Dominion Energy (D) 10-K risk factor changes: FY2023 vs FY2022

The GTSA reinstated [removed: triennial] [added: base rate] reviews commencing with the 2021 Triennial Review.

Virginia Power makes assessments throughout the review period and will record a regulatory liability for refunds [removed: and/or CCRO benefits] to customers in any period it is determined probable, which could be material to the Companies’ results of operations in the period recognized and to cash flows on completion of any [removed: triennial] [added: biennial] review.

For example, in September 2021, FERC issued a final order that allows distributed energy resource aggregators to compete in regional wholesale [added: electric markets.]

[removed: In addition,] changes to the interpretation and application of FERC’s market manipulation rules may occur from time to time.

Such laws and regulations govern the terms and conditions of the services [removed: we] [added: the Companies] offer, [removed: our] relationships with affiliates, protection of [removed: our] critical electric infrastructure assets and pipeline safety, among other matters.

Recent legislative and regulatory changes that are impacting the Companies include [added: legislation enacted in Virginia in April 2023,] the IRA, the VCEA, the 2017 Tax Reform Act and tariffs imposed on imported solar panels by the U.S. government in 2018.

For example, Dominion Energy, following the SCANA Combination, [removed: has been] [added: was] subject to numerous federal and state legal proceedings and governmental investigations relating to the decision of SCANA and DESC to abandon construction at the NND Project.

Dominion Energy [removed: has] spent substantial amounts of time and money defending these lawsuits and proceedings and on related investigations.

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 [removed: our] customers.

In January 2022, the Governor of Virginia issued an executive order which [removed: puts] [added: put] directives in place to start the withdrawal of Virginia from RGGI.

[added: These] efforts will require approvals from various regulatory bodies for the siting and construction of such new facilities and a determination [removed: by the applicable state commissions that costs related to the construction are prudent.]

[removed: We] [added: The Companies] expect that existing environmental laws and regulations may be revised and/or new laws may be adopted including regulation of GHG emissions which could have an impact on the Companies’ business (risks relating to regulation of GHG emissions from existing fossil fuel-fired electric generating units are discussed in more detail above and below).

The Companies may not complete the facility construction, pipeline, conversion or other infrastructure projects that they commence, or they may complete projects on materially different terms, costs or timing than initially estimated or anticipated, and they may not be able to achieve the intended benefits of any such project, if completed. A number of large and small scale projects have been announced, including [removed: electric][added: the CVOW]

[added: Commercial Project, electric] transmission lines, pipeline replacements, facility expansions or renewed licensing, conversions and other infrastructure developments or construction.

Projects may not be able to be completed on time or in accordance with [removed: our] estimated costs as a result of weather conditions, [added: need for new land and right of ways,] delays in obtaining or failure to obtain regulatory and other, including PJM, approvals, delays in obtaining key materials, labor difficulties, difficulties with partners or potential partners, concerns raised during stakeholder engagement, a decline in the credit strength of counterparties or vendors, inflation, or other factors beyond the Companies’ control.

Start-up and operational issues can arise in connection with the commencement of commercial operations at [removed: our] [added: the Companies’] facilities.

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 [removed: incur substantial cancellation payments under existing contracts or other substantial costs associated with any such delay or cancellation.]

The development and construction of the CVOW Commercial Project is dependent on the Companies’ ability to obtain and maintain various local, state and federal [removed: permits] [added: permits, rights of way] and other regulatory approvals, including Virginia Commission approval for rider recovery of project costs.

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 [added: failure by one or more of these suppliers or contractors to timely satisfy their contractual obligations.]

The development and construction of the CVOW Commercial Project involves the use of [removed: new] [added: evolving] 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.

The development, construction and commissioning of several large-scale infrastructure projects simultaneously involves significant execution risk. 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 CVOW Commercial [removed: Project] [added: Project, several electric transmission projects] and various solar projects.

[removed: Furthermore, the Companies’ operations could be adversely affected and their physical plant placed at] greater risk of damage should changes in global climate produce, among other possible conditions, unusual variations in temperature and weather patterns, resulting in more intense, frequent and extreme weather events, abnormal levels of precipitation and, for operations located on or near coastlines, a change in sea level or sea temperatures.

Due to the location of the Companies’ electric utility service territories and a number of its other facilities in the eastern portions of the states of South Carolina, North Carolina and [added: Virginia which are frequently in the path of hurricanes, the Companies experience the consequences of these weather events to a greater degree than many industry peers.]

[removed: In addition, the] [added: The] Companies’ businesses [added: also] require that they and their vendors collect and maintain sensitive customer data, as well as confidential employee and shareholder information, which is subject to electronic theft or loss.

A successful cyber attack through third-party or insider action on the systems that control the Companies’ electric generation, electric [removed: transmission] [added: transmission, electric distribution] or [added: gas] distribution assets could severely disrupt business operations, preventing the Companies from serving customers or collecting revenues.

[removed: The Companies’ financial results can be adversely affected by various factors driving supply and demand for electricity and gas and related services.] Technological advances required by federal laws mandate new levels of energy efficiency in end-use devices, including lighting, furnaces and electric heat pumps and could lead to declines in per capita energy consumption.

Likewise, certain regulatory and legislative bodies have introduced or are considering actions [added: which could limit the use or installation of new natural gas appliances.]

Consumer demand for [removed: our] [added: the Companies’] services may also be impacted by any price increases, including those driven by factors beyond [removed: our] [added: the Companies’] control such as inflation or increased prices in natural gas.

[removed: Reduced energy demand or significantly slowed growth in demand due to customer adoption of energy efficient technology, conservation, distributed generation, regional economic] conditions, or the impact of additional compliance obligations, unless substantially offset through regulatory cost allocations, could adversely impact the value of the Companies’ business activities.

In addition, while the Atlantic Coast Pipeline Project was cancelled in July 2020 and [removed: 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: The failure of Dominion Energy to maintain,] renew or replace its existing long-term contracts on similar terms or with counterparties with similar credit profiles could result in a loss of revenue and/or decreased earnings and cash flows for Dominion Energy.

Dominion Energy conducts certain operations through partnership arrangements involving third-party investors which may limit Dominion Energy’s operational flexibility or result in an adverse impact on its financial results. Certain of Dominion [added: Energy’s operations are conducted through entities subject to partnership arrangements under which Dominion Energy has significant influence but does not control the operations of such entities or in which Dominion Energy’s control over such entities may be subject to certain rights of third-party investors.]

Market disruptions could stem from general market disruption due to general credit market or political events, the [removed: planned phase out of LIBOR by the end of 2023 or the] reform or replacement of [removed: other] benchmark rates, the failure of financial institutions on which the Companies rely or the bankruptcy of an unrelated company.

For example, in the fourth quarter of 2022, Dominion Energy determined that its nonregulated solar generation assets within Contracted [removed: Assets] [added: Energy] were impaired, resulting in a [removed: $1.1 billion] [added: $685 million] after-tax charge.

Public health crises and epidemics or [removed: pandemics, such as COVID-19,] [added: pandemics] could adversely affect the Companies’ business, results of operations, financial condition, liquidity and/or cash flows. The effects of [removed: the continued] [added: an] outbreak of [removed: the COVID-19 pandemic] [added: a pandemic, such as COVID-19,] and related government responses could include extended disruptions to supply chains and capital markets, reduced labor availability and productivity and a prolonged reduction in economic activity.

[removed: For the duration of the outbreak of COVID-19, voluntary suspension, or potential] [added: In addition,] legislative or government action, such as legislation enacted in Virginia in November 2020, may limit the Companies’ ability to collect [removed: on] overdue accounts or disconnect services for non-payment, which may cause a decrease in the Companies’ results of operations and cash flows.

Legislation enacted in Virginia in April 2023 reset the frequency of base rate reviews to a biennial period commencing with the 2023 Biennial Review.

In addition,

In December 2023, the withdrawal took effect.

by the applicable state commissions that costs related to the construction are prudent.

incur substantial cancellation payments under existing contracts or other substantial costs associated with any such delay or cancellation.

In connection with the February 2024 agreement to sell a 50% noncontrolling interest to Stonepeak, certain activities prior to closing require the consent of Stonepeak.

Stonepeak’s interests and objectives may differ from those of the Companies and, accordingly, disputes may arise that may result in delays, litigation or operational impasses.

Furthermore, the Companies’ operations could be adversely affected and their physical plant placed at

In addition, the techniques used in cyber attacks evolve rapidly, including from emerging technologies, such as advanced forms of automation and artificial intelligence.

The Companies’ financial results can be adversely affected by various factors driving supply and demand for electricity and gas and related services. Demand for the Companies’ services can be driven by changing populations within its utility service territories, significant new commercial or industrial customers or other changes in consumer habits.

For example, data centers in Virginia Power’s service territory have been a source of significant increase in demand which is expected to continue over the next decade.

Increased energy demand or significant accelerated growth in demand due to new data centers, widespread adoption of electric vehicles or other customer changes could require enhancements to the Companies’ infrastructure.

As discussed above, the ability of the Companies to construct new facilities is dependent upon factors outside of their control, including obtaining regulatory approvals, environmental and other permits.

Any delays in, or inability to complete, construction of new facilities or expand and/or renew existing facilities could have an adverse effect on the Companies’ financial results.

In addition, purchased power from PJM or others may be from generation sources which emit more emissions than the Companies’ facilities, which could negatively impact Dominion Energy’s ability to meet its commitment to net zero emissions.

Alternatively, reduced energy demand or significantly slowed growth in demand due to customer adoption of energy efficient technology, conservation, distributed generation, regional economic

The failure of Dominion Energy to maintain,

Dominion Energy may be unable to complete one or all the proposed sales of certain regulated gas distribution operations to Enbridge under the current terms and/or expected timing. The ability of Dominion Energy to complete the East Ohio, PSNC and Questar Gas Transactions, each of which are not conditioned upon the completion of the others, is dependent upon receiving clearance or approval under or by the Hart-Scott-Rodino Act, CFIUS, FCC and applicable state utility commissions, including the North Carolina, Utah and Wyoming Commissions, as well as other customary closing and regulatory conditions.

The ability to obtain any remaining requisite regulatory approvals for each sale as well as the timing of such approvals is outside of Dominion Energy’s control.

In addition, the terms and conditions associated with such approvals may result in additional requirements or obligations which may be burdensome or potentially result in the inability to complete one or all of the proposed sales under the current terms and/or expected timing.

Such events could negatively impact Dominion Energy’s ability to implement certain of the recommendations in connection with the comprehensive business review announced in November 2022 as well as have a material adverse effect on Dominion Energy’s reputation, its financial condition, results of operations or cash flows.

The Companies may be unable to complete the proposed sale of a 50% noncontrolling interest in the CVOW Commercial Project to Stonepeak under the current terms and/or expected timing. The ability of Virginia Power to complete the proposed sale of a 50% noncontrolling interest in the CVOW Commercial Project to Stonepeak through the formation of OSWP, is dependent upon receiving approval from the Virginia and North Carolina Commissions, consent from BOEM and other customary closing and regulatory conditions.

The ability to obtain requisite regulatory approval as well as the timing of such approvals is outside of the Companies’ control.

In addition, the terms and conditions associated with such approvals may result in additional requirements or obligations which may be burdensome or potentially result in the inability to complete the proposed transaction under the current terms and/or expected timing.

Such events could negatively impact Dominion Energy’s ability to implement certain of the recommendations in connection with the comprehensive business review announced in November 2022 as well as have a material adverse effect on the Companies’ reputation, its financial condition, results of operations or cash flows.

In addition, Dominion Energy recorded a $286

million after-tax charge in the fourth quarter of 2023 for the impairment of certain goodwill associated with the East Ohio and Questar Gas Transactions.

Certain measures or restrictions taken to control a pandemic or similar event, such as travel bans and restrictions, quarantines, shelter-in-place orders and shutdowns, may cause operational interruptions and delays in construction projects.

Additionally, Virginia Power’s ability to utilize CCROs for certain qualifying projects as provided for in the GTSA may be limited if the Virginia Commission does not approve such projects.

Several proposed legislative bills have been introduced in the Virginia General Assembly which, if ultimately enacted into law, could have a material impact on Virginia Power’s retail base rates and other cost-recovery mechanisms.

Items under consideration include frequency of base rate reviews, eliminating CCROs, shifting the recovery of certain costs currently recovered through riders into base rates and adjusting the parameters for determining an acceptable ROE and revenue sharing.

electric markets.

These

failure by one or more of these suppliers or contractors to timely satisfy their contractual obligations.

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.

Virginia which are frequently in the path of hurricanes, we experience the consequences of these weather events to a greater degree than many of our industry peers.

which could limit the use or installation of new natural gas appliances.

Energy’s operations are conducted through entities subject to partnership arrangements under which Dominion Energy has significant influence but does not control the operations of such entities or in which Dominion Energy’s control over such entities may be subject to certain rights of third-party investors.

For example, Dominion Energy has a noncontrolling 50% interest in Cove Point following the sale of a 25% controlling interest to BHE in November 2020.

This controlling interest allows BHE to make decisions affecting Cove Point’s ability to retain its long-term contracts.

Cove Point is a party to certain contracts that allow a regulated service provider and a customer to mutually agree to sign a contract for service at a “negotiated rate” which may be above or below the FERC regulated, cost-based recourse rate for that service.

These “negotiated rate” contracts are not generally subject to adjustment for increased costs which could be produced by inflation or other factors relating to the specific facilities being used to perform the services.

Any shortfall of revenue as a result of these “negotiated rate” contracts could decrease Cove Point’s earnings and cash flows.

The inability to maintain or renew such contracts on favorable terms may have a material impact to Dominion Energy’s results of operations, financial position or cash flows.

Dominion Energy is also dependent upon BHE for managing counterparty credit risk relating to Cove Point’s terminal services agreements for its liquefied natural gas export/liquefaction facility.

While the counterparties’ obligations are supported by parental guarantees and letters of credit, there is no assurance that such credit support would be sufficient to satisfy the obligations in the event of a counterparty default.

In addition, if a controversy arises under either terminal services agreement resulting in a judgment in Cove Point’s favor, Cove Point may need to seek to enforce a final U.S. court judgment in a foreign tribunal, which could involve a lengthy process.

Accordingly, there is no assurance that BHE may pursue remedies in the event of default in the same manner as Dominion Energy would if it had unilateral control over such decisions.

There remains uncertainty regarding the extent and duration of measures to try to contain the virus, such as travel bans and restrictions, quarantines, shelter-in-place orders and shutdowns.

Such restrictions may cause operational interruptions and delays in construction projects, which, in the case of renewable energy projects, could delay the expected in-service dates of these projects and financial statement impact of the investment tax credits associated with these projects.

MD&A discusses Dominion Energy’s results of operations, general financial condition and liquidity and Virginia Power’s results of [removed: operations as of and for the year ended December 31, 2022 as compared to the year ended December 31, 2021, as applicable.][added: operations.]

The impact of extraordinary external events, such as the [removed: current] pandemic health event resulting from COVID-19, and their collateral consequences, including extended disruption of economic activity in [removed: our] [added: the Companies’] markets and global supply chains;

Adverse outcomes in litigation matters or regulatory [removed: proceedings, including matters acquired in the SCANA Combination;][added: proceedings;]

See Notes [removed: 12] [added: 2] and [removed: 13] [added: 11] to the Consolidated Financial Statements for additional information.

These nuclear decommissioning AROs are reported in Dominion Energy Virginia, Dominion Energy South Carolina and Contracted [removed: Assets.][added: Energy.]

At [added: both] December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] Dominion Energy’s nuclear decommissioning AROs totaled $1.9 [removed: billion and $2.0 billion, respectively.][added: billion.]

At December 31, [removed: 2022,] [added: 2023,] a 0.25% increase in cost escalation rates would have resulted in an approximate [removed: $370] [added: $390] million increase in Dominion Energy’s nuclear decommissioning AROs.

At December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] Dominion Energy had [removed: $117] [added: $110] million and [removed: $128] [added: $117] million, respectively, of unrecognized tax benefits.

[removed: Dominion Energy establishes a] valuation allowance when it is more-likely-than-not that all or a portion of a deferred tax asset will not be realized.

At December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] Dominion Energy had established [removed: $138] [added: $130] million and [removed: $140] [added: $137] million, respectively, of valuation allowances.

The [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] annual test did not result in the recognition of any goodwill impairment.

See Note [removed: 11] [added: 13] to the Consolidated Financial Statements for additional information.

Use of Estimates in Long-Lived Asset [removed: and Equity Method Investment] Impairment Testing

Impairment testing for an individual or group of long-lived assets, including intangible assets with definite lives, [removed: and equity method investments] is required when circumstances indicate those assets may be impaired.

When a long-lived asset’s carrying amount exceeds the undiscounted estimated future cash flows associated with the asset, the asset is considered impaired to the extent that the asset’s fair value is less than its [removed: carrying amount.]

Performing an impairment test on long-lived assets [removed: and equity method investments] involves judgment in areas such as identifying if circumstances indicate an impairment may exist, identifying and grouping affected assets in the case of long-lived assets, and developing the undiscounted and discounted estimated future cash flows (used to estimate fair value in the absence of a market-based value) associated with the asset, including probability weighting such cash flows to reflect expectations about possible variations in their amounts or timing, expectations about the operations of the long-lived assets and [removed: equity method investments and] the selection of an appropriate discount rate.

For example, estimates of future cash flows would contemplate factors which may change over time, such as the expected use of the asset or underlying assets of equity method investees, including future production and sales levels, expected [added: fluctuations of prices of commodities sold and consumed and expected proceeds from dispositions.]

In 2022, Dominion Energy determined that its nonregulated solar generation assets within Contracted [removed: Assets] [added: Energy] were impaired.

A 10% decrease in projected future pre-tax cash flows would have resulted in a [removed: $69] [added: $52] million increase to the impairment charge recorded.

A 0.25% increase in the discount rate would have resulted in a [removed: $13] [added: $9] million increase to the impairment charge recorded.

There were no [removed: other] tests performed in [removed: 2022] [added: 2023] of long-lived assets [removed: or equity method investments] which could have resulted in material impairments.

Dominion Energy calculated its pension cost using an expected long-term rate of return on plan assets assumption that ranged from 7.00% to 8.35% for [removed: 2022,] [added: 2023,] 7.00% to [removed: 8.45%] [added: 8.35%] for [removed: 2021] [added: 2022] and 7.00% to [removed: 8.60%] [added: 8.45%] for [removed: 2020.][added: 2021.]

For [removed: 2023,] [added: 2024,] the expected long-term rate of return for the pension cost assumption ranged from 7.00% to 8.35% for Dominion Energy’s plans held as of December 31, [removed: 2022.][added: 2023.]

Dominion Energy calculated its other postretirement benefit cost using an expected long-term rate of return on plan assets assumption of 8.35% for [removed: 2022, 8.45%] [added: 2023, 8.35%] for [removed: 2021] [added: 2022] and [removed: 8.50%] [added: 8.45%] for [removed: 2020.][added: 2021.]

For [removed: 2023,] [added: 2024,] the expected long-term rate of return for other postretirement benefit cost assumption is 8.35%.

The discount rates used to calculate pension cost and other postretirement benefit cost ranged from [removed: 3.06%] [added: 5.65%] to [removed: 3.19%] [added: 5.75%] for pension plans and [removed: 3.04%] [added: 5.69%] to [removed: 5.03%] [added: 5.70%] for other postretirement benefit plans in [removed: 2022,] [added: 2023,] ranged from [removed: 2.73%] [added: 3.06%] to [removed: 3.29%] [added: 3.19%] for pension plans and [removed: 2.69%] [added: 3.04%] to [removed: 2.80%] [added: 5.03%] for other postretirement benefit plans in [removed: 2021] [added: 2022] and 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.]

Dominion Energy selected a discount rate ranging from [removed: 5.65%] [added: 5.37%] to [removed: 5.75%] [added: 5.47%] for pension plans and [removed: 5.69%] [added: 5.40%] to [removed: 5.70%] [added: 5.42%] for other postretirement benefit plans for determining its December 31, [removed: 2022] [added: 2023] projected benefit obligations.

Dominion Energy’s healthcare cost trend rate assumption as of December 31, [removed: 2022] [added: 2023] was [removed: 6.25%] [added: 7.00%] and is expected to gradually decrease to 5.00% by [removed: 2026-2027] [added: 2031] and continue at that rate for years thereafter.

| | | | Increase [added: (Decrease)] in [removed: 2022] [added: 2023] Net Periodic Cost | | | | | | |

| Discount rate | (0.25)% | | $ | [removed: 17] [added: (5] | [added: )] | | $ | [removed: —] [added: 2] | |

| Long-term rate of return on plan assets | (0.25)% | | | [removed: 27] [added: 26] | | | | [removed: 6] [added: 5] | |

| Health care cost trend rate | 1% | | N/A | | | | | [removed: 9] [added: 12] | |

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, [removed: 2022] [added: 2023] by [removed: $215] [added: $224] million and its accumulated postretirement benefit obligation at December 31, [removed: 2022] [added: 2023] by $26 million, while a 1.00% increase in the healthcare cost trend rate would increase its accumulated postretirement benefit obligation at December 31, [removed: 2022] [added: 2023] by [removed: $75] [added: $72] million.

| Year Ended December 31, | | [removed: 2022] [added: 2023] | | | | $ Change | | | | [removed: 2021] [added: 2022] | | | | $ Change | | | | [removed: 2020] [added: 2021] | | |

| Net income [removed: (loss)] attributable to Dominion Energy | | $ | [removed: 994] [added: 1,994] | | | $ | [removed: (2,294] [added: 673] | [removed: )] | | $ | [removed: 3,288] [added: 1,321] | | | $ | [removed: 3,689] [added: (2,078] | [added: )] | | $ | [removed: (401] [added: 3,399] | [removed: )] |

[removed: 2022] [added: 2023] VS. [removed: 2021][added: 2022]

Net income attributable to Dominion Energy decreased [removed: 70%,] [added: 61%,] primarily due to a charge associated with the impairment of certain nonregulated solar generation facilities, a loss associated with the sale of Kewaunee, a decrease in net investment earnings on nuclear decommissioning trust funds, a net decrease associated with the impacts of Virginia Power’s 2021 Triennial Review, a charge for RGGI compliance costs deemed recovered through base rates, a charge in connection with a comprehensive settlement agreement for Virginia fuel expenses and dismantling costs associated with the early retirement of certain electric generation facilities at Virginia Power.

These decreases were partially offset by the absence of charges associated with the settlement of the South Carolina electric base rate [removed: case,] [added: case and] increased unrealized gains on economic hedging [removed: activities and the absence of a net loss on the sales of non-wholly-owned nonregulated solar facilities.][added: activities.]

| Electric fuel and other energy-related purchases | | | [removed: 3,711] [added: 3,935] | | | | [removed: 1,343] [added: 224] | | | | [removed: 2,368] [added: 3,711] | | | | [removed: 125] [added: 1,343] | | | | [removed: 2,243] [added: 2,368] | |

| Purchased electric capacity | | | [removed: 59] [added: 55] | | | | [removed: (11] [added: (4] | ) | | | [removed: 70] [added: 59] | | | | [removed: 17] [added: (11] | [added: )] | | | [removed: 53] [added: 70] | |

The expected timing and likelihood of the completion of any or all of the East Ohio, PSNC and Questar Gas Transactions, including the ability to obtain the requisite regulatory approvals and the terms and conditions of such approvals;

The expected timing and likelihood of the completion of the proposed sale of a 50% noncontrolling interest in the CVOW Commercial Project to Stonepeak, including the ability to obtain the requisite regulatory approvals and the terms and conditions of such approvals;

In addition, a loss is recognized if it becomes probable that capital expenditures will be disallowed for ratemaking purposes and if a reasonable estimate of the amount of the disallowance can be made.

Estimated construction costs;

In connection with the 2023 Biennial Review, the Companies have concluded that it is not probable that Virginia Power will have earnings in excess of 70 basis points above its authorized ROE for the period January 1, 2021 through December 31, 2022 currently under review with the Virginia Commission or in excess of an expected authorized ROE of 9.70% for the period January 1, 2023 through December 31, 2024 in connection with the future 2025 Biennial Review.

As a result, no regulatory liability for Virginia Power ratepayer credits to customers has been recorded at December 31, 2023.

Dominion Energy establishes a

In addition to the annual goodwill impairment testing described above, in December 2023, Dominion Energy’s current period calculation of the expected gain or loss on the Questar Gas and East Ohio Transactions resulted in an impairment of the related goodwill totaling $286 million, reflected in discontinued operations in Dominion Energy’s Consolidated Statements of Income.

Until each of the Questar Gas, PSNC and East Ohio Transactions are complete, the current financial position of each disposal group relative to the expected purchase price, including related post-closing adjustments, could result in significant fluctuations potentially resulting in additional impairment of the related goodwill balances, which are reflected in current assets held for sale in Dominion Energy’s Consolidated Balance Sheets.

carrying amount.

| Diluted EPS | | | 2.29 | | | | 0.80 | | | | 1.49 | | | | (2.63 | ) | | | 4.12 | |

Net income attributable to Dominion Energy increased 51%, primarily due to the absences of a charge associated with the impairment of certain nonregulated solar generation facilities, a loss associated with the sale of Kewaunee, a charge for RGGI compliance costs deemed recovered through base rates and a charge in connection with a comprehensive settlement agreement for Virginia fuel expenses.

In addition, there was an increase in net investment earnings on nuclear decommissioning trust funds, a gain on the sale of Dominion Energy’s remaining noncontrolling interest in Cove Point, increased unrealized gains on economic hedging activities and a net decrease in dismantling costs associated with the early retirement of certain electric generation facilities at Virginia Power.

These increases were partially offset by a charge to reflect the recognition of deferred taxes on the outside basis of stock associated with East Ohio, PSNC, Questar Gas and Wexpro meeting the classification as held for sale, an impairment associated with the East Ohio and Questar Gas Transactions, a decrease in sales to electric utility customers attributable to weather and a decrease from the impact of 2023 Virginia legislation.

| Operating revenue | | $ | 14,393 | | | $ | 455 | | | $ | 13,938 | | | $ | 2,519 | | | $ | 11,419 | |

| Purchased gas | | | 285 | | | | (141 | ) | | | 426 | | | | 34 | | | | 392 | |

| Other operations and maintenance | | | 3,160 | | | | (205 | ) | | | 3,365 | | | | 188 | | | | 3,177 | |

| Depreciation and amortization | | | 2,580 | | | | 138 | | | | 2,442 | | | | 325 | | | | 2,117 | |

| Other taxes | | | 684 | | | | 9 | | | | 675 | | | | (15 | ) | | | 690 | |

| Impairment of assets and other charges | | | 307 | | | | (1,094 | ) | | | 1,401 | | | | 1,207 | | | | 194 | |

| Other income (expense) | | | 992 | | | | 883 | | | | 109 | | | | (1,030 | ) | | | 1,139 | |

| Interest and related charges | | | 1,674 | | | | 672 | | | | 1,002 | | | | (253 | ) | | | 1,255 | |

| Income tax expense (benefit) | | | 575 | | | | 462 | | | | 113 | | | | 294 | | | | (181 | ) |

2023 VS. 2022

A $794 million net increase associated with market prices affecting Millstone, including economic hedging impacts of net realized and unrealized gains on freestanding derivatives ($1.1 billion);

A $298 million increase to recover the costs and an authorized return, as applicable, associated with Virginia Power non-fuel riders;

A $125 million net increase in fuel-related revenue as a result of an increase in commodity costs associated with sales to electric utility retail customers ($223 million) and a decrease in commodity costs associated with sales to gas utility customers ($98 million);

A $102 million increase in sales to electric utility retail customers associated with economic and other usage factors;

A $66 million increase in sales to electric utility retail customers associated with growth; and

The absence of a $20 million decrease associated with storm damage primarily from winter storms in Virginia.

A $212 million decrease in sales to electric utility retail customers, primarily due to a decrease in heating degree days during the heating season ($148 million) and a decrease in cooling degree days during the cooling season ($64 million);

A $206 million decrease from the combination of certain riders into base rates at Virginia Power as a result of 2023 Virginia legislation;

A $170 million decrease from planned outages ($94 million) and unplanned outages ($76 million) at Millstone;

A $135 million net decrease from electric utility customers who elect to pay market based or other negotiated rates, including settlements of economic hedges at Virginia Power;

A $109 million decrease from the sale of Hope; and

A $27 million decrease in PJM off-system sales at Virginia Power.

Electric fuel and other energy-related purchases increased 6%, primarily due to higher commodity costs for electric utilities ($223 million) and an increase in the use of purchased renewable energy credits at Virginia Power ($55 million), partially offset by a decrease in PJM off-system sales at Virginia Power ($27 million); all of which are offset in operating revenue and do not impact net income.

Other operations and maintenance decreased 6%, primarily reflecting:

A $187 million decrease in certain Virginia Power expenditures which are primarily recovered through state- and FERC-regulated rates and do not impact net income;

A $100 million decrease in storm damage and restoration costs in Virginia Power’s service territory;

For a discussion of these items for the year ended December 31, 2021 as compared to the year ended December 31, 2020, please see Part II, Item 7.

MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 24, 2022.

Impacts to Dominion Energy’s noncontrolling interest in Cove Point from fluctuations in future volumes of LNG imports or exports from the U.S. and other countries worldwide or demand for, purchases of, and prices related to natural gas or LNG;

In connection with the evaluation of Virginia Power’s earnings for the 2021 Triennial Review, in 2020 Virginia Power established a regulatory liability for benefits expected to be provided to Virginia retail electric customers through the use of a

CCRO in accordance with the GTSA.

In 2021, Virginia Power made further adjustments to this regulatory liability prior to its ultimate resolution through a comprehensive settlement agreement.

When an equity method investment’s carrying amount exceeds its fair value, and the decline in value is deemed to be other-than-temporary, an impairment is recognized to the extent that the fair value is less than its carrying amount.

fluctuations of prices of commodities sold and consumed and expected proceeds from dispositions.

In 2022, Dominion Energy completed the sale of Kewaunee following the receipt of approval for sale from the Wisconsin Commission; which prior to its receipt there had been uncertainty as to the timing of or ability to obtain such approval.

Dominion Energy recorded a loss of $649 million primarily related to the difference between the nuclear decommissioning trust and AROs.

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Diluted EPS | | | 1.09 | | | | (2.89 | ) | | | 3.98 | | | | 4.55 | | | | (0.57 | ) |

| Operating revenue | | $ | 17,174 | | | $ | 3,210 | | | $ | 13,964 | | | $ | (208 | ) | | $ | 14,172 | |

| Purchased gas | | | 1,582 | | | | 499 | | | | 1,083 | | | | 194 | | | | 889 | |

| Other operations and maintenance | | | 3,984 | | | | 250 | | | | 3,734 | | | | 49 | | | | 3,685 | |

| Depreciation, depletion and amortization | | | 2,830 | | | | 352 | | | | 2,478 | | | | 146 | | | | 2,332 | |

| Other taxes | | | 923 | | | | 14 | | | | 909 | | | | 38 | | | | 871 | |

| Impairment of assets and other charges | | | 2,063 | | | | 1,868 | | | | 195 | | | | (1,910 | ) | | | 2,105 | |

| Earnings from equity method investees | | | 299 | | | | 23 | | | | 276 | | | | 236 | | | | 40 | |

| Other income | | | 124 | | | | (1,033 | ) | | | 1,157 | | | | 464 | | | | 693 | |

| Interest and related charges | | | 966 | | | | (388 | ) | | | 1,354 | | | | (23 | ) | | | 1,377 | |

| Income tax expense | | | 68 | | | | (357 | ) | | | 425 | | | | 342 | | | | 83 | |

A $66 million increase from gas utility capital cost riders;

Net income from discontinued operations including noncontrolling interests decreased 99%, primarily due to the completion of the sale of the Q-Pipe Group in December 2021.

| Net income | | $ | 1,215 | | | $ | (497 | ) | | $ | 1,712 | | | $ | 691 | | | $ | 1,021 | |

| Income tax expense | | | 191 | | | | (206 | ) | | | 397 | | | | 168 | | | | 229 | |

privatization operations in Virginia to Dominion Privatization ($34 million) and the absence of the benefit from a state legislative change ($16 million).

| | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Dominion Energy Virginia | | $ | 2,008 | | | $ | 2.44 | | | $ | 1,919 | | | $ | 2.37 | | | $ | 1,891 | | | $ | 2.28 | |

| Gas Distribution | | | 697 | | | | 0.85 | | | | 600 | | | | 0.74 | | | | 560 | | | | 0.67 | |

| Contracted Assets | | | 335 | | | | 0.41 | | | | 431 | | | | 0.53 | | | | 402 | | | | 0.48 | |

| Corporate and Other | | | (2,551 | ) | | | (3.22 | ) | | | (99 | ) | | | (0.20 | ) | | | (3,673 | ) | | | (4.51 | ) |

| Consolidated | | $ | 994 | | | $ | 1.09 | | | $ | 3,288 | | | $ | 3.98 | | | $ | (401 | ) | | $ | (0.57 | ) |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | Increase (Decrease) | | | | | | |

| | | Amount | | | | EPS | | |

| (millions, except EPS) | | | | | | | | |

The following sensitivity analysis estimates the potential loss of future earnings or fair value from market risk sensitive instruments over a selected time period due to a 10% change in commodity [removed: prices or] [added: prices,] interest [added: rates or foreign currency exchange] rates.

A hypothetical 10% increase in commodity prices would have resulted in a decrease of [removed: $52] [added: $62] million and [removed: $16] [added: $52] million in the fair value of Dominion Energy’s commodity-based derivative instruments as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

A hypothetical 10% increase in commodity prices would have resulted in a decrease of [removed: $25] [added: $24] million and [removed: $6] [added: $25] million in the fair value of Virginia Power’s commodity-based derivative instruments as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

For variable rate debt outstanding for Dominion Energy, a hypothetical 10% increase in market interest rates would result in a [removed: $37] [added: $56] million and [removed: $6] [added: $37] million decrease in earnings at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

For variable rate debt outstanding for Virginia Power, a hypothetical 10% increase in market interest rates would result in a [removed: $14] [added: $5] million and [removed: less than $1] [added: $14] million decrease in earnings at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

[removed: As of December 31, 2022, Dominion Energy and] Virginia Power had $12.7 billion and $3.6 billion, respectively, in aggregate notional amounts of these interest rate derivatives outstanding.

As of December 31, [removed: 2021,] [added: 2022,] Dominion Energy and

[added: As of December 31, 2023, Dominion Energy and] Virginia Power had [removed: $11.4] [added: $16.3] billion and [removed: $2.8] [added: $3.3] 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: $191] [added: $120] million and [removed: $111] [added: $151] million, respectively, in the fair value of Dominion Energy and Virginia Power’s interest rate derivatives at December 31, [removed: 2021.][added: 2023.]

As of December 31, [added: 2023 and] 2022, Dominion Energy had [removed: €2.9] [added: €2.1] billion [added: and €2.9 billion, respectively,] in aggregate notional amounts of these foreign currency forward purchase agreements outstanding.

A hypothetical 10% increase in exchange rates would have resulted in a decrease of [added: $202 million and] $284 million in the fair value of Dominion Energy’s foreign currency swaps at December 31, [removed: 2022.][added: 2023 and 2022, respectively.]

Dominion Energy recognized net investment [removed: losses] [added: gains] (including investment income) on nuclear decommissioning and rabbi trust investments of [removed: $888] [added: $879] million and net investment [removed: gains] [added: losses] (including investment income) on nuclear decommissioning and rabbi trust investments of [removed: $1.1 billion] [added: $888 million] for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Dominion Energy recorded, in AOCI and regulatory liabilities, a net [removed: decrease] [added: increase] in unrealized gains on debt investments of [removed: $196] [added: $117] million and [removed: $64] [added: a net decrease in unrealized gains on debt investments of $196] million for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Virginia Power recognized net investment [removed: losses] [added: gains] (including investment income) on nuclear decommissioning and rabbi trust investments of [removed: $426] [added: $448] million and net investment [removed: gains] [added: losses] (including investment income) on nuclear decommissioning and rabbi trust investments of [removed: $568] [added: $426] million for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Virginia Power recorded, in AOCI and regulatory liabilities, a net [removed: decrease] [added: increase] in unrealized gains on debt investments of [removed: $106] [added: $66] million and [removed: $31] [added: a net decrease in unrealized gains on debt investments of $106] million for the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Dominion Energy’s pension and other postretirement plan assets experienced aggregate actual returns (losses) of [removed: $(3.0)] [added: $1.2] billion and [removed: $1.5] [added: $(3.0)] billion in [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively, versus expected returns of [removed: $1.1] [added: $1.0] billion and [removed: $1.0] [added: $1.1] billion, 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 the following [removed: year's] [added: year’s] net periodic cost of $26 million [removed: and $27 million] as of [added: both] December 31, [removed: 2022] [added: 2023] and [removed: 2021, respectively,] [added: 2022,] for pension benefits and $5 million [removed: and $6 million] as of [added: both] December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively, for other postretirement benefits.

Based on these credit policies and the Companies’ December 31, [removed: 2022] [added: 2023] 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.

They also enter into interest rate sensitive derivatives, including interest rate swaps and interest rate lock agreements.

Dominion Energy is committed to [removed: safely delivering sustainable, reliable and] [added: providing reliable,] affordable [added: and increasingly clean] energy [added: every day] and [added: to] achieving net zero carbon [removed: and methane] emissions by 2050.

Dominion Energy’s strategy is to be a leading [removed: sustainable] provider of electricity, natural gas and related services to customers primarily in the eastern [removed: and Rocky Mountain regions] [added: region] of the U.S. As of December 31, [removed: 2022,] [added: 2023,] Dominion Energy’s portfolio of assets includes approximately [removed: 31.0] [added: 29.5] GW of electric generating capacity, 10,600 miles of electric transmission lines, [removed: 78,500] [added: 79,300] miles of electric distribution lines and [removed: 93,500] [added: 94,800] miles of gas distribution mains and related service facilities, which are supported by 4,000 miles of gas transmission, gathering and storage pipeline.

As of December 31, [removed: 2022,] [added: 2023,] Dominion Energy operates in 15 states and serves approximately 7 million customers.

Dominion Energy [removed: has commenced a] [added: is in the final stages of its] comprehensive business review [added: announced in November 2022] as discussed in *Future Issues and Other Matters* in Item 7.

Pending the [added: final] results of the business review, Dominion Energy continues to focus on expanding and improving its regulated [added: electric utilities] and long-term contracted [removed: electric and natural gas utility] businesses while transitioning to a cleaner energy future.

Its [removed: previously announced growth] capital expenditure plan for [removed: 2022 through 2026] [added: 2024] includes a focus on upgrading the electric system in Virginia through investments in additional renewable generation facilities, strategic undergrounding and energy conservation [removed: programs.][added: programs as well as upgrades to its electric transmission and distribution networks while also meeting environmental requirements and standards set by various regulatory bodies.]

Renewable generation facilities are expected to include significant investments in utility-scale solar and [removed: offshore wind projects.][added: the CVOW Commercial Project.]

In addition, Dominion Energy has either received or applied for license extensions for its regulated nuclear power stations in [removed: Virginia.][added: Virginia and South Carolina and intends to apply for license extensions for Millstone.]

Dominion Energy currently expects approximately 90% of earnings from its primary operating segments to come from state-regulated [added: primarily] electric [removed: and natural gas] utility businesses.

Dominion Energy’s nonregulated operations consist primarily of long-term contracted electric generation [removed: operations and its investment in Cove Point.][added: operations.]

[removed: We] [added: The Companies] also make available on the “Investors” page of [removed: our] [added: Dominion Energy’s] website additional information which may be important to investors, such as investor presentations, earnings release kits and other materials and presentations.

Information contained on Dominion Energy’s website, [removed: including] [added: including,] but not limited to reports mentioned in *Environmental Strategy*, is not incorporated by reference in this report.

In [removed: November 2020,] [added: September 2023,] Dominion Energy [removed: completed] [added: entered into an agreement for] the [removed: GT&S] [added: PSNC] Transaction with [removed: BHE] [added: Enbridge] for [removed: approximately $2.7] [added: $2.2] billion in cash [removed: proceeds] [added: consideration] and the assumption by [removed: BHE] [added: Enbridge] of approximately [removed: $5.3] [added: $1.0] billion of related long-term debt.

See Note [removed: 9] [added: 13] to the Consolidated Financial Statements for additional [removed: information, including the cancellation of the Atlantic Coast Pipeline Project.][added: information on Rider OSW.]

In [removed: 2020 through 2022,] [added: 2022 and 2021,] Virginia Power entered into and completed the acquisitions of several primarily early-stage solar development projects in Virginia, [removed: including both non-jurisdictional facilities and those] [added: which are primarily] expected to be recovered under Rider CE.

In 2021, Virginia Power entered into and completed the [removed: acquisitions] [added: acquisition] of various solar development projects in Virginia.

[removed: These projects are] [added: The project is] expected to cost a total of [removed: approximately $595] [added: $205] million once constructed, including [added: the] initial acquisition [removed: costs,] [added: cost,] and generate approximately [removed: 282 MW combined.][added: 83 MW.]

See Notes [removed: 10] [added: 3] and [removed: 13] [added: 9] to the Consolidated Financial Statements for additional information.

In [removed: 2020,] [added: 2023,] Dominion Energy entered into [removed: agreements] [added: an agreement to acquire a nonregulated solar project in Virginia] and completed the acquisition [removed: of various nonregulated solar projects] in [removed: Ohio, South Carolina and Virginia.][added: 2024.]

[removed: After an initial contribution to Wrangler in 2019,] Dominion Energy completed a [removed: second contribution in November 2020 consisting of certain retail energy natural gas contracts receiving $74 million in cash and a] final contribution [added: to Wrangler] in December 2021 of its remaining nonregulated natural gas retail energy marketing operations receiving $127 million in cash, while maintaining its 20% noncontrolling interest in Wrangler.

Subsequently in December 2021 and March 2022, Dominion Energy sold 5% and the remaining [removed: 15%] [added: 15%, respectively,] of its noncontrolling ownership interest in Wrangler to Interstate Gas Supply, Inc. for cash consideration of $33 million and $85 million, respectively.

At December 31, [removed: 2022,] [added: 2023,] Dominion Energy had approximately [removed: 17,200] [added: 17,700] full-time employees, of which approximately [removed: 4,500] [added: 4,600] are subject to collective bargaining agreements, including approximately [removed: 6,100] [added: 6,400] full-time employees at Virginia Power, of which approximately [removed: 2,500] [added: 2,600] are subject to collective bargaining agreements.

In [removed: 2022,] [added: 2023,] Dominion Energy experienced an OSHA Recordable Rate of [removed: 0.52] [added: 0.45] compared to [removed: 0.46] [added: 0.52] in [removed: 2021] [added: 2022] and [removed: 0.41] [added: 0.46] in [removed: 2020.][added: 2021.]

These rates reflect Dominion Energy’s dedication to safety when compared to a [removed: 2021] BLS Industry Average OSHA Recordable Rate of 1.7 [added: in both 2022] and [removed: a 2020 BLS Industry Average OSHA Recordable Rate of 1.5.][added: 2021.]

[removed: Furthermore,] [added: In addition,] Dominion Energy [removed: has been] [added: was] proactive in protecting its workforce during the global COVID-19 pandemic by establishing safety protocols and adapting its approach as the pandemic [removed: has] evolved.

During [removed: 2022,] [added: 2023,] Dominion Energy increased diverse representation within its workforce from [removed: 35.5%] [added: 37.0%] to [removed: 37.0%,] [added: 37.7%,] following an increase during [added: 2022 from 35.5% to 37.0% and an increase during] 2021 from 34.7% to 35.5%.

For the purposes of measuring diversity, Dominion Energy includes employees who identify their gender as female and/or their race/ethnicity as [removed: American Indian or Alaskan Native, Asian, Black or African American, Hispanic or Latino, Native Hawaiian or Other Pacific Islander or Two or More Races.]

In [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] the percentage of new hires that are diverse was [removed: 48.9%, 57.5%] [added: 49.0%, 48.9%] and [removed: 50.7%,] [added: 57.5%,] respectively.

[added: Dominion Energy sponsors nine employee] resource groups to support and reinforce its culture of inclusiveness by enabling employees with shared interests and backgrounds to work together to create community, provide networking opportunities and encourage professional development.

Dominion Energy manages its daily operations through [removed: four] [added: three] primary operating segments: Dominion Energy Virginia, [removed: Gas Distribution,] Dominion Energy South Carolina and Contracted [removed: Assets.][added: Energy.]

See Note 26 to the Consolidated Financial Statements for a summary description of operations within each of the [removed: four] [added: three] primary operating segments.

In addition, Corporate and Other includes the net impact of discontinued operations consisting primarily of [added: the operations included in the East Ohio, PSNC and Questar Gas Transactions and] Dominion Energy’s equity investment in Atlantic Coast Pipeline as discussed in [removed: Note] [added: Notes 3 and] 9 to the Consolidated Financial Statements.

Dominion Energy Virginia is [removed: substantially] composed of Virginia Power’s regulated electric transmission, distribution [removed: (including customer service)] and generation (regulated electric utility and its related energy supply) operations, which serve approximately [removed: 2.7] [added: 2.8] million residential, commercial, industrial and governmental customers in Virginia and North Carolina.

Dominion Energy Virginia’s [removed: previously announced growth] capital plan [added: for 2024] includes spending approximately [removed: $27] [added: $9] billion [removed: from 2022 through 2026] to construct new generation capacity, including the CVOW Commercial Project, to [added: continue developments to] meet its renewable generation targets and growing electricity demand within its service territory in order to maintain reliability and regulatory 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 [removed: customers, as well as support its subsequent license renewal projects as it has received approval for or is seeking 20-year license extensions for the regulated nuclear fleet in Virginia.][added: customers.]

Data centers, which [removed: currently] represent [removed: approximately 20%] [added: 24% and 21%] of Virginia Power’s electricity [removed: sales,] [added: sales for the years ended December 31, 2023 and 2022, respectively,] have been a source of significant increase in demand which is expected to continue over the next decade.

The concentration of data centers primarily in [removed: Loudon] [added: Loudoun] County, Virginia represents a unique challenge and requires significant investments in electric transmission facilities to meet the growing demand.

Virginia Power [removed: has] also [removed: created a] [added: plans to continue making progress on its] ten-year plan through 2028 to transform its electric grid into a smarter, stronger and greener grid.

The Virginia Commission has approved portions of this plan through [removed: 2023.][added: 2026.]

Approximately [removed: 81%] [added: 79%] of revenue comes from serving Virginia jurisdictional customers.

Such amounts are inclusive of Dominion Energy’s gas distribution operations expected to be sold to Enbridge during 2024.

In connection with the comprehensive business review, Dominion Energy entered into agreements in September 2023 to sell all of its regulated gas distribution operations, except for DESC’s, to Enbridge.

In addition, Dominion Energy completed the sale in September 2023 of its remaining 50% noncontrolling partnership interest in Cove Point to BHE under the agreement entered into in July 2023.

*Sales to Enbridge*

In September 2023, Dominion Energy entered into an agreement for the East Ohio Transaction with Enbridge for $4.3 billion in cash consideration and the assumption by Enbridge of approximately $2.3 billion of related long-term debt.

This transaction is expected to close in 2024, contingent on meeting regulatory conditions, including receipt of any remaining approvals.

This transaction is expected to close in 2024, contingent on meeting regulatory conditions, including receipt of any remaining approvals.

In September 2023, Dominion Energy entered into an agreement for the Questar Gas Transaction with Enbridge for $3.0 billion in cash consideration and the assumption by Enbridge of approximately $1.3 billion of related long-term debt.

This transaction is expected to close in 2024, contingent on meeting regulatory conditions, including receipt of any remaining approvals.

*Sale to Southwest Gas*

*Sale of Interest in Cove Point*

In September 2023, Dominion Energy completed the sale of its 50% noncontrolling limited partnership interest in Cove Point to BHE for approximately $3.3 billion in cash proceeds.

American Indian or Alaskan Native, Asian, Black or African American, Hispanic or Latino, Native Hawaiian or Other Pacific Islander or Two or More Races.

However, competition from non-incumbent PJM transmission owners for development, construction and

As of December 31, 2023, approximately 92% of the costs subject to exchange rate or commodity indices have been fixed.

There is no voluntary cost sharing mechanism

Virginia Power commenced major onshore construction activities in November 2023 following the receipt of a record of decision from BOEM in October 2023 for construction of the CVOW Commercial Project.

In January 2024, Virginia Power received the final approval from BOEM authorizing offshore construction and necessary permits from the U.S. Army Corps of Engineers for offshore construction.

As a result, Virginia Power anticipates commencing major offshore construction activities in the first half of 2024.

The project is expected to be placed in service by the end of 2026.

In February 2024, Virginia Power entered into an agreement to sell a 50% noncontrolling interest in the CVOW Commercial Project to Stonepeak through the formation of OSWP.

The agreement, subject to applicable regulatory approvals, is expected to provide for funding of 50% of the estimated total project costs of the CVOW Commercial Project, subject to certain adjustments.

Virginia Power plans to invest approximately $1.1 billion in 2024 to acquire or construct several solar facilities to serve utility customers.

Virginia Power plans to invest approximately $375 million associated with the relicensing process in 2024.

| Unit 1 | | 2052 | | $ | 864 | | | $ | 1,053 | |

| Unit 2 | | 2053 | | | 854 | | | | 1,037 | |

| Unit 1(3) | | 2038 | | | 774 | | | | 839 | |

| Unit 2(3) | | 2040 | | | 779 | | | | 787 | |

| Total | | | | $ | 3,271 | | | $ | 3,716 | |

The replacement facilities are expected to be placed in service by the end of

In February 2024, DESC received approval from the South Carolina Commission to provide electric services to two large industrial customers which will require development of new electric transmission facilities.

| Source | | 2023 | | | | 2022 | | | | 2021 | | | |

In August 2023, DESC filed an application with the NRC to renew the operating license for Unit 1 at Summer for an additional 20 years.

A relicensing would extend its life through 2062.

The existing regulatory framework in South Carolina provides a rate recovery mechanism for costs incurred on the relicensing process.

| | | NRC license expiration year | | Most recent cost estimate (2023 dollars)(1) | | | | Funds in trusts at December 31, 2023(2) | | |

CONTRACTED ENERGY

Contracted Energy’s capital plan for 2024 includes spending approximately $0.5 billion primarily to support its operations at Millstone and develop renewable natural gas projects.

Capacity prices are dependent upon

Dominion Energy expects to invest approximately $200 million in 2024.

MD&A.

Other drivers for the growth capital plan include renewable natural gas initiatives, the replacement and modernization of gas distribution pipeline and continued upgrades to its gas and electric transmission and distribution networks while also meeting environmental requirements and standards set by various regulatory bodies.

*Sales to BHE and Southwest Gas*

*Acquisition of Interest in Atlantic Coast Pipeline and Pivotal LNG, Inc.*

In March 2020, Dominion Energy completed the acquisition from Southern 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.

Pivotal LNG, Inc. was included within the GT&S Transaction and sold to BHE in November 2020.

In 2020, Virginia Power entered into and completed the acquisition of various solar development projects in Virginia.

These projects are expected to cost a total of approximately $470 million once constructed, including the initial acquisition costs, and generate approximately 248 MW combined.

Dominion Energy sponsors eight employee

CYBERSECURITY

In an effort to reduce the likelihood and severity of cyber intrusions, the Companies have a comprehensive cybersecurity program designed to protect and preserve the confidentiality, integrity and availability of data and systems, including oversight by the Board of Directors as well as the finance and risk oversight board committee.

The Companies are subject to mandatory cybersecurity regulatory requirements, interface regularly with a wide range of external organizations and participate in classified briefings to maintain an awareness of current cybersecurity threats and vulnerabilities.

The Companies’ current security posture and regulatory compliance efforts are intended to address the evolving and changing cyber threats.

See Item 1A.

Risk Factors for discussion of related risks.

While an updated growth capital plan is dependent upon completion of the comprehensive business review discussed in *Future Issues and Other Matters* in Item 7.

MD&A, it is expected to reflect an acceleration of certain electric transmission projects to serve the rapidly growing data center customer demand.

Competition

Regulation

MD&A and Notes 13 and 23 to the Consolidated Financial Statements for additional information.

Properties

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.

Also in August 2022, Virginia Power filed a petition for

Upon receiving remaining approvals from 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 plans to invest approximately $6.8 billion from 2022 to 2026 to acquire or construct several solar facilities totaling approximately 3.4 GW of expected generating capacity when placed in service.

The facilities include both those to serve utility and non-jurisdictional customers.

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, 2022, represent a potential storage capacity of approximately 1.2 GW.

Virginia Power is investing in transmission substation physical security and expects to invest an additional $100 million to $150 million through 2026 to strengthen its electrical system to better protect critical equipment, enhance its spare equipment process and create multiple levels of security.

Sources of Energy Supply

*(3)*

Seasonality

| Unit 1 | | 2052 | | $ | 849 | | | $ | 905 | |

| Unit 2 | | 2053 | | | 839 | | | | 892 | |

| Unit 1(3) | | 2038 | | | 760 | | | | 724 | |

| Unit 2(3) | | 2040 | | | 765 | | | | 681 | |

| Total | | | | $ | 3,213 | | | $ | 3,202 | |

Planned capital spending is driven by infrastructure needs from a growing customer base in states with expanding economies, replacing aging assets for reliability, safety and sustainability and meeting demands for natural gas to support the transition from more carbon intensive fuels.

An updated growth capital plan is dependent upon completion of the comprehensive business review discussed in *Future Issues and Other Matters* in Item 7.

For [removed: the fiscal year ended] [added: the fiscal year ended] December [removed: 31, 2022][added: 31, 2023]

The aggregate market value of Dominion Energy, Inc. common stock held by non-affiliates of Dominion [removed: Energy] [added: Energy, Inc.] was approximately [removed: $66.3] [added: $43.3] billion based on the closing price of Dominion [removed: Energy’s] [added: Energy, Inc.’s] common stock as reported on the New York Stock Exchange as of the last day of Dominion [removed: Energy’s] [added: Energy, Inc.’s] most recently completed second fiscal quarter.

Dominion [removed: Energy] [added: Energy, Inc.] is the sole holder of Virginia Electric and Power Company common stock.

At February [removed: 15, 2023,] [added: 19, 2024,] Dominion [removed: Energy] [added: Energy, Inc.] had [removed: 835,193,617] [added: 837,443,257] shares of common stock outstanding and Virginia [added: Electric and] Power [added: Company] had [removed: 274,723] [added: 324,245] shares of common stock outstanding.

Portions of Dominion [removed: Energy’s 2023] [added: Energy, Inc.’s 2024] Proxy Statement are incorporated by reference in Part III.

| 1A. | [Risk Factors](#item_1a_risk_factors) | | [removed: 38] [added: 36] |

| 1B. | [Unresolved Staff Comments](#item_1b_unresolved_staff_comments) | | [removed: 48] [added: 46] |

| 2. | [Properties](#item_2_properties) | | [removed: 49] [added: 48] |

| 3. | [Legal Proceedings](#item_3_legal_proceedings) | | [removed: 54] [added: 53] |

| 4. | [Mine Safety Disclosures](#item_4_mine_safety_disclosures) | | [removed: 54] [added: 53] |

| | [Information about our Executive Officers](#executive_ficers_dominion) | | [removed: 55] [added: 54] |

| 5. | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](#item_5_market_for_registrants_common_equ) | | [removed: 56] [added: 55] |

| 6. | [\[Reserved\]](#item_6_reserved) | | [removed: 56] [added: 55] |

| 7. | [Management’s Discussion and Analysis of Financial Condition and Results of Operations](#item_7_managements_discussion_analysis_f) | | [removed: 57] [added: 56] |

| 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#item_7a_quantitative_qualitative_disclos) | | [removed: 83] [added: 85] |

| 8. | [Financial Statements and Supplementary Data](#item_8_financial_statements_supplementar) | | [removed: 86] [added: 88] |

| 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#item_9_changes_in_disagreements_with_acc) | | [removed: 199] [added: 202] |

| 9A. | [Controls and Procedures](#item_9a_controls_procedures) | | [removed: 199] [added: 202] |

| 9B. | [Other Information](#item_9b_or_information) | | [removed: 202] [added: 205] |

| 9C. | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#item9c_foreign_jurisdictions) | | [removed: 203] [added: 205] |

| 10. | [Directors, Executive Officers and Corporate Governance](#item_10_directors_executive_ficers_corpo) | | [removed: 204] [added: 206] |

| 11. | [Executive Compensation](#item_11_executive_compensation) | | [removed: 204] [added: 206] |

| 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#item_12_security_ownership_certain_benef) | | [removed: 204] [added: 206] |

| 13. | [Certain Relationships and Related Transactions, and Director Independence](#item_13_certain_relationships_related_tr) | | [removed: 204] [added: 206] |

| 14. | [Principal Accountant Fees and Services](#item_14_principal_accountant_fees_servic) | | [removed: 204] [added: 206] |

| 15. | [Exhibits and Financial Statement Schedules](#item_15_exhibits_financial_statement_sch) | | [removed: 206] [added: 208] |

| 16. | [Form 10-K Summary](#item_16_form_10k_summary) | | [removed: 211] [added: 214] |

| [removed: 2021] BLS Industry Average OSHA Recordable Rate | | An average of the OSHA Recordable Rate [removed: for 2021] 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: 2023] [added: 2024] Proxy Statement | | Dominion Energy [removed: 2023] [added: 2024] Proxy Statement, File No. 001-08489 |

| BHE | | The legal entity, Berkshire Hathaway Energy Company, one or more of its consolidated subsidiaries (including [removed: Dominion Energy Gas, Dominion] [added: Eastern] Energy [added: Gas Holdings, LLC, Northeast] Midstream [added: Partners, LP] and Cove Point effective November [removed: 1,] 2020), or the entirety of Berkshire Hathaway Energy Company and its consolidated subsidiaries |

| Contracted [removed: Assets] [added: Energy] | | Contracted [added: Energy operating segment, formerly known as the Contracted] Assets operating segment |

| DECP Holdings | | The legal entity DECP Holdings, Inc., which [removed: holds] [added: held] Dominion Energy’s noncontrolling interest in Cove Point [added: (through September 2023)] |

| Greensville County | | A [removed: 1,629] [added: 1,605] MW combined-cycle, natural gas-fired power station in Greensville County, Virginia |

| Regulation Act | | Legislation effective July 1, 2007, that amended the Virginia Electric Utility Restructuring Act and fuel factor statute, which legislation is also known as the Virginia Electric Utility Regulation Act, as amended in [removed: 2015 and] [added: 2015,] 2018 [added: and 2023] |

| Rider [removed: B] [added: E] | | A rate adjustment clause associated with the recovery of costs related to [removed: the conversion of three of] [added: certain capital projects at] Virginia Power’s [removed: coal-fired power] [added: electric generating] stations to [removed: biomass] [added: comply with federal and state environmental laws and regulations] | [added: |]

| Rider CE | | A rate adjustment clause associated with the recovery of costs related to certain renewable generation, energy storage and related transmission facilities in Virginia as well as certain small-scale distributed generation projects and related transmission facilities | [added: |]

| Rider D | | A rate mechanism which allows PSNC to recover from customers all prudently incurred gas costs and the related portion of uncollectible expenses as well as losses on negotiated gas and transportation sales | [added: |]

| 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 | [added: |]

| Scope 1 emissions | | Emissions that are produced directly by an entity’s own operations | [removed: |]

| Scope 2 emissions | | Emissions from electricity a company consumes but does not generate from its own facilities | [removed: |]

| 1C. | [Cybersecurity](#item1c_cybersecurity) | | 46 |

| 2023 Biennial Review | | Virginia Commission review of Virginia Power’s earned return on base rate generation and distribution services for the two successive 12-month test periods beginning January 1, 2021 and ending December 31, 2022 and prospective rate base setting for the succeeding annual periods beginning January 1, 2024 and ending December 31, 2025 |

| 2025 Biennial Review | | Future Virginia Commission review of Virginia Power’s earned return on base rate generation and distribution services for the two successive 12-month test periods beginning January 1, 2023 and ending December 31, 2024 and prospective rate base setting for the succeeding annual periods beginning January 1, 2026 and ending December 31, 2027 |

| AES | | The legal entity The AES Corporation, one or more of its consolidated subsidiaries, or the entirety of The AES Corporation and its consolidated subsidiaries |

| BOEM | | Bureau of Ocean Energy Management |

| CFIUS | | The Committee on Foreign Investment in the U.S. |

| CODM | | Chief Operating Decision Maker |

| East Ohio Transaction | | The proposed sale by Dominion Energy to Enbridge of all issued and outstanding capital stock in Dominion Energy Questar Corporation and its consolidated subsidiaries, which following a proposed reorganization will include East Ohio and Dominion Energy Gas Distribution, LLC, pursuant to a purchase and sale agreement entered into on September 5, 2023 |

| Enbridge | | The legal entity, Enbridge Inc., one or more of its consolidated subsidiaries (including Enbridge Elephant Holdings, LLC, Enbridge Parrot Holdings, LLC, and Enbridge Quail Holdings, LLC), or the entirety of Enbridge Inc. and its consolidated subsidiaries |

| FCC | | Federal Communications Commission |

| OSWP | | OSW Project LLC, a proposed limited liability company to be owned by Virginia Power at formation and subsequently owned by Virginia Power and Stonepeak |

| ozone season | | The period May 1st through September 30th, as determined on a federal level |

| PFAS | | Per- and polyfluorinated substances, a group of widely used chemicals that break down very slowly over time in the environment |

| PSNC Transaction | | The proposed sale by Dominion Energy to Enbridge of all of its membership interests in Fall North Carolina Holdco LLC and its consolidated subsidiaries, which following a proposed reorganization will include PSNC, pursuant to a purchase and sale agreement entered into on September 5, 2023 |

| Questar Gas Transaction | | The proposed sale by Dominion Energy to Enbridge of all of its membership interests in Fall West Holdco LLC and its consolidated subsidiaries, which following a proposed reorganization will include Questar Gas, Wexpro, Wexpro II Company, Wexpro Development Company, Dominion Energy Wexpro Services Company, Questar InfoComm Inc. and Dominion Gas Projects Company, LLC, pursuant to a purchase and sale agreement entered into on September 5, 2023 |

| Spruce Power | | The legal entity, Spruce Power Holding Corporation, one or more of its consolidated subsidiaries, or the entirety of Spruce Power Holding Corporation and its consolidated subsidiaries |

| Stonepeak | | The legal entity Stonepeak Partners, LLC, one or more of its affiliated investment vehicles (including Dunedin Members, LLC) or the entirety of Stonepeak Partners, LLC and its affiliated investment vehicles |

| Toshiba | | Toshiba Corporation, parent company of Westinghouse |

| Toshiba settlement | | Settlement Agreement dated as of July 27, 2017, by and among Toshiba, DESC and Santee Cooper |

| | | |

| | | |

| VPFS | | Virginia Power Fuel Securitization, LLC |

| bcfe | | Billion cubic feet equivalent |

| BP | | BP Wind Energy North America Inc. |

| Brookfield | | Brookfield Super-Core Infrastructure Partners, an infrastructure fund managed by Brookfield Asset Management Inc. |

| Colonial Trail West | | A 142 MW utility-scale solar power station located in Surry County, Virginia |

| Cove Point LNG Facility | | An LNG import/export and storage facility, including the Liquefaction Facility, located on the Chesapeake Bay in Lusby, Maryland |

| Energy Choice | | Program authorized by the Ohio Commission which provides energy customers with the ability to shop for energy options from a group of suppliers certified by the Ohio Commission |

| Fowler Ridge | | Fowler I Holdings LLC, a wind-turbine facility in Benton County, Indiana |

| Gas Distribution | | Gas Distribution operating segment |

| LIBOR | | London Interbank Offered Rate |

| Liquefaction Facility | | A natural gas export/liquefaction facility at the Cove Point LNG Facility |

| Mtpa | | Million metric tons per annum |

| NWP 12 | | A nationwide permit from the U.S. Army Corps of Engineers authorizing activities required for the construction, maintenance, repair and removal of utility lines, including electric transmission, gas pipelines, water and communications conduit and associate facilities in waters of the U.S. |

| offshore wind turbine installation season | | The period May 1st through October 31st for waters off the coast of the Mid-Atlantic and Northeast |

| RICO | | Racketeer Influenced and Corrupt Organizations Act |

| Rider E | | A rate adjustment clause associated with the recovery of costs related to certain capital projects at Virginia Power’s electric generating stations to comply with federal and state environmental laws and regulations |

| Rider PPA | | A rate adjustment clause associated with the recovery of costs associated with power purchase agreements for the energy, capacity, ancillary services and renewable energy credits owned by third parties | |

| Rider US-2 | | A rate adjustment clause associated with the recovery of costs related to Woodland Solar, Scott Solar and Whitehouse Solar | |

| Rider US-3 | | A rate adjustment clause associated with the recovery of costs related to Colonial Trail West and Spring Grove 1 | |

| Rider US-4 | | A rate adjustment clause associated with the recovery of costs related to Sadler Solar | |

| Sadler Solar | | A 100 MW utility-scale solar power station located in Greensville County, Virginia | |

| Scott Solar | | A 17 MW utility-scale solar power station in Powhatan County, Virginia | |

| Spring Grove 1 | | A 98 MW utility-scale solar power station located in Surry County, Virginia |

| Supply Header Project | | A project previously intended for DETI to provide approximately 1,500,000 Dths of firm transportation service to various customers in connection with the Atlantic Coast Pipeline Project |

| WECTEC | | WECTEC Global Project Services, Inc., a wholly-owned subsidiary of Westinghouse |

| 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 |

*Risk Management and Strategy*

In an effort to reduce the likelihood and severity of cyber intrusions, the Companies have a comprehensive cybersecurity program designed to protect and preserve the confidentiality, integrity and availability of data and systems.

Consideration of cybersecurity risks is a key component of the Companies’ overall risk management and integrated into processes such as evaluation of potential new vendors or suppliers.

The Companies are subject to mandatory cybersecurity regulatory requirements, interface regularly with a wide range of external organizations and participate in classified briefings to maintain an awareness of current cybersecurity threats and vulnerabilities.

The Companies’ corporate intelligence and security program includes both cybersecurity and threat intelligence components as part of its evaluation and mitigation of risks.

The evaluation of risks includes consideration of cybersecurity and privacy risk, including potential impact on the Companies’ employees, customers, supply chain and other stakeholders, intelligence briefings on notable cyber events impacting the industry and evaluation of insider threats.

The Companies utilize a robust set of internal and third-party assessment tools to test its cyber risk management policies, practices and procedures as well as challenge assumptions upon which its defenses are built.

These assessments provide opportunities for self-critical analysis and constructive feedback needed to build cyber resilience.

Trainings are routinely provided to employees to help identify, avoid and mitigate cybersecurity threats and to ensure an understanding of the Companies’ cyber risk management policies.

In addition, risk assessments are conducted as a component of the evaluation of vendors and suppliers.

The Companies’ current security posture and regulatory compliance efforts are intended to address the evolving and changing cyber threats.

During the past three years, the Companies have not experienced any cybersecurity incidents resulting in a material impact to their business strategy, results of operations or financial condition.

The Companies have identified the risk that a hostile cyber intrusion could severely impair the Companies’ operations, lead to disclosure of confidential information, damage the Companies’ reputation or otherwise have an adverse effect on the Companies’ business as disclosed under the Operational Risks header within Item 1A.

Risk Factors.

*Governance*

Dominion Energy’s Board of Directors, including its finance and risk oversight committee, provides oversight of the Companies’ risks from cybersecurity threats.

Dominion Energy’s Board of Directors as well as its finance and risk oversight committee receive presentations and reports throughout the year on cybersecurity and information security risk from management, including Dominion

Energy’s chief security officer, director of cybersecurity and chief information officer.

These presentations and reports address a broad range of topics, including the Companies’ cyber risk management program, updates on recent cybersecurity threats and incidents across the industry, policies and practices, industry trends, threat environment and vulnerability assessments and specific and ongoing efforts to prevent, detect and respond to internal and external critical threats, including management’s hosting in 2023 of its second practical exercise with external federal, state and local incident response partners.

In addition, Dominion Energy’s Board of Directors receives briefings from time to time from outside experts for an independent view on cybersecurity risks, including an assessment by an independent consulting firm of management’s response in a ransomware tabletop drill.

The Companies utilize an organization structure known as a converged security model that brings together cybersecurity, physical security and threat intelligence within one department led by the chief security officer.

The chief security officer joined Dominion Energy in this role in 2018 and has an extensive background in security having retired from the Federal Bureau of Investigation after a more than 20-year career focused on criminal, counter-terrorism, counter-intelligence and cyber investigations.

The chief security officer belongs to the Federal Bureau of Investigation’s Domestic Security Alliance Council, the Department of Homeland Security’s Classified Intelligence Forum and is a member of the national Government/Business Executive Forum.

In addition to serving on multiple university advisory boards, the chief security officer also serves on the Commonwealth of Virginia’s Informational Technology Advisory Council.

The director of cybersecurity has over 30 years of experience at Dominion Energy primarily in various roles within the information technology department, including information technology risk management, as well as cybersecurity.

The director of cybersecurity has been involved in designing and evolving the Companies’ cyber risk management policies, practices and procedures.

This individual has deep relationships with key external partners and is recognized within the industry and the U.S. as a leading cybersecurity expert.

In addition, management of cybersecurity threats is shared with the chief information officer who is responsible for the Companies’ technology assets including hardware, software, networks, servers and telecommunications.

The chief information officer has over 25 years of experience at Dominion Energy primarily in various roles within the information technology department, including information technology risk management.

In addition, the chief information officer previously served on the board of the Virginia Cybersecurity Partnership, a collaboration between private industry and the Federal Bureau of Investigation.

The chief security officer and chief information officer are supported by the senior vice president of administrative services as well as the Companies’ operations, legal, audit, corporate risk, supply chain, human resources and accounting departments in executing its cybersecurity program.

In addition, the chief security officer and chief information officer provide periodic updates concerning recent developments affecting cybersecurity and privacy risk to the Companies’ executive cyber risk council, which includes executive officers responsible for administrative services, corporate affairs, supply chain, corporate secretary and corporate risk along with legal counsel.

The Companies maintain a robust, tested and regularly revised Cyber Security Incident Response Plan and a Vendor Compromise Response Plan.

These plans detail roles, responsibilities, and actions to be taken in response to a detected event whether internal or associated with a third-party service provider.

The plans provide clear direction for escalation of information to leadership, including Dominion Energy’s Board of Directors as appropriate, and drive collaboration amongst relevant members of management representing cybersecurity, information technology, operations, supply chain, legal and accounting departments.

As necessary, the COO, CFO and chief legal officer will advise the CEO on any incidents which could potentially have a material effect on the Companies’ business operations, results of operations or financial condition.

As of December 31, [removed: 2022,] [added: 2023,] 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: 2022;] [added: 2023;] however, by leaving the indenture open, Virginia Power retains the flexibility to issue mortgage bonds in the future.

In addition, Virginia Power’s electric distribution network includes approximately [removed: 59,700] [added: 60,300] 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: 21] [added: 27] MW.

The following tables list Virginia Power’s generating units and capability as of December 31, [removed: 2022.][added: 2023.]

| Greensville County (CC) | | Greensville County, VA | | | [removed: 1,629] [added: 1,605] | | | | | | |

| Chesterfield (CC) | | Chester, VA | | | [removed: 392] [added: 386] | | | | | | |

| Elizabeth River (CT) | | Chesapeake, VA | | | [removed: 330] [added: 327] | | | | | | |

| Total Gas | | | | | [removed: 8,232] [added: 8,195] | | | | [removed: 41] [added: 43] | | % |

| Total Coal | | | | | [removed: 3,680] [added: 2,666] | | | | [removed: 18] [added: 14] | | |

| North Anna | | Mineral, VA | | | 1,672 | | [removed: (3)] [added: (1)] | | | | |

| Total Nuclear | | | | | 3,348 | | | | [removed: 16] [added: 17] | | |

| Bath County | | Warm Springs, VA | | | 1,808 | | [removed: (4)] [added: (3)] | | | | |

| Total Hydro | | | | | 2,124 | | | | [removed: 10] [added: 11] | | |

| Rosemary (CC) | | Roanoke Rapids, NC | | | [removed: 160] [added: 155] | | | | | | |

| Total Oil | | | | | [removed: 1,522] [added: 727] | | | | [removed: 7] [added: 4] | | |

| [removed: Solar(5)] [added: Solar(4)] | | | | | | | | | | | |

| Total Solar | | | | | [removed: 416] [added: 598] | | | | [removed: 2] [added: 3] | | |

| [removed: Altavista(6)] [added: Altavista] | | Altavista, VA | | | 51 | | | | | | |

| [removed: Polyester(6)] [added: Polyester] | | Hopewell, VA | | | 51 | | | | | | |

| [removed: Southampton(6)] [added: Southampton] | | Southampton, VA | | | 51 | | | | | | |

| Power Purchase Agreements | | | | | [removed: 1,106] [added: 1,289] | | | | [removed: 5] [added: 7] | | |

| Total Utility Generation | | | | | [removed: 20,604] [added: 19,143] | | | | 100 | | % |

*Excludes [removed: 40%] [added: 23.75%] undivided interest owned by [added: LS Power Equity Advisors LLC and 16.25% undivided interest owned by] Allegheny Generating Company, a subsidiary of FirstEnergy Corp.*

[added: The operations included in the East Ohio, PSNC and Questar] Gas [removed: Distribution’s network is] [added: Transactions are] located in Ohio, North Carolina, Utah, southwestern Wyoming and southeastern Idaho.

This network includes approximately [removed: 74,400] [added: 76,000] miles of distribution mains and related service facilities which are supported by approximately 3,600 miles of transmission, gathering and storage pipeline.

Questar Gas also owns one LNG facility that stores the [removed: liquified] [added: liquefied] equivalent of 1.2 bcf of natural gas, can regasify approximately 12% of its storage capacity per day and can liquefy less than 1% of its storage capacity per day.

DESC has approximately 3,900 miles and [removed: 18,800] [added: 19,000] miles of electric transmission and distribution lines, respectively, exclusive of service level lines, in South Carolina.

In addition, DESC owns [removed: 459] [added: 457] substations.

DESC’s natural gas system includes approximately [removed: 19,100] [added: 18,800] miles of distribution mains and related service facilities, which are supported by approximately 400 miles of transmission pipeline.

The following table lists DESC’s generating units and capability as of December 31, [removed: 2022.][added: 2023.]

| Jasper (CC) (1) | | Hardeeville, SC | | | [removed: 903] [added: 902] | | | | | | |

| Columbia Energy Center (CC) (1) | | Gaston, SC | | | [removed: 519] [added: 520] | | | | | | |

| Total Gas | | | | | [removed: 2,511] [added: 2,464] | | | | 38 | | % |

| Williams | | Goose Creek, SC | | | [removed: 605] [added: 595] | | | | | | |

| Total Coal | | | | | [removed: 1,704] [added: 1,694] | | | | 26 | | |

| Summer | | Jenkinsville, SC | | | [removed: 651] [added: 644] | | (4) | | 10 | | |

| Total Utility Generation | | | | | [removed: 6,631] [added: 6,567] | | | | 100 | | % |

*Includes 189 MW from agreements with certain solar facilities within Contracted [removed: Assets.*][added: Energy.*]

The following table lists Contracted [removed: Assets’] [added: Energy’s] generating units and capability as of December 31, [removed: 2022.][added: 2023.]

In addition, Virginia Power owns 484 substations.

| Ladysmith (CT) | | Ladysmith, VA | | | 782 | | | | | | |

| Remington (CT) | | Remington, VA | | | 619 | | | | | | |

| Piney Creek | | Halifax, VA | | | 80 | | | | | | |

| Sycamore | | Gretna, VA | | | 42 | | | | | | |

| Norge | | Williamsburg, VA | | | 20 | | | | | | |

| Solidago | | Windsor, VA | | | 20 | | | | | | |

| Winterberry | | Gloucester County, VA | | | 20 | | | | | | |

| Battery | | | | | | | | | | | |

| Dry Bridge | | Chesterfield, VA | | | 20 | | | | — | | |

| | | | | | 17,854 | | | | | | |

| | | | | | 5,594 | | | | | | |

CONTRACTED ENERGY

CORPORATE AND OTHER

In addition, Virginia Power owns 482 substations and 16 MW of battery storage.

| Ladysmith (CT) | | Ladysmith, VA | | | 783 | | | | | | |

| Remington (CT) | | Remington, VA | | | 622 | | | | | | |

| Chesterfield(1) | | Chester, VA | | | 1,014 | | | | | | |

| Yorktown(1) | | Yorktown, VA | | | 790 | | | | | | |

| | | | | | 19,498 | | | | | | |

*Will be retired after it meets its capacity obligation in 2023.

See Note 2 to the Consolidated Financial Statements for additional information.*

*(5)*

*(6)*

*In accordance with the VCEA, these units will be retired no later than 2028.*

GAS DISTRIBUTION

| Parr (CT) (1)(2) | | Jenkinsville, SC | | | 47 | | | | | | |

| | | | | | 5,658 | | | | | | |

CONTRACTED ASSETS

Contracted Assets includes Dominion Energy’s 50% noncontrolling interest in Cove Point.

The Cove Point LNG Facility has an operational peak regasification daily send-out capacity of approximately 1.8 million Dths and an aggregate LNG storage capacity of approximately 14.6 bcfe.

In addition, Cove Point has a small liquefier that has the potential to create approximately 15,000 Dths/day.

The Liquefaction Facility consists of one LNG train with a nameplate outlet capacity of 5.25 Mtpa.

Cove Point has authorization from the DOE to export up to 0.77 bcfe/day (approximately 5.75 Mtpa) should the Liquefaction Facility perform better than expected.

In addition, Cove Point operates a 136-mile natural gas pipeline that connects the Cove Point LNG Facility to interstate natural gas pipelines.

| Robert M. Blue [removed: (55)] [added: (56)] | | 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. |

| Edward H. Baine [removed: (49)] [added: (50)] | | 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 2019. |

| P. Rodney Blevins [removed: (58)] [added: (59)] | | President—Gas Distribution from January 2022 to present; President—Dominion Energy South Carolina from December 2019 to December 2021; President & [removed: Chief Executive Officer—Southeast] [added: CEO—Southeast] Energy Group from January 2019 to November [removed: 2019; Senior Vice President and Chief Information Officer from January 2014 to December 2018.] [added: 2019.] |

| Carlos M. Brown [removed: (48)] [added: (49)] | | [added: President—DES and Executive Vice President, Chief Legal Officer and Corporate Secretary from January 2024 to present;] Senior Vice President, Chief Legal Officer and General Counsel from September 2022 to [removed: present;] [added: December 2023;] Senior Vice President, General Counsel and Chief Compliance Officer from December 2019 to August 2022; Senior Vice President and General Counsel from January 2019 to November [removed: 2019; Vice President and General Counsel from January 2017 to December 2018.] [added: 2019.] |

| Michele L. Cardiff [removed: (55)] [added: (56)] | | Senior Vice President, Controller and [removed: Chief Accounting Officer] [added: CAO] from October 2020 to present; Vice President, Controller and CAO from April 2014 to September 2020. |

| W. Keller Kissam [removed: (56)] [added: (57)] | | President—Dominion Energy South Carolina from January 2022 to present; President—Electric Operations of DESC from January 2019 to December [removed: 2021; President—Generation, Transmission and Distribution and COO of DESC from January 2018 to December 2018.] [added: 2021.] |

| Diane Leopold [removed: (56)] [added: (57)] | | Executive Vice [added: President, COO and President—Contracted Energy from August 2023 to present; Executive Vice] President and COO from October 2020 to [removed: present;] [added: July 2023;] 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. |

| Steven D. Ridge [removed: (42)] [added: (43)] | | [added: Executive Vice President and CFO from January 2024 to present;] Senior Vice President and CFO from November 2022 to [removed: present;] [added: December 2023;] President of Questar Gas from October 2022 to November 2022; Vice President and General Manager—Western Distribution from October 2021 to September 2022; Vice President—Investor Relations of DES from April 2019 to September 2021; Director—Investor Relations of DES from October 2017 to March 2019. |

Any service listed for Virginia Power, DESC, Questar Gas and DES reflects service at a [removed: current or previous] subsidiary of Dominion Energy.*

[removed: Part II][added: Part II]

| | | |

| Daniel G. Stoddard (60) | | 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 present. |

At February [removed: 15, 2023,] [added: 19, 2024,] there were [removed: 122,016] [added: approximately 117,000] record holders of Dominion Energy’s common stock.

| [removed: 10/1/22-10/31/22] [added: 11/1/23-11/30/23] | | | [removed: 74,869] [added: —] | | | [removed: $] | [removed: 69.11] [added: —] | | | | — | | | [removed: $] 0.92 billion |

| Total | | | [removed: 76,439] [added: 78,125] | | | $ | [removed: 69.05] [added: 44.70] | | | | — | | | $ 0.92 billion |

Virginia Power may pay cash dividends in [removed: 2023] [added: 2024] but is neither required to nor restricted, except as described in Note 21 to the Consolidated Financial Statements, from making such payments.

| 10/1/23-10/31/23 | | | 77,065 | | | $ | 44.67 | | | | — | | | $ 0.92 billion |

| 12/1/23-12/31/23 | | | 1,060 | | | | 46.67 | | | | — | | | 0.92 billion |

| 11/1/22-11/30/22 | | | 1,014 | | | | 69.72 | | | | — | | | 0.92 billion |

| 12/1/22-12/31/22 | | | 556 | | | | 60.37 | | | | — | | | 0.92 billion |

| [Report of Independent Registered Public Accounting Firm](#report_independent_registered_public_1) (PCAOB ID No. 34) | [removed: 87] [added: 89] |

| [Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#consolidated_statements_income)] [added: 2021](#consolidated_statements_income)] | [removed: 89] [added: 91] |

| [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#consolidated_statements_comprehensive_in)] [added: 2021](#consolidated_statements_comprehensive_in)] | [removed: 90] [added: 92] |

| [Consolidated Balance Sheets at December 31, [removed: 2022] [added: 2023] and [removed: 2021](#d_bs)] [added: 2022](#d_bs)] | [removed: 91] [added: 93] |

| [Consolidated Statements of Equity at December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] and for the years then ended](#d_soe) | [removed: 93] [added: 95] |

| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#d_socf)] [added: 2021](#d_socf)] | [removed: 94] [added: 96] |

| [Report of Independent Registered Public Accounting Firm](#report_independent_retered_public_acc_2) (PCAOB ID No. 34) | [removed: 95] [added: 97] |

| [Consolidated Statements of Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#vp_is_consolidated_statements_of_income)] [added: 2021](#vp_is_consolidated_statements_of_income)] | [removed: 97] [added: 99] |

| [Consolidated Statements of Comprehensive Income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#vp_consolidated_statements_of_compr)] [added: 2021](#vp_consolidated_statements_of_compr)] | [removed: 98] [added: 100] |

| [Consolidated Balance Sheets at December 31, [removed: 2022] [added: 2023] and [removed: 2021](#vp_consolidated_balance_sheets)] [added: 2022](#vp_consolidated_balance_sheets)] | [removed: 99] [added: 101] |

| [Consolidated Statements of Common Shareholder’s Equity at December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] and for the years then ended](#vp_consolidated_statements_shareequ) | [removed: 101] [added: 103] |

| [Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#vp_consolidated_statements_of_cash_flows)] [added: 2021](#vp_consolidated_statements_of_cash_flows)] | [removed: 102] [added: 104] |

| [Combined Notes to Consolidated Financial Statements](#combined_notes_to_consolidated_financial) | [removed: 103] [added: 105] |

We have audited the accompanying consolidated balance sheets of Dominion Energy, Inc. and subsidiaries ("Dominion Energy") at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] 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: 2022,] [added: 2023,] 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: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] 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 [removed: Energy's] [added: Energy’s] internal control over financial reporting at December 31, [removed: 2022,] [added: 2023,] 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: 21, 2023,] [added: 23, 2024,] expressed an unqualified opinion on Dominion [removed: Energy's] [added: Energy’s] internal control over financial reporting.

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 [added: 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, and determination of Virginia Power’s authorized ROE prospectively.]

[added: Further, Virginia Power’s 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 [removed: period,] [added: period] and determination of Virginia Power’s authorized ROE prospectively.

These analyses are generally based on orders issued by regulatory commissions, legislation and judicial actions; past experience; discussions with applicable regulatory authorities and legal counsel; [added: estimated construction costs;] forecasted earnings; and considerations around the likelihood of impacts from events such as unusual weather conditions, extreme weather events and other natural disasters, and unplanned outages of facilities.

| Year Ended December 31, | | [removed: 2022] [added: 2023] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2020] [added: 2021] | | |

| [removed: Operating Revenue] [added: Operating Revenue] | | [removed: $] | [removed: 17,174] [added: 1] | | | [removed: $] | [removed: 13,964] [added: 2] | | | [removed: $] | [removed: 14,172] [added: (9] | [added: )] | [added: | | | | | | | | | | | |]

| Electric fuel and other energy-related purchases | | | [removed: 3,711] [added: 3,935] | | | | [removed: 2,368] [added: 3,711] | | | | [removed: 2,243] [added: 2,368] | |

| Purchased electric capacity | | | [removed: 59] [added: 55] | | | | [removed: 70] [added: 59] | | | | [removed: 53] [added: 70] | |

| Purchased gas | | | [removed: 1,582] [added: —] | | | | [removed: 1,083] [added: 13] | | | | [removed: 889] [added: (1] | [added: )] | [added: | | | | | | | | | | | |]

| Other operations [removed: and] [added: &] maintenance | | | [removed: 3,984] [added: 2] | | | | [removed: 3,734] [added: —] | | | | [removed: 3,685] [added: —] | | [added: | | 2 | | | | — | | | | — | |]

| Depreciation, depletion and amortization | | | [removed: 2,830] [added: 148] | | | | [removed: 2,478] [added: 90] | | | | [removed: 2,332] [added: 175] | | [added: | | 2 | |]

| Impairment of assets and other charges | | | [removed: 2,063] [added: —] | | | | [removed: 195] [added: (560] | [added: )] | | | [removed: 2,105] [added: —] | | [added: | | | | | | | | | | | |]

| Losses (gains) on sales of assets | | | [removed: 426] [added: (27] | [added: )] | | | [removed: 108] [added: 426] | | | | [removed: (61] [added: 415] | [removed: )] |

| [removed: Earnings from] [added: Equity in earnings of] equity method investees | | | [removed: 299] [added: —] | | | | [removed: 276] [added: —] | | | | [removed: 40] [added: (34] | [added: )] | [added: | | 8 | | | | — | | | | (26 | ) |]

| Interest and related charges | | | [removed: 966] [added: 71] | | | | [removed: 1,354] [added: 52] | | | | [removed: 1,377] [added: 68] | | [added: | | 1 | |]

| Income from continuing operations including noncontrolling interests before income tax expense [added: (benefit)] | | | [removed: 1,053] [added: 2,732] | | | | [removed: 3,098] [added: 540] | | | | [removed: 1,411] [added: 1,880] | |

| Income tax expense | | | [removed: 68] [added: 45] | | | | [removed: 425] [added: 34] | | | | [removed: 83] [added: 50] | | [added: | | (28 | ) |]

| Net Income From Continuing Operations Including Noncontrolling Interests | | | [removed: 985] [added: 2,157] | | | | [removed: 2,673] [added: 427] | | | | [removed: 1,328] [added: 2,061] | |

| Net Income (Loss) From Discontinued Operations Including Noncontrolling Interests(1)(2) | | | [removed: 9] [added: (163] | [added: )] | | | [removed: 641] [added: 894] | | | | [removed: (1,878] [added: 1,358] | [removed: )] |

| [removed: Net Income (Loss) Including Noncontrolling Interests] [added: Net income including noncontrolling interests] | | | [removed: 994] | | | | [removed: 3,314] | | | | [removed: (550] | [removed: )] | [added: | 1,994 | | | | | | 1,994 | | | | | | 1,994 | |]

| Noncontrolling Interests | | | — | | | | [removed: 26] [added: —] | | | | [removed: (149] [added: 20] | [removed: )] |

| [removed: Net Income (Loss) Attributable] [added: Net income (loss) attributable] to Dominion [removed: Energy] [added: Energy(2)] | | [removed: $] [added: $] | [removed: 994] [added: 288] | | | $ | [removed: 3,288] [added: 125] | | | $ | [removed: (401] [added: 203] | [added: | | $ | (79 |] ) |

| Net income from continuing [removed: operations] [added: operations(1)] | | [removed: $] | [removed: 985] [added: 19] | | | [removed: $] | [removed: 2,647] [added: (94] | [added: )] | | [removed: $] | [removed: 1,583] [added: 340] | | [added: | | 9 | | | | (103 | ) | | | (50 | ) |]

| Net income [removed: (loss)] from discontinued [removed: operations] [added: operations(2)] | | | [removed: 9] [added: 13] | | | | [removed: 641] [added: —] | | | | [removed: (1,984] [added: —] | [removed: )] | [added: | | | | | | | | | | | |]

| Net income (loss) attributable to Dominion [removed: Energy | | $ | 994 | | | $ | 3,288 |] [added: Energy(3)] | | $ | [removed: (401] [added: 145] | [removed: )] |

Change in Accounting Principle

As discussed in Note 2 to the consolidated financial statements, Dominion Energy has elected to change its method of accounting for investment tax credits from the flow-through method to the deferral method, which has been retrospectively applied in the consolidated financial statements at December 31, 2023 and 2022 and for the three years ended December 31, 2023.

In addition, a loss is recognized if it becomes probable that capital expenditures will be disallowed for ratemaking purposes and if a reasonable estimate of the amount of the disallowance can be made.

We have also inquired with counsel on relevant matters.

| Other operations and maintenance | | | 3,160 | | | | 3,365 | | | | 3,177 | |

| Depreciation and amortization | | | 2,580 | | | | 2,442 | | | | 2,117 | |

| Other taxes | | | 684 | | | | 675 | | | | 690 | |

| Total operating expenses | | | 10,979 | | | | 12,505 | | | | 9,423 | |

| Income from operations | | | 3,414 | | | | 1,433 | | | | 1,996 | |

| Other income (expense) | | | 992 | | | | 109 | | | | 1,139 | |

| Net Income Attributable to Dominion Energy | | $ | 1,994 | | | $ | 1,321 | | | $ | 3,399 | |

| Net income attributable to Dominion Energy | | $ | 1,994 | | | $ | 1,321 | | | $ | 3,399 | |

| Net income from continuing operations | | $ | 2.48 | | | $ | 0.41 | | | $ | 2.44 | |

| Net income attributable to Dominion Energy | | $ | 2.29 | | | $ | 1.49 | | | $ | 4.12 | |

| Net income from continuing operations | | $ | 2.48 | | | $ | 0.41 | | | $ | 2.44 | |

| Net income (loss) from discontinued operations | | | (0.19 | ) | | | 1.08 | | | | 1.68 | |

| Net income attributable to Dominion Energy | | $ | 2.29 | | | $ | 1.49 | | | $ | 4.12 | |

| Derivative assets | | | 699 | | | | 1,019 | |

| Prepayments | | | 246 | | | | 294 | |

| Regulatory assets | | | 1,309 | | | | 1,883 | |

| Other | | | 175 | | | | 210 | |

| Other | | | 324 | | | | 325 | |

| Total investments | | | 7,538 | | | | 6,577 | |

| Property, plant and equipment | | | 83,417 | | | | 75,708 | |

| Accumulated depreciation and amortization | | | (24,637 | ) | | | (23,396 | ) |

| Goodwill | | | 4,143 | | | | 4,143 | |

| Intangible assets, net | | | 945 | | | | 813 | |

| Derivative assets | | | 597 | | | | 1,038 | |

| Regulatory assets | | | 8,356 | | | | 8,265 | |

| Other | | | 1,507 | | | | 1,487 | |

| Noncurrent Assets Held for Sale | | | — | | | | 18,831 | |

| Total assets | | $ | 109,032 | | | $ | 104,795 | |

| Derivative liabilities | | | 346 | | | | 772 | |

| Regulatory liabilities | | | 522 | | | | 748 | |

| Other(1) | | | 1,732 | | | | 1,695 | |

| Current liabilities held for sale | | | 8,885 | | | | 1,403 | |

| Other | | | 192 | | | | 232 | |

| Deferred income taxes | | | 6,611 | | | | 5,021 | |

| Deferred investment tax credits | | | 1,098 | | | | 1,140 | |

| Regulatory liabilities | | | 8,674 | | | | 8,435 | |

February 21, 2023

| | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Other taxes | | | 923 | | | | 909 | | | | 871 | |

| Total operating expenses | | | 15,578 | | | | 10,945 | | | | 12,117 | |

| Income from operations | | | 1,596 | | | | 3,019 | | | | 2,055 | |

| Other income | | | 124 | | | | 1,157 | | | | 693 | |

| Derivative assets | | | 1,137 | | | | 122 | |

| Prepayments | | | 392 | | | | 328 | |

| Regulatory assets | | | 2,340 | | | | 1,492 | |

| Other | | | 215 | | | | 142 | |

| Other | | | 390 | | | | 394 | |

| Total investments | | | 9,359 | | | | 11,276 | |

| Goodwill | | | 7,295 | | | | 7,405 | |

| Derivative assets | | | 1,039 | | | | 491 | |

| Regulatory assets | | | 9,087 | | | | 8,643 | |

| Other | | | 1,500 | | | | 1,638 | |

| Total assets | | $ | 104,243 | | | $ | 99,590 | |

| Other(1) | | | 1,938 | | | | 1,807 | |

| Other | | | 245 | | | | 850 | |

| Regulatory liabilities | | | 10,107 | | | | 10,713 | |

| Derivative liabilities | | | 626 | | | | 509 | |

| Other | | | 1,359 | | | | 1,418 | |

| Total liabilities | | | 76,362 | | | | 70,672 | |

| Mezzanine Equity | | | | | | | | |

| Retained earnings | | | 4,065 | | | | 5,373 | |

| Shareholders' equity | | | 27,881 | | | | 27,308 | |

| December 31, 2019 | | 2 | | $ | 2,387 | | | 838 | | $ | 23,824 | | $ | 7,576 | | $ | (1,793 | ) | $ | 31,994 | | $ | 2,039 | | $ | 34,033 | |

| Stock repurchases | | | | | | | | (39 | ) | | (3,080 | ) | | | | | | | | (3,080 | ) | | | | | (3,080 | ) |

| GT&S Transaction closing | | | | | | | | | | | 17 | | | | | | | | | 17 | | | (1,384 | ) | | (1,367 | ) |

| Contribution to pension plan | | | — | | | | — | | | | (250 | ) |

| Loss from investment in Atlantic Coast Pipeline | | | 7 | | | | 20 | | | | 2,405 | |

| Other adjustments | | | (28 | ) | | | 294 | | | | 224 | |

| Acquisition of equity method investments | | | — | | | | — | | | | (178 | ) |

| Issuance of short-term notes | | | — | | | | 1,265 | | | | 1,125 | |

| Repayment and repurchase of short-term notes | | | — | | | | (1,265 | ) | | | (1,125 | ) |

| Repurchase of common stock | | | — | | | | — | | | | (3,080 | ) |

Further, Virginia Power’s 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 and determination of Virginia Power’s authorized ROE prospectively.

| Net Income | | $ | 1,215 | | | $ | 1,712 | | | $ | 1,021 | |

SEC rules implementing Section 404 of the Sarbanes-Oxley Act of 2002 require Dominion Energy’s [removed: 2022] [added: 2023] Annual Report to contain a [removed: management's] [added: 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: 2022,] [added: 2023,] Dominion Energy makes the following assertions:

Management evaluated Dominion Energy’s internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]

Based on this assessment, management believes that Dominion Energy maintained effective internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]

We have audited the internal control over financial reporting of Dominion Energy, Inc. and subsidiaries (“Dominion Energy”) at December 31, [removed: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] 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: 2022,] [added: 2023,] of Dominion Energy and our report dated February [removed: 21, 2023,] [added: 23, 2024,] expressed an unqualified opinion on those consolidated financial [removed: statements.][added: statements and included an explanatory paragraph regarding Dominion Energy’s election to change its method of accounting for investment tax credits from the flow-through method to the deferral method.]

SEC rules implementing Section 404 of the Sarbanes-Oxley Act require Virginia [removed: Power's 2022] [added: Power’s 2023] Annual Report to contain a [removed: management's] [added: management’s] report regarding the effectiveness of internal control.

Based on the assessment as of December 31, [removed: 2022,] [added: 2023,] Virginia Power makes the following assertions:

Management evaluated Virginia [removed: Power's] [added: Power’s] internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]

Based on this assessment, management believes that Virginia Power maintained effective internal control over financial reporting as of December 31, [removed: 2022.][added: 2023.]

February 23, 2024

February 23, 2024

February 23, 2024

February 21, 2023

The date of the events reported below was February [removed: 20, 2023.*][added: 21, 2024.*]

The foregoing description of the [removed: amendments] [added: amendment] to Dominion Energy’s Bylaws is qualified in its entirety by reference to the full text of Dominion Energy’s Bylaws, a copy of which is attached hereto as Exhibit 3.2.a and is incorporated herein by reference.

On February 21, 2024, the Board of Directors of Dominion Energy, as part of a periodic review of Dominion Energy’s governance documents, amended the exclusive forum provision set forth in Article XXXVI of Dominion Energy’s Bylaws, effective as of February 21, 2024, to provide that any federal or state court located within the Commonwealth of Virginia shall serve as the sole and exclusive forum for the adjudication of certain internal corporate claims involving Dominion Energy or its directors, officers or shareholders.

On February 20, 2023, the Board of Directors, as part of a periodic review of Dominion Energy’s governance documents, approved changes to Dominion Energy’s Bylaws, effective as of February 20, 2023.

The amendments, among other things:

clarify the Board of Directors’ ability to adjourn, postpone or reschedule shareholder meetings whether or not a quorum is present without establishing a new record date unless the meeting is adjourned for more than 120 days;

provide that the annual meeting of shareholders may be held at any time determined by the Board of Directors, as opposed to only in May;

clarify that if there is no quorum present at a meeting, the Chair may adjourn the meeting without notice other than an announcement at the meeting until a quorum is present;

expand the scope of disclosures required by a shareholder seeking to bring business (other than a director nomination) before a meeting of shareholders, known as a proposing shareholder, to include:

a representation that such shareholder is a shareholder of record, is entitled to vote at the annual meeting of the shareholders, will continue to be a shareholder of record at the annual meeting of the shareholders, and intends to appear in person or by proxy at the annual meeting of the shareholders to bring the business before the meeting specified in the notice;

any agreement, arrangement or understanding (including any derivative or short positions, profit interests, options, warrants, convertible securities, stock appreciation or similar rights, hedging transactions and borrowed or loaned shares) that has been entered into by, or on behalf of, the proposing shareholder or any associated person, whether or not such instrument or right shall be subject to settlement in an underlying class of Dominion Energy’s stock, the effect or intent of which is to mitigate loss to, manage risk or benefit of share price changes for, or increase or decrease the voting power of, the proposing shareholder or any associated person, with respect to Dominion Energy’s shares, or relates to the acquisition or disposition of any Dominion Energy shares;

any agreement pursuant to which the proposing shareholder or any associated person, has a right to vote or direct the voting of any of the Dominion Energy’s securities;

any rights to dividends on Dominion Energy’s shares owned beneficially by the proposing shareholder and any associated person that are separated or separable from the underlying Dominion Energy’s shares;

any proportionate interest in Dominion Energy’s shares or any derivative instruments held, directly or indirectly, by a general or limited partnership or limited liability company or similar entity in which the proposing shareholder or any associated person is a general partner or, directly or indirectly, beneficially owns an interest in a general partner, is the manager or managing member or, directly or indirectly, beneficially owns an interest in the manager or managing member of a limited liability company or similar entity;

any performance-related fees (other than an asset-based fee) that the proposing shareholder or any associated person is entitled to based on the increase or decrease in the value of Dominion Energy’s shares or derivative instruments;

the information that would be required to be set forth in a Schedule 13D filed pursuant to Rule 13d-1(a) or an amendment pursuant to Rule 13d-2(a) if such statement were required to be filed under the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder by such shareholder and any associated person on whose behalf the notice is given; and

any other information as reasonably requested by Dominion Energy;

clarify that, in addition to complying with the advance notice provisions in the Bylaw regarding any business proposed by a shareholder, each proposing shareholder and any associated person must also comply with all applicable requirements of the Articles of Incorporation, these Bylaws and state and federal law, including the Securities Exchange Act of 1934, as amended;

provide that an election will be considered to be contested if, as of the date that is 21days prior to the date that Dominion Energy files its definitive proxy statement, there are more nominees for election than positions on the Board of Directors to be filled by election at that meeting;

clarify the duties of the president;

adopt a forum selection bylaw to provide that (i) shareholder suits and other derivative actions asserted against Dominion Energy or its directors and officers be brought only before the United States District Court for the Eastern District of Virginia or, in the event that the court lacks jurisdiction or is unavailable to hear such action, the Circuit Court of the City of Richmond, Virginia, and (ii) the U.S. federal district courts will be the exclusive forum for the resolution of claims under the Securities Act of 1933, as amended;

provide that any shareholder directly or indirectly soliciting proxies from other shareholders must use a proxy card color other than white; and

make various other updates, including clarify, ministerial and conforming changes.

The information required by this item is incorporated by reference to the sections entitled *Item 1—Election of Directors*, *Corporate Governance—The Committees of the [removed: Board*] [added: Board, Other Information – Delinquent Section 16(a) Reports*] and *Corporate Governance*—*Other Governance Policies and Practices*—*Code of Ethics and Business Conduct* in the Dominion Energy [removed: 2023] [added: 2024] Proxy Statement.

The information required by this item is incorporated by reference to the section entitled *Executive Compensation, Compensation of Non-Employee [removed: Directors*] [added: Directors and Corporate Governance—The Committees of the Board—Compensation Committee Interlocks and Insider Participation*] in the [removed: 2023] [added: 2024] Proxy Statement*.*

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 [removed: 2023] [added: 2024] Proxy Statement.

The information required by this item is incorporated by reference to the sections entitled *Corporate Governance*—*Other Governance Policies and Practices —Certain Relationships and Related Party Transactions* and *Corporate Governance —Director Independence* in the [removed: 2023] [added: 2024] Proxy Statement.

The information required by this item is incorporated by reference to the section entitled *Audit-Related Matters—Auditor Fees and Pre-Approval Policy* in the [removed: 2023] [added: 2024] Proxy 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: 2022] [added: 2023] and [removed: 2021.][added: 2022.]