{"url_path":"/sec/nrg/8-k/2026-01-30/item-7-01","section_key":"item-7-01","section_title":"Item 7.01 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-01-30","source_url":"https://www.sec.gov/Archives/edgar/data/1013871/0001104659-26-008567-index.html","accession_number":"0001104659-26-008567","cik":"0001013871","ticker":"NRG","issuer_name":"NRG ENERGY, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1013871/0001104659-26-008567-index.html","primary_entity_key":"0001013871","primary_entity_name":"NRG ENERGY, INC."},"word_count":754,"has_tables":true,"body_markdown":"**Item 7.01.**\n**Regulation FD Disclosure.**\n\n \n\nOn the Closing Date, the\nCompany issued a press release announcing the closing of the Transaction. A copy of the press release is attached as Exhibit 99.1 to\nthis Current Report.\n\n \n\n**Forward-Looking Statements**\n\n \n\nIn addition to historical\ninformation, the information presented in this Current Report includes forward-looking statements within the meaning of Section 27A\nof the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. These statements involve\nestimates, expectations, projections, goals, assumptions, known and unknown risks and uncertainties and can typically be identified by\nterminology such as “may,” “should,” “could,” “objective,” “projection,”\n“forecast,” “goal,” “guidance,” “outlook,” “expect,” “intend,”\n“seek,” “plan,” “think,” “anticipate,” “estimate,” “predict,”\n“target,” “potential” or “continue” or the negative of these terms or other comparable terminology.\nSuch forward-looking statements include, but are not limited to, statements about the Transaction, enhancements to the Company’s\ncredit profile, synergies, opportunities, anticipated future financial and operational performance, and the Company’s future revenues,\nincome, indebtedness, capital structure, plans, expectations, objectives, projected financial performance and/or business results and\nother future events, and views of economic and market conditions.\n\n \n\n \n\n \n\n \n\nAlthough the Company believes\nthat its expectations are reasonable, it can give no assurance that these expectations will prove to be correct, and actual results may\nvary materially. Factors that could cause actual results to differ materially from those contemplated herein include, among others, general\neconomic conditions, the imposition of tariffs and escalation of international trade disputes (and inflationary impacts resulting therefrom),\nrisks associated with the integration of the Acquired Companies, including potential disruption to ongoing operations and other transition\ndifficulties, the inability of the combined company to realize expected synergies and benefits of integration of the Acquired Companies\n(or that it takes longer than expected) which may result in the combined company not operating as effectively as expected, hazards customary\nin the power industry, weather conditions and extreme weather events, competition in wholesale power, gas and smart home markets, the\nvolatility of energy and fuel prices, the volatility in demand for power and gas, customer affordability concerns that may constrain\nthe pricing of the Company’s products and services and limit its ability to recover costs, failure of customers or counterparties\nto perform under contracts, changes in the wholesale power and gas markets, the failure of the Company’s expectations regarding\nload growth to materialize, changes in government or market regulations, the Company’s ability to execute its supply strategy,\nrisks related to data privacy, cyberterrorism and inadequate cybersecurity, the loss of data, unanticipated outages at the Company’s\ngeneration facilities, operational and reputational risks related to the use of artificial intelligence and the adherence to developing\nlaws and regulations related to the use thereof, the Company’s ability to achieve its net debt targets, adverse results in current\nand future litigation, complaints, product liability claims and/or adverse publicity, failure to identify, execute or successfully implement\nacquisitions or asset sales, risks of the smart home and security industry, including risks of and publicity surrounding the sales, customer\norigination and retention process, the impact of changes in consumer spending patterns, consumer preferences, geopolitical tensions,\ndemographic trends, supply chain disruptions, the Company’s ability to implement value enhancing improvements to plant operations\nand company wide processes, the Company’s ability to achieve or maintain investment grade credit metrics, the Company’s ability\nto proceed with projects under development or the inability to complete the construction of such projects on schedule or within budget,\nthe inability to maintain or create successful partnering relationships, the Company’s ability to operate its business efficiently,\nthe Company’s ability to retain customers, the ability to successfully integrate businesses of acquired assets or companies (including\nthe Acquired Companies), the Company’s ability to realize anticipated benefits of transactions (including expected cost savings\nand other synergies) or the risk that anticipated benefits may take longer to realize than expected, the Company’s ability to execute\nits capital allocation plan, and the other risks and uncertainties discussed in the Company’s Forms 10-K, 10-Q, and 8-K filed with\nor furnished to the SEC.\n\n \n\nThe Company undertakes no\nobligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except\nas required by law. The foregoing review of factors that could cause the Company’s actual results to differ materially from those\ncontemplated in the forward-looking statements included in this Current Report should be considered in connection with information regarding\nrisks and uncertainties that may affect the Company’s future results included in the Company’s filings with the SEC at www.sec.gov."}