SEC Form 4 · accession 0001225208-26-005899
NRG ENERGY, INC. · NRG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Virginia Kinney
Officer — Exec VP, Chief Admin Officer
Period of report
Jun 5, 2026
Accepted (ET)
Jun 9, 2026 · 7:30 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001013871
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.01 per shareF1,F2 | Jun 5, 2026 | M | 15,948 | $0.00 | A | 71,473 | D | |
| Common Stock, par value $.01 per shareF3 | Jun 5, 2026 | M | 1,007 | $129.20 | A | 72,480 | D | |
| Common Stock, par value $.01 per shareF4 | Jun 5, 2026 | F | 697 | $129.20 | D | 71,783 | D | |
| Common Stock, par value $.01 per shareF5 | Jun 5, 2026 | F | 6,672 | $129.20 | D | 65,111 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Dividend Equivalent Rights | $0.00 | Jun 5, 2026 | M | 1,007 | A | Jun 5, 2026 | Jun 5, 2026 | Common Stock, par value $.01 per share | 1,007 | 1,007 | D |
| Relative Performance Stock UnitsF6 | — | Jun 5, 2026 | M | 15,948 | D | Jun 5, 2026 | Jun 5, 2026 | Common Stock, par value $.01 per share | 15,948 | 0 | D |
Explanation of responses
- F1The Reporting Person was issued 15,948 Relative Performance Stock Units by NRG Energy, Inc. under NRG's Long-Term Incentive Plan that vested subject to certain performance conditions on June 5, 2026.
- F2Unit Price is $0.00
- F3In connection with the vesting of the RPSUs described above, an incremental 1,007 Dividend Equivalent Rights vested. Each DER is the economic equivalent of one share of Common Stock.
- F4On June 5, 2023, the Reporting Person was issued 4,982 RSUs by NRG under the NRG Energy, Inc. Long-Term Incentive Plan. On June 5, 2026, 1,664 shares vested. The Reporting Person elected to satisfy their tax obligation upon the exchange of Common Stock for RSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 697 shares of Common Stock to satisfy the Reporting Person's tax withholding obligation. In connection with the vesting of the RSUs, 105 DERs vested, resulting in the Reporting Person holding 167 DERs in the aggregate.
- F5The Reporting Person elected to satisfy their tax withholding obligation upon the exchange of Common Stock for RPSUs having a value on the date of the exchange equal to the withholding obligation. This form reflects the surrender of 6,672 shares of Common Stock to satisfy the Reporting Person's tax withholding obligation.
- F6The Conversion Price is $0.00