{"url_path":"/sec/ppl/8-k/2026-05-18/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry Into a Material Definitive Agreement","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-05-18","source_url":"https://www.sec.gov/Archives/edgar/data/922224/0000922224-26-000034-index.html","accession_number":"0000922224-26-000034","cik":"0000922224","ticker":"PPL","issuer_name":"PPL Corp","edgar_url":"https://www.sec.gov/Archives/edgar/data/922224/0000922224-26-000034-index.html","primary_entity_key":"0000922224","primary_entity_name":"PPL Corp"},"word_count":556,"has_tables":true,"body_markdown":"Item 1.01 Entry Into a Material Definitive Agreement\n\nOn May 18, 2026, The Narragansett Electric Company (d/b/a Rhode Island Energy) (the \"Issuer\"), a wholly owned subsidiary of PPL Corporation, issued $400 million aggregate principal amount of 6.000% Senior Notes due 2056 (the \"Notes\"). The Notes were issued in a private placement (the \"offering\") to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the \"Securities Act\") and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. The Notes will be senior, unsecured obligations of the Issuer and will not be guaranteed by PPL Corporation or any of its other subsidiaries. The Notes bear interest at a rate of 6.000% per year, payable semiannually in arrears on May 15 and November 15 of each year, beginning on November 15, 2026. The Notes will mature on May 15, 2056, subject to early redemption at the Issuer's option. In connection with the offering, the Issuer entered into a purchase agreement dated May 13, 2026 (the \"Purchase Agreement\") with Barclays Capital Inc., Goldman Sachs & Co. LLC, Mizuho Securities USA LLC and Scotia Capital (USA) Inc., as representatives of the several initial purchasers named therein (the \"Initial Purchasers\").\n\nThe net proceeds from the sale of the Notes were $396.3 million, after deducting discounts and commissions to the Initial Purchasers but before other estimated fees and expenses. The Issuer intends to use the net proceeds from the offering to repay short-term debt that was incurred primarily for capital expenditures and for general corporate purposes.\n\nSupplemental Indenture\n\nThe Issuer issued the Notes pursuant to a base indenture dated March 22, 2010 (the \"Base Indenture\"), as supplemented prior to the date hereof, by and between the Issuer and The Bank of New York Mellon, as trustee, as further supplemented by a seventh supplemental indenture dated May 18, 2026 between the Issuer and The Bank of New York Mellon, as securities registrar, trustee and paying agent (the \"Seventh Supplemental Indenture\" and, together with the Base Indenture as supplemented, the \"Indenture\").\n\nThe Issuer may redeem the Notes at its option, in whole or in part, at any time and from time to time, at the applicable redemption price set forth in the Seventh Supplemental Indenture.\n\nThe Notes are the Issuer's unsecured senior obligations and rank pari passu with all of the Issuer's existing and future unsecured senior indebtedness and senior to any of the Issuer's existing and future subordinated indebtedness and will be effectively subordinated to all of the Issuer's existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness.\n\nThe Indenture provides for customary events of default, all as described in the Indenture.\n\nWith the exception of covenants restricting the Issuer's ability to merge, consolidate, sell or otherwise dispose of all or substantially all of its assets, the Indenture does not provide for restrictive covenants.\n\nThe description of the Indenture and the Notes above is qualified in its entirety by reference to the text of the Base Indenture, the Seventh Supplemental Indenture and form of the Notes, copies of which are included as Exhibits 4.1, 4.2 and 4.3 to this Current Report on Form 8-K and are incorporated herein by reference.\n\nSection 2 - Financial Information"}