Dominion Energy (D) 10-K risk factor changes: FY2021 vs FY2020
The 2021-12-31 10-K against the 2020-12-31 one, compared heading by heading and sentence by sentence.
Item 1A31 rewritten39 added11 removed231 unchanged
All filing items2,236 rewritten1,103 added1,469 removed4,499 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 0 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 1,103 added, 1,469 removed, 2,236 rewritten and 4,499 unchanged across 20 items that differ.
- New this year: Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
31 rewritten, 39 added, 11 removed, 231 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
[removed: For example,] [added: In addition,] in December 2019, FERC issued an order on PJM’s Minimum Offer Price Rule proposals finding the PJM tariff unjust and unreasonable and directed PJM to expand the Minimum Offer Price Rule to all existing and new generation resources benefitting from a state subsidy to address the effects of state subsidies on new and existing resources on the PJM capacity market.
[removed: Through the SCANA Combination, Dominion Energy acquired SCANA and DESC which] [added: The Companies] have been and [added: may] continue to be [added: or become] subject to [removed: numerous] legal proceedings and [removed: ongoing] governmental investigations and examinations.
[removed: While a significant portion of] [added: Dominion Energy, following] the [added: SCANA Combination, has been subject to numerous] federal and state legal proceedings and governmental investigations [removed: have been settled, SCANA and DESC remain defendants in multiple lawsuits and investigations] relating to the decision [added: of SCANA and DESC] to abandon construction at the NND Project.
The outcome of these [added: or future] legal proceedings, investigations and examinations, including settlements, [removed: is uncertain and] may adversely affect [removed: Dominion Energy’s] [added: the Companies’] financial condition or results of operation.
Compliance with federal and/or state requirements imposing limitations on GHG emissions or efficiency improvements, as well as Dominion Energy’s commitment to achieve net zero [added: carbon and methane] emissions by 2050, may result in significant compliance costs, could result in certain of the Companies’ existing electric generation units being uneconomical to maintain or operate and may depend upon technological advancements which may be beyond the Companies’ control.
The legislation [removed: mandates the development of 16,100 MW of solar or onshore wind capacity by the end of 2035, 5,200 MW] [added: also deems 5.2 GW] of offshore wind capacity before [removed: 2035,] [added: 2035] and [removed: 2,700 MW] [added: 2.7 GW] of energy storage by the end of [removed: 2035.][added: 2035 to be in the public interest.]
The VCEA [added: and related legislation] also directs Virginia [removed: Power] to participate in a program consistent with RGGI, requiring the purchase of carbon credits to offset emissions from Virginia Power’s generating fleet within the state.
In February 2020, Dominion Energy announced its commitment to achieve net zero [added: carbon and methane Scope 1] emissions by 2050.
In addition, the Companies will incur expenses and other costs associated with closing, corrective action and ongoing monitoring of certain ash [removed: ponds.][added: ponds and landfills.]
Projects may not be able to be completed on time or in accordance with our estimated costs as a result of weather conditions, delays in obtaining or failure to obtain regulatory [added: and other, including PJM,] approvals, delays in obtaining key materials, labor difficulties, difficulties with partners or potential partners, [added: concerns raised during stakeholder engagement,] a decline in the credit strength of counterparties or vendors, [added: inflation,] or other factors beyond the Companies’ control.
For example, Dominion Energy has been involved with projects which have experienced certain [added: delays in obtaining and maintaining permits necessary for construction along with construction delays due to judicial actions which impacted the cost and schedule such as]
To achieve Dominion Energy’s commitment to net zero emissions by 2050 and comply with the requirements of the VCEA, the Companies are currently simultaneously developing or constructing several electric generation projects, including Subsequent License Renewal projects at Surry and North Anna, the [removed: Coastal Virginia Offshore Wind projects] [added: CVOW Commercial Project] and various solar projects.
Several of the Companies’ key projects are increasingly large-scale, complex and being constructed in constrained [removed: geographic areas or in unfamiliar environments such as the marine environment for the Coastal Virginia Offshore Wind projects.]
Given that these projects provide the foundation for the Companies’ strategic growth plan, if the Companies are unable to obtain or maintain the required [added: regulatory and other, including PJM,] approvals, develop the necessary technical expertise, allocate and coordinate sufficient resources, adhere to budgets and timelines, effectively handle public outreach efforts, or otherwise fail to successfully execute the projects, there could be an adverse impact to the Companies’ financial position, results of operations and cash flows.
The construction of such projects is expected to take several years, is typically confined within a limited geographic area or difficult environments and could be subject to delays, [added: supply chain disruption,] cost overruns, [added: inflation,] labor disputes [added: or shortages] and other factors that could cause the total cost of the project to exceed the anticipated amount and adversely affect the Companies’ financial performance and/or impair the Companies’ ability to execute the business plan for the project as scheduled.
Operation of the Companies’ facilities involves risk, including the risk of potential breakdown or failure of equipment or processes due to aging infrastructure, fuel supply, pipeline integrity or transportation disruptions, accidents, labor disputes or work stoppages by employees, acts of terrorism or sabotage, construction delays or cost [added: overruns, shortages of or delays in obtaining equipment, material and labor, operational restrictions resulting from environmental limitations and governmental interventions, changes to the environment and performance below expected levels.]
The Companies may be materially adversely affected by negative [removed: publicity.][added: publicity or the inability of Dominion Energy to meet its stated commitments.]
From time to time, political and public sentiment [removed: in connection with significant transactions and infrastructure projects, such as the SCANA Merger and the abandonment of the NND Project,] may result in a significant amount of adverse press coverage and other adverse public statements affecting the Companies.
[removed: While] [added: In addition, while] the Atlantic Coast Pipeline project was cancelled in July 2020 and several of the legal proceedings and governmental investigations relating to the abandonment of the NND Project have been resolved, there is a risk that lingering negative publicity may continue.
[removed: Additionally, any] [added: Any] failure by [removed: the Companies] [added: Dominion Energy] to realize [removed: voluntary targets set with respect] [added: its commitments] to [removed: the reduction of GHG] [added: achieve net zero carbon and methane] emissions [added: by 2050, increase workforce diversity, enhance the customer experience] or other long-term goals could lead to adverse press coverage and other adverse public statements affecting the Companies.
Adverse press coverage and other adverse statements, whether or not driven by political or public sentiment, may also result in investigations by regulators, legislators and law enforcement officials or in legal [removed: claims.][added: claims as well as adverse outcomes.]
The success of Dominion Energy’s contracted generation business depends upon favorable market [added: conditions including the ability to sell power at prices sufficient to cover its operating costs.]
Such parties could view the Companies’ computer systems, [added: software or networks as attractive targets for cyber attack.]
A successful cyber attack [added: through third-party or insider action] on the systems that control the Companies’ electric generation, electric transmission or distribution assets could severely disrupt business operations, preventing the Companies from serving customers or collecting revenues.
Any such future attacks or retaliatory action may adversely affect the Companies’ operations in a variety of ways, including by disrupting the power, fuel and other markets in which [removed: the Companies operate or requiring the implementation of additional, more costly security guidelines and measures.]
The Companies’ key executive officers are the [removed: Executive Chairman,] CEO, CFO, COO and presidents and those responsible for financial, operational, legal, [removed: regulatory] [added: regulatory, accounting, information technology] and [removed: accounting] [added: cybersecurity] functions.
[added: If the Companies’ decommissioning trust funds are insufficient, and they are] not allowed to recover the additional costs incurred through insurance or regulatory mechanisms, their results of operations could be negatively impacted.
The Companies rely on access to short-term money markets and longer-term capital markets as significant sources of funding and liquidity for business plans with increasing capital expenditure needs, [removed: normal working capital and collateral requirements related to hedges of future sales and purchases of energy-related commodities.]
The Companies use derivative instruments, including futures, swaps, forwards, options and FTRs, to manage commodity, [added: interest rate and/or foreign] currency [removed: and financial market] [added: exchange rate] risks.
If Dominion Energy’s [removed: goodwill, including the] goodwill [removed: recorded in connection with the SCANA Combination,] or the Companies’ other intangible assets or long-lived assets are in the future determined to be impaired, the applicable Company would be required during the period in which the impairment is determined to record a noncash charge to earnings that may have a material adverse effect on the Company’s results.
Counterparties could fail or delay the performance of their contractual obligations [removed: for a number of reasons, including the effect of regulations on their operations.]
For example, in September 2021, FERC issued a final order that allows distributed energy resource aggregators to compete in regional wholesale electric markets.
This rule followed a previous order which mandated that distributed energy resources be allowed to participate in wholesale markets.
RTOs, including PJM, are responsible for issuing implementation rules to FERC for approval.
Dominion Energy has spent, and continues to spend, substantial amounts of time and money defending these lawsuits and proceedings and on related investigations.
In addition, juries have demonstrated a willingness to grant large awards in certain cases, including personal injury claims.
Accordingly, actual costs incurred may differ materially from insured or reserved amounts and may not be recoverable, in whole or in part, by insurance or in rates from our customers.
The legislation mandates the development of 16.1 GW of solar or onshore wind capacity by the end of 2035, which includes specific requirements for utility-scale solar of 3.0 GW by the end of 2024, up to 15.0 GW by the end of 2035 and 1.1 GW of small-scale solar by the end of 2035.
In January 2022, the Governor of Virginia issued an executive order which puts directives in place to start the withdrawal of Virginia from RGGI.
In February 2022, Dominion Energy expanded this commitment to cover Scope 2 emissions and material categories of Scope 3 emissions.
the Atlantic Coast Pipeline Project and ultimately led to its cancellation.
The development and construction of the CVOW Commercial Project involves significant risks.
The CVOW Commercial Project is a large-scale, complex project that will take several years to complete.
Significant delays or cost increases, or an inability to recover certain project costs, could have an adverse effect on the Companies’ financial condition, cash flows and results of operations.
If the Companies are unable to complete the development and construction of the CVOW Commercial Project or decide in the future to delay or cancel the project, the Companies may not be able to recover all or a portion of their investment in the project and may incur substantial cancellation payments under existing contracts or other substantial costs associated with any such delay or cancellation.
The Companies’ ability to complete the CVOW Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates is subject to various risks and uncertainties, certain of which are beyond the Companies’ control.
The development and construction of the CVOW Commercial Project is dependent on the Companies’ ability to obtain and maintain various local, state and federal permits and other regulatory approvals, including Virginia Commission approval for rider recovery of project costs.
In addition, the design and route of the project’s onshore electric transmission, network upgrades and other facilities remain subject to regulatory and PJM review and approval.
Changes in the design and route of these onshore facilities, including an increase in amount of undergrounding, would likely increase project costs.
Also, the CVOW Commercial Project may become the subject of litigation or other forms of intervention by third parties, including stakeholders or advocacy groups, that may impact the timing and receipt of permits or other regulatory approvals or otherwise delay or increase the cost of the project.
The Companies’ ability to invest the significant financial resources necessary for the CVOW Commercial Project is dependent on the Companies’ access to the financial markets in a timely and cost-effective manner.
A decline in the Companies’ credit worthiness, an unfavorable market reputation of either the Companies or their industry or general market disruptions could adversely impact financing costs and increase the overall cost of the project.
The development and construction of the CVOW Commercial Project is also dependent on the ability of certain key suppliers and contractors to timely satisfy their obligations under contracts entered into or expected to be entered into.
Given the unique equipment and expertise required for this project, the Companies may not be able to remedy in a timely and cost-effective manner, if at all, any failure by one or more of these suppliers or contractors to timely satisfy their contractual obligations.
Certain of the fixed price contracts for major offshore construction and equipment components are denominated in Euros and Danish kroner, including those which contain commodity indexing provisions linked to steel.
Accordingly, to the extent the Companies are unable to, including from the inability to receive approval from the Virginia Commission, or elect not to, hedge their exposure to these currencies, adverse fluctuations in the applicable exchange rates would likely adversely affect the cost of the CVOW Commercial Project.
Similarly, adverse fluctuations in the price of certain raw materials, including steel, would likely, to the extent not hedged by the Companies, adversely affect the overall costs incurred to develop and construct the project.
The development and construction of the CVOW Commercial Project involves the use of new turbine technology and will take place in a marine environment, which presents unique challenges and will require the use of a specialized workforce and specialized equipment.
In addition, the timely installation of the turbines is dependent on the completion and availability of a Jones Act compliant vessel currently under construction, and regulatory approval for Virginia Power to use an affiliate’s vessel.
The timeline for development and construction of the CVOW Commercial Project may also be negatively impacted by severe weather events or marine wildlife, including migration patterns of endangered and protected species, both of which are outside of the control of the Companies and its contractors.
Any significant delays in the project timeline, including from any of the factors discussed above, resulting in both the delay of commencement of construction to 2024 or later combined with a delay to the in-service date to 2028 or later may impact the ability of the Companies to recover the costs of the CVOW Commercial Project.
geographic areas or in unfamiliar environments such as the marine environment for the Coastal Virginia Offshore Wind projects.
Consumer demand for our services may also be impacted by any price increases, including those driven by factors beyond our control such as inflation or increased prices in natural gas.
The widescale implementation of alternative generation methods could negatively impact the reliability of the Companies’ electric grid and/or result in significant costs to enhance the grid.
The ability to comply with some or all of Dominion Energy’s voluntary commitments may be outside of its control.
For example, Dominion Energy is dependent on the actions of third parties to meet the expanded commitment regarding Scope 2 emissions and Scope 3 emissions.
If downstream customers or upstream suppliers do not sufficiently reduce their GHG emissions, Dominion Energy may not achieve its net zero emissions goal.
the Companies operate or requiring the implementation of additional, more costly security guidelines and measures.
normal working capital and collateral requirements related to hedges of future sales and purchases of energy-related commodities.
for a number of reasons, including the effect of regulations on their operations.
Among other things, the lawsuits and investigations allege misrepresentation, failure to properly manage the NND Project, unfair trade practices and violation of anti-trust laws.
Additionally, pursuant to the SCANA Merger Agreement and applicable indemnification agreements, SCANA is indemnifying former directors and officers of SCANA and DESC who are defendants in federal and state legal proceedings relating to the decision to abandon construction at the NND Project and the subsequent SCANA Combination.
Among other things, the lawsuits allege breaches of various fiduciary duties.
delays in obtaining and maintaining permits necessary for construction along with construction delays due to judicial actions which impacted the cost and schedule such as the Atlantic Coast Pipeline Project and ultimately led to its cancellation.
overruns, shortages of or delays in obtaining equipment, material and labor, operational restrictions resulting from environmental limitations and governmental interventions, changes to the environment and performance below expected levels.
conditions including the ability to sell power at prices sufficient to cover its operating costs.
In addition, for certain contracted generation solar facilities in which Dominion Energy maintains a controlling interest, third-party investors hold certain protective rights.
These rights may impact the ability of Dominion Energy to make certain decisions, such as the retention or distribution of available cash, significant acquisitions or dispositions of assets by those entities or the ability to sell or transfer its ownership interests.
software or networks as attractive targets for cyber attack.
If the Companies’ decommissioning trust funds are insufficient, and they are
In addition, Dominion Energy purchases and sells commodity-based contracts for hedging purposes.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
246 rewritten, 213 added, 374 removed, 469 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
MD&A discusses Dominion Energy’s results of [removed: operations and] [added: operations,] general financial condition and [added: liquidity and] Virginia Power’s results of [removed: operations.][added: operations as of and for the year ended December 31, 2021 as compared to the year ended December 31, 2020, as applicable.]
| • | The impact of extraordinary external events, such as the current pandemic health event resulting from COVID-19, and their collateral consequences, including extended disruption of economic activity in our [removed: markets;] [added: markets and global supply chains;] |
| • | Cost of environmental [added: strategy and] compliance, including those costs related to climate change; |
| • | The impact of operational hazards, including adverse developments with respect to pipeline and plant safety or integrity, equipment loss, malfunction or failure, operator [removed: error,] [added: error] and other catastrophic events; |
| • | The expected timing and likelihood of [removed: completion of] [added: completing] the [removed: Q-Pipe Transaction,] [added: sales of Kewaunee and Hope,] including the ability to obtain the requisite regulatory approvals and the terms and conditions of such regulatory approvals; |
Likewise, regulatory liabilities are recognized when it is probable that regulators will require customer refunds [added: or other benefits] through future rates or when revenue is collected from customers for expenditures that have yet to be incurred.
[removed: When] [added: |] Dominion Energy [added: | | | | | | | | | |]
[added: When Dominion Energy] revises any assumptions used to calculate the fair value of existing AROs, it adjusts the carrying amount of both the ARO liability and the related long-lived asset for assets that are in service; for assets that have ceased or are expected to cease operations, Dominion Energy adjusts the carrying amount of the ARO liability with such changes either recognized in income or as a regulatory asset.
At December 31, [added: 2021 and] 2020, Dominion Energy’s nuclear decommissioning AROs totaled [added: $2.0 billion and] $1.9 [removed: billion.][added: billion, respectively.]
At December 31, [removed: 2020] [added: 2021 and 2020,] Dominion Energy had [removed: $167] [added: $128] million [added: and $167 million, respectively,] of unrecognized tax benefits.
At December 31, [added: 2021 and] 2020, Dominion Energy had established [removed: $155] [added: $140] million [added: and $155 million, respectively,] of valuation allowances.
Dominion Energy uses derivative contracts such as physical and financial forwards, futures, swaps, options and FTRs to manage [removed: commodity and] [added: commodity,] interest rate [added: and/or foreign currency exchange rate] risks of its business operations.
[removed: As of] [added: At] December 31, [removed: 2020,] [added: 2021,] Dominion Energy’s Consolidated Balance Sheets include [removed: $7.4 billion] [added: $431 million] presented within [removed: goodwill.][added: short-term debt.]
The [removed: 2020] [added: 2021] annual test [removed: and any interim tests] did not result in the recognition of any goodwill impairment.
If the estimates of future cash flows used in the most recent [removed: tests] [added: test] had been 10% [removed: lower,] [added: lower or if] the [added: discount rate had been 0.25% higher, the] resulting fair values would have still been greater than the carrying values of each of those reporting units tested, indicating that no impairment was present.
[added: The impact of changes in these factors, as well as differences between Dominion Energy’s] assumptions and actual experience, is generally recognized in the Consolidated Statements of Income over the remaining average service period of plan participants, rather than immediately.
| • | Investment allocation of plan assets. The strategic target asset allocation for Dominion Energy’s pension funds is [removed: 28%] [added: 27%] U.S. equity, 18% non-U.S. equity, [removed: 35%] [added: 32%] fixed income, 3% real estate and [removed: 16%] [added: 20%] other alternative investments, such as private equity investments. |
Dominion Energy calculated its pension cost using an expected long-term rate of return on plan assets assumption that ranged from 7.00% to [removed: 8.60%] [added: 8.45%] for [removed: 2020,] [added: 2021,] 7.00% to [removed: 8.65%] [added: 8.60%] for [removed: 2019] [added: 2020] and [removed: 8.75%] [added: 7.00% to 8.65%] for [removed: 2018.][added: 2019.]
For [removed: 2021,] [added: 2022,] the expected long-term rate of return for the pension cost assumption ranged from 7.00% to [removed: 8.45%] [added: 8.35%] for Dominion Energy’s plans held as of December 31, [removed: 2020.][added: 2021.]
[removed: Dominion Energy calculated its other] postretirement benefit cost using an expected long-term rate of return on plan assets assumption of [added: 8.45% for 2021 and] 8.50% for [removed: 2020, 2019] [added: 2020] and [removed: 2018.][added: 2019.]
For [removed: 2021,] [added: 2022,] the expected long-term rate of return for other postretirement benefit cost assumption is [removed: 8.45%.][added: 8.35%.]
The discount rates used to calculate pension cost and other postretirement benefit cost ranged from [removed: 2.77%] [added: 2.73%] to [removed: 3.63%] [added: 3.29%] for pension plans and [removed: 3.07%] [added: 2.69%] to [removed: 3.52%] [added: 2.80%] for other postretirement benefit plans in [removed: 2020,] [added: 2021,] ranged from [removed: 3.57%] [added: 2.77%] to [removed: 4.43%] [added: 3.63%] for pension plans and [removed: 4.05%] [added: 3.07%] to [removed: 4.41%] [added: 3.52%] for other postretirement benefit plans in [removed: 2019] [added: 2020] and ranged from [removed: 3.80%] [added: 3.57%] to [removed: 3.81%] [added: 4.43%] for pension plans and [removed: 3.76%] [added: 4.05% to 4.41%] for other postretirement benefit plans in [removed: 2018.][added: 2019.]
Dominion Energy selected a discount rate ranging from [removed: 2.73%] [added: 3.06%] to [removed: 2.95%] [added: 3.19%] for pension plans and [removed: 2.69%] [added: 3.04%] to [removed: 2.80%] [added: 3.11%] for other postretirement benefit plans for determining its December 31, [removed: 2020] [added: 2021] projected benefit obligations.
Dominion Energy’s healthcare cost trend rate assumption as of December 31, [removed: 2020] [added: 2021] was 6.25% and is expected to gradually decrease to 5.00% by [removed: 2025-2026] [added: 2026-2027] and continue at that rate for years thereafter.
| Year Ended December 31, | | [removed: 2020] [added: 2021] | | | | $ Change | | | | [removed: 2019] [added: 2020] | | | | $ Change | | | | [removed: 2018] [added: 2019] | | |
| Net [removed: Income] [added: income] (loss) attributable to Dominion Energy | | $ | [removed: (401] [added: 3,288] | [removed: )] | | $ | [removed: (1,759] [added: 3,689] | [removed: )] | | $ | [removed: 1,358] [added: (401] | [added: )] | | $ | [removed: (1,089] [added: (1,759] | ) | | $ | [removed: 2,447] [added: 1,358] | |
| Diluted EPS | | | [removed: (0.57] [added: 3.98] | [removed: )] | | | [removed: (2.19] [added: 4.55] | [removed: )] | | | [removed: 1.62] [added: (0.57] | [added: )] | | | [removed: (2.12] [added: (2.19] | ) | | | [removed: 3.74] [added: 1.62] | |
[removed: 2020] [added: 2021] VS. [removed: 2019][added: 2020]
Net income attributable to Dominion Energy [removed: decreased $1.8] [added: increased $3.7] billion, primarily due to [added: the absence of:] charges [removed: presented in discontinued operations] associated with the cancellation of the Atlantic Coast Pipeline Project and related portions of the Supply Header [removed: Project, a decrease in net investment earnings on nuclear decommissioning trust funds, an increase] [added: Project which are presented] in [removed: charges associated with] [added: discontinued operations,] the planned early retirements of certain electric generation facilities in Virginia, an impairment [removed: charge associated with] [added: of] interests in certain nonregulated solar generation [removed: facilities,] [added: facilities and the termination of] a contract [removed: termination charge] in connection with the sale of Fowler [removed: Ridge, a charge for benefits expected to be provided to retail electric customers in Virginia through the use of a CCRO in accordance with the GTSA and a charge for the forgiveness of Virginia retail electric customer accounts in arrears pursuant to legislation enacted in November 2020.][added: Ridge.]
| Year Ended December 31, | | [removed: 2020] [added: 2021] | | | | $ Change | | | | [removed: 2019] [added: 2020] | | | | $ Change | | | | [removed: 2018] [added: 2019] | | |
| [removed: (millions)] | | | | | | | | [removed: | | | |] [added: (millions)] | | | | | | | | |
| Operating revenue | | $ | [removed: 14,172] [added: 13,964] | | | $ | [removed: (229] [added: (208] | ) | | $ | [removed: 14,401] [added: 14,172] | | | $ | [removed: 3,202] [added: (229] | [added: )] | | $ | [removed: 11,199] [added: 14,401] | |
| Electric fuel and other energy-related purchases | | | [removed: 2,243] [added: 2,368] | | | | [removed: (642] [added: 125] | [removed: )] | | | [removed: 2,885] [added: 2,243] | | | | [removed: 198] [added: (642] | [added: )] | | | [removed: 2,687] [added: 2,885] | |
| Purchased electric capacity | | | [removed: 53] [added: 70] | | | | [removed: (35] [added: 17] | [removed: )] | | | [removed: 88] [added: 53] | | | | [removed: (34] [added: (35] | ) | | | [removed: 122] [added: 88] | |
| Purchased gas | | | [removed: 889] [added: 1,083] | | | | [removed: (671] [added: 194] | [removed: )] | | | [removed: 1,560] [added: 889] | | | | [removed: 956] [added: (671] | [added: )] | | | [removed: 604] [added: 1,560] | |
| Other operations and maintenance | | | [removed: 3,685] [added: 3,734] | | | | [removed: (105] [added: 49] | [removed: )] | | | [removed: 3,790] [added: 3,685] | | | | [removed: 1,004] [added: (105] | [added: )] | | | [removed: 2,786] [added: 3,790] | |
| Depreciation, depletion and amortization | | | [removed: 2,332] [added: 2,478] | | | | [removed: 49] [added: 146] | | | | [removed: 2,283] [added: 2,332] | | | | [removed: 623] [added: 49] | | | | [removed: 1,660] [added: 2,283] | |
| Other taxes | | | [removed: 871] [added: 909] | | | | [removed: (12] [added: 38] | [removed: )] | | | [removed: 883] [added: 871] | | | | [removed: 303] [added: (12] | [added: )] | | | [removed: 580] [added: 883] | |
| Impairment of assets and other charges | | | [removed: 2,105] [added: 195] | | | | [removed: 585] [added: (1,910] | [added: )] | | | [removed: 1,520] [added: 2,105] | | | | [removed: 1,508] [added: 585] | | | | [removed: 12] [added: 1,520] | |
| Interest and related charges | | | [removed: 1,377] [added: 1,354] | | | | [removed: (109] [added: (23] | ) | | | [removed: 1,486] [added: 1,377] | | | | [removed: 207] [added: (109] | [added: )] | | | [removed: 1,279] [added: 1,486] | |
For a discussion of these items for the year ended December 31, 2020 as compared to the year ended December 31, 2019, please see Part II, Item 7.
MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on February 25, 2021.
| | • | Outlook |
| • | Risks and uncertainties that may impact the Companies’ ability to develop and construct the CVOW Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates along with the ability to recover such costs from customers; |
| • | Fluctuations in currency exchange rates of the Euro or Danish Krone associated with the CVOW Commercial Project; |
| --- | --- | --- |
In 2021, Virginia Power made further adjustments to this regulatory liability prior to its ultimate resolution through a comprehensive settlement agreement.
ASSET RETIREMENT OBLIGATIONS
At December 31, 2021, a 0.25% increase in cost escalation rates would have resulted in an approximate $360 million increase in Dominion Energy’s nuclear decommissioning AROs.
In addition, changes in tax laws or tax rates may require reconsideration of the realizability of existing deferred tax assets.
See Note 6 to the Consolidated Financial Statements for quantitative information on unobservable inputs utilized in Dominion Energy’s fair value measurements of certain derivative contracts.
USE OF ESTIMATES IN GOODWILL IMPAIRMENT TESTING
There were no tests performed in 2021 of long-lived assets or equity method investments which could have resulted in material impairments.
HELD FOR SALE CLASSIFICATION
Dominion Energy recognizes the assets and liabilities of a disposal group as held for sale in the period (i) it has approved and committed to a plan to sell the disposal group, (ii) the disposal group is available for immediate sale in its present condition, (iii) an active program to locate a buyer and other actions required to sell the disposal group have been initiated, (iv) the sale of the disposal group is probable, (v) the disposal group is being actively marketed for sale at a price that is reasonable in relation to its current fair value and (vi) it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.
Dominion Energy initially measures a disposal group that is classified as held for sale at the lower of its carrying value or fair value less any costs to sell.
Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met.
Conversely, gains are not recognized on the sale of a disposal group until closing.
Upon designation as held for sale, Dominion Energy stops recording depreciation expense and assesses the fair value of the disposal group less any costs to sell at each reporting period and until it is no longer classified as held for sale.
The determination as to whether the sale of the disposal group is probable may include significant judgments from management related to the expectation of obtaining approvals from applicable regulatory agencies such as state utility regulatory commissions, FERC or the U.S. Federal Trade Commission.
This analysis is generally based on orders issued by regulatory commissions, past experience and discussions with applicable regulatory authorities and legal counsel.
In May 2021, Dominion Energy entered into an agreement to sell Kewaunee, subject to termination by either party if not completed by December 2022.
The consideration as to whether the sale is probable includes judgments related to the ability to obtain the approvals, in a timely manner, of the NRC and the Wisconsin Commission.
Due to the uncertainty surrounding the timing of or ability to obtain approval by the Wisconsin Commission, at December 31, 2021 Dominion Energy did not conclude that the sale is probable and, as a result, the disposal group was not classified as held for sale.
Dominion Energy would have recognized a loss of approximately $725 million ($570 million after-tax) if such classification had been met.
This loss primarily represents the difference between the nuclear decommissioning trust and AROs at December 31, 2021.
The Wisconsin Commission requires that any excess decommissioning funds be returned to WPSC and WP&L customers following completion of all decommissioning activities.
Dominion Energy calculated its other
The following table illustrates the effect on cost of changing the critical actuarial assumptions discussed above, while holding all other assumptions constant:
| | | | Increase in 2021 Net Periodic Cost | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | Change in Actuarial Assumptions | | Pension Benefits | | | | Other Postretirement Benefits | | |
| Discount Rate | (0.25)% | | $ | 18 | | | $ | — | |
| Long-term rate of return on plan assets | (0.25)% | | | 25 | | | | 5 | |
| Health care cost trend rate | 1% | | N/A | | | | | 9 | |
In addition to the effects on cost, a 0.25% decrease in the discount rate would increase Dominion Energy’s projected pension benefit obligation at December 31, 2021 by $376 million and its accumulated postretirement benefit obligation at December 31, 2021 by $44 million, while a 1.00% increase in the healthcare cost trend rate would increase its accumulated postretirement benefit obligation at December 31, 2021 by $121 million.
In addition, there was an increase in net investment earnings on nuclear decommissioning trust funds, a decrease in charges associated with Virginia Power’s 2021 Triennial Review and a gain on the sale of the Q-Pipe Group to Southwest Gas.
partially offset by charges associated with the settlement of the South Carolina electric base rate case, increased unrealized losses on economic hedging activities and a net loss on the sales of non-wholly-owned nonregulated solar facilities.
| Loss (gain) on sales of assets | | | 108 | | | | 169 | | | | (61 | ) | | | 91 | | | | (152 | ) |
| Earnings from equity method investees | | | 276 | | | | 236 | | | | 40 | | | | 32 | | | | 8 | |
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An excerpt. Shown here: 40 of 246 rewritten, 40 of 213 added and 40 of 374 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2021 filing and the FY2020 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
13 rewritten, 7 added, 3 removed, 39 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
A hypothetical 10% [removed: decrease] [added: increase] in commodity prices would have resulted in [removed: an increase of $2 million and] a decrease of [removed: $50] [added: $16] million [added: and $3 million] in the fair value of Dominion Energy’s commodity-based derivative instruments as of December 31, [removed: 2020] [added: 2021] and [removed: December 31, 2019,] [added: 2020,] respectively.
A hypothetical 10% decrease in commodity prices would have resulted in a decrease of $35 million [removed: and $54 million] in the fair value of Virginia Power’s commodity-based derivative instruments as of December 31, [removed: 2020 and December 31, 2019, respectively.][added: 2020.]
For variable rate debt outstanding for Dominion Energy and Virginia Power, a hypothetical 10% increase in market interest rates would not have resulted in a material change in earnings at December 31, [removed: 2020] [added: 2021] or [removed: 2019.][added: 2020.]
A hypothetical 10% decrease in market interest rates would have resulted in a decrease of $124 million and $75 million, respectively, in the fair value of Dominion Energy and Virginia [removed: Power] [added: Power’s] interest rate derivatives at December 31, 2020.
As of December 31, [removed: 2019,] [added: 2021,] Dominion Energy and Virginia Power had [removed: $6.4] [added: $11.4] billion and [removed: $1.9] [added: $2.8] billion, respectively, in aggregate notional amounts of these interest rate derivatives outstanding.
A hypothetical 10% decrease in market interest rates would have resulted in a decrease of [removed: $135] [added: $191] million and [removed: $88] [added: $111] million, respectively, in the fair value of Dominion [removed: Energy and Virginia Power interest rate derivatives at December 31, 2019.]
Dominion Energy recognized net investment gains (including investment income) on nuclear decommissioning and rabbi trust investments of [removed: $0.7] [added: $1.1] billion and [removed: $1.0] [added: $0.7] billion for the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
Dominion Energy recorded, in AOCI and regulatory liabilities, a net [removed: increase] [added: decrease] in unrealized gains on debt investments of [removed: $57] [added: $64] million and [removed: $74] [added: a net increase in unrealized gains on debt investments of $57] million for the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
Virginia Power recognized net investment gains (including investment income) on nuclear decommissioning trust investments of [removed: $287] [added: $568] million and [removed: $481] [added: $287] million for the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
Virginia Power recorded, in AOCI and regulatory liabilities, a net [removed: increase] [added: decrease] in unrealized gains on debt investments of [removed: $29] [added: $31] million and [removed: $30] [added: a net increase in unrealized gains on debt investments of $29] million for the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
Dominion Energy’s pension and other postretirement plan assets experienced aggregate actual returns (losses) of [removed: $1.9] [added: $1.5] billion and [removed: $2.1] [added: $1.9] billion in [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively, versus expected returns of [removed: $933 million] [added: $1.0 billion] and [removed: $848] [added: $933] million, respectively.
A hypothetical 0.25% decrease in the assumed long-term rates of return on Dominion Energy’s plan assets would result in an increase in net periodic cost of [removed: $25] [added: $27] million and [removed: $23] [added: $25] million as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively, for pension benefits and [added: $6 million and] $5 million as of [removed: both] December 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020, respectively,] for other postretirement benefits.
Based on these credit policies and the Companies’ December 31, [removed: 2020] [added: 2021] provision for credit losses, management believes that it is unlikely that a material adverse effect on the Companies’ financial position, results of operations or cash flows would occur as a result of counterparty nonperformance.
The Companies’ exposure to foreign currency exchange rate risk is related to certain fixed price contracts entered into in 2021 in connection with the CVOW Commercial Project.
The contracts include services denominated in currencies other than the U.S. dollar for approximately €2.6 billion and 5.1 billion kr.
In addition, certain of the fixed price contracts, approximately €0.7 billion, contain commodity indexing provisions linked to steel.
As a result, any changes in applicable exchange rates or commodity indices could result in a change to the ultimate cost of the project.
Virginia Power is evaluating hedging strategies, subject to approval by the Virginia Commission, to mitigate such risk.
A hypothetical 10% increase in commodity prices would have resulted in a decrease of $6 million in the fair value of Virginia Power’s commodity-based derivative instruments as of December 31, 2021.
Energy and Virginia Power’s interest rate derivatives at December 31, 2021.
Prior to completing the GT&S Transaction, Dominion Energy held foreign currency swaps for the purpose of hedging the foreign currency exchange risk associated with Euro denominated debt.
As of December 31, 2019, Dominion Energy had €250 million in aggregate notional amounts of these foreign currency swaps outstanding.
A hypothetical 10% decrease in market interest rates would not have resulted in a material decrease in fair value of Dominion Energy’s foreign currency swaps at December 31, 2019.
Item 1. Business
173 rewritten, 132 added, 77 removed, 597 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
Dominion Energy’s strategy is to be a leading sustainable provider of electricity, natural gas and related services to customers primarily in the eastern and Rocky Mountain regions of the U.S. As of December 31, [removed: 2020,] [added: 2021,] Dominion Energy’s portfolio of assets includes approximately 30.2 GW of electric generating capacity, [removed: 10,500] [added: 10,700] miles of electric transmission lines, [removed: 85,600] [added: 78,000] miles of electric distribution lines and [removed: 94,200] [added: 95,700] miles of gas distribution mains and related service facilities, which are supported by [removed: 6,200] [added: 6,000] miles of gas transmission, gathering and storage pipeline.
As of December 31, [removed: 2020,] [added: 2021,] Dominion Energy operates in [removed: 16] [added: 13] states and serves [removed: more than] [added: approximately] 7 million customers.
Its growth capital expenditure plan for [removed: 2021] [added: 2022] through [removed: 2025] [added: 2026] includes a focus on upgrading the electric system in Virginia through investments in additional renewable generation facilities, strategic undergrounding and energy conservation programs.
In addition, Dominion Energy [removed: is currently seeking] [added: has either received or applied for] license extensions for its regulated nuclear power stations in Virginia.
Dominion Energy has continued its transition to a more state-regulated earnings mix as evidenced by its capital investments in regulated infrastructure, the SCANA [removed: and Dominion Energy Questar Combinations,] [added: Combination,] the [removed: partially] completed sale of substantially all of its gas transmission and storage operations [removed: to BHE] and the divestiture of interests in certain nonregulated generating facilities and natural gas gathering and processing investments.
Dominion Energy’s operations are conducted through various subsidiaries, including [added: SCANA and] Virginia Power.
DESC, a wholly-owned subsidiary of SCANA, is consolidated by Dominion Energy and [removed: remains] [added: is] an SEC registrant.
Sales to BHE [added: and Southwest Gas]
In [removed: October 2020,] [added: December 2021,] Dominion Energy [removed: entered into an agreement for] [added: completed] the [added: sale of the] Q-Pipe [removed: Transaction with BHE] [added: Group to Southwest Gas] for [removed: $1.3] [added: approximately $1.5] billion in cash [removed: consideration] [added: proceeds] and the assumption by [removed: BHE] [added: Southwest Gas] of [removed: approximately] $430 million of related long-term debt.
This transaction is expected to close [removed: in early 2021,] [added: by the end of 2022,] contingent on clearance or approval under the Hart-Scott-Rodino Act and [added: from the West Virginia Commission, and] other customary closing and regulatory conditions.
In March 2020, Dominion Energy completed the acquisition from Southern [removed: to acquire] [added: of] its 5% membership interest in Atlantic Coast Pipeline and its 100% ownership interest in Pivotal LNG, Inc., for $184 million in aggregate, plus certain purchase price adjustments.
[removed: Electric] [added: Electric] Generation [removed: Facilities][added: Facilities]
These projects are expected to cost a total of approximately [removed: $580] [added: $560] million once constructed, including initial acquisition costs, and generate approximately 282 [removed: MW.][added: MW combined.]
These projects are expected to cost a total of approximately [removed: $765] [added: $760] million once constructed, including initial acquisition costs, and generate approximately 448 MW combined.
In [removed: 2018,] [added: 2021,] Virginia Power entered into [removed: agreements to acquire] [added: and completed the acquisitions of] various solar development projects in [removed: North Carolina and] Virginia.
These projects [removed: closed in 2019 with] [added: are expected to cost] a total [removed: cost] of [removed: $297 million,] [added: approximately $1.3 billion once constructed,] including initial acquisition costs, and generate [removed: 175] [added: approximately 697] MW combined.
At December 31, [removed: 2020,] [added: 2021,] Dominion Energy had approximately [removed: 17,300] [added: 17,100] full-time employees, of which approximately 4,700 are subject to collective bargaining agreements, including approximately 6,000 full-time employees at Virginia Power, of which approximately 2,500 are subject to collective bargaining agreements.
In [removed: 2020,] [added: 2021,] Dominion Energy experienced an OSHA Recordable Rate of [removed: 0.41] [added: 0.46] compared to [removed: 0.62] [added: 0.41] in [removed: 2019.][added: 2020.]
These rates reflect Dominion Energy’s dedication to safety when compared to a [removed: 2019] [added: 2020] BLS Industry Average OSHA Recordable Rate of [removed: 2.05.][added: 1.5.]
[removed: As] evidence of Dominion Energy’s commitment to safety, annual incentive plans for all employees, except as restricted by any collective bargaining agreements, include a safety performance measure.
Furthermore, Dominion Energy has been proactive in protecting its workforce during the global COVID-19 pandemic by establishing safety protocols, including requirements to wear face coverings and maintain physical distancing as well as new procedures for enhanced cleaning and temperature [removed: screening.][added: screening, adapting its approach as the pandemic has evolved.]
Dominion Energy also facilitated telecommuting [added: and hybrid work options] for many employees and expanded paid time off and other benefits to help employees cope with disruptions caused by the pandemic.
During [removed: 2020,] [added: 2021,] Dominion Energy increased diverse representation within its workforce from [removed: 33.2%] [added: 34.6%] to [removed: 34.6%.][added: 35.4%.]
In [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the percentage of new hires that are diverse was [removed: 50%] [added: 56%] and [removed: 45%,] [added: 50%,] respectively.
[removed: Beginning in September 2020,] Dominion Energy manages its daily operations through four primary operating segments: Dominion Energy Virginia, Gas Distribution, Dominion Energy South Carolina and Contracted Assets.
Dominion Energy also reports a Corporate and Other segment, which includes its corporate, service companies and other functions (including unallocated debt) as well as [removed: nonregulated retail energy marketing operations, including] Dominion Energy’s noncontrolling interest in Wrangler.
In addition, Corporate and Other includes the net impact of discontinued operations consisting of Dominion Energy’s [added: disposed] gas transmission and storage operations as discussed in Note 3 to the Consolidated Financial Statements and its equity investment in Atlantic Coast Pipeline as discussed in Note 9 to the Consolidated Financial Statements.
Virginia Power’s growth capital plan includes spending approximately [removed: $24] [added: $27] billion from [removed: 2021] [added: 2022] through [removed: 2025] [added: 2026] to [removed: upgrade or add new transmission lines, distribution lines, substations, and other facilities, as well as maintain existing and] construct new generation [removed: capacity] [added: capacity, including the CVOW Commercial Project,] to meet its renewable generation targets and growing electricity demand within its service territory in order to maintain reliability and regulatory [removed: compliance.][added: compliance and to upgrade or add new transmission lines, distribution lines, substations, and other facilities, as well as maintain existing generation capacity.]
The proposed infrastructure projects and investment commitments are intended to address both continued customer growth and increases in electricity consumption which are primarily driven by new and larger data center customers, as well as support its Subsequent License Renewal projects as it [added: has received approval for or] is seeking 20-year license extensions for the regulated nuclear fleet in Virginia.
Virginia Power has also created a ten-year plan [added: through 2028] to transform its electric grid into a smarter, stronger and greener grid.
[removed: In 2019 and 2020, the] [added: The] Virginia Commission [added: has] approved portions of this [removed: plan.][added: plan through 2023.]
SAIDI performance results, excluding major events, were [removed: 146] [added: 141] minutes for the three-year average ending [removed: 2020, up] [added: 2021, down] from the previous three-year average of [removed: 138] [added: 146] minutes.
This [removed: increase] [added: decrease] is primarily due to [removed: increased] [added: decreased] storm activity.
Earnings may [added: also] reflect variations in the timing or nature of expenses as compared to those contemplated in current rates, such as labor and benefit costs, capacity expenses, the timing, duration and costs of scheduled and unscheduled outages as well as certain customers’ ability to choose a generation service provider.
[removed: Competition][added: Competition]
[removed: Properties][added: Properties]
[added: In addition,] Virginia Power is developing, financing and constructing new generation capacity as well as seeking license extensions on zero carbon generation facilities to meet its renewable generation targets and growing electricity demand within its service territory.
Significant projects under construction or development [added: as well as significant projects under consideration] are set forth below:
| • | Virginia Power plans to [added: invest approximately $6.8 billion from 2022 to 2026 to] acquire or construct several solar [removed: facilities, including] facilities [removed: currently under development,] totaling approximately [removed: 2.2] [added: 3.4] GW of expected generating capacity [removed: and approximately $4.1 billion] [added: when placed in service. Virginia Power has projects under various stages] of [removed: investments.] [added: development which, as of December 31, 2021, represent a potential generating capacity of approximately 4.8 GW. The facilities include both those to serve utility and non-jurisdictional customers.] See Notes 10 and 13 to the Consolidated Financial Statements for more information. |
| • | Virginia Power has [removed: submitted applications with the NRC for] [added: received a] 20-year [removed: extensions] [added: extension] of [added: the operating licenses for] its [added: two units at Surry and has commenced the process to extend the] operating licenses [added: for its two nuclear units] at North [removed: Anna and Surry.] [added: Anna.] See *Nuclear Decommissioning* below for more information on these facilities. |
Dominion Energy is committed to safely delivering sustainable, reliable and affordable energy and achieving net zero carbon and methane emissions by 2050.
Hope
In February 2022, Dominion Energy entered into an agreement to sell 100% of the equity interests in Hope to Ullico for $690 million in cash consideration, subject to customary closing adjustments.
In 2019 through 2021, Virginia Power entered into and completed the acquisitions of several primarily early-stage solar development projects in Virginia, including both non-jurisdictional facilities and those expected to be recovered under Rider CE.
Acquisition of Nonregulated Solar Projects
Sale of Non-Wholly-Owned Nonregulated Solar Facilities
In 2021, Dominion Energy completed the sale of SBL Holdco, which held Dominion Energy’s remaining 67% controlling interest in certain nonregulated solar projects, to Terra Nova Renewable Partners for cash proceeds of $209 million and the assumption by Terra Nova Renewable Partners of $265 million of related long-term debt.
In 2021, Dominion Energy completed the sale of its remaining 50% controlling interest in Four Brothers and Three Cedars to Clearway for cash proceeds of $331 million.
In December 2021, Dominion Energy completed the final contribution consisting of its remaining nonregulated natural gas retail energy marketing operations and receiving $127 million in cash.
Expected Acquisition of Interest in Dominion Privatization
In February 2022, Dominion Energy entered into an agreement to form Dominion Privatization, a partnership with Patriot.
Dominion Energy expects to contribute its existing privatization operations, excluding contracts held by DESC, in South Carolina, Texas, Pennsylvania and Virginia for cash proceeds totaling $168 million, subject to customary closing adjustments, and a 50% noncontrolling ownership interest in Dominion Privatization following closing of the contributions expected to occur by the end of 2022, contingent on clearance or approval under the Hart-Scott-Rodino Act and other customary closing and regulatory conditions.
As
Risk Factors for discussion of related risks.
In September 2019, Virginia Power filed applications with PJM for the CVOW Commercial Project and for certain approvals and rider recovery from the Virginia Commission in November 2021.
The total cost of the project is estimated to be approximately $10 billion, excluding financing costs.
Virginia Power’s estimate for the 2.6 GW project’s projected levelized cost of energy is approximately $80-90/MWh.
Following a competitive procurement process, Virginia Power has entered into fixed price contracts for the major offshore construction and equipment components.
The contracts include services denominated in currencies other than the U.S. dollar for approximately €2.6 billion and 5.1 billion kr., which have been included within the cost estimate above based on a spot price from the third quarter of 2021.
In addition, certain of the fixed price contracts, approximately €0.7 billion, contain commodity indexing provisions linked to steel.
As a result, any changes in applicable exchange rates or commodity indices could result in a change to the ultimate cost of the project.
Virginia Power is evaluating hedging strategies, subject to approval by the Virginia Commission, to mitigate such risk.
In December 2021, Virginia Power filed an application with the Virginia Commission for approval of a lease contract with an affiliated entity for the use of a Jones Act compliant offshore wind installation vessel currently under development.
The proposed lease is expected to begin in August 2025 with a total cost of approximately $240 million.
Virginia Power has completed the conceptual design phase for the project’s onshore electric transmission facilities and selected a recommended route with consideration given for resiliency and minimizing environmental impacts.
Any changes to the onshore route necessitated by the receipt of various permitting approvals could result in upward pressure on the estimated cost of the project.
Upon receiving approvals from the Virginia Commission and other permitting entities, Virginia Power anticipates commencing major construction activities in 2023 and the project is expected to be placed in service by the end of 2026.
Virginia Power expects to incur approximately 80% of the project costs from 2023 through 2025.
Through December 31, 2021, Virginia Power had incurred approximately $290 million of costs.
Virginia Power anticipates funding the project consistent with its approved debt to equity capitalization structure.
The project is vital for Virginia Power to meet the renewable energy portfolio standard established in the VCEA and is consistent with the criteria within the VCEA for the construction of an offshore wind facility deemed to be in the public interest as well as the guidelines facilitating cost recovery.
See additional discussion of the VCEA provisions concerning renewable generation projects in Note 13 to the Consolidated Financial Statements.
| • | To support its development of solar generation facilities serving utility customers, Virginia Power plans to invest approximately $0.6 billion from 2022 to 2026 to acquire or construct multiple battery storage facilities in Virginia, totaling approximately 309 MW of expected storage capacity when placed in service. Virginia Power has projects under various stages of development which, as of December 31, 2021, represent a potential storage capacity of approximately 1.1 GW. See Note 13 to the Consolidated Financial Statements for more information. |
In February 2022, Dominion Energy entered into an agreement to form Dominion Privatization, a partnership with Patriot.
Dominion Energy expects to contribute its existing privatization operations, excluding contracts held by DESC, in South Carolina, Texas, Pennsylvania and Virginia for cash proceeds totaling $168 million, subject to customary closing adjustments, and a 50% noncontrolling ownership interest in Dominion Privatization following closing of the contributions expected to occur by the end of 2022, contingent on clearance or approval under the Hart-Scott-Rodino Act and other customary closing and regulatory conditions.
See Note 9 to the Consolidated Financial Statements for additional information.
Some of these agreements have fixed commitments and are detailed further in *Fuel and Other Purchase Commitments* in Item 7.
| Unit 1 | | 2052 | | $ | 833 | | | $ | 1,056 | |
| Unit 2 | | 2053 | | | 824 | | | | 1,040 | |
| Unit 1(3) | | 2038 | | | 747 | | | | 844 | |
In addition, Dominion Energy owns approximately 2,400 miles of gas transmission, gathering and storage pipeline through entities under agreement to be sold to BHE.
In January 2019, Dominion Energy completed the SCANA Combination in a stock-for-stock merger valued at $13.4 billion.
*Acquisition* *of* *Nonregulated Solar* *Projects*
Sale of Certain Nonregulated Generation Facilities
In December 2018, Dominion Energy completed the sale of Fairless and Manchester for total consideration of $1.2 billion, subject to customary closing adjustments.
Sale of Interest in Blue Racer
In December 2018, Dominion Energy completed the sale of its 50% limited partner interest in Blue Racer for total consideration of $1.2 billion.
In addition, the purchaser agreed to pay additional consideration contingent upon the achievement of certain financial performance milestones of Blue Racer from 2019 through 2021.
| • | Virginia Power has announced an approximately $400 million project to replace approximately 1,250 diesel buses with electric buses at school districts in Virginia by 2026. |
| • | In November 2018, Virginia Power received approval from the Virginia Commission for its petition seeking a prudency determination as provided in the GTSA with respect to the Coastal Virginia Offshore Wind Pilot project, consisting of two 6 MW wind turbine generators located 27 miles off the coast of Virginia Beach, Virginia in federal waters, and for a CPCN for the generation tie line connecting the generators to shore. This project was placed into service in January 2021 at a cost of approximately $300 million. |
| • | In September 2019, Virginia Power filed applications with PJM for the Coastal Virginia Offshore Wind Commercial project to interconnect 2,640 MW of wind energy off the coast of Virginia adjacent to the Coastal Virginia Offshore Wind Pilot project. The project is expected to be placed in service by the end of 2026 with total cost of the project estimated at approximately $8 billion. |
Some of these agreements have fixed commitments and are included as contractual obligations in *Future Cash* *Payments for Contractual Obligations and Planned Capital Expenditures* in Item 7.
| Other | | | — | | | | — | | | | 1 | | |
Virginia
| Unit 1 | | 2032 | | $ | 818 | | | $ | 905 | |
| Unit 2 | | 2033 | | | 809 | | | | 892 | |
| Unit 1(3) | | 2038 | | | 733 | | | | 722 | |
| Unit 2(3) | | 2040 | | | 737 | | | | 678 | |
| Total | | | | $ | 3,097 | | | $ | 3,197 | |
The profitability of these businesses is dependent on their ability,
The legislation allows Questar Gas to spend up to $50 million over three years, and up to $125 million over five years, for
During 2019, construction began on 38 miles of transmission pipeline between Franklinton, North Carolina and Clayton, North Carolina, which will provide the capacity necessary to support the growing natural gas demand in PSNC’s service territory.
The project is expected to cost approximately $55 million and is anticipated to be placed into service in late 2021.
Dominion Energy expects to invest $200 million to develop the related assets.
The first phase of approximately six miles was completed in November 2020 with another phase of approximately 13 miles scheduled to be completed in early 2021.
| *(1)* | Dominion Energy did not acquire DESC until January 2019. These amounts represent data obtained as part of the due diligence performed by Dominion Energy prior to the SCANA Combination. |
These contracts provide for approximately 2.1 million tons annually.
These contracts will expire at various times throughout 2021 and 2022.
irradiance levels due to changes in weather.
Dominion Energy plans to acquire or construct certain solar facilities in the Mid-Atlantic and Midwest.
Some of these agreements have fixed commitments and are included as contractual obligations in *Future Cash* *Payments for Contractual Obligations and Planned Capital Expenditures* in Item 7.
| Unit 1(3) | | N/A | | $ | 459 | | | $ | 698 | |
| Unit 2 | | 2035 | | | 666 | | | | 940 | |
| Unit 3(4) | | 2045 | | | 756 | | | | 917 | |
| Unit 1(5) | | N/A | | | 584 | | | | 910 | |
| Total | | | | $ | 2,465 | | | $ | 3,465 | |
Dominion Energy owns a 20% noncontrolling interest in Wrangler, which was formed in September 2019.
Dominion Energy Questar Pipeline provides gas transportation and storage services in the Rocky Mountain region of the U.S. These operations are currently presented in held-for-sale and discontinued operations effective July 2020 until closing of the Q-Pipe Transaction with BHE, which is expected in early 2021.
Electric
to include as a CCRO.
An excerpt. Shown here: 40 of 173 rewritten, 40 of 132 added and 40 of 77 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2021 filing and the FY2020 filing.
Cover and table of contents
98 rewritten, 28 added, 21 removed, 243 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
For the fiscal year ended December 31, [removed: 2020][added: 2021]
The aggregate market value of Dominion Energy, Inc. common stock held by non-affiliates of Dominion Energy was approximately [removed: $68.0] [added: $59.3] billion based on the closing price of Dominion Energy’s common stock as reported on the New York Stock Exchange as of the last day of Dominion Energy’s most recently completed second fiscal quarter.
At February [removed: 12, 2021,] [added: 11, 2022,] Dominion Energy had [removed: 805,648,140] [added: 810,463,489] shares of common stock outstanding and Virginia Power had 274,723 shares of common stock outstanding.
Portions of Dominion Energy’s [removed: 2021] [added: 2022] Proxy Statement are incorporated by reference in Part III.
| 1A. | [Risk Factors](#ITEM_1A_RISK_FACTORS) | | [removed: 36] [added: 37] |
| 1B. | [Unresolved Staff Comments](#ITEM_1B_UNRESOLVED_STAFF_COMMENTS) | | [removed: 44] [added: 46] |
| 2. | [Properties](#ITEM_2_PROPERTIES) | | [removed: 45] [added: 47] |
| 3. | [Legal Proceedings](#ITEM_3_LEGAL_PROCEEDINGS) | | [removed: 50] [added: 52] |
| 4. | [Mine Safety Disclosures](#ITEM_4_MINE_SAFETY_DISCLOSURES) | | [removed: 50] [added: 52] |
| | [Information about our Executive Officers](#EXECUTIVE_FICERS_DOMINION) | | [removed: 51] [added: 53] |
| 5. | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](#ITEM_5_MARKET_FOR_REGISTRANTS_COMMON_EQU) | | [removed: 53] [added: 54] |
| 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#ITEM_7A_QUANTITATIVE_QUALITATIVE_DISCLOS) | | [removed: 83] [added: 78] |
| 8. | [Financial Statements and Supplementary Data](#ITEM_8_FINANCIAL_STATEMENTS_SUPPLEMENTAR) | | [removed: 85] [added: 80] |
| 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#ITEM_9_CHANGES_IN_DISAGREEMENTS_WITH_ACC) | | [removed: 223] [added: 207] |
| 9A. | [Controls and Procedures](#ITEM_9A_CONTROLS_PROCEDURES) | | [removed: 223] [added: 207] |
| 9B. | [Other Information](#ITEM_9B_OR_INFORMATION) | | [removed: 226] [added: 210] |
| 10. | [Directors, Executive Officers and Corporate Governance](#ITEM_10_DIRECTORS_EXECUTIVE_FICERS_CORPO) | | [removed: 227] [added: 211] |
| 11. | [Executive Compensation](#ITEM_11_EXECUTIVE_COMPENSATION) | | [removed: 227] [added: 211] |
| 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#ITEM_12_SECURITY_OWNERSHIP_CERTAIN_BENEF) | | [removed: 227] [added: 211] |
| 13. | [Certain Relationships and Related Transactions, and Director Independence](#ITEM_13_CERTAIN_RELATIONSHIPS_RELATED_TR) | | [removed: 227] [added: 211] |
| 14. | [Principal Accountant Fees and Services](#ITEM_14_PRINCIPAL_ACCOUNTANT_FEES_SERVIC) | | [removed: 228] [added: 211] |
| 15. | [Exhibits and Financial Statement Schedules](#ITEM_15_EXHIBITS_FINANCIAL_STATEMENT_SCH) | | [removed: 229] [added: 213] |
| 16. | [Form 10-K Summary](#ITEM_16_FORM_10K_SUMMARY) | | [removed: 236] [added: 219] |
| [removed: 2019] [added: 2020] BLS Industry Average OSHA Recordable Rate | | An average of the OSHA Recordable Rate for [removed: 2019] [added: 2020] published by the Bureau of Labor Statistics for electric power generation, transmission and distribution (NAICS code 2211) and natural gas distribution (NAICS code 2212) |
| [removed: 2021] [added: 2022] Proxy Statement | | Dominion Energy [removed: 2021] [added: 2022] Proxy Statement, File No. 001-08489 |
| Bear Garden | | A [removed: 590] [added: 622] MW combined-cycle, natural gas-fired power station in Buckingham County, Virginia |
| EPS | | Earnings per [added: common] share |
| [removed: Fairless] [added: Southampton] | | [removed: Fairless] [added: Southampton biomass] power station |
| [removed: Fountain Creek Solar] [added: Spring Grove 1] | | A [removed: proposed 80] [added: 98] MW utility-scale solar power station located in [removed: Greensville] [added: Surry] County, Virginia |
| Four Brothers | | Four Brothers Solar, LLC, a limited liability company owned by Dominion Energy [added: (through December 2021)] and Four Brothers Holdings, LLC, a subsidiary of [removed: GIP effective August 2018] [added: Clearway] |
| [removed: GIP] [added: Clearway] | | The legal entity, [added: Clearway Energy, Inc. (a subsidiary of] Global Infrastructure [removed: Partners,] [added: Partners),] one or more of its consolidated subsidiaries, or the entirety of [removed: Global Infrastructure Partners] [added: Clearway Energy, Inc.] and its consolidated subsidiaries |
| Granite Mountain | | Granite Mountain Holdings, LLC, a limited liability company owned by Dominion Energy [added: (through December 2021)] and Granite Mountain Renewables, LLC, a subsidiary of [removed: GIP effective August 2018] [added: Clearway] |
| Grassfield Solar | | [removed: A proposed] [added: An approximate] 20 MW utility-scale solar power station [added: under development] in Chesapeake, Virginia |
| Greensville County | | A [removed: 1,588] [added: 1,629] MW combined-cycle, natural gas-fired power station in Greensville County, Virginia |
| Iron Springs | | Iron Springs Holdings, LLC, a limited liability company owned by Dominion Energy [added: (through December 2021)] and Iron Springs Renewables, LLC, a subsidiary of [removed: GIP effective August 2018] [added: Clearway] |
| [removed: Manchester] [added: Surry] | | [removed: Manchester] [added: Surry nuclear] power station |
| MGD | | Million gallons [removed: a] [added: per] day |
| Norge Solar | | [removed: A proposed] [added: An approximate] 20 MW utility-scale solar power station [removed: located] [added: under development] in James City County, Virginia |
| Abbreviation or Acronym | | [removed: |] Definition |
| NYSE | | [removed: |] New York Stock Exchange |
| 6. | [\[Reserved\]](#ITEM_6_RESERVED) | | 54 |
| 9C. | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#ITEM9C_FOREIGN_JURISDICTIONS) | | 210 |
| Birdseye | | Birdseye Renewable Energy, LLC |
| CVOW Commercial Project | | A proposed 2.6 GW wind generation facility 27 miles off the coast of Virginia Beach, Virginia in federal waters adjacent to the CVOW Pilot Project and associated interconnection facilities in and around Virginia Beach, Virginia |
| CVOW Pilot Project | | A 12 MW wind generation facility 27 miles off the coast of Virginia Beach, Virginia in federal waters |
| DECP Holdings | | The legal entity DECP Holdings, Inc., which holds Dominion Energy’s noncontrolling interest in Cove Point |
| Dominion Privatization | | Dominion Utility Privatization, LLC, a partnership between Dominion Energy and Patriot |
| EnergySolutions | | EnergySolutions, LLC |
| --- | --- | --- |
| Patriot | | Patriot Utility Privatizations, LLC, a partnership between Foundation Infrastructure Partners, LLC and John Hancock Life Insurance Company (U.S.A.) and affiliates |
| Q-Pipe Transaction | | A previously proposed sale by Dominion Energy to BHE of the Q-Pipe Group pursuant to a purchase and sale agreement entered into on October 5, 2020 and terminated on July 9, 2021 |
| Rider CCR | | A rate adjustment clause associated with the recovery of costs related to the removal of CCR at certain power stations |
| Rider D | | A rate mechanism which allows PSNC to recover from customers all prudently incurred gas costs and certain uncollectible expenses as well as losses on negotiated gas and transportation sales |
| Rider GT | | A rate adjustment clause associated with the recovery of costs associated with electric distribution grid transformation projects that the Virginia Commission has approved as authorized by the GTSA |
| Rider OSW | | | A rate adjustment clause associated with costs incurred to construct, own and operate the CVOW Commercial Project |
| Rider SNA | | A rate adjustment clause associated with costs relating to the preparation of the applications for subsequent license renewal to the NRC to extend the operating licenses of Surry and North Anna and related projects | |
| Scope 1 emissions | | Emissions that are produced directly by an entity’s own operations | |
| Scope 2 emissions | | Emissions from electricity a company consumes but does not generate from its own facilities | |
| Scope 3 emissions | | Emissions generated downstream of company operations by customers and upstream by suppliers | |
| Series C Preferred Stock | | Dominion Energy’s 4.35% Series C Fixed-Rate Cumulative Redeemable Perpetual Preferred Stock, without par value, with a liquidation preference of $1,000 per share | |
| --- | --- | --- |
| Southwest Gas | | The legal entity, Southwest Gas Holdings, Inc., one or more of its consolidated subsidiaries, or the entirety of Southwest Gas Holdings, Inc. and its consolidated subsidiaries |
| UEX Rider | | Uncollectible Expense Rider deployed by East Ohio |
| Ullico | | The legal entity, Ullico Inc., one or more of its consolidated subsidiaries, or the entirety of Ullico Inc. and its consolidated subsidiaries |
| Virginia Facilities | | Proposed electric interconnection and transmission facilities in and around Virginia Beach, Virginia, comprising transmission facilities required to interconnect the CVOW Commercial Project reliably with the existing transmission system; including 3 miles of 230 kV offshore export circuits, 4 miles of underground 230 kV onshore export circuits, a new Harpers switching station, 14 miles of three new overhead 230 kV transmission circuits between a new Harpers switching station and the Fentress substation, rebuild eight miles of two existing 230 kV overhead lines and an expansion of the Fentress substation |
| Wisconsin Commission | | Public Services Commission of Wisconsin |
| WP&L | | Wisconsin Power and Light Company, a subsidiary of Alliant Energy Corporation |
| WPSC | | Wisconsin Public Service Corporation, a subsidiary of WEC Energy Group |
| | | | |
| --- | --- | --- | --- |
| | DRUA | 2016 Series A 5.25% Enhanced Junior Subordinated Notes | New York Stock Exchange |
| --- | --- | --- | --- |
| 6. | [Selected Financial Data](#ITEM_6_SELECTED_FINANCIAL_DATA) | | 54 |
| BACT | | Best available control technology |
| CARES Act | | Coronavirus Aid, Relief and Economic Security Act, enacted on March 27, 2020 |
| CGN Committee | | Compensation, Governance and Nominating Committee of Dominion Energy’s Board of Directors |
| Dominion Energy Questar Combination | | Dominion Energy’s acquisition of Dominion Energy Questar completed on September 16, 2016 pursuant to the terms of the agreement and plan of merger entered on January 31, 2016 |
| Eastern Market Access Project | | Project to provide 150,000 Dths/day of transportation service to help meet demand for natural gas for Washington Gas Light Company, a local gas utility serving customers in D.C., Virginia and Maryland |
| Gal | | Gallon |
| MATS | | Utility Mercury and Air Toxics Standard Rule |
| mcf | | Thousand cubic feet |
| NSPS | | New Source Performance Standards |
| PURA | | | Connecticut’s Public Utility Regulatory Authority |
| SCDHEC | | South Carolina Department of Health and Environmental Control | |
| Southampton | | Southampton biomass power station | |
| Surry | | Surry nuclear power station | |
| VDEQ | | Virginia Department of Environmental Quality | |
| Whitehouse Solar | | A 20 MW utility-scale solar power station in Louisa County, Virginia | |
| Woodland Solar | | A 19 MW utility-scale solar power station in Isle of Wight County, Virginia | |
An excerpt. Shown here: 40 of 98 rewritten, all 28 added and all 21 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2021 filing and the FY2020 filing.
Item 2. Properties
55 rewritten, 14 added, 28 removed, 150 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
As of December 31, [removed: 2020,] [added: 2021,] Dominion Energy owned its principal executive office in Richmond, Virginia and five other corporate offices.
There were no bonds outstanding as of December 31, [removed: 2020;] [added: 2021;] however, by leaving the indenture open, Virginia Power retains the flexibility to issue mortgage bonds in the future.
Virginia Power has approximately [removed: 6,700] [added: 6,900] miles of electric transmission lines of 69 kV or more located in North Carolina, Virginia and West Virginia.
In addition, Virginia Power’s electric distribution network includes approximately [removed: 58,900] [added: 59,300] miles of distribution lines, exclusive of service level lines, in Virginia and North Carolina.
Dominion Energy also owns various solar facilities, primarily at schools in Virginia, with an aggregate generation capacity of [removed: 9] [added: 17] MW.
The following tables list Virginia Power’s generating units and capability as of December 31, [removed: 2020.][added: 2021.]
| Warren County (CC) | | Warren County, VA | | | [removed: 1,370] [added: 1,349] | | | | | | |
| Total Gas | | | | | [removed: 8,253] [added: 8,232] | | | | 41 | | % |
| Total Nuclear | | | | | 3,348 | | | | [removed: 17] [added: 16] | | |
| Total Solar | | | | | [removed: 296] [added: 396] | | | | [removed: 1] [added: 2] | | |
| Power Purchase Agreements | | | | | [removed: 917] [added: 1,075] | | | | 5 | | |
| Total Utility Generation | | | | | [removed: 20,308] [added: 20,577] | | | | 100 | | % |
| Total Non-Jurisdictional Generation | | | | | [removed: 440] [added: 618] | |
This network includes approximately [removed: 75,500] [added: 76,500] miles of distribution mains and related service facilities which are supported by approximately [removed: 5,700] [added: 5,600] miles of transmission, gathering and storage pipeline.
DESC has approximately 3,800 miles and [removed: 26,700] [added: 18,700] miles of electric transmission and distribution lines, respectively, exclusive of service level lines, in South Carolina.
In addition, DESC owns [removed: 442] [added: 458] substations.
DESC’s natural gas system includes approximately [removed: 18,700] [added: 19,200] miles of distribution mains and related service facilities, which are supported by approximately [removed: 500] [added: 400] miles of transmission pipeline.
The Charleston facility can store the liquefied equivalent of [added: approximately] 1.0 bcf of natural gas, can regasify approximately 6% of its storage capacity per day and can liquefy less than 1% of its storage capacity per day.
The Salley facility can store the liquefied equivalent of [added: approximately] 0.9 bcf of natural gas and can regasify approximately 10% of its storage capacity per day.
The following table lists DESC’s generating units and capability as of December 31, [removed: 2020.][added: 2021.]
| Jasper (CC) (1) | | Hardeeville, SC | | | [removed: 852] [added: 863] | | | | | | |
| Urquhart (CT) [added: (1)] | | Beech Island, SC | | | 87 | | | | | | |
| Parr (CT) [removed: (1)] [added: (1)(2)] | | Jenkinsville, SC | | | [removed: 60] [added: 47] | | | | | | |
| Coit (CT) [removed: (1)] [added: (1)(2)] | | Columbia, SC | | | 26 | | | | | | |
| Williams (CT) [removed: (1)] [added: (1)(2)] | | Goose Creek, SC | | | [removed: 20] [added: 16] | | | | | | |
| Total [removed: Gas(2)] [added: Gas(3)] | | | | | [removed: 2,493] [added: 2,487] | | | | [removed: 41] [added: 40] | | % |
| Cope [removed: (3)] [added: (4)] | | Cope, SC | | | 415 | | | | | | |
| Wateree [added: (5)] | | Eastover, SC | | | 342 | | | | | | |
| Summer | | Jenkinsville, SC | | | [removed: 652] [added: 651] | | [removed: (4)] [added: (6)] | | [removed: 10] [added: 11] | | |
| Power Purchase Agreements | | | | | [removed: 846] [added: 898] | | [removed: (5)] [added: (7)] | | 14 | | |
| Total Utility Generation | | | | | [removed: 6,137] [added: 6,182] | | | | 100 | | % |
| [removed: *(2)*] [added: *(3)*] | Excludes the Hardeeville gas combustion turbine which currently does not have any net summer [removed: capability.] [added: capability and is expected to be retired by the end of 2025.] |
| [removed: *(3)*] [added: *(4)*] | Capable of burning natural gas as a secondary source. |
| [removed: *(4)*] [added: *(6)*] | Excludes 33.3% undivided interest owned by Santee Cooper. |
| [removed: *(5)*] [added: *(7)*] | Includes [removed: 157MW] [added: 189 MW] from agreements with certain solar facilities within Contracted Assets. |
The following table lists Contracted Assets’ generating units and capability as of December 31, [removed: 2020.][added: 2021.]
| Total Nuclear | | | | | 2,001 | | | | [removed: 58] [added: 67] | | % |
| Amazon Solar Farm Virginia – Southampton | | Newsoms, VA | | | 100 | | [removed: (4)] [added: (3)] | | | | |
| Hardin I | | Hardin County, OH | | | [removed: 97] [added: 150] | | | | | | |
| Amazon Solar Farm Virginia – Accomack | | Oak Hall, VA | | | 80 | | [removed: (4)] [added: (3)] | | | | |
In addition, Virginia Power owns 468 substations and 16MW of battery storage.
| Dry Bread | | Emporia, VA | | | 100 | | | | | | |
| Wind | | | | | | | | | | | |
| CVOW Pilot Project | | Virginia Beach, VA | | | 12 | | | | — | | |
| | | | | | 19,482 | | | | | | |
| Desper | | Louisa, VA | | | 88 | |
| Butcher Creek | | Chase City, VA | | | 80 | |
| Bedford | | Chesapeake, VA | | | 70 | |
| Rochambeau | | James City County, VA | | | 20 | |
| | | | | | 5,284 | | | | | | |
| *(2)* | Expected to be retired by the end of 2025. |
| *(5)* | Excludes Wateree Unit 2 (342 MW) that is temporarily unavailable and it is expected to be returned to service in 2022. |
| Trask | | Beaufort County, SC | | | 12 | | | | | | |
| Yemassee | | Hampton County, SC | | | 10 | | | | | | |
In addition, Virginia Power owns 473 substations.
| | | | | | 19,391 | | | | | | |
| Grasshopper | | Mecklenburg County, VA | | | 80 | |
| | | | | | 5,291 | | | | | | |
| Escalante I, II and III | | Beaver County, UT | | | 120 | | (3) | | | | |
| Granite Mountain East and West | | Iron County, UT | | | 65 | | (3) | | | | |
| Enterprise | | Iron County, UT | | | 40 | | (3) | | | | |
| Iron Springs | | Iron County, UT | | | 40 | | (3) | | | | |
| Pavant Solar | | Holden, UT | | | 34 | | (5) | | | | |
| Camelot Solar | | Mojave, CA | | | 30 | | (5) | | | | |
| Indy I, II and III | | Indianapolis, IN | | | 20 | | (5) | | | | |
| Cottonwood Solar | | Kings and Kern Counties, CA | | | 16 | | (5) | | | | |
| Adams East Solar | | Tranquility, CA | | | 13 | | (5) | | | | |
| Alamo Solar | | San Bernardino, CA | | | 13 | | (5) | | | | |
| CID Solar | | Corcoran, CA | | | 13 | | (5) | | | | |
| Imperial Valley Solar | | Imperial County, CA | | | 13 | | (5) | | | | |
| Kansas Solar | | Lenmore, CA | | | 13 | | (5) | | | | |
| Kent South Solar | | Lenmore, CA | | | 13 | | (5) | | | | |
| Maricopa West Solar | | Kern County, CA | | | 13 | | (5) | | | | |
| Old River One Solar | | Bakersfield, CA | | | 13 | | (5) | | | | |
| Richland Solar | | Jeffersonville, GA | | | 13 | | (5) | | | | |
| West Antelope Solar | | Lancaster, CA | | | 13 | | (5) | | | | |
| Catalina 2 Solar | | Kern County, CA | | | 12 | | (5) | | | | |
| Mulberry Solar | | Selmer, TN | | | 11 | | (5) | | | | |
| Selmer Solar | | Selmer, TN | | | 11 | | (5) | | | | |
| Columbia 2 Solar | | Mojave, CA | | | 10 | | (5) | | | | |
| *(4)* | Dominion Energy’s interest is subject to a lien securing Eagle Solar’s debt. |
| *(5)* | Excludes 33% noncontrolling interest owned by Terra Nova Renewable Partners. Dominion Energy’s interest is subject to a lien securing SBL Holdco’s debt. |
An excerpt. Shown here: 40 of 55 rewritten, all 14 added and all 28 removed. The counts are complete. For every sentence, read Item 2. Properties in the FY2021 filing and the FY2020 filing.
Item 4. Mine Safety Disclosures
10 rewritten, 1 added, 6 removed, 15 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
| Robert M. Blue [removed: (53)] [added: (54)] | | [added: Chair of the Board of Directors from April 2021 to present;] President and CEO from October 2020 to present; Director from November 2020 to present; Executive Vice President and Co-COO from December 2019 to September 2020; Executive Vice President and President & CEO—Power Delivery Group from May 2017 to November 2019; Senior Vice President and President & CEO—Dominion Virginia Power from January 2017 to May [removed: 2017; Senior Vice President—Law, Regulation & Policy from February 2016 to December 2016; Senior Vice President—Regulation, Law, Energy Solutions and Policy from May 2015 to January 2016.] [added: 2017.] |
| James R. Chapman [removed: (51)] [added: (52)] | | Executive Vice President, CFO and Treasurer from January 2019 to present; Senior Vice President, CFO and Treasurer from November 2018 to December 2018; Senior Vice President—Mergers & Acquisitions and Treasurer from February 2016 to October [removed: 2018; Vice President—Corporate Finance and Mergers & Acquisitions and Assistant Treasurer from May 2015 to January 2016.] [added: 2018.] |
| Diane Leopold [removed: (54)] [added: (55)] | | Executive Vice President and COO from October 2020 to present; Executive Vice President and Co-COO from December 2019 to September 2020; Executive Vice President and President & CEO—Gas Infrastructure Group from May 2017 to November 2019; Senior Vice President and President & CEO—Dominion Energy from January 2017 to May [removed: 2017; President of East Ohio from January 2014 to September 2020.] [added: 2017.] |
| Edward H. Baine [removed: (47)] [added: (48)] | | President—Dominion Energy Virginia from October 2020 to present; Senior Vice President—Power Delivery of Virginia Power from December 2019 to September 2020; Senior Vice President—Distribution of Virginia Power from February 2016 to November [removed: 2019; Senior Vice President—Transmission and Customer Service of Virginia Power from June 2015 to January 2016.] [added: 2019.] |
| P. Rodney Blevins [removed: (56)] [added: (57)] | | [added: President—Gas Distribution from January 2022 to present;] President—Dominion Energy South Carolina from December 2019 to [removed: present;] [added: December 2021;] President & Chief Executive Officer—Southeast Energy Group from January 2019 to November 2019; Senior Vice President and Chief Information Officer from January 2014 to December 2018. |
| Carlos M. Brown [removed: (46)] [added: (47)] | | Senior Vice President, General Counsel and Chief Compliance Officer from December 2019 to present; Senior Vice President and General Counsel from January 2019 to November 2019; Vice President and General Counsel from January 2017 to December [removed: 2018; Deputy General Counsel—Litigation, Labor, and Employment of DES from July 2016 to December 2016; Director—Power Generation Station II of DES from July 2015 to June 2016.] [added: 2018.] |
| Michele L. Cardiff [removed: (53)] [added: (54)] | | Senior Vice President, Controller and [removed: CAO] [added: Chief Accounting Officer] from October 2020 to present; Vice President, Controller and CAO from April 2014 to September 2020. |
| William L. Murray [removed: (53)] [added: (54)] | | Senior Vice President—Corporate Affairs & Communications from February 2019 to present; Vice President—State & Electric Public Policy of DES from May 2017 to January 2019; Senior Policy Director—Public Policy of DES from April 2016 to May [removed: 2017; Managing Director—Corporate Public Policy of DES from June 2007 to March 2016.] [added: 2017.] |
| Daniel G. Stoddard [removed: (58)] [added: (59)] | | Senior Vice President, Chief Nuclear Officer and President—Contracted Assets from September 2020 to present; Senior Vice President, Chief Nuclear Officer and President—Contracted Generation from December 2019 to August 2020; Senior Vice President and Chief Nuclear Officer of Virginia Power from October 2016 to [removed: present; Senior Vice President—Nuclear Operations of Virginia Power from May 2011 to September 2016.] [added: present.] |
| *(1)* | All positions held at Dominion Energy, unless otherwise noted. Any service listed for Virginia Power, [removed: DETI, East Ohio, Hope, PSNC, Questar Gas, Dominion Energy Midstream, Dominion Energy Questar Pipeline, DCP] [added: DESC, SCANA] and DES reflects service at a current or previous subsidiary of Dominion Energy. |
| W. Keller Kissam (55) | | President—Dominion Energy South Carolina from January 2022 to present; President—Electric Operations of DESC from January 2019 to December 2021; President—Generation, Transmission and Distribution and Chief Operating Officer of DESC from January 2018 to December 2018; President—Retail Operations of DESC from December 2011 to December 2017; Senior Vice President of SCANA Corporation from 2011 to December 2018. |
| Name and Age | | Business Experience Past Five Years(1) |
| --- | --- | --- |
| Thomas F. Farrell, II (66) | | Executive Chairman of the Board of Directors from October 2020 to present; President and CEO from April 2007 to September 2020. |
| | | |
| | | |
| Donald R. Raikes (58) | | President—Gas Distribution of Dominion Energy from December 2019 to present and of Hope, East Ohio, PSNC, and Questar Gas from October 2019 to September 2020; President of Hope, East Ohio, PSNC, and Questar Gas from October 2020 to present; Senior Vice President—Gas Transmission Operations of DCP, Dominion Energy Midstream and Dominion Energy Questar Pipeline from February 2019 to September 2019; Senior Vice President—Dominion Midstream Operations of DCP, Dominion Energy Midstream and Dominion Energy Questar Pipeline from August 2017 to January 2019; Senior Vice President—Pipeline Customer Service & Business Development of DCP and DETI from May 2017 to August 2017; Senior Vice President—Customer Service and Business Development of DCP and DETI from November 2014 to May 2017. |
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
6 rewritten, 4 added, 8 removed, 12 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
At February [removed: 12, 2021,] [added: 11, 2022,] there were approximately [removed: 130,000] [added: 126,000] record holders of Dominion Energy’s common stock.
| Period | | Total Number of Shares (or Units) Purchased | | | | [removed: | |] Average Price Paid per Share (or [removed: Unit)(4) | | |] [added: Unit)(2)] | | | | Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs | | | | [removed: | | |] Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased under the Plans or [removed: Programs(5) |] [added: Programs(3)] |
| [removed: 12/1/20-12/31/20 | | | 7,387,403 | | (3) | |] [added: 11/1/21-11/30/21] | | [removed: 76.22] | [added: —] | | | | [added: —] | | [removed: 7,387,403] | | [added: —] | | | 0.92 billion | [removed: | |]
| [removed: *(4)*] [added: *(2)*] | Represents the weighted-average price paid per share. |
| [removed: *(5)*] [added: *(3)*] | In [removed: July 2020, the Dominion Energy Board of Directors authorized the repurchase of up to $3.0 billion in shares of common stock and rescinded its prior repurchase authorization approved in February 2005 and modified in June 2007. Dominion Energy completed repurchases under this authorization in December 2020. In] November 2020, the Dominion Energy Board of Directors authorized the repurchase of up to $1.0 billion of shares of common [removed: stock in addition to the repurchase program authorized in July 2020.] [added: stock.] This repurchase program has no expiration date or price or volume targets and may be modified suspended or terminated at any time. Shares may be purchased through open market or privately negotiated transactions or otherwise at the discretion of management subject to prevailing market conditions, applicable securities laws and other factors. |
Virginia Power [removed: intends to] [added: may] pay [removed: quarterly] cash dividends in [removed: 2021] [added: 2022] but is neither required to nor restricted, except as described in Note 21 to the Consolidated Financial Statements, from making such payments.
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 10/1/21-10/31/21 | | | 67,292 | | (1) | $ | 72.29 | | | | — | | | $ 0.92 billion |
| 12/1/21-12/31/21 | | | 407 | | (1) | | 70.85 | | | | — | | | 0.92 billion |
| Total | | | 67,699 | | | $ | 72.28 | | | | — | | | $ 0.92 billion |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 10/1/20-10/31/20 | | | 52,079 | | (1) | | $ | | 78.59 | | | | | | | — | | | | | $ 0.62 billion | | |
| 11/1/20-11/30/20 | | | 3,049,613 | | (2) | | | | 80.36 | | | | | | | 3,029,827 | | | | | 1.48 billion | | |
| Total | | | 10,489,095 | | | | $ | | 77.44 | | | | | | | 10,417,230 | | | | | $ 0.92 billion | | |
| --- | --- |
| *(2)* | Includes (i) 19,786 shares of common stock that were tendered by employees to satisfy tax withholding obligations on vested restricted stock;(ii) 1,647,192 shares of common stock purchased in open market transactions for an aggregate of approximately $132 million; and (iii) 1,382,635 shares of common stock delivered upon the completion of the purchase periods under two prepaid accelerated share repurchase agreements entered into by Dominion Energy in September 2020. |
| --- | --- |
| *(3)* | Includes (i) 2,045,345 shares of common stock purchased in open market transactions for an aggregate of approximately $163 million and (ii) 5,342,058 shares of common stock delivered to Dominion Energy under an accelerated share repurchase program. Dominion Energy entered into a prepaid accelerated share repurchase agreement with a financial institution in December 2020 to purchase $400 million in shares of common stock. No additional shares will be delivered under this agreement as the repurchase period ended in December 2020. |
Item 6. [Reserved]
0 rewritten, 0 added, 31 removed, 0 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
The following table should be read in conjunction with the Consolidated Financial Statements included in Item 8.
Financial Statements and Supplementary Data.
Dominion Energy’s Consolidated Financial Statements include the results of operations acquired in the SCANA Combination effective January 2019.
DOMINION ENERGY
| Year Ended December 31,(1) | | 2020(2) | | | | 2019(3) | | | | 2018(4) | | | | 2017(5) | | | | 2016(6) | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (millions, except per share amounts) | | | | | | | | | | | | | | | | | | | | |
| Operating revenue | | $ | 14,172 | | | $ | 14,401 | | | $ | 11,199 | | | $ | 11,004 | | | $ | 10,320 | |
| Net income from continuing operations attributable | | | | | | | | | | | | | | | | | | | | |
| to Dominion Energy | | | 1,583 | | | | 653 | | | | 2,087 | | | | 2,707 | | | | 1,809 | |
| Net income from continuing operations attributable | | | | | | | | | | | | | | | | | | | | |
| to Dominion Energy per common share-basic | | | 1.83 | | | | 0.79 | | | | 3.19 | | | | 4.26 | | | | 2.93 | |
| Net income from continuing operations attributable | | | | | | | | | | | | | | | | | | | | |
| to Dominion Energy per common share-diluted | | | 1.82 | | | | 0.75 | | | | 3.19 | | | | 4.26 | | | | 2.93 | |
| Dividends declared per common share | | | 3.45 | | | | 3.67 | | | | 3.34 | | | | 3.035 | | | | 2.80 | |
| Total assets | | | 95,905 | | | | 103,823 | | | | 77,914 | | | | 76,585 | | | | 71,610 | |
| Long-term debt(7) | | | 33,957 | | | | 28,998 | | | | 27,075 | | | | 26,951 | | | | 26,271 | |
| | *(1)* | Operating revenue, net income and earnings per share exclude amounts presented in discontinued operations related to the gas transmission and storage operations sold to, or under contract to be sold to, BHE as well as Dominion Energy’s investment in Atlantic Coast Pipeline. Long-term debt excludes amounts reflected as held-for-sale. See Note 3 to Dominion Energy’s Consolidated Financial Statements for more information regarding the amounts presented as discontinued operations or held-for-sale. |
| --- | --- | --- |
| | *(2)* | Includes $559 million after-tax charge associated primarily with the planned early retirement of certain electric generation facilities, $496 million of after-tax charges for an impairment attributable to Dominion Energy’s interests in certain nonregulated solar generation facilities and a contract termination in connection with the sale of Fowler Ridge, $191 million of after-tax charges for expected CCRO and customer arrears forgiveness for Virginia utility customers and $93 million of after-tax charges associated with litigation acquired in the SCANA Combination, partially offset by a $264 million after-tax net gain related to nuclear decommissioning trust funds. |
| --- | --- | --- |
| | *(3)* | Includes merger and integration-related costs associated with the SCANA Combination of $1.8 billion after-tax (inclusive of $756 million after-tax charge for refunds of amounts previously collected for the NND Project, $480 million after-tax charge for litigation acquired in the SCANA Combination and $286 million after-tax charge related to a voluntary retirement program), $585 million after-tax charges associated primarily with the planned early retirement of certain electric generation facilities, automated meter reading infrastructure and the termination of a contract with a non-utility generator, partially offset by a $429 million after-tax net gain related to nuclear decommissioning trust funds. |
| --- | --- | --- |
| | *(4)* | Includes $568 million after-tax gains on sales of certain nonregulated generation facilities and equity method investments partially offset by $164 million after-tax charge related to the impairment of certain gathering and processing assets and a $160 million after-tax charge associated with Virginia legislation enacted in March 2018 that required one-time rate credits of certain amounts to utility customers. |
| --- | --- | --- |
| | *(5)* | Includes $851 million of tax benefits resulting from the remeasurement of deferred income taxes to the new corporate income tax rate, partially offset by $96 million of after-tax charges associated with equity method investments in wind-powered generation facilities. |
| --- | --- | --- |
| | *(6)* | Includes a $122 million after-tax charge related to future ash pond and landfill closure costs at certain utility generation facilities. |
| --- | --- | --- |
| | *(7)* | Includes finance leases. |
| --- | --- | --- |
Item 8. Financial Statements and Supplementary Data
1,508 rewritten, 586 added, 810 removed, 2,582 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
| [Report of Independent Registered Public Accounting Firm](#REPORT_INDEPENDENT_REGISTERED_PUBLIC_1) [added: (PCAOB ID No. 34)] | [removed: 86] [added: 81] |
| [Consolidated Statements of Income for the years ended [removed: December](#CONSOLIDATED_STATEMENTS_INCOME_1)] [added: December] 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018] [added: 2019](#CONSOLIDATED_STATEMENTS_INCOME)] | [removed: 90] [added: 83] |
| [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#CONSOLIDATED_STATEMENTS_COMPREHENSIVE_IN)] [added: 2019](#CONSOLIDATED_STATEMENTS_COMPREHENSIVE_IN)] | [removed: 91] [added: 84] |
| [Consolidated Balance Sheets at December 31, [removed: 2020] [added: 2021] and [removed: 2019](#D_BS)] [added: 2020](#D_BS)] | [removed: 92] [added: 85] |
| [Consolidated Statements of Equity at December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018] [added: 2019] and for the years then ended](#D_SOE) | [removed: 94] [added: 87] |
| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#D_SOCF)] [added: 2019](#D_SOCF)] | [removed: 95] [added: 88] |
| [Report of Independent Registered Public Accounting Firm](#REPORT_INDEPENDENT_RETERED_PUBLIC_ACC_2) [added: (PCAOB ID No. 34)] | [removed: 97] [added: 89] |
| [Consolidated Statements of Income for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#VP_IS_Consolidated_Statements_of_Income)] [added: 2019](#VP_IS_Consolidated_Statements_of_Income)] | [removed: 100] [added: 91] |
| [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#VP_Consolidated_Statements_of_Compr)] [added: 2019](#VP_Consolidated_Statements_of_Compr)] | [removed: 101] [added: 92] |
| [Consolidated Balance Sheets at December 31, [removed: 2020] [added: 2021] and [removed: 2019](#VP_Consolidated_Balance_Sheets)] [added: 2020](#VP_Consolidated_Balance_Sheets)] | [removed: 102] [added: 93] |
| [Consolidated Statements of Common Shareholder’s Equity at December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018] [added: 2019] and for the years then ended](#VP_Consolidated_Statements_ShareEqu) | [removed: 104] [added: 95] |
| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018](#VP_Consolidated_Statements_of_Cash_Flows)] [added: 2019](#VP_Consolidated_Statements_of_Cash_Flows)] | [removed: 105] [added: 96] |
| [Combined Notes to Consolidated Financial Statements](#COMBINED_NOTES_TO_CONSOLIDATED_FINANCIAL) | [removed: 106] [added: 97] |
We have audited the accompanying consolidated balance sheets of Dominion Energy, Inc. and subsidiaries ("Dominion Energy") at December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes (collectively referred to as the "consolidated financial statements").
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Dominion Energy at December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), Dominion Energy's internal control over financial reporting at December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 25, 2021,] [added: 24, 2022,] expressed an unqualified opinion on Dominion Energy's internal control over financial reporting.
Critical Audit [removed: Matters][added: Matter]
The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current-period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the financial statements and (2) involved [added: our] especially challenging, subjective, or complex judgments.
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
Dominion Energy, through its regulated electric and gas subsidiaries, is subject to rate regulation by certain state public utility commissions and the Federal Energy Regulatory Commission (“FERC”) (collectively, the “relevant commissions”) which have jurisdiction with respect to the rates of electric utility and natural gas distribution [removed: and transmission] companies.
Revenue provided by Dominion Energy’s electric transmission, distribution and generation operations and its gas [removed: transmission and] distribution operations is based primarily on rates approved by the relevant commissions.
Further, Virginia Electric and Power Company’s (“Virginia Power”) retail base rates, terms and conditions for generation and distribution services to customers in Virginia are reviewed by the Virginia State Corporation Commission (the “Virginia Commission”) in a proceeding that involves the determination of Virginia Power’s actual earned return on equity (“ROE”) during a historic test period, [added: and determination of Virginia Power’s]
[removed: and determination of Virginia Power’s] authorized ROE prospectively.
Under certain circumstances, Virginia Power may be required to [removed: refund] [added: credit] a portion of its earnings to customers.
Likewise, regulatory liabilities are recognized when it is probable that regulators will require customer refunds [added: or other benefits] through future rates or when revenue is collected from customers for expenditures that have yet to be incurred.
[removed: Impairment of] Non-Wholly-Owned Nonregulated Solar [removed: Facilities— Refer to Note 10 to the Consolidated Financial Statements][added: Facilities]
[removed: Based on an evaluation of] Dominion Energy’s interests in these long-lived assets for recoverability under a probability weighted approach, Dominion Energy determined the assets were impaired.
[removed: As a result,] [added: In 2021,] Dominion Energy recorded a charge of [removed: $665 million ($293] [added: $16] million [removed: after-tax attributable to Dominion Energy and $267] [added: ($12] million [removed: attributable to noncontrolling interest)] [added: after-tax)] in impairment of assets and other charges in its Consolidated Statements of Income [removed: for year ended December 31, 2020] to adjust [removed: the property, plant and equipment] [added: a corporate office building] down to its estimated fair [removed: value] [added: value, using both an income and market approach,] of [removed: $1.4 billion.][added: $26 million.]
The valuation is considered a Level 3 [removed: fair value] measurement due to the use of significant judgmental and unobservable inputs, including projected timing and amount of future cash flows and discount rates [removed: reflecting risks] inherent in the future cash flows and market prices.
| Year Ended December 31, | | [removed: 2020] [added: 2021] | | | | [removed: 2019] [added: 2020] | | | | [removed: 2018] [added: 2019] | | |
| Operating Revenue | | $ | [removed: 14,172] [added: 13,964] | | | $ | [removed: 14,401] [added: 14,172] | | | $ | [removed: 11,199] [added: 14,401] | |
| Electric fuel and other energy-related purchases | | | [removed: 2,243] [added: 2,368] | | | | [removed: 2,885] [added: 2,243] | | | | [removed: 2,687] [added: 2,885] | |
| Purchased electric capacity | | | [removed: 53] [added: 70] | | | | [removed: 88] [added: 53] | | | | [removed: 122] [added: 88] | |
| Purchased gas | | | [removed: 889] [added: 1,083] | | | | [removed: 1,560] [added: 889] | | | | [removed: 604] [added: 1,560] | |
| Other operations and maintenance | | | [removed: 3,685] [added: 3,734] | | | | [removed: 3,790] [added: 3,685] | | | | [removed: 2,786] [added: 3,790] | |
| Depreciation, depletion and amortization | | | [removed: 2,332] [added: 2,478] | | | | [removed: 2,283] [added: 2,332] | | | | [removed: 1,660] [added: 2,283] | |
| Other taxes | | | [removed: 871] [added: 909] | | | | [removed: 883] [added: 871] | | | | [removed: 580] [added: 883] | |
| Impairment of assets and other charges | | | [removed: 2,105] [added: 195] | | | | [removed: 1,520] [added: 2,105] | | | | [removed: 12] [added: 1,520] | |
| [removed: Gains] [added: Losses (gains)] on sales of assets | | | [removed: (61] [added: 108] | [removed: )] | | | [removed: (152] [added: (61] | ) | | | [removed: (265] [added: (152] | ) |
| Total operating expenses | | | [removed: 12,117] [added: 10,945] | | | | [removed: 12,857] [added: 12,117] | | | | [removed: 8,186] [added: 12,857] | |
| Other income | | | 1,157 | | | | 693 | | | | 803 | |
| Margin deposit assets | | | 678 | | | | 19 | |
| Other | | | 264 | | | | 148 | |
| Other(1) | | | 2,053 | | | | 1,933 | |
| Preferred stock (See Note 19) | | | 1,610 | | | | — | |
| Shareholders' Equity | | | | | | | | |
| Issuance of stock | | | 1 | | | | 992 | | | | 4 | | | | 340 | | | | | | | | | | | | 1,332 | | | | | | | | 1,332 | |
| Reclassification of Series A Preferred Stock to Mezzanine Equity | | | (1 | ) | | | (1,596 | ) | | | | | | | (14 | ) | | | | | | | | | | | (1,610 | ) | | | | | | | (1,610 | ) |
| Sale of non-wholly-owned nonregulated solar facilities | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | (323 | ) | | | (323 | ) |
| December 31, 2021 | | | 2 | | | $ | 1,783 | | | | 810 | | | $ | 21,610 | | | $ | 5,373 | | | $ | (1,458 | ) | | $ | 27,308 | | | $ | — | | | $ | 27,308 | |
| Net loss on sale of interest in renewable generation facilities | | | 211 | | | | — | | | | — | |
| Loss from investment in Atlantic Coast Pipeline | | | 20 | | | | 2,405 | | | | — | |
| Accounts receivable | | | (183 | ) | | | (292 | ) | | | (105 | ) |
| Proceeds from sale of non-wholly-owned nonregulated solar facilities | | | 495 | | | | — | | | | — | |
| Supplemental credit facility borrowings | | | 900 | | | | — | | | | — | |
| Supplemental credit facility repayments | | | (900 | ) | | | — | | | | — | |
Further, Virginia Power’s retail base rates, terms and conditions for generation and distribution services to
February 24, 2022
| Margin deposit assets | | | 167 | | | | 1 | |
| Other (1) | | | 1,248 | | | | 812 | |
| Dividends | | | | | | | | | | | | | | | | | | | (300 | ) | | | | | | | | | | | (300 | ) |
| Margin deposit assets and liabilities | | | (166 | ) | | | | | (1 | ) | | | | | — | |
| Other | | | — | | | | | | 21 | | | | | | (37 | ) |
| Other | | | (21 | ) | | | | | (31 | ) | | | | | (12 | ) |
Effective in the second quarter of 2021, the Companies updated their Statements of Cash Flows to present net charges for allowance for credit risk and write-offs of accounts receivables within other adjustments to reconcile net income to net cash provided by operating activities from the previous presentation within changes in accounts receivable.
All prior period information has been conformed to this presentation, which does not result in a change to net cash provided by operating activities.
| | • | Nonregulated electric sales consists of sales to customers from non-jurisdictional solar generation facilities; |
In 2021, Dominion Energy reflected a $21 million benefit from the reversal of interest expense and a $7 million benefit from the reversal of penalty expense on uncertain tax positions that were effectively settled.
represent economic hedges that mitigate their exposure to fluctuations in commodity prices or interest rates.
In January 2022, Dominion Energy revised the estimated useful life of its non-jurisdictional and certain nonregulated solar generation facilities to 35 years.
This revision is expected to result in an annual decrease of depreciation expense of approximately $20 million ($15 million after-tax), including approximately $8 million ($6 million after-tax) at Virginia Power, and increase Dominion Energy’s EPS by approximately $0.02.
Debt Securities
This transaction was structured as an asset sale for tax purposes.
In July 2021, Dominion Energy and BHE mutually agreed to terminate the Q-Pipe Transaction as a result of uncertainty associated with receiving approval under the Hart-Scott-Rodino Act.
Also in July 2021, Dominion Energy entered into an approximately $1.3 billion term loan credit agreement and borrowed the full amount available thereunder.
The proceeds were utilized to repay the deposit received from BHE on the Q-Pipe Transaction.
Upon completion of a sale of the Q-Pipe Group, Dominion Energy was required to utilize the net proceeds to repay any outstanding balances under the term loan agreement.
In October 2021, Dominion Energy entered into an agreement with Southwest Gas to sell the Q-Pipe Group.
The total value of this transaction is approximately $2 billion, comprised of approximately $1.5 billion of cash consideration (subject to customary closing adjustments) plus the assumption of long-term debt.
The agreement provides that Dominion Energy retains the assets and obligations of the pension and other postretirement employee benefit plans associated with the operations included in the transaction and relating to services provided through closing.
Critical Audit Matter Description
In connection with the evaluation of Virginia Power’s earnings for the four-year test period ended December 31, 2020, Virginia Power recorded a charge of $130 million for the year ended December 31, 2020 for benefits it expects to provide to its customers through the use of a customer credit reinvestment offset in accordance with the Virginia Grid Transformation and Security Act of 2018 (“GTSA”).
This evaluation included consideration of the regulatory treatment of a charge of $754 million ($561 million after-tax) recorded in the first quarter of 2020, associated with Virginia Power’s commitment to retire certain coal- and oil-fired generating units before the end of their useful lives.
Virginia Power determined it was appropriate to consider this charge to be recovered as a component of Virginia Power’s base rates under the GTSA.
This determination required management judgment.
How the Critical Audit Matter Was Addressed in the Audit
| --- | --- | --- |
| --- | --- | --- |
| --- | --- | --- |
| | • | We assessed the regulatory treatment of significant non-recurring charges, including the $754 million charge recorded by Virginia Power in the first quarter of 2020 in connection with the early retirement decision impacting certain coal- and oil-fired generating units by considering existing precedent for the treatment of such charges, relevant legislation and regulatory orders. |
| --- | --- | --- |
| --- | --- | --- |
| --- | --- | --- |
| --- | --- | --- |
Critical Audit Matter Description
Dominion Energy performs an evaluation for impairment whenever events or changes in circumstances indicate that the carrying amount of long-lived assets with finite lives may not be recoverable.
A long-lived asset is written down to fair value if the sum of its expected future undiscounted cash flows is less than its carrying amount.
In the third quarter of 2020, Dominion Energy performed a strategic review of its long-term intentions for its contracted nonregulated solar generation assets in partnerships outside of its core electric service territories in consideration of the impact of the Virginia Clean Economy Act and Dominion Energy’s decision to sell substantially all of its gas transmission and storage operations.
The fair value was estimated using an income approach.
We identified the impairment of the contracted nonregulated solar generation assets held in partnerships as a critical audit matter due to the high degree of auditor judgment and an increased level of effort, including the need to involve our fair value specialists, when performing audit procedures to evaluate (1) the timing of management’s identification of the triggering event requiring the recoverability test, (2) the reasonableness of the probabilities assigned by management to the scenarios utilized within the recoverability model (3) the estimates underlying the future cash flows in scenarios utilized and, (4) the selection of a discount rate in deriving the fair value of the assets.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the impairment of the solar generation assets held in partnerships included the following, among others:
| | • | We tested the effectiveness of management’s controls over the impairment evaluation, including those over the identification of triggering events requiring recoverability tests, and those addressing the appropriateness of the key assumptions used in the recoverability test, including those addressing the probabilities assigned to the scenarios utilized and those addressing key assumptions utilized in estimation of the fair value of the assets, including selection of a discount rate. |
| --- | --- | --- |
| | • | We evaluated whether the timing of the identification of the triggering event was appropriate, as well as the reasonableness of probabilities management assigned to scenarios utilized in the recoverability test by: |
| --- | --- | --- |
| | o | Reading and analyzing the minutes of the Boards of Directors of Dominion Energy for discussions of changes in legal, regulatory, or business factors which could impact management’s conclusions with respect to the probabilities assigned to the scenarios utilized. |
| --- | --- | --- |
| | o | Making inquiries of executive management, and |
| --- | --- | --- |
| | o | Obtaining and considering the timing and content of business unit presentations concerning management’s future plans with respect to the solar partnerships. |
| --- | --- | --- |
| | • | We evaluated the reasonableness of the fair value model by: |
| --- | --- | --- |
| | o | Testing the mathematical accuracy of the model, |
| --- | --- | --- |
| | o | Evaluating the reasonableness of the forecasted cash flows by comparing cash flow projections to current executed contracts, historical revenues and gross margins, and industry trends, and |
| --- | --- | --- |
| | o | With the assistance of our fair value specialists, evaluating the reasonableness of the discount rate utilized in the model by developing a range of independent estimates and comparing those to the discount rate selected by management. |
| --- | --- | --- |
An excerpt. Shown here: 40 of 1,508 rewritten, 40 of 586 added and 40 of 810 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2021 filing and the FY2020 filing.
Item 9A. Controls and Procedures
11 rewritten, 3 added, 3 removed, 54 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
SEC rules implementing Section 404 of the Sarbanes-Oxley Act of 2002 require Dominion Energy’s [removed: 2020] [added: 2021] Annual Report to contain a management's report and a report of the independent registered public accounting firm regarding the effectiveness of internal control.
Based on its assessment as of December 31, [removed: 2020,] [added: 2021,] Dominion Energy makes the following assertions:
Management evaluated Dominion Energy’s internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
Based on this assessment, management believes that Dominion Energy maintained effective internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
We have audited the internal control over financial reporting of Dominion Energy, Inc. and subsidiaries (“Dominion Energy”) at December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control—Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, Dominion Energy maintained, in all material respects, effective internal control over financial reporting at December 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control—Integrated Framework (2013)* issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements at and for the year ended December 31, [removed: 2020,] [added: 2021,] of Dominion Energy and our report dated February [removed: 25, 2021,] [added: 24, 2022,] expressed an unqualified opinion on those consolidated financial statements.
SEC rules implementing Section 404 of the Sarbanes-Oxley Act require Virginia Power's [removed: 2020] [added: 2021] Annual Report to contain a management's report regarding the effectiveness of internal control.
Based on the assessment as of December 31, [removed: 2020,] [added: 2021,] Virginia Power makes the following assertions:
Management evaluated Virginia Power's internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
Based on this assessment, management believes that Virginia Power maintained effective internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
February 24, 2022
February 24, 2022
February 24, 2022
February 25, 2021
February 25, 2021
February 25, 2021
Item 9B. Other Information
0 rewritten, 0 added, 1 removed, 1 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
Part III
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
0 rewritten, 2 added, 0 removed, 0 unchanged
New section this year
Read the full itemFY2021 item · filed February 24, 2022
Not applicable.
Part III
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 8 removed, 3 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
[removed: | • | Information regarding Dominion Energy’s Code of Ethics and Business Conduct] [added: The information] required by this item is [removed: found under] [added: incorporated by reference to] the [removed: heading *Other Information*—*Code] [added: sections entitled *Item 1—Election] of [added: Directors*, *Corporate Governance—The Committees of the Board* and *Corporate Governance*—*Other Governance Policies and Practices*—*Code of] Ethics and Business [removed: Conduct*. |][added: Conduct* in the Dominion Energy 2022 Proxy Statement.]
The following information for Dominion Energy is incorporated by reference from the Dominion Energy 2021 Proxy Statement, which will be filed on or around March 19, 2021:
| • | Information regarding the directors required by this item is found under the heading *Item 1—Election of Directors*. |
| --- | --- |
| • | Information regarding compliance with Section 16 of the Securities Exchange Act of 1934, as amended, required by this item is found under the heading *Other Information—Delinquent Section 16(a) Reports*. |
| --- | --- |
| • | Information regarding the Dominion Energy Audit Committee Financial expert(s) and the Dominion Energy Audit Committee required by this item is found under the heading *Corporate Governance—Board and Committee Governance—The Committees of the Board—Audit Committee*. |
| --- | --- |
| --- | --- |
Item 11. Executive Compensation
0 rewritten, 1 added, 7 removed, 1 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
The information required by this item is incorporated by reference to the sections entitled *Executive Compensation, Compensation of Non-Employee Directors* and *Corporate Governance*—*The Committees of the Board*—*Compensation Committee Interlocks* *and* *Insider Participation* in the 2022 Proxy Statement*.*
The following information about Dominion Energy is contained in the 2021 Proxy Statement and is incorporated by reference:
| | • | Information regarding executive compensation and the Compensation Committee review and discussions of Compensation Discussion and Analysis contained under the heading *Executive Compensation.* |
| --- | --- | --- |
| | • | Information regarding Compensation Committee interlocks contained under the heading *Corporate Governance*—*Compensation Committee Interlocks* *and* *Insider Participation.* |
| --- | --- | --- |
| | • | Information regarding director compensation contained under the heading *Compensation of Non-Employee Directors.* |
| --- | --- | --- |
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
0 rewritten, 1 added, 2 removed, 1 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
The information required by this item is incorporated by reference to the sections entitled *Security Ownership of Certain Beneficial Owners and Management* and *Executive* *Compensation—Equity Compensation Plans* in the 2022 Proxy Statement.
The information concerning stock ownership by directors, executive officers and five percent beneficial owners contained under the heading *Security Ownership of Certain Beneficial Owners and Management* in the 2021 Proxy Statement is incorporated by reference.
The information regarding equity securities of Dominion Energy that are authorized for issuance under its equity compensation plans contained under the heading *Executive* *Compensation—Executive Compensation Tables—Equity Compensation Plans* in the 2021 Proxy Statement is incorporated by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 1 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
The information [removed: regarding related party transactions] required by this item [removed: found under] [added: is incorporated by reference to] the [removed: heading] [added: sections entitled] *Corporate [removed: Governance—Certain] [added: Governance*—*Other Governance Policies and Practices —Certain] Relationships and Related Party [removed: Transactions,*] [added: Transactions*] and [removed: information regarding director independence found under the heading] *Corporate [removed: Governance—Director Independence,*] [added: Governance —Director Independence*] in the [removed: 2021] [added: 2022] Proxy [removed: Statement is incorporated by reference.][added: Statement.]
Item 14. Principal Accountant Fees and Services
9 rewritten, 0 added, 0 removed, 12 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
The information [removed: concerning principal accountant fees and services contained under] [added: required by this item is incorporated by reference to] the [removed: heading] [added: section entitled] *Audit-Related Matters—Auditor Fees and Pre-Approval Policy* in the [removed: 2021] [added: 2022] Proxy [removed: Statement is incorporated by reference.][added: Statement.]
The following table presents fees paid to Deloitte & Touche LLP for services related to Virginia Power for the fiscal years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019.][added: 2020.]
| Type of Fees | | [removed: 2020] [added: 2021] | | | | [removed: 2019] [added: 2020] | | |
| Audit fees | | $ | [removed: 2.30] [added: 2.37] | | | $ | [removed: 2.13] [added: 2.30] | |
| Audit-related fees | | [removed: —] | [added: —] | | | — | | |
| Tax fees | | [removed: —] | [added: 0.04] | | | — | | |
| All other fees | | [removed: —] | [added: —] | | | — | | |
| Total Fees | | $ | [removed: 2.30] [added: 2.41] | | | $ | [removed: 2.13] [added: 2.30] | |
At its December [removed: 2020] [added: 2021] meeting, the Dominion Energy Audit Committee approved schedules of services and fees for [removed: 2021] [added: 2022] inclusive of Virginia Power.
Item 15. Exhibits and Financial Statement Schedules
69 rewritten, 72 added, 78 removed, 7 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
See Index on page [removed: 85.][added: 80.]
| Exhibit Number | | Description | | [removed: |] Dominion Energy | | Virginia Power |
| 2.1.a | | [Purchase and Sale Agreement, dated as of July 3, 2020, by and among Dominion Energy, Inc., Dominion Energy Questar Corporation and Berkshire Hathaway Energy Company (Exhibit 2.1, Form 8-K filed July 6, 2020, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312520187844/d939155dex21.htm) | | [removed: |] X | | |
| 2.1.b | | [Purchase and Sale Agreement, dated as of October 5, 2020, by and among Dominion Energy Questar Corporation, Berkshire Hathaway Energy Corporation and Dominion Energy, Inc., as guarantor (Exhibit 2.1, Form 8-K filed October 6, 2020, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312520264322/d42235dex21.htm). |] [added: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312520264322/d42235dex21.htm)] | | X | | |
| 3.1.a | | [Dominion Energy, Inc. Articles of Incorporation, as [removed: restated,] [added: amended,] effective December [removed: 13, 2019] [added: 9, 2021] (Exhibit 3.1, Form 8-K filed December [removed: 13, 2019,] [added: 9, 2021,] File [removed: No.1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312519313511/d847828dex31.htm) |] [added: No.1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312521352696/d272952dex31.htm)] | | X | | |
| 3.1.b | | [Virginia Electric and Power Company Amended and Restated Articles of Incorporation, as in effect on October 30, 2014 (Exhibit 3.1.b, Form 10-Q filed November 3, 2014, File No. 1-2255).](http://www.sec.gov/Archives/edgar/data/103682/000119312514394022/d814238dex31b.htm) | | | | [removed: |] X |
| 3.2.a | | [Dominion Energy, Inc. Bylaws, as amended and restated, effective [removed: July 30, 2020] [added: May 5, 2021] (Exhibit 3.1, Form 8-K filed [removed: July 31, 2020,] [added: May 6, 2021,] File No. [removed: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000156459020035187/d-ex31_6.htm) |] [added: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000156459021024980/d-ex31_6.htm)] | | X | | |
| 3.2.b | | [Virginia Electric and Power Company Amended and Restated Bylaws, effective June 1, 2009 (Exhibit 3.1, Form 8-K filed June 3, 2009, File No. 1-2255).](http://www.sec.gov/Archives/edgar/data/103682/000071595709000007/bylaws.htm) | | | | [removed: |] X |
| 4 | | Dominion Energy, Inc. and Virginia Electric and Power Company agree to furnish to the Securities and Exchange Commission upon request any other instrument with respect to long-term debt as to which the total amount of securities authorized does not exceed 10% of any of their total consolidated assets. | | [removed: |] X | | X |
| 4.1.a | | [See Exhibit 3.1.a [removed: above.](http://www.sec.gov/Archives/edgar/data/715957/000119312519313511/d847828dex31.htm) |] [added: above.](http://www.sec.gov/Archives/edgar/data/715957/000119312521352696/d272952dex31.htm)] | | X | | |
| 4.1.b | | [See Exhibit 3.1.b above.](http://www.sec.gov/Archives/edgar/data/103682/000119312514394022/d814238dex31b.htm) | | | | [removed: |] X |
| 4.2 | | Indenture of Mortgage of Virginia Electric and Power Company, dated November 1, 1935, as supplemented and modified by Fifty-Eighth Supplemental Indenture (Exhibit 4(ii), Form 10-K for the fiscal year ended December 31, 1985, File No. 1-2255); [Ninety-Second Supplemental Indenture, dated as of July 1, 2012 (Exhibit 4.1, Form 10-Q for the quarter ended June 30, 2012 filed August 1, 2012, File No. 1-2255).](http://www.sec.gov/Archives/edgar/data/103682/000119312512327880/d388091dex41.htm) | | [removed: |] X | | X |
| Exhibit Number | | Description | | [removed: |] Dominion Energy | | Virginia Power |
| 4.3 | | [Form of Senior Indenture, dated June 1, 1998, between Virginia Electric and Power Company and The Bank of New York Mellon (as successor trustee to JP Morgan Chase Bank (formerly The Chase Manhattan Bank)), as Trustee (Exhibit 4(iii), Form S-3 Registration Statement filed February 27, 1998, File No. 333-47119);](http://www.sec.gov/Archives/edgar/data/103682/0000916641-98-000175.txt) [Form of Thirteenth Supplemental Indenture, dated as of January 1, 2006 (Exhibit 4.3, Form 8-K filed January 12, 2006, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312506005547/dex43.htm) [Form of Fourteenth Supplemental Indenture, dated May 1, 2007 (Exhibit 4.2, Form 8-K filed May 16, 2007, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312507116897/dex42.htm) [Form of Seventeenth Supplemental Indenture, dated November 1, 2007 (Exhibit 4.3, Form 8-K filed November 30, 2007, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312507256327/dex43.htm) [Form of Nineteenth Supplemental and Amending Indenture, dated November 1, 2008 (Exhibit 4.2, Form 8-K filed November 5, 2008, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312508226107/dex42.htm) [Form of Twenty-First Supplemental Indenture, dated August 1, 2010 (Exhibit 4.3, Form 8-K filed September 1, 2010, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312510202401/dex43.htm) [Twenty-Second Supplemental Indenture, dated as of January 1, 2012 (Exhibit 4.3, Form 8-K filed January 12, 2012, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312512010095/d280872dex43.htm) [Twenty-Fourth Supplemental Indenture, dated as of January 1, 2013 (Exhibit 4.4, Form 8-K filed January 8, 2013, File No. [removed: 1-2255)](http://www.sec.gov/Archives/edgar/data/103682/000119312513006236/d462869dex44.htm);] [added: 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312513006236/d462869dex44.htm)] [Twenty-Fifth Supplemental Indenture, dated as of March 1, 2013 (Exhibit 4.3, Form 8-K filed March 14, 2013, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312513106283/d501787dex43.htm) [Twenty-Sixth Supplemental Indenture, dated as of August 1, 2013 (Exhibit 4.3, Form 8-K filed August 15, 2013, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312513335769/d584908dex43.htm) [Twenty-Seventh Supplemental Indenture, dated February 1, 2014 (Exhibit 4.3, Form 8-K filed February 7, 2014, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312514039859/d671980dex43.htm) [Twenty-Eighth Supplemental Indenture, dated February 1, 2014 (Exhibit 4.4, Form 8-K filed February 7, 2014, File No. 1-2255);](http://www.sec.gov/Archives/edgar/data/103682/000119312514039859/d671980dex44.htm) [Twenty-Ninth Supplemental Indenture, dated May 1, 2015 (Exhibit 4.3, Form 8-K filed May 13, 2015, File No. 1-02255);](http://www.sec.gov/Archives/edgar/data/103682/000119312515185055/d924574dex43.htm) [Thirtieth Supplemental Indenture, dated May 1, 2015 (Exhibit 4.4, Form 8-K filed May 13, 2015, File No. 1-02255);](http://www.sec.gov/Archives/edgar/data/103682/000119312515185055/d924574dex44.htm) [Thirty-First Supplemental Indenture, dated January 1, 2016 (Exhibit 4.3, Form 8-K filed January 14, 2016, File No. 000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312516429474/d101959dex43.htm) [Thirty-Second Supplemental Indenture, dated November 1, 2016 (Exhibit 4.3, Form 8-K filed November 16, 2016, File No. 000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312516769407/d293400dex43.htm) [Thirty-Third Supplemental Indenture, dated November 1, 2016 (Exhibit 4.4, Form 8-K filed November 16, 2016, File No. 000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312516769407/d293400dex44.htm) [Thirty-Fourth Supplemental Indenture, dated March 1, 2017 (Exhibit 4.3, Form 8-K filed March 16, 2017; File No. 000-55337).](http://www.sec.gov/Archives/edgar/data/103682/000119312517084540/d350158dex43.htm) | | [removed: |] X | | X |
| 4.4 | | [Senior Indenture, dated as of September 1, 2017, between Virginia Electric and Power Company and U.S. Bank National Association, as Trustee (Exhibit 4.1, Form 8-K filed September 13, 2017, File [removed: No.000-55337)](http://www.sec.gov/Archives/edgar/data/103682/000119312517283322/d455905dex41.htm);] [added: No.000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312517283322/d455905dex41.htm)] [First Supplemental Indenture, dated as of September 1, 2017 (Exhibit 4.2, Form 8-K filed September 13, 2017, File No.000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312517283322/d455905dex42.htm) [Second Supplemental Indenture, dated as of March 1, 2018 (Exhibit 4.2, Form 8-K filed March 22, 2018, File No. 000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312518091459/d505966dex42.htm) [Third Supplemental Indenture, dated as of November 1, 2018 (Exhibit 4.2, Form 8-K filed November 28, 2018, File No. 000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312518335979/d664753dex42.htm) [Fourth Supplemental Indenture, dated as of July 1, 2019 (Exhibit 4.2, Form 8-K filed July 10, 2019, File No. 00-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312519191600/d774260dex42.htm) [Fifth Supplemental Indenture, dated as of December 1, 2019 (Exhibit 4.2, Form 8-K filed December 5, 2019, File No. [removed: 000-55337)](http://www.sec.gov/Archives/edgar/data/103682/000119312519306830/d844388dex42.htm);] [added: 000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312519306830/d844388dex42.htm)] [Sixth Supplemental Indenture, dated as of December 1, 2020 (Exhibit 4.2, Form 8-K filed December 15, 2020, File No. [removed: 00-55337)](http://www.sec.gov/Archives/edgar/data/103682/000119312520317616/d43032dex42.htm). |] [added: 00-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312520317616/d43032dex42.htm) [Seventh Supplemental Indenture, dated as of November 1, 2021 (Exhibit 4.2, Form 8-K filed November 22, 2021, File No.000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312521335993/d587053dex42.htm) [Eighth Supplemental Indenture, dated as of November 1, 2021 (Exhibit 4.3, Form 8-K filed November 22, 2021, File No.000-55337);](http://www.sec.gov/Archives/edgar/data/103682/000119312521335993/d587053dex43.htm) [Ninth Supplemental Indenture, dated as of January 1, 2022 (Exhibit 4.3, Form 8-K filed January 13, 2022, File No.000-55337).](http://www.sec.gov/Archives/edgar/data/103682/000119312522008315/d292649dex43.htm)] | | X | | X |
| 4.5 | | [Indenture, Junior Subordinated Debentures, dated December 1, 1997, between Dominion Resources, Inc. and The Bank of New York Mellon (as successor trustee to JP Morgan Chase Bank (formerly The Chase Manhattan Bank)) as supplemented by a Form of Second Supplemental Indenture, dated January 1, 2001 (Exhibit 4.6, Form 8-K filed January 12, 2001, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000091664101000037/0000916641-01-000037-0005.txt). |] [added: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000091664101000037/0000916641-01-000037-0005.txt)] | | X | | |
| Exhibit Number | | Description | | [removed: |] Dominion Energy | | Virginia Power |
| 4.6 | | [Indenture, dated April 1, 1995, between Consolidated Natural Gas Company and The Bank of New York Mellon (as successor trustee to United States Trust Company of New York) (Exhibit (4), Certificate of Notification No. 1 filed April 19, 1995, File No. 70-8107);](http://www.sec.gov/Archives/edgar/data/23738/0000023738-95-000033.txt) [Securities Resolution No. 2 effective as of October 16, 1996 (Exhibit 2, Form 8-A filed October 18, 1996, File No. 1-3196 and relating to the 6 7/8% Debentures Due October 15, 2026);](http://www.sec.gov/Archives/edgar/data/23738/0000950162-96-000554.txt) [Securities Resolution No. 4 effective as of December 9, 1997 (Exhibit 2, Form 8-A filed December 12, 1997, File No. 1-3196 and relating to the 6.80% Debentures Due December 15, 2027).](http://www.sec.gov/Archives/edgar/data/23738/0000950162-97-001001.txt) | | [removed: |] X | | |
| 4.7 | | [Form of Senior Indenture, dated June 1, 2000, between Dominion Resources, Inc. and The Bank of New York Mellon (as successor trustee to JP Morgan Chase Bank (formerly The Chase Manhattan Bank)), as Trustee (Exhibit 4(iii), Form S-3 Registration Statement filed December 21, 1999, File No. 333-93187);](http://www.sec.gov/Archives/edgar/data/715957/000095013299001046/0000950132-99-001046.txt) [Form of Sixteenth Supplemental Indenture, dated December 1, 2002 (Exhibit 4.3, Form 8-K filed December 13, 2002, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000091664102002109/dex43.txt) [Form of Twenty-First Supplemental Indenture, dated March 1, 2003 (Exhibits 4.3, Form 8-K filed March 4, 2003, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000095016803000605/dex43.htm) [Form of Twenty-Second Supplemental Indenture, dated July 1, 2003 (Exhibit 4.2, Form 8-K filed July 22, 2003, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312503022296/dex42.txt) [Form of Twenty-Ninth Supplemental Indenture, dated June 1, 2005 (Exhibit 4.3, Form 8-K filed June 17, 2005, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312505127179/dex43.htm) [Form of Thirty-Sixth Supplemental Indentures, dated June 1, 2008 (Exhibit 4.3, Form 8-K filed June 16, 2008, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312508134396/dex43.htm) [Forty-Third Supplemental Indenture, dated August 1, 2011 (Exhibit 4.3, Form 8-K, filed August 5, 2011, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312511211493/dex43.htm) [Forty-Sixth Supplemental Indenture, dated September 1, 2012 (Exhibit 4.4, Form 8-K, filed September 13, 2012, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312512390336/d411520dex44.htm) [Forty-Seventh Supplemental Indenture, dated September 1, 2012 (Exhibit 4.5, Form 8-K, filed September 13, 2012, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312512390336/d411520dex45.htm) [Fifty-First Supplemental Indenture, dated November 1, 2014 (Exhibit 4.5, Form 8-K, filed November 25, 2014, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312514424234/d826069dex45.htm) | | [removed: |] X | | |
| 4.8 | | [Indenture, dated as of June 1, 2015, between Dominion Resources, Inc. and Deutsche Bank Trust Company Americas, as Trustee (Exhibit 4.1, Form 8-K filed June 15, 2015, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312515222766/d941911dex41.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312515222766/d941911dex41.htm)] [Second Supplemental Indenture, dated as of September 1, 2015 (Exhibit 4.2, Form 8-K filed September 24, 2015, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312515326953/d72279dex42.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312515326953/d72279dex42.htm)] [Fifth Supplemental Indenture, dated as of August 1, 2016 (Exhibit 4.3, Form 8-K filed August 9, 2016, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312516676084/d223375dex43.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516676084/d223375dex43.htm)] [Sixth Supplemental Indenture, dated as of August 1, 2016 (Exhibit 4.4, Form 8-K filed August 9, 2016, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312516676084/d223375dex44.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516676084/d223375dex44.htm)] [Tenth Supplemental Indenture, dated as of January 1, 2017 (Exhibit 4.3, Form 8-K filed January 12, 2017, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312517008366/d236237dex43.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312517008366/d236237dex43.htm)] [Eleventh Supplemental Indenture, dated as of March 1, 2017 (Exhibit 4.3, Form 10-Q filed May 4, 2017, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312517157920/d377987dex43.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/103682/000119312517157920/d377987dex43.htm)] [Thirteenth Supplemental Indenture, dated December 1, 2017 (Exhibit 4.8, Form 10-K for the fiscal year ended December 31, 2017 filed February 27, 2018, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312518059578/d512216dex48.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/103682/000119312518059578/d512216dex48.htm)] [Fifteenth Supplemental Indenture, dated June 1, 2018 (Exhibit 4.2, Form 8-K, filed June 5, 2018, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312518183987/d572920dex42.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312518183987/d572920dex42.htm)] [Sixteenth Supplemental Indenture, dated March 1, 2019 (Exhibit 4.2, Form 8-K filed March 13, 2019, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312519072807/d657413dex42.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312519072807/d657413dex42.htm)] [Seventeenth Supplemental Indenture, dated as of August 1, 2019 (Exhibit 4.2, Form 10-Q filed November 1, 2019, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000156459019039434/d-ex42_314.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/103682/000156459019039434/d-ex42_314.htm)] [Eighteenth Supplemental Indenture, dated as of March 1, 2020 (Exhibit 4.2, Form 8-K, filed March 19, 2020, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312520078397/d851198dex42.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312520078397/d851198dex42.htm)] [Nineteenth Supplemental Indenture, dated as of March 1, 2020 (Exhibit 4.3, Form 8-K, filed March 19, 2020, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312520078397/d851198dex43.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312520078397/d851198dex43.htm)] [Twentieth Supplemental Indenture, dated as of April 1, 2020 (Exhibit 4.2, Form 8-K, filed April 3, 2020, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000156459020015128/d-ex42_7.htm);] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000156459020015128/d-ex42_7.htm)] [Twenty-First Supplemental Indenture, dated as of September 1, 2020 (Exhibit 4.2, Form 8-K, filed September 17, 2020, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312520247676/d32772dex42.htm). |] [added: 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312520247676/d32772dex42.htm) [Twenty-Second Supplemental Indenture, dated as of April 1, 2021 (Exhibit 4.2, Form 8-K, filed April 5, 2021, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312521105699/d826762dex42.htm) [Twenty-Third Supplemental Indenture, dated as of April 1, 2021 (Exhibit 4.3, Form 8-K, filed April 5, 2021, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312521105699/d826762dex43.htm) [Twenty-Fourth Supplemental Indenture, dated as of August 1, 2021 (Exhibit 4.2, Form 8-K filed August 12, 2021, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312521244034/d340627dex42.htm)] | | X | | |
| Exhibit Number | | Description | | [removed: |] Dominion Energy | | Virginia Power |
| 4.9 | | [Junior Subordinated Indenture II, dated June 1, 2006, between Dominion Resources, Inc. and The Bank of New York Mellon (successor to JPMorgan Chase Bank, N.A.), as Trustee (Exhibit 4.1, Form 10-Q for the quarter ended June 30, 2006 filed August 3, 2006, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000002373806000014/exhibit_41.htm) [First Supplemental Indenture dated as of June 1, 2006 (Exhibit 4.2, Form 10-Q for the quarter ended June 30, 2006 filed August 3, 2006, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000002373806000014/exhibit_42.htm) [Second Supplemental Indenture, dated as of September 1, 2006 (Exhibit 4.2, Form 10-Q for the quarter ended September 30, 2006 filed November 1, 2006, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000002373806000030/exhibit_42.htm) [Third Supplemental and Amending Indenture, dated as of June 1, 2009 (Exhibit 4.2, Form 8-K filed June 15, 2009, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312509131022/dex42.htm) [removed: [Sixth Supplemental Indenture, dated as of June 1, 2014 (Exhibit 4.3, Form 8-K filed July 1, 2014, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312514256822/d749522dex43.htm)] [Seventh Supplemental Indenture, dated as of September 1, 2014 (Exhibit 4.3, Form 8-K filed October 3, 2013, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312514362815/d799138dex43.htm) [Eighth Supplemental Indenture, dated March 7, 2016 (Exhibit 4.4, Form 8-K filed March 7, 2016, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516494365/d136925dex44.htm) [removed: [Ninth Supplemental Indenture, dated May 26, 2016 (Exhibit 4.4, Form 8-K filed May 26, 2016, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516603288/d192179dex44.htm)] [Tenth Supplemental Indenture, dated July 1, 2016 (Exhibit 4.3, Form 8-K filed July 19, 2016, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516650779/d229796dex43.htm) [removed: [Eleventh Supplemental Indenture, dated August 1, 2016 (Exhibit 4.3, Form 8-K filed August 15, 2016, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516681424/d229719dex43.htm) [Twelfth Supplemental Indenture, dated August 1, 2016 (Exhibit 4.4, Form 8-K filed August 15, 2016, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312516681424/d229719dex44.htm)] [Thirteenth Supplemental Indenture, dated May 18, 2017 (Exhibit 4.4, Form 8-K filed May 18, 2017, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312517174723/d401142dex44.htm) [Fourteenth Supplemental Indenture, dated June 27, 2019 (Exhibit 4.5, Form 8-K filed June 27, 2019, File No. 1-8489);](http://www.sec.gov/Archives/edgar/data/715957/000119312519183848/d732675dex45.htm) [Fifteenth Supplemental Indenture, dated June 27, 2019 (Exhibit 4.6, Form 8-K filed June 27, 2019, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312519183848/d732675dex46.htm) | | [removed: |] X | | |
| 4.10 | | [2019 Series A Purchase Contract and Pledge Agreement, dated June 14, 2019, among the Dominion Energy, Inc., Deutsche Bank Trust Company Americas, in its capacity as the purchase contract agent, and HSBC Bank USA, National Association, in its capacity as the collateral agent, custodial agent and securities intermediary (Exhibit [removed: 3.1,] [added: 4.1,] Form 8-K filed June 14, 2019, File No.1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312519173110/d765812dex41.htm) | | [removed: |] X | | |
| [removed: 4.11] [added: 4.12] | | [Registration Rights Agreement, [removed: dated] [added: date] December [removed: 16, 2019,] [added: 1, 2021,] by and between Dominion Energy, Inc. and Gallagher Fiduciary Advisors, LLC on behalf of the Dominion Energy, Inc. Defined Benefit Master Trust (Exhibit [removed: 4.1,] [added: 4.2,] Form 8-K filed December [removed: 20, 2019,] [added: 9, 2021,] File No. [removed: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312519321113/d853418dex41.htm) |] [added: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312521352696/d272952dex42.htm)] | | X | | |
| [removed: 4.12] [added: 4.14] | | [Description of Dominion Energy, Inc.’s [removed: Common Stock] [added: 2019 Series A Corporate Units] (Exhibit [removed: 4.16,] [added: 4.18,] Form 10-K for the fiscal year ended December 31, 2019 filed February 28, 2020, File [removed: No.1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex416.htm). |] [added: No.1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex418.htm)] | | X | | |
| [removed: 4.13] [added: 4.15] | | [Description of [removed: Dominion Energy, Inc.’s 2016 Series A 5.25% Enhanced Junior Subordinated Notes due 2076] [added: Virginia Electric and Power Company’s Common Stock] (Exhibit [removed: 4.17,] [added: 4.19,] Form 10-K for the fiscal year ended December 31, 2019 filed February 28, 2020, File [removed: No.1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex417.htm). |] [added: No.1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex419.htm)] | | [removed: X] | | [added: X] |
| [removed: 4.14] [added: 10.21*] | | [removed: [Description of Dominion Energy, Inc.’s 2019 Series A Corporate Units] [added: [2020 Performance Grant Plan under the 2020 Long-Term Incentive Program approved January 23, 2020] (Exhibit [removed: 4.18,] [added: 10.33,] Form 10-K for the fiscal year ended December 31, 2019 filed February 28, 2020, File [removed: No.1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex418.htm). |] [added: No.1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex1033.htm)] | | X | | |
| [removed: 4.15] [added: 10.5] | | [removed: [Description of] [added: [DES Services Agreement, dated January 1, 2021, between Dominion Energy Services, Inc. and] Virginia Electric and Power [removed: Company’s Common Stock] [added: Company] (Exhibit [removed: 4.19,] [added: 10.3,] Form 10-K for the fiscal year ended December 31, [removed: 2019] [added: 2020] filed February [removed: 28, 2020,] [added: 25, 2021,] File [removed: No.1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312520054469/d854390dex419.htm). |] [added: No.1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000156459021008442/d-ex103_683.htm)] | | | | X |
| Exhibit Number | | Description | | [removed: |] Dominion Energy | | Virginia Power |
| 10.1 | | [$6,000,000,000 [removed: Fourth] [added: Fifth] Amended and Restated Revolving Credit Agreement, dated [removed: March 22, 2019,] [added: June 9, 2021,] among Dominion Energy, Inc., Virginia Electric and Power Company, [removed: Dominion Energy Gas Holdings, LLC,] Questar Gas Company, [added: Dominion Energy] South [removed: Carolina Electric & Gas Company,] [added: Carolina, Inc.,] JPMorgan Chase Bank, N.A., as Administrative Agent, Mizuho Bank, Ltd., Bank of America, N.A., The Bank of Nova Scotia and Wells Fargo Bank, N.A., as Syndication Agents, [added: J.P. Morgan Securities LLC] and [added: Mizuho Bank, Ltd., as Co-Sustainability Structuring Agent, and] other lenders named therein (Exhibit 10.1, Form 8-K filed [removed: March 26, 2019, File No. 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000119312519086582/d612169dex101.htm); [as amended by the First Amendment, dated October 30, 2020, to the Fourth Amended and Restated Revolving Credit Agreement (Exhibit 10.1, Form 10-Q for the quarter ended September 30, 2020 filed November 6, 2020,] [added: June 10, 2021,] File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000156459020051677/d-ex101_336.htm). |] [added: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312521187869/d179382dex101.htm)] | | X | | X |
| [removed: 10.2] [added: 10.4] | | [DRS Services Agreement, dated January 1, 2003, between Dominion Resources, Inc. and Dominion Resources Services, Inc. (Exhibit 10.1, Form 10-K for the fiscal year ended December 31, 2011 filed February 28, 2012, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000119312512085811/d283555dex101.htm) | | [removed: |] X | | |
| [removed: 10.3] [added: 23] | | [removed: [DES Services Agreement, dated January 1, 2021, between] [added: [Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm for] Dominion [removed: Energy Services,] [added: Energy,] Inc. and Virginia Electric and Power Company (filed [removed: herewith).](https://www.sec.gov/Archives/edgar/data/715957/000156459021008442/d-ex103_683.htm) |] [added: herewith).](https://www.sec.gov/Archives/edgar/data/715957/000156459022006589/d-ex23_7.htm)] | | [added: X] | | X |
| [removed: 10.4] [added: 10.6] | | [Agreement between PJM Interconnection, L.L.C. and Virginia Electric and Power Company (Exhibit 10.1, Form 8-K filed April 26, 2005, File No. 1-2255 and File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000119312505085322/dex101.htm) | | [removed: |] X | | X |
| [removed: 10.5] [added: 10.7] | | [Form of Settlement Agreement in the form of a proposed Consent Decree among the United States of America, on behalf of the United States Environmental Protection Agency, the State of New York, the State of New Jersey, the State of Connecticut, the Commonwealth of Virginia and the State of West Virginia and Virginia Electric and Power Company (Exhibit 10, Form 10-Q for the quarter ended March 31, 2003 filed May 9, 2003, File No. 1-8489 and File No. 1-2255).](http://www.sec.gov/Archives/edgar/data/103682/000071595703000143/vepcocdex10.htm) | | [removed: |] X | | X |
| [removed: 10.6*] [added: 10.8*] | | [Form of Employment Continuity Agreement for certain officers of Dominion Resources, Inc., amended and restated July 15, 2003 (Exhibit 10.1, Form 10-Q for the quarter ended June 30, 2003 filed August 11, 2003, File No. [removed: 1-8489 and File No. 1-2255)](http://www.sec.gov/Archives/edgar/data/715957/000071595703000177/exhibit101.htm), as amended [March] [added: 1-8489),](http://www.sec.gov/Archives/edgar/data/715957/000071595703000177/exhibit101.htm) [as amended, March] 31, 2006 (Exhibit 10.1, Form 8-K filed April 4, 2006, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000071595706000005/ex101.htm). |] [added: 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000071595706000005/ex101.htm)] | | X | | |
| [removed: 10.7*] [added: 10.9*] | | [Form of Employment Continuity Agreement for certain officers of Dominion Resources, Inc. dated January 24, 2013 (effective for certain officers elected subsequent to February 1, 2013) (Exhibit 10.9, Form 10-K for the fiscal year ended December 31, 2013 filed February 28, 2014, File No. 1-8489 and File No. [removed: 1-2255)](http://www.sec.gov/Archives/edgar/data/103682/000119312514073496/d660169dex109.htm). |] [added: 1-2255).](http://www.sec.gov/Archives/edgar/data/103682/000119312514073496/d660169dex109.htm)] | | X | | |
| [removed: 10.8*] [added: 10.10*] | | [Dominion Resources, Inc. Executives’ Deferred Compensation Plan, amended and restated effective December 31, 2004 (Exhibit 10.7, Form 8-K filed December 23, 2004, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312504219199/dex107.htm) | | [removed: |] X | | |
| [removed: 10.9*] [added: 10.11*] | | [Dominion Resources, Inc. New Executive Supplemental Retirement Plan, as amended and restated effective July 1, 2013 (Exhibit 10.2, Form 10-Q for the quarter ended June 30, 2013 filed August 6, 2013 File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/103682/000119312513321004/d578723dex102.htm),] [added: 1-8489),](http://www.sec.gov/Archives/edgar/data/103682/000119312513321004/d578723dex102.htm)] [as amended September 26, 2014 (Exhibit 10.3, Form 10-Q for the fiscal quarter ended September 30, 2014 filed November 3, [removed: 2014)](http://www.sec.gov/Archives/edgar/data/103682/000119312514394022/d814238dex103.htm),] [added: 2014),](http://www.sec.gov/Archives/edgar/data/103682/000119312514394022/d814238dex103.htm)] [as amended effective October 1, 2019 (Exhibit 10.1, Form 8-K filed October 2, 2019, File No. [removed: 1-8489)](http://www.sec.gov/Archives/edgar/data/715957/000156459019036267/d-ex101_6.htm),] [added: 1-8489),](http://www.sec.gov/Archives/edgar/data/715957/000156459019036267/d-ex101_6.htm)] [as amended December 11, 2020 [removed: (filed herewith).](https://www.sec.gov/Archives/edgar/data/715957/000156459021008442/d-ex109_656.htm) |] [added: (Exhibit 10.9, Form 10-K for the fiscal year ended December 31, 2020 filed February 25, 2021, File No.1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000156459021008442/d-ex109_656.htm)] | | X | | |
| [removed: 10.10*] [added: 10.12*] | | [Dominion Resources, Inc. New Retirement Benefit Restoration Plan, as amended and restated effective January 1, 2009 (Exhibit 10.17, Form 10-K for the fiscal year ended December 31, 2008 filed February 26, 2009, File No. [removed: 1-8489](http://www.sec.gov/Archives/edgar/data/715957/000119312509039102/dex1017.htm) and [Exhibit 10.20, Form 10-K for the fiscal year ended December 31, 2008 filed February 26, 2009, File No. 1-2255)](http://www.sec.gov/Archives/edgar/data/103682/000119312509039125/dex1020.htm), as] [added: 1-8489,](http://www.sec.gov/Archives/edgar/data/715957/000119312509039102/dex1017.htm) [as] amended [removed: [September] [added: September] 26, 2014 (Exhibit 10.4, Form 10-Q for the fiscal quarter ended September 30, 2014 filed November 3, [removed: 2014)](http://www.sec.gov/Archives/edgar/data/103682/000119312514394022/d814238dex104.htm). |] [added: 2014), File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000119312514394022/d814238dex104.htm)] | | X | | |
| Exhibit Number | | Description | | [removed: |] Dominion Energy | | Virginia Power |
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| 4.11 | | [Registration Rights Agreement, dated August 6, 2021, by and between Dominion Energy, Inc. and South Carolina Department of Revenue (Exhibit 4.1, Form 10-Q filed August 6, 2021, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/103682/000156459021041966/d-ex41_592.htm) | | X | | |
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| 10.2 | | [$900,000,000 Sustainability Revolving Credit Agreement, dated as of June 9, 2021, among Dominion Energy, Inc., Sumitomo Mitsui Banking Corporation, as Administrative Agent and Sustainability Coordinator, Sumitomo Mitsui Banking Corporation, The Bank of Nova Scotia and The Toronto- Dominion Bank, New York Branch, as Joint Lead Arrangers and Joint Bookrunners, and the other lenders named therein (Exhibit 10.2, Form 8-K filed June 10, 2021, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312521187869/d179382dex102.htm) | | X | | |
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| 10.3 | | [$1,265,341,250 364-Day Term Loan Credit Agreement, dated as of July 14, 2021, by and Dominion Energy, Inc., as Borrower, Barclays Bank PLC, as Administrative Agent, Barclays Bank PLC, as Sole Leader Arranger and Sole Bookrunner, and the other lenders from time to time parties thereto (Exhibit 10.1, Form 8-K filed July 14, 2021, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312521215333/d142852dex101.htm) | | X | | |
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| 2.2 | | [Agreement and Plan of Merger by and among Dominion Energy, Inc., Sedona Corp. and SCANA Corporation, dated as of January 2, 2018 (Exhibit 2.1, Form 8-K filed January 5, 2018, File No. 1-8489).](http://www.sec.gov/Archives/edgar/data/715957/000119312518003213/d516319dex21.htm) | | | X | | |
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An excerpt. Shown here: 40 of 69 rewritten, 40 of 72 added and 40 of 78 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2021 filing and the FY2020 filing.
Item 16. Form 10-K Summary
5 rewritten, 0 added, 1 removed, 75 unchanged
Read the full itemFY2021 item · filed February 24, 2022FY2020 item · filed February 25, 2021
Date: February [removed: 25, 2021][added: 24, 2022]
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the [removed: 25th] [added: 24th] day of February, [removed: 2021.][added: 2022.]
| /s/ Robert M. Blue Robert M. Blue | [removed: Director,] [added: Chair of the Board of Directors,] President and Chief Executive Officer | |
Date: February [removed: 25, 2021][added: 24, 2022]
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on the [removed: 25th] [added: 24th] day of February, [removed: 2021.][added: 2022.]
| /s/ Thomas F. Farrell, II Thomas F. Farrell, II | Executive Chairman of the Board of Directors | |