to
Virginia
Chief executives,
investors and
policymakers will
convene for a new,
leading global energy
summit.
10
AI
-generated rendering
A foothold for
industry blue
chips
Leading suppliers,
vendors and engineering &
construction partners
intend to establish or
expand their presence in
the state—bringing
investment, good-paying
jobs and more of the
supply chain to Virginia.
GOOD-PAYING JOB S
GOOD-PAYING JOB S
BLUE-CHIP | OEM
CONFIDENTIAL GLOBA L MANUFACTURING PARTNER
BLUE-CHIP | EPC
ENGINEERING • PROCUREMENT • CONSTRUCTION
CONFIDENTIAL GLOBA L EP C PARTNER
GOOD-PAYING JOB S
BLUE-CHIP | TECH
ENERGY TECHNOLOGY & AI DEVELOPER
11
Nine companies– and growing – intend
to bring approximately 400 good-paying jobs to Virginia if the merger is
approved.
A catalyst for
broader growth
Adding 600 NextEra Energy
enterprise jobs and 400
supplier jobs to Virginia can
unlock thousands of skilled
trades jobs and significant
capital investment over time
across the Commonwealth.
12
The scale
to build
what
America
needs
The combined
company is expected
to more than double
nationally from 110
gigawatts to 238
gigawatts of power
generation by 2032,
creating significant
job opportunities for
Virginia.
Total Generation Built
No. 1 Total Generation
No. 1 Renewables Generation
No. 1 Battery Storage
No. 2 Nuclear Generation
No. 1 Gas Generation
No. 1 Grid Technology and Cybersecurity
No. 1 Competitive Transmission
No. 1
13
Building something greater together – for Virginia
Doubling bill relief benefit
Provide bill credits to Virginia residential customers over
four years, with base rates set every two years by the SCC.
Reduce costs
Over the long term, buy, build, finance and operate more
efficiently to invest in new infrastructure more affordably.
1
2
3
4
5
Establishes Virginia as a global energy leader and home to the energy company of the future
Make Virginia more energy independent
Invest in additional solar, storage and dispatchable resources
to reduce reliance on expensive imported power.
14
6
7
8
9
10
Invest in communities
Increase shareholder-funded charitable giving in Virginia
by $7MM annually for five years.
Protect low-income customers
Increase EnergyShare, Dominion Energy’s energy bill
assistance program, by $100MM through 2038.
Co-Headquarters
Build, at shareholder expense, a NextEra Energy co-headquarters tower in Richmond.
Workforce development and suppliers
Create a $100MM workforce development fund and
establish up to a $1B Virginia Supplier Program.
Enhanced storm response
With absolutely no Virginia funding for storm restoration in
any other state, including Florida.
Virginia Clean Economy Act
Accelerate renewable and energy storage build in Virginia.
Jobs
600 NextEra Energy jobs, 400 supplier jobs and thousands
of indirect jobs across the Commonwealth.
Note: All additional commitments are subject to filing with and approval by the SCC
New
New
New New
New
New
Customer bills
and affordability
Provide $1.78B in bill credits for Virginia customers over two years, with future base rates set through
the State Corporation Commission’s biennial review.
Credits provide relief to customers while longer-term benefits of scale are realized in subsequent
biennial reviews.
Hold customers harmless from all transaction, transition, acquisition-premium, financing and
restructuring costs.
Local regulation,
accountability
and leadership
Maintain dual headquarters in Richmond and Juno Beach.
Preserve Dominion Energy Virginia’s local leadership, workforce, oversight and energy mix.
Maintain Dominion Energy Virginia Board of Directors comprised solely of Virginia residents.
Maintain separate books, credit and capital structure, with existing affiliate safeguards and
Commission review.
Keep Dominion Energy Virginia locally led, separately regulated and accountable to the State
Corporation Commission.
Dominion Energy CEO Bob Blue will lead all NextEra Energy regulated utilities.
Ed Baine will continue to lead Dominion Energy Virginia, which retains its name.
Dominion Energy Virginia’s president will remain a Virginia resident.
NextEra Energy CEO maintains a Virginia residence.
Existing Commitments
15
Note: This is intended as a summary of commitments and testimony more fully detailed in filings with SCC
Jobs and
employees
Provide 18 months of job protection; non-union employees receive two years of current
compensation and comparable benefits.
Honor existing labor agreements and maintain constructive union relationships.
Generation,
reliability
and storm
response
Apply best practices across customer service, storm response, grid modernization,
technology and operations.
Proven track record with Florida Power & Light Company delivering reliability 60%+ better
and typical bills 37% below the national average.
Community
investment Increase shareholder-funded charitable giving in Virginia by $35MM total over five years.
Existing Commitments
16
Note: This is intended as a summary of commitments and testimony more fully detailed in filings with SCC
Expanded Commitments
Customer bills and
affordability
• Double $10 monthly bill credits for residential customers by extending from two to four years by:
o Increasing the aggregate shareholder-funded Virginia customer rate credit amount.
o Working with the SCC to redirect hyperscalers’ share of the credit to residential customers.
• Enhance protections for low-income customers by offering affordable payment plans and
increasing EnergyShare, Dominion Energy’s shareholder-funded energy bill assistance program,
by $100MM through 2038.
New jobs and a
new headquarters
building
• Maintain Virginia employee headcount levels for five years.
• Add 600 new NextEra Energy jobs and 400 supplier jobs in Virginia which, in turn, are expected to
support thousands of indirect jobs across Virginia.
• Build, at shareholder expense, a new NextEra Energy co-headquarters tower in downtown
Richmond to accommodate new NextEra Energy jobs and Dominion Energy employees.
Economic
development and
community
investment
• Contribute $100MM to directly support workforce development.
o Includes an independent organization to operate an economic development fund for
Virginia, governed by a board drawn from the Commonwealth’s trade schools, colleges,
universities, technical colleges and community colleges, directed at training Virginians for
the jobs this global leadership opportunity creates.
o Includes working with union partners to support career development and hands-on training.
• Host a leading global energy summit in Virginia, bringing executives, investors and policymakers
to the Commonwealth.
17 Note: All additional commitments are subject to filing with and approval by the SCC
Expanded Commitments
Local governance
and presence
• Combined company board meetings will be held in both Virginia and Florida.
• Position Virginia to support national-scale work in renewables development and supply chain, battery
storage operations, nuclear/SMR innovation, enterprise technology and cybersecurity.
Local suppliers
and workforce
• Create up to a $1B annual, five-year Virginia Supplier Program through spending commitments that
support cost-competitive contractors, suppliers and service providers doing business in Virginia.
• Use the combined company's purchasing scale to bring suppliers, vendors and engineering and
construction partners into the state and work collaboratively with the Port of Virginia to expand the
energy supply chain.
• Hire local firms and workers to help with the construction of the new NextEra Energy office tower,
similar to the construction of the Dominion Energy tower.
Large load
• The companies agree and fully support the efforts of the SCC, the General Assembly and the governor
to protect residential and small business customers from costs associated with data centers.
Generation,
imports and
reliability
• Work to accelerate the build of Virginia generation, including solar, storage, dispatchable resources
and nuclear, to serve customers and reduce DEV’s reliance on expensive imported power.
• Leverage combined experience, scale, supply chain and construction platform to accelerate
renewable and storage build in support of the Virginia Clean Economy Act.
• Enhanced Virginia storm response and mutual aid – with absolutely no Virginia funding for Florida
storm restoration.
18 Note: All additional commitments are subject to filing with and approval by the SCC
Artist's rendering only. Not an architectural drawing or final design.
All aspects depicted are conceptual and subject to change.
Let’s build the
future together
across Virginia
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Cautionary Information
This communication 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 communication, including, among other
things, statements regarding the proposed business
combination transaction between NextEra Energy,
Inc. (NextEra Energy) and Dominion Energy, Inc.
(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
transactions and other aspects of NextEra Energy’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, NextEra Energy 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 NextEra Energy’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 NextEra Energy 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 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;
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 NextEra Energy and in the financial
results of NextEra Energy 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 definitive proxy
statement/prospectus filed by Dominion Energy with
the Securities and Exchange Commission (SEC) on
July 28, 2026 (available at
https://www.sec.gov/Archives/edgar/data/715957/0
00110465926087585/tm2621467-2_defm14a.htm)
describes additional risks relating to the proposed
transactions and combined company. While the list
of factors presented here and the list of factors
presented in Dominion Energy’s definitive 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 NextEra Energy’s
and Dominion Energy’s respective periodic reports
and other filings with the SEC, including the risk
factors contained in NextEra Energy’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
communication 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
NextEra Energy 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.
20
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No offer or solicitation
This communication 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, 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 of 1933, as amended.
Additional Information about the Transactions and Where to Find It
In connection with the pending transactions, NextEra Energy has filed with the SEC the Registration Statement, which includes a joint proxy statement of NextEra Energy and Dominion
Energy that also constitutes a prospectus of NextEra Energy. The Registration Statement was declared effective by the SEC on July 23, 2026, and NextEra filed a definitive joint proxy
statement/prospectus with the SEC on July 28, 2026. Each of NextEra Energy and Dominion Energy may also file other relevant d ocuments with the SEC regarding the pending
transactions. This communication is not a substitute for the Registration Statement or the definitive joint proxy statement/prospectus or any other document that NextEra Energy or
Dominion Energy may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE 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 AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT NEXTERA ENERGY, DOMINION
ENERGY, THE PENDING TRANSACTIONS AND RELATED MATTERS.
Investors and security holders may obtain free copies of the Registration Statement, the definitive joint proxy statement/prospectus and other documents containing important
information about NextEra Energy, Dominion Energy and the pending transactions filed or that will be filed with the SEC through the website maintained by the SEC at www.sec.gov.
Copies of the documents filed with the SEC by NextEra Energy are available free of charge on NextEra Energy’s website at http://www.investor.nexteraenergy.com/ or by contacting
NextEra Energy’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 are 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.
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