8-KOther EventsExhibits & Filings

NEXTERA ENERGY INC 8-K Report, Corporate Update (Aug 11, 2026)

Filed August 11, 2026For Securities:NEENEE-PNNEE-PSNEE-PTNEE-PWNEE-PVNEE-PU

Summary

NextEra Energy, Inc. (NEE) has filed an 8-K report on August 11, 2026, to incorporate by reference the financial information of Dominion Energy, Inc. (Dominion Energy) in connection with their previously announced merger agreement. This filing is primarily procedural, providing updated financial data to be included in NEE's ongoing registration statements for the transaction. Investors should note that the merger is still subject to closing conditions and regulatory approvals. The report highlights that the unaudited condensed consolidated financial statements of Dominion Energy as of June 30, 2026, and for the six months then ended, are now available via incorporation by reference. Additionally, NEE has filed unaudited pro forma condensed combined financial statements reflecting the potential merger. These financial disclosures are crucial for investors assessing the financial implications and potential value of the proposed business combination.

Key Highlights

  • 1NEE is filing an 8-K to incorporate Dominion Energy's financial information into its registration statements for the pending merger.
  • 2The filing includes unaudited condensed consolidated financial statements for Dominion Energy as of June 30, 2026, and for the six months ended that date.
  • 3Unaudited pro forma condensed combined financial statements for NEE reflecting the proposed merger are also included.
  • 4The merger remains subject to the satisfaction or waiver of certain closing conditions and regulatory approvals.
  • 5NEE previously filed a Form 8-K on May 18, 2026, detailing the initial merger agreement with Dominion Energy.
  • 6The Registration Statement for the transaction was declared effective by the SEC on July 23, 2026, with the definitive joint proxy statement/prospectus filed on July 28, 2026.
  • 7Investors are urged to read the full Registration Statement and joint proxy statement/prospectus for comprehensive information.

Frequently Asked Questions

The primary purpose of this 8-K filing is to provide and incorporate by reference the financial information of Dominion Energy, Inc. and pro forma combined financial statements of the merged entity. This information is necessary for NextEra Energy's ongoing registration statements related to the proposed acquisition of Dominion Energy.

No, the merger has not been completed. This filing and previous filings indicate that the companies have entered into a merger agreement, and the process is ongoing, subject to closing conditions, regulatory approvals, and shareholder approvals.

Investors can find the Dominion Energy financial statements incorporated by reference in this 8-K (Exhibit 99.1) and filed in Dominion Energy's Form 10-Q for the quarter ended June 30, 2026. The unaudited pro forma condensed combined financial statements are in Exhibit 99.2 of this 8-K. Additionally, more comprehensive information is available in the Registration Statement and definitive joint proxy statement/prospectus filed with the SEC.

The filing outlines numerous risks, including the potential failure to successfully integrate Dominion Energy's businesses, the risk that expected benefits are not realized, difficulties in obtaining necessary approvals, the possibility of the transaction not closing, unexpected liabilities, disruptions to business relationships and operations, and potential impacts on stock prices and access to capital. Investors are advised to consult the full risk factor disclosures in the Registration Statement and other SEC filings.