{"url_path":"/sec/nrg/10-k/2026/item-5","section_key":"item-5","section_title":"Item 5 — Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-02-24","source_url":"https://www.sec.gov/Archives/edgar/data/1013871/0001013871-26-000004-index.html","accession_number":"0001013871-26-000004","cik":"0001013871","ticker":"NRG","issuer_name":"NRG ENERGY, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1013871/0001013871-26-000004-index.html","primary_entity_key":"0001013871","primary_entity_name":"NRG ENERGY, INC."},"word_count":711,"has_tables":true,"body_markdown":"Item 5 — Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities\n\nMarket Information and Holders\n\nNRG's common stock trades on the New York Stock Exchange and the NYSE Texas under the symbol \"NRG\". NRG's authorized capital stock consists of 500,000,000 shares of common stock and 10,000,000 shares of preferred stock. A total of 25,000,000 shares of the Company's common stock are authorized for issuance under the NRG LTIP, and a total of 17,500,000 shares of common stock are authorized for issuance under the Vivint LTIP. For more information about the LTIPs, refer to Item 12 — Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters and Item 15 — Note 20, Stock-Based Compensation, to the Consolidated Financial Statements.\n\nAs of January 31, 2026, there were 13,562 common stockholders of record.\n\nThe Company’s long-term capital allocation framework targets to return approximately 80% of excess cash to shareholders and invest 20% in growth initiatives, after debt reduction. The Company expects to return the capital to shareholders through share repurchases and dividends on its common stock.\n\nIn 2025, the Company increased the annual dividend on its common stock to $1.76 per share, representing an 8% increase from 2024. Consistent with its capital allocation framework, the Company further increased the annual dividend on its common stock by 8% to $1.90 per common share beginning in the first quarter of 2026. The long-term capital allocation policy targets an annual dividend growth rate of 7-9% per common share.\n\nIssuer Purchases of Equity Securities\n\nNRG engages in share repurchase programs with the goal of returning excess cash to shareholders. The share repurchase plan permits the execution of the plan through open-market purchases, private transactions, accelerated share repurchases and other similar transactions. The timing, price and volume of repurchases is based on a number of factors, including available capital, market conditions, and compliance with associated laws and regulations.\n\nThe Company is actively repurchasing shares under its existing $3.7 billion share repurchase program, which began in 2023. On October 16, 2025, the Board of Directors authorized an additional share repurchase program of up to $3.0 billion, to be executed through 2028. For further information regarding share repurchases, see Item 15 — Note 15, Capital Structure in this Annual Report on Form 10-K.\n\nThe table below sets forth the information with respect to purchases made by or on behalf of NRG or any \"affiliated purchaser\" (as defined in Rule 10b-18(a)(3) under the Exchange Act) of NRG's common stock during the quarter ended December 31, 2025:\n\nFor the three months ended December 31, 2025\nTotal Number of Shares Purchased(a)\n\nAverage Price Paid per Share(b)\nTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs\nApproximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions)(c)(d)\n\nMonth #1\n\n(October 1, 2025 to October 31, 2025)772,500 $167.41 772,500 $3,525 \n\nMonth #2\n\n(November 1, 2025 to November 30, 2025)701,166 $166.92 701,166 $3,408 \n\nMonth #3\n\n(December 1, 2025 to December 31, 2025)623,463 $162.29 623,463 $3,307 \n\nTotal at December 31, 20252,097,129 $165.72 2,097,129 \n\n(a)Consists of share repurchases made under the $3.7 billion share repurchase authorization\n\n(b)The average price paid per share excludes excise taxes owed and commissions per share paid in connection with the open market share repurchases\n\n(c)Includes commissions paid in connection with the open market share repurchases\n\n(d)Includes the additional share repurchase program of up to $3.0 billion authorized by the Board of Directors on October 16, 2025\n\n43\n\n                                                                                     \n\nStock Performance Graph\n\nThe performance graph below compares the cumulative total stockholder return on NRG's common stock for the period December 31, 2020 through December 31, 2025, with the cumulative total return of the Standard & Poor's 500 Composite Stock Price Index (\"S&P 500\") and the Philadelphia Utility Sector Index (\"UTY\").\n\nThe performance graph shown below is being furnished and compares each period assuming that $100 was invested on December 31, 2020, in each of the common stock of NRG, the stocks included in the S&P 500 and the stocks included in the UTY, and that all dividends were reinvested.\n\nComparison of Cumulative Total Return\n\n12/31/202012/31/202112/31/202212/31/202312/31/202412/31/2025\n\nNRG Energy, Inc. $100.00 $122.43 $93.70 $158.57 $283.28 $506.68 \n\nS&P 500100.00 129.54 106.08 133.97 167.49 197.43 \n\nUTY100.00 120.05 120.83 109.76 132.68 155.39"}