Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MD&A discusses Dominion Energy’s results of operations and general financial condition and Virginia Power’s results of operations. MD&A should be read in conjunction with the Companies’ Consolidated Financial Statements. Virginia Power meets the conditions to file under the reduced disclosure format, and therefore has omitted certain sections of MD&A.

Contents of MD&A

MD&A consists of the following information:

Forward-Looking Statements—Dominion Energy and Virginia Power

Accounting Matters—Dominion Energy

Results of Operations—Dominion Energy and Virginia Power

Segment Results of Operations—Dominion Energy

Outlook—Dominion Energy

Liquidity and Capital Resources—Dominion Energy

Future Issues and Other Matters—Dominion Energy

Forward-Looking Statements

This report contains statements concerning the Companies’ expectations, plans, objectives, future financial performance and other statements that are not historical facts. These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. In most cases, the reader can identify these forward-looking statements by such words as “anticipate,” “estimate,” “forecast,” “expect,” “believe,” “should,” “could,” “plan,” “may,” “continue,” “target” or other similar words.

The Companies make forward-looking statements with full knowledge that risks and uncertainties exist that may cause actual results to differ materially from predicted results. Factors that may cause actual results to differ are often presented with the forward-looking statements themselves. Additionally, other factors may cause actual results to differ materially from those indicated in any forward-looking statement. These factors include but are not limited to:

Unusual weather conditions and their effect on energy sales to customers and energy commodity prices;

Extreme weather events and other natural disasters, including, but not limited to, hurricanes, high winds, severe storms, earthquakes, flooding, climate changes and changes in water temperatures and availability that can cause outages and property damage to facilities;

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

Federal, state and local legislative and regulatory developments, including changes in or interpretations of federal and state tax laws and regulations;

The direct and indirect impacts of implementing recommendations resulting from the business review announced in November 2022;

Risks of operating businesses in regulated industries that are subject to changing regulatory structures;

Changes to regulated electric rates collected by the Companies and regulated gas distribution, transportation and storage rates collected by Dominion Energy;

Changes in rules for RTOs and ISOs in which the Companies join and/or participate, including changes in rate designs, changes in FERC’s interpretation of market rules and new and evolving capacity models;

Risks associated with Virginia Power’s membership and participation in PJM, including risks related to obligations created by the default of other participants;

Risks associated with entities in which Dominion Energy shares ownership with third parties, including risks that result from lack of sole decision making authority, disputes that may arise between Dominion Energy and third party participants and difficulties in exiting these arrangements;

Changes in future levels of domestic and international natural gas production, supply or consumption;

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;

Timing and receipt of regulatory approvals necessary for planned construction or growth projects and compliance with conditions associated with such regulatory approvals;

The inability to complete planned construction, conversion or growth projects at all, or with the outcomes or within the terms and time frames initially anticipated, including as a result of increased public involvement, intervention or litigation in such projects;

Risks and uncertainties that may impact the Companies’ ability to develop and construct the CVOW Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates along with the ability to recover such costs from customers;

Changes to federal, state and local environmental laws and regulations, including those related to climate change, the tightening of emission or discharge limits for GHGs and other substances, more extensive permitting requirements and the regulation of additional substances;

Cost of environmental strategy and compliance, including those costs related to climate change;

Changes in implementation and enforcement practices of regulators relating to environmental standards and litigation exposure for remedial activities;

Difficulty in anticipating mitigation requirements associated with environmental and other regulatory approvals or related appeals;

Unplanned outages at facilities in which the Companies have an ownership interest;

The impact of operational hazards, including adverse developments with respect to pipeline and plant safety or integrity, equipment loss, malfunction or failure, operator error and other catastrophic events;

Risks associated with the operation of nuclear facilities, including costs associated with the disposal of spent nuclear fuel, decommissioning, plant maintenance and changes in existing regulations governing such facilities;

Changes in operating, maintenance and construction costs;

Domestic terrorism and other threats to the Companies’ physical and intangible assets, as well as threats to cybersecurity;

Additional competition in industries in which the Companies operate, including in electric markets in which Dominion Energy’s nonregulated generation facilities operate and potential competition from the development and deployment of alternative energy sources, such as self-generation and distributed generation technologies, and availability of market alternatives to large commercial and industrial customers;

Competition in the development, construction and ownership of certain electric transmission facilities in the Companies’ service territory in connection with Order 1000;

Changes in technology, particularly with respect to new, developing or alternative sources of generation and smart grid technologies;

Changes in demand for the Companies’ services, including industrial, commercial and residential growth or decline in the Companies’ service areas, changes in supplies of natural gas delivered to Dominion Energy’s pipeline system, failure to maintain or replace customer contracts on favorable terms, changes in customer growth or usage patterns, including as a result of energy conservation programs, the availability of energy efficient devices and the use of distributed generation methods;

Receipt of approvals for, and timing of, closing dates for acquisitions and divestitures;

Impacts of acquisitions, divestitures, transfers of assets to joint ventures and retirements of assets based on asset portfolio reviews;

Adverse outcomes in litigation matters or regulatory proceedings, including matters acquired in the SCANA Combination;

Counterparty credit and performance risk;

Fluctuations in the value of investments held in nuclear decommissioning trusts by the Companies and in benefit plan trusts by Dominion Energy;

Fluctuations in energy-related commodity prices and the effect these could have on Dominion Energy’s earnings and the Companies’ liquidity position and the underlying value of their assets;

Fluctuations in interest rates;

The effectiveness to which existing economic hedging instruments mitigate fluctuations in currency exchange rates of the Euro and Danish Krone associated with certain fixed price contracts for the major offshore construction and equipment components of the CVOW Commercial Project;

Changes in rating agency requirements or credit ratings and their effect on availability and cost of capital;

Global capital market conditions, including the availability of credit and the ability to obtain financing on reasonable terms;

Political and economic conditions, including inflation and deflation;

Employee workforce factors including collective bargaining agreements and labor negotiations with union employees; and

Changes in financial or regulatory accounting principles or policies imposed by governing bodies.

Additionally, other risks that could cause actual results to differ from predicted results are set forth in Part I. Item 1A. Risk Factors in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022.

The Companies’ forward-looking statements are based on beliefs and assumptions using information available at the time the statements are made. The Companies caution the reader not to place undue reliance on their forward-looking statements because the assumptions, beliefs, expectations and projections about future events may, and often do, differ materially from actual results. The Companies undertake no obligation to update any forward-looking statement to reflect developments occurring after the statement is made.

Accounting Matters

As of March 31, 2023, there have been no significant changes with regard to the critical accounting policies and estimates disclosed in MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022. The policies disclosed included the accounting for regulated operations, AROs, income taxes, accounting for derivative contracts and financial instruments at fair value, use of estimates in goodwill impairment testing, use of estimates in long-lived asset and equity method investment impairment testing, held for sale classification and employee benefit plans.

Results of Operations—Dominion Energy

Presented below is a summary of Dominion Energy’s consolidated results:

		2023				2022				$ Change
(millions, except EPS)
First Quarter
Net income attributable to Dominion Energy		$	997			$	711			$	286
Diluted EPS			1.17				0.83				0.34

Overview

First Quarter 2023 vs. 2022

Net income attributable to Dominion Energy increased 40%, primarily due to an increase in net investment earnings on nuclear decommissioning trust funds, increased unrealized gains on economic hedging activities, a decrease in storm damage and service restoration costs and the absence of a charge to reflect the recognition of deferred taxes on the outside basis of Hope’s stock upon meeting the classification as held for sale, partially offset by a charge associated with the impairment of a corporate office building and a decrease in sales to electric utility customers attributable to weather.

Analysis of Consolidated Operations

Presented below are selected amounts related to Dominion Energy’s results of operations:

		First Quarter
		2023				2022				$ Change
(millions)
Operating revenue		$	5,252			$	4,279			$	973
Electric fuel and other energy-related purchases			1,022				678				344
Purchased electric capacity			8				13				(5	)
Purchased gas			764				645				119
Other operations and maintenance			921				1,054				(133	)
Depreciation, depletion and amortization			720				698				22
Other taxes			275				253				22
Impairment of assets and other charges (benefits)			98				(10	)			108
Losses (gains) on sales of assets			(1	)			(28	)			27
Earnings from equity method investees			80				80				—
Other income (expense)			284				46				238
Interest and related charges			586				174				412
Income tax expense			221				236				(15	)
Net income (loss) from discontinued operations including noncontrolling interests			(5	)			19				(24	)

An analysis of Dominion Energy’s results of operations follows:

First Quarter 2023 vs. 2022

Operating revenue increased 23%, primarily reflecting:

A $573 million net increase associated with market prices affecting Millstone, including economic hedging impacts of realized and unrealized gains on freestanding derivatives ($675 million);

A $480 million increase in fuel-related revenue as a result of an increase in commodity costs associated with sales to electric utility retail customers ($316 million) and gas utility customers ($164 million);

A $48 million increase to recover the costs and an authorized return, as applicable, associated with Virginia Power non-fuel riders;

A $37 million increase in sales to electric utility retail customers associated with economic and other usage factors;

A $21 million increase following the approved base rate case for Questar Gas;

A $17 million increase from gas utility capital cost riders; and

A $16 million increase in sales to electric utility retail customers associated with growth.

These increases were partially offset by:

A $117 million decrease in sales to electric utility retail customers, primarily due to a decrease in heating degree days;

A $66 million decrease from the sale of Hope; and

A $37 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.

Electric fuel and other energy-related purchases increased 51%, primarily due to higher commodity costs for electric utilities ($316 million) and an increase in the use of purchased renewable energy credits at Virginia Power ($28 million), which are offset in operating revenue and do not impact net income.

Purchased gas increased 18%, primarily due to an increase in commodity costs for gas utilities ($164 million), which are offset in operating revenue and do not impact net income, partially offset by a decrease from the sale of Hope ($25 million).

Other operations and maintenance decreased 13%, primarily due to a decrease in storm damage and restoration costs in Virginia Power’s service territory ($104 million) and a decrease in certain Virginia Power expenditures which are primarily recovered through

state- and FERC-regulated rates and do not impact net income ($71 million), partially offset by an increase in outside services ($19 million).

Impairment of assets and other charges increased $108 million, primarily due to the impairment of a corporate office building.

Gains on sales of assets decreased 96%, primarily due to the absence of a gain on the contribution of certain privatization operations to Dominion Privatization.

Other income increased $238 million, primarily due to net investment gains in 2023 compared to net investment losses in 2022 on nuclear decommissioning trust funds.

Interest and related charges increased $412 million, primarily due to unrealized losses in 2023 compared to unrealized gains in 2022 associated with freestanding derivatives ($278 million), higher interest rates on commercial paper and long-term debt ($47 million), higher interest rates on variable rate debt and cash flow interest rate swaps ($46 million) and increased commercial paper and long-term debt borrowings ($45 million).

Income tax expense decreased 6%, primarily due to the absence of a charge to reflect the recognition of deferred taxes on the outside basis of Hope's stock upon meeting the classification as held for sale ($87 million), partially offset by higher pre-tax income ($83 million).

Net income from discontinued operations including noncontrolling interests decreased $24 million, primarily due to the absence of a gain associated with the Q-Pipe Group for the finalization of the working capital adjustment in the first quarter of 2022.

Results of Operations—Virginia Power

Presented below is a summary of Virginia Power’s consolidated results:

		First Quarter
		2023				2022				$ Change
(millions)
Net income		$	353			$	357			$	(4	)

Overview

First Quarter 2023 vs. 2022

Net income decreased 1%, primarily due to a decrease in sales to electric utility customers attributable to weather, substantially offset by a decrease in storm damage and service restoration costs.

Analysis of Consolidated Operations

Presented below are selected amounts related to Virginia Power’s results of operations:

		First Quarter
		2023				2022				$ Change
(millions)
Operating revenue		$	2,384			$	2,167			$	217
Electric fuel and other energy-related purchases			799				516				283
Purchased electric capacity			8				11				(3	)
Other operations and maintenance			441				570				(129	)
Depreciation and amortization			447				429				18
Other taxes			85				75				10
Impairment of assets and other charges			7				4				3
Other income (expense)			36				4				32
Interest and related charges			181				148				33
Income tax expense			99				61				38

An analysis of Virginia Power’s results of operations follows:

First Quarter 2023 vs. 2022

Operating revenue increased 10%, primarily reflecting:

A $249 million increase in fuel-related revenue as a result of a net increase in commodity costs associated with sales to electric utility retail customers;

A $48 million increase to recover the costs and an authorized return, as applicable, associated with non-fuel riders;

A $35 million increase in sales to electric utility retail customers associated with economic and other usage factors; and

A $10 million increase in sales to electric utility retail customers associated with growth.

These increases were partially offset by:

A $91 million decrease in sales to electric utility retail customers, primarily due to a decrease in heating degree days; and

A $28 million net decrease from electric utility customers who elect to pay market based or other negotiated rates, including settlements of economic hedges.

Electric fuel and other energy-related purchases increased 55%, primarily due to higher commodity costs for electric utilities ($249 million) and an increase in the use of purchased renewable energy credits ($28 million), which are offset in operating revenue and do not impact net income.

Other operations and maintenance decreased 23%, primarily due to a decrease in storm damage and restoration costs ($104 million) and a decrease in certain expenditures which are primarily recovered through state- and FERC-regulated rates and do not impact net income ($71 million), partially offset by an increase in outside services ($16 million).

Other income increased $32 million, primarily due to net investment gains in 2023 compared to net investment losses in 2022 on nuclear decommissioning trust funds.

Interest and related charges increased 22%, primarily due to increased commercial paper, long-term debt and intercompany borrowings with Dominion Energy ($33 million) and higher interest rates on commercial paper, long-term debt and intercompany borrowings with Dominion Energy ($11 million), partially offset by decreased interest expense associated with rider deferrals ($12 million).

Income tax expense increased 62%, primarily due to lower investment tax credits ($27 million) and higher pre-tax income ($10 million).

Segment Results of Operations

Segment results include the impact of intersegment revenues and expenses, which may result in intersegment profit and loss. Presented below is a summary of contributions by Dominion Energy’s operating segments to net income (loss) attributable to Dominion Energy:

		Net Income (Loss) Attributable to Dominion Energy												EPS**(1)**
		2023				2022				$ Change				2023				2022				$ Change
(millions, except EPS)
First Quarter
Dominion Energy Virginia		$	386			$	518			$	(132	)		$	0.46			$	0.64			$	(0.18	)
Gas Distribution			278				294				(16	)			0.33				0.36				(0.03	)
Dominion Energy South Carolina			91				109				(18	)			0.11				0.13				(0.02	)
Contracted Assets			156				101				55				0.19				0.13				0.06
Corporate and Other			86				(311	)			397				0.08				(0.43	)			0.51
Consolidated		$	997			$	711			$	286			$	1.17			$	0.83			$	0.34

(1) Consolidated results are presented on a diluted EPS basis. The dilutive impacts, primarily consisting of potential shares which had not yet been issued, are included within the results of the Corporate and Other segment. EPS contributions for Dominion Energy’s operating segments are presented utilizing basic average shares outstanding for the period.

Dominion Energy Virginia

Presented below are selected operating statistics related to Dominion Energy Virginia’s operations:

		First Quarter
		2023				2022				% Change
Electricity delivered (million MWh)			21.7				22.3				(3	)%
Electricity supplied (million MWh):
Utility			21.8				22.3				(2	)
Non-Jurisdictional			0.3				0.3				—
Degree days (electric distribution and utility service area):
Cooling			3				11				(73	)
Heating			1,471				1,895				(22	)
Average electric distribution customer accounts (thousands)			2,742				2,716				1

Presented below, on an after-tax basis, are the key factors impacting Dominion Energy Virginia’s net income contribution:

		First Quarter 2023 vs. 2022 Increase (Decrease)
		Amount				EPS
(millions, except EPS)
Weather		$	(67	)		$	(0.08	)
Customer usage and other factors			33				0.04
Customer-elected rate impacts			(21	)			(0.03	)
Rider equity return			32				0.04
Depreciation and amortization			(6	)			(0.01	)
Renewable energy investment tax credits			(57	)			(0.07	)
Interest expense, net			(13	)			(0.02	)
Other			(33	)			(0.04	)
Share dilution			—				(0.01	)
Change in net income contribution		$	(132	)		$	(0.18	)

Gas Distribution

Presented below are selected operating statistics related to Gas Distribution’s operations:

		First Quarter
		2023				2022(1)				% Change
Gas distribution throughput (bcf):
Sales			84				89				(6	%)
Transportation			272				301				(10	)
Heating degree days (gas distribution service area):
North Carolina			1,188				1,583				(25	)
Ohio and West Virginia(1)			2,397				2,912				(18	)
Utah, Wyoming and Idaho			2,655				2,478				7
Average gas distribution customer accounts (thousands):
Sales			1,896				1,965				(4	)
Transportation			1,139				1,140				—

(1)

Includes Hope in 2022.

Presented below, on an after-tax basis, are the key factors impacting Gas Distribution’s net income contribution:

		First Quarter 2023 vs. 2022 Increase (Decrease)
		Amount				EPS
(millions, except EPS)
Weather		$	(4	)		$	—
Customer usage and other factors			7				0.01
Base rate case impacts			16				0.02
Rider equity return			3				—
Wexpro cost saving sharing incentives			3				—
Sale of Hope			(19	)			(0.02	)
Interest expense, net			(12	)			(0.01	)
Other			(10	)			(0.02	)
Share dilution			—				(0.01	)
Change in net income contribution		$	(16	)		$	(0.03	)

Dominion Energy South Carolina

Presented below are selected operating statistics related to Dominion Energy South Carolina’s operations:

		First Quarter
		2023				2022				% Change
Electricity delivered (million MWh)			5.0				5.2				(4	%)
Electricity supplied (million MWh)			5.2				5.5				(5	)
Degree days (electric distribution service areas):
Cooling			1				—				100
Heating			459				750				(39	)
Gas distribution throughput (bcf):
Sales			17				20				(15	)
Average distribution customer accounts (thousands):
Electric			783				772				1
Gas			437				422				4

Presented below, on an after-tax basis, are the key factors impacting Dominion Energy South Carolina’s net income contribution:

		First Quarter 2023 vs. 2022 Increase (Decrease)
		Amount				EPS
(millions, except EPS)
Weather		$	(19	)		$	(0.02	)
Customer usage and other factors			7				0.01
Customer-elected rate impacts			(7	)			(0.01	)
Base rate case & Natural Gas Rate Stabilization Act impacts			5				0.01
Capital cost rider			(2	)			—
Depreciation and amortization			(3	)			—
Interest expense, net			(6	)			(0.01	)
Other			7				—
Share dilution			—				—
Change in net income contribution		$	(18	)		$	(0.02	)

Contracted Assets

Presented below are selected operating statistics related to Contracted Asset’s operations:

		First Quarter
		2023				2022				% Change
Electricity supplied (million MWh)			4.6				4.6				—		%

Presented below, on an after-tax basis, are the key factors impacting Contracted Asset’s net income contribution:

		First Quarter 2023 vs. 2022 Increase (Decrease)
		Amount				EPS
(millions, except EPS)
Margin(1)		$	49			$	0.06
Planned outage costs			3				—
Depreciation and amortization			5				0.01
Interest expense, net			(5	)			(0.01	)
Other			3				0.01
Share dilution			—				(0.01	)
Change in net income contribution		$	55			$	0.06

(1)

Includes earnings associated with a 50% noncontrolling interest in Cove Point.

Corporate and Other

Presented below are the Corporate and Other segment’s after-tax results:

		First Quarter
		2023				2022				$ Change
(millions, except EPS)
Specific items attributable to operating segments		$	272			$	(269	)		$	541
Specific items attributable to Corporate and Other segment			(124	)			(20	)			(104	)
Total specific items			148				(289	)			437
Other corporate operations:
Interest expense, net			(120	)			(79	)			(41	)
Other			58				57				1
Total other corporate operations			(62	)			(22	)			(40	)
Total net income (expense)		$	86			$	(311	)		$	397
EPS impact		$	0.08			$	(0.43	)		$	0.51

Corporate and Other includes specific items attributable to Dominion Energy’s primary operating segments that are not included in profit measures evaluated by executive management in assessing the segments' performance or in allocating resources. See Note 21 to the Consolidated Financial Statements in this report for discussion of these items in more detail. Corporate and Other also includes items attributable to the Corporate and Other segment. For the three months ended March 31, 2023, this primarily included a $68 million after-tax charge associated with the impairment of a corporate office building and a $45 million after-tax loss for derivative mark-to-market changes.

For the three months ended March 31, 2022, this primarily included a $87 million charge to reflect the recognition of deferred taxes on the outside basis of Hope’s stock upon meeting the classification as held for sale, a $52 million after-tax benefit for derivative mark-to-market changes and $19 million net income from discontinued operations, primarily associated with the Q-Pipe Group.

Outlook

As of March 31, 2023, there have been no material changes to Dominion Energy’s 2023 outlook as described in Item 7. MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022. As discussed in Future Issues and Other Matters, legislation enacted in Virginia in April 2023 is expected to decrease Dominion Energy’s 2023 net income for riders to be combined into base rates effective July 2023.

Liquidity and Capital Resources

Dominion Energy depends on both cash generated from operations and external sources of liquidity to provide working capital and as a bridge to long-term financings. Dominion Energy’s material cash requirements include capital and investment expenditures, repaying short-term and long-term debt obligations and paying dividends on its common and preferred stock. This section should be read in conjunction with Item 7. MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022.

Analysis of Cash Flows

Presented below are selected amounts related to Dominion Energy’s cash flows:

		2023				2022
(millions)
Cash, restricted cash and equivalents at January 1		$	341			$	408
Cash flows provided by (used in):
Operating activities			2,097				1,125
Investing activities			(2,302	)			(1,574	)
Financing activities			1,820				635
Net increase in cash, restricted cash and equivalents			1,615				186
Cash, restricted cash and equivalents at March 31		$	1,956			$	594

Operating Cash Flows

Net cash provided by Dominion Energy's operating activities increased $972 million, primarily due to higher deferred fuel and purchased gas cost recoveries ($345 million), lower margin deposits ($338 million), a decrease in refund payments to Virginia electric customers associated with the settlement of the 2021 Triennial Review ($179 million) and an increase of $307 million primarily as a result of higher operating cash flows from electric utility and gas distribution operations driven by riders, customer usage and other factors, partially offset by changes in working capital ($197 million).

Investing Cash Flows

Net cash used in Dominion Energy’s investing activities increased $728 million, primarily due to an increase in plant construction and other property additions ($598 million) and the absence of proceeds from the sale of assets and equity method investments in 2022 ($146 million).

Financing Cash Flows

Net cash provided by Dominion Energy's financing activities increased $1.2 billion primarily due to 364-day term loan facility borrowings ($2.5 billion) and supplemental credit facility borrowings ($450 million), partially offset by a $1.7 billion decrease due to net repayments of long-term debt in 2023 versus net issuances in 2022.

Credit Facilities and Short-Term Debt

As discussed in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022, Dominion Energy generally uses proceeds from short-term borrowings, including commercial paper, to satisfy short-term cash requirements not met through cash from operations. The levels of borrowing may vary significantly during the course of the year, depending on the timing and amount of cash requirements not satisfied by cash from operations. There have been no significant changes to Dominion Energy’s use of credit facilities and/or short-term debt during the three months ended March 31, 2023.

Joint Revolving Credit Facility

Dominion Energy maintains a $6.0 billion joint revolving credit facility which provides for a discount in the pricing of certain annual fees and amounts borrowed by Dominion Energy under the facility if Dominion Energy achieves certain annual renewable electric generation and diversity and inclusion objectives. At March 31, 2023, Dominion Energy had $2.7 billion of unused capacity under its joint revolving credit facility. See Note 16 to the Consolidated Financial Statements in this report for the balances of commercial paper and letters of credit outstanding.

Dominion Energy Reliability Investment**SM Program

Dominion Energy has an effective shelf registration statement with the SEC for the sale of up to $3.0 billion of variable denomination floating rate demand notes, called Dominion Energy Reliability InvestmentSM. The registration limits the principal amount that may be outstanding at any one time to $1.0 billion. The notes are offered on a continuous basis and bear interest at a floating rate per annum determined by the Dominion Energy Reliability Investment Committee, or its designee, on a weekly basis. The notes have no stated maturity date, are non-transferable and may be redeemed in whole or in part by Dominion Energy or at the investor’s option at any time. At March 31, 2023, Dominion Energy’s Consolidated Balance Sheets include $389 million with respect to such notes presented within short-term debt. The proceeds are used for general corporate purposes and to repay debt.

Other Facilities

In addition to the primary sources of short-term liquidity discussed above, from time to time Dominion Energy enters into separate supplementary credit facilities or term loans as discussed in Note 16 to the Consolidated Financial Statements in this report.

In January 2023, Dominion Energy entered into a $2.5 billion 364-day term loan facility which bears interest at a variable rate and will mature in January 2024 with the proceeds to be used to repay existing long-term debt and short-term debt upon maturity and for other

general corporate purposes. Concurrently, Dominion Energy borrowed an initial $1.0 billion with the proceeds used to repay long-term debt. In February and March 2023, Dominion Energy borrowed $500 million and $1.0 billion, respectively, with the proceeds used for general corporate purposes and to repay long-term debt.

Long-Term Debt

Sustainability Revolving Credit Agreement

Dominion Energy maintains a $900 million Sustainability Revolving Credit Agreement which matures in 2024 and bears interest at a variable rate. The facility offers a reduced interest rate margin with respect to borrowed amounts allocated to certain environmental sustainability or social investment initiatives. In March 2023, Dominion Energy borrowed $450 million with the proceeds used for general corporate purposes. At March 31, 2023, Dominion Energy had $900 million outstanding under this supplemental credit facility, including $450 million borrowed to support environmental sustainability and social investment initiatives. In April 2023, Dominion Energy repaid $450 million borrowed for general corporate purposes.

Issuances and Borrowings of Long-Term Debt

During the three months ended March 31, 2023, Dominion Energy issued or borrowed the following long-term debt. Unless otherwise noted, the proceeds were used for the repayment of existing indebtedness and for general corporate purposes.

Month		Type		Public / Private		Entity		Principal				Rate					Stated Maturity
								(millions)
March		Senior notes		Public		Virginia Power		$	750				5.000		%		2033
March		Senior notes		Public		Virginia Power			750				5.450		%		2053
Total issuances and borrowings								$	1,500

Dominion Energy currently meets the definition of a well-known seasoned issuer under SEC rules governing the registration, communication and offering processes under the Securities Act of 1933, as amended. The rules provide for a streamlined shelf registration process to provide registrants with timely access to capital. This allows Dominion Energy to use automatic shelf registration statements to register any offering of securities, other than those for exchange offers or business combination transactions.

As the comprehensive business review announced in November 2022 is still in progress, Dominion Energy is uncertain as to the amount of long-term debt it anticipates issuing in 2023. Dominion Energy expects to issue long-term debt to satisfy cash needs for capital expenditures and maturing long-term debt to the extent such amounts are not satisfied from cash available from operations following the payment of dividends and any borrowings made from unused capacity of Dominion Energy’s credit facilities discussed above. The raising of external capital is subject to certain regulatory requirements, including registration with the SEC for certain issuances.

Repayments, Repurchases and Redemptions of Long-Term Debt

Dominion Energy may from time to time reduce its outstanding debt and level of interest expense through redemption of debt securities prior to maturity or repurchases of debt securities in the open market, in privately negotiated transactions, through tender offers or otherwise.

The following long-term debt was repaid, repurchased or redeemed during the three months ended March 31, 2023:

Month		Type		Entity		Principal (1)				Rate		Stated Maturity
						(millions)
Debt scheduled to mature in 2023				Multiple		$	1,749			various
Early redemptions
None
Total repayments, repurchases and redemptions						$	1,749

(1)

Total amount redeemed prior to maturity includes remaining principal plus accrued interest.

See Note 18 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022 for additional information regarding scheduled maturities of Dominion Energy’s long-term debt, including related average interest rates.

Remarketing of Long-Term Debt

During the three months ended March 31, 2023, Dominion Energy was not required to and did not complete the remarketing of any of its long-term debt. In 2023, Dominion Energy expects to remarket approximately $160 million of its tax-exempt bonds.

Credit Ratings

As discussed in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022, Dominion Energy’s credit ratings affect its liquidity, cost of borrowing under credit facilities and collateral posting requirements under commodity contracts, as well as the rates at which it is able to offer debt securities. The credit ratings for Dominion Energy are affected by its financial profile, mix of regulated and nonregulated businesses and respective cash flows, changes in methodologies used by the ratings agencies and event risk, if applicable, such as major acquisitions or dispositions. A credit rating is not a recommendation to buy, sell or hold securities and should be evaluated independently of any other rating. As of March 31, 2023, there have been no changes in Dominion Energy’s credit ratings. In April 2023, Standard & Poor’s affirmed its credit ratings but revised its outlook for Dominion Energy from stable to negative. Dominion Energy cannot predict the potential impact the negative outlook at Standard & Poor’s could have on its liquidity, cost of borrowing under credit facilities and collateral posting requirements under commodity contracts, as well as the rates at which it is able to offer debt securities.

Financial Covenants

As discussed in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022, Dominion Energy is subject to various covenants present in the enabling agreements underlying Dominion Energy’s debt. As of March 31, 2023, there have been no material changes to covenants, nor any events of default under Dominion Energy’s covenants.

Common Stock, Preferred Stock and Other Equity Securities

In the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022, there is a discussion of Dominion Energy’s existing equity financing programs, including an at-the-market program and Dominion Energy Direct®. During the three months ended March 31, 2023, Dominion Energy issued $43 million of stock through these programs. See Note 16 to the Consolidated Financial Statements in this report for additional information.

As the comprehensive business review announced in November 2022 is still in progress, Dominion Energy is uncertain as to the amount of common stock that it anticipates issuing in 2023, including through its at-the-market program. However, Dominion Energy anticipates raising similar amounts of capital through Dominion Energy Direct® in 2023 compared to 2022 and 2021. The raising of external capital is subject to certain regulatory requirements, including registration with the SEC for certain issuances.

As of March 31, 2023, there have been no material changes to the Board of Directors authorization to repurchase Dominion Energy stock, or the remaining available capacity under this authorization, disclosed in the Repurchases of Equity Securities section of MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022. Dominion Energy has not repurchased through March 31 and does not plan to repurchase in the remainder of 2023 any shares of its common stock, except for shares tendered by employees to satisfy tax withholding obligations on vested restricted stock.

Capital Expenditures

As of March 31, 2023, there have been no material changes to Dominion Energy’s expectation for planned capital expenditures as disclosed in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022.

Dividends

Dominion Energy believes that its operations provide a stable source of cash flow to contribute to planned levels of capital expenditures and maintain or grow the dividend on common shares. See Note 16 to the Consolidated Financial Statements in this report for additional information regarding Dominion Energy’s outstanding preferred stock and associated dividend rates.

Subsidiary Dividend Restrictions

As of March 31, 2023, there have been no material changes to the subsidiary dividend restrictions disclosed in the Dividends section of MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022.

Collateral and Credit Risk

As of March 31, 2023, there have been no material changes to the collateral requirements disclosed in the Collateral and Credit Risk section of MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022.

Dominion Energy’s exposure to potential concentrations of credit risk results primarily from its energy marketing and price risk management activities. Presented below is a summary of Dominion Energy’s credit exposure at March 31, 2023 for these activities. Gross credit exposure for each counterparty is calculated as outstanding receivables plus any unrealized on- or off-balance sheet exposure, taking into account contractual netting rights.

		Gross Credit Exposure				Credit Collateral				Net Credit Exposure
(millions)
Investment grade(1)		$	151			$	—			$	151
Non-investment grade(2)			14				12				2
No external ratings:
Internally rated—investment grade(3)			47				6				41
Internally rated—non-investment grade(4)			24				1				23
Total(5)		$	236			$	19			$	217

(1)

Designations as investment grade are based upon minimum credit ratings assigned by Moody’s Investors Service and Standard & Poor’s. The five largest counterparty exposures, combined, for this category represented approximately 55% of the total net credit exposure.

(2)

The five largest counterparty exposures, combined, for this category represented approximately 1% of the total net credit exposure.

(3)

The five largest counterparty exposures, combined, for this category represented approximately 19% of the total net credit exposure.

(4)

The five largest counterparty exposures, combined, for this category represented approximately 7% of the total net credit exposure.

(5)

Excludes long-term purchase power agreements entered to satisfy legislative or state regulatory commission requirements.

Fuel and Other Purchase Commitments

There have been no material changes outside of the ordinary course of business to Dominion Energy’s fuel and other purchase commitments included in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022.

Other Material Cash Requirements

As of March 31, 2023, there have been no material changes outside of the ordinary course of business to Dominion Energy’s other material cash requirements included in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022. Such obligations include:

Operating and finance lease obligations – See Note 14 to the Consolidated Financial Statements in this report;

Regulatory liabilities – See Note 12 to the Consolidated Financial Statements in this report;

AROs – See Note 14 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022;

Employee benefit plan obligations – See Note 22 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022;

Charitable commitments – See Note 23 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022;

Off-balance sheet leasing arrangements – See Note 15 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022; and

Guarantees – See Note 17 to the Consolidated Financial Statements in this report.

Future Issues and Other Matters

See Item 1. Business, Future Issues and Other Matters in MD&A and Notes 13 and 23 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2022 and Notes 13 and 17 to the Consolidated Financial Statements in this report for additional information on various environmental, regulatory, legal and other matters that may impact future results of operations, financial condition and/or cash flows.

Business Review

In November 2022, Dominion Energy announced the commencement of a business review of value-maximizing strategic business actions, alternatives to its current business mix and capital allocation and regulatory options which may assist customers to manage costs and provide greater predictability to its long-term, state-regulated utility value proposition. In April 2023, the legislative process in Virginia was substantially completed resulting in new legislation which will shift $350 million of annual revenue requirement for costs currently recovered through riders into base rates effective July 2023, eliminate the ability of Virginia Power to utilize CCROs and adjust the parameters for determining an authorized ROE and revenue sharing. In addition, new legislation allows Virginia Power to apply for the securitization of certain deferred fuel costs as well as seek approval for a noncontrolling equity financing partner for the CVOW Commercial Project. As part of the on-going business review, Dominion Energy may consider divestiture of all or a portion of certain operations. While the ultimate impacts cannot be estimated until the review is completed, which is expected to occur in the third quarter of 2023, implementation of recommendations resulting from the business review could have a material impact on Dominion Energy's future results of operations, financial condition and/or cash flows.

Virginia Legislation

The 2023 General Assembly session in Virginia included several proposals, including those ultimately enacted into law, related to Virginia Power’s retail base rates and other cost recovery mechanisms. In April 2023, legislation was enacted that amended several key provisions of the Regulation Act, as previously amended by the GTSA. The new legislation will shift $350 million of annual revenue requirement for costs currently recovered under riders into base rates effective July 2023, eliminate the ability of Virginia Power to utilize CCROs and adjust the parameters for determining an authorized ROE and revenue sharing. In addition, this legislation reestablishes biennial base rate reviews, sets a target capitalization ratio and permits Virginia Power to apply for the securitization of certain deferred fuel costs. See Note 13 to the Consolidated Financial Statements for additional information. In March 2023, legislation was enacted that permits Virginia Power to seek approval for a noncontrolling equity financing partner for the CVOW Commercial Project. In addition, proposed legislation to amend certain portions of the VCEA remains pending, subject to potential veto by the Governor of Virginia, which would qualify generation produced by Virginia Power’s biomass electric generating stations as renewable energy and would eliminate the mandated retirement by the end of 2028 of such facilities. While Dominion Energy is unable to estimate the ultimate financial statement impacts related to the newly enacted, and remaining proposed legislation, it expects there could be a material impact to its results of operations, financial condition and/or cash flows.

Future Environmental Regulations

In March 2023, the EPA released a proposed rule to further revise the Effluent Limitations Guidelines for the Steam Electric Power Generating Category, which apply primarily to wastewater discharges at coal and oil steam generating stations. Also in March 2023, the EPA released its first proposed rule to establish national drinking water standards for PFAS. Dominion Energy anticipates that the EPA will release additional rulemakings as part of an overall strategy to identify and mitigate PFAS exposure. Additionally, in April 2023, the EPA released a proposal to tighten aspects of the Mercury and Air Toxics Standards, including the reduction of emissions limits for filterable particulate matter, and requiring the use of continuous emissions monitoring systems to demonstrate compliance. Until the EPA ultimately takes final action on these rulemakings, Dominion Energy is unable to predict whether or to what extent the new rules will ultimately require additional controls. The expenditures required to implement additional controls could have a material impact on Dominion Energy’s financial condition and cash flows.

Federal Income Tax Laws

In April 2023, the IRS issued safe harbor guidance to taxpayers on the treatment of amounts paid to repair, maintain, replace, or improve natural gas distribution property, including whether expenditures should be deducted as repairs or capitalized and depreciated on tax returns. The guidance includes safe harbor tax accounting methods which a taxpayer may choose to elect and provides special transition rules and incentives that vary depending on which tax year is the year of change. Dominion Energy is evaluating this new guidance and cannot currently estimate the potential financial statement impacts, but there could be a material impact to its results of operations, financial condition and/or cash flows.

ITEM 3.

QUANTITATIVE AND QUALITATIVE

DISCLOSURES ABOUT MARKET RISK

The matters discussed in this Item may contain “forward-looking statements” as described in the introductory paragraphs under Part I., Item 2. MD&A in this report. The reader’s attention is directed to those paragraphs for discussion of various risks and uncertainties that may impact the Companies.

Market Risk Sensitive Instruments and Risk Management

The Companies’ financial instruments, commodity contracts and related financial derivative instruments are exposed to potential losses due to adverse changes in commodity prices, interest rates, foreign currency exchange rates and equity securities prices as described below. Commodity price risk is present in the Companies’ electric operations and Dominion Energy’s natural gas procurement and marketing operations due to the exposure to market shifts in prices received and paid for electricity, natural gas and other commodities. The Companies use commodity derivative contracts to manage price risk exposures for these operations. Interest rate risk is generally related to their outstanding debt and future issuances of debt. In addition, the Companies are exposed to investment price risk through various portfolios of equity and debt securities. The Companies’ exposure to foreign currency exchange rate risk is related to certain fixed price contracts associated with the CVOW Commercial Project which it manages through foreign currency exchange rate derivatives. The contracts include services denominated in currencies other than the U.S. dollar for approximately €2.6 billion and 5.1 billion kr. In addition, certain of the fixed price contracts, approximately €0.7 billion, contain commodity indexing provisions linked to steel.

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 prices, interest rates or foreign currency exchange rates.

Commodity Price Risk

To manage price risk, the Companies hold commodity-based derivative instruments held for non-trading purposes associated with purchases and sales of electricity, natural gas and other energy-related products.

The derivatives used to manage commodity price risk are executed within established policies and procedures and may include instruments such as futures, forwards, swaps, options and FTRs that are sensitive to changes in the related commodity prices. For sensitivity analysis purposes, the hypothetical change in market prices of commodity-based derivative instruments is determined based on models that consider the market prices of commodities in future periods, the volatility of the market prices in each period, as well as the time value factors of the derivative instruments. Prices and volatility are principally determined based on observable market prices.

A hypothetical 10% increase in commodity prices would have resulted in a decrease of $88 million and $52 million in the fair value of Dominion Energy’s commodity-based derivative instruments as of March 31, 2023 and December 31, 2022, respectively.

A hypothetical 10% increase in commodity prices would have resulted in a decrease of $50 million and $25 million in the fair value of Virginia Power’s commodity-based derivative instruments as of March 31, 2023 and December 31, 2022, respectively.

The impact of a change in energy commodity prices on the Companies' commodity-based derivative instruments at a point in time is not necessarily representative of the results that will be realized when the contracts are ultimately settled. Net losses from commodity-based financial derivative instruments used for hedging purposes, to the extent realized, will generally be offset by recognition of the hedged transaction, such as revenue from physical sales of the commodity.

Interest Rate Risk

The Companies manage their interest rate risk exposure predominantly by maintaining a balance of fixed and variable rate debt. For variable rate debt outstanding for Dominion Energy, a hypothetical 10% increase in market interest rates would result in a $58 million and $37 million decrease in earnings at March 31, 2023 and December 31, 2022, respectively. For variable rate debt outstanding for Virginia Power, a hypothetical 10% increase in market interest rates would result in a $11 million and $14 million decrease in earnings at March 31, 2023 or December 31, 2022, respectively.

The Companies also use interest rate derivatives, including forward-starting swaps, interest rate swaps and interest rate lock agreements to manage interest rate risk. As of March 31, 2023, Dominion Energy and Virginia Power had $12.3 billion and $2.9 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 $268 million and $120 million, respectively, in the fair value of Dominion Energy and Virginia Power’s interest rate derivatives at March 31, 2023. 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. A

hypothetical 10% decrease in market interest rates would have resulted in a decrease of $274 million and $156 million, respectively, in the fair value of Dominion Energy and Virginia Power’s interest rate derivatives at December 31, 2022.

The impact of a change in interest rates on the Companies’ interest rate-based financial derivative instruments at a point in time is not necessarily representative of the results that will be realized when the contracts are ultimately settled. Net gains and/or losses from interest rate derivative instruments used for hedging purposes, to the extent realized, will generally be offset by recognition of the hedged transaction.

Foreign Currency Exchange Rate Risk

The Companies utilize foreign currency swaps to economically hedge the foreign currency exchange risk associated with fixed price contracts related to the CVOW Commercial Project denominated in foreign currencies. As of March 31, 2023 and December 31, 2022, Dominion Energy had €2.8 billion 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 $277 million and $284 million in the fair value of Dominion Energy’s foreign currency swaps at March 31, 2023 and December 31, 2022, respectively.

The impact of a change in exchange rates on the Companies’ foreign currency-based financial derivative instruments at a point in time is not necessarily representative of the results that will be realized when the contracts are ultimately settled. Net gains and/or losses from foreign exchange derivative instruments used for hedging purposes, to the extent realized, will generally be offset by recognition of the hedged transaction.

Investment Price Risk

The Companies are subject to investment price risk due to securities held as investments in nuclear decommissioning and rabbi trust funds that are managed by third-party investment managers. These trust funds primarily hold marketable securities that are reported in the Companies’ Consolidated Balance Sheets at fair value.

Dominion Energy recognized net investment gains (including investment income) on nuclear decommissioning and rabbi trust investments of $252 million for the three months ended March 31, 2023, and net investment losses (including investment income) on nuclear decommissioning and rabbi trust investments of $197 million and $888 million for the three months ended March 31, 2022 and the year ended December 31, 2022, respectively. Net realized gains and losses include gains and losses from the sale of investments as well as any other-than-temporary declines in fair value. Dominion Energy recorded in AOCI and regulatory liabilities, a net increase in unrealized gains on debt investments of $56 million for the three months ended March 31, 2023 and a net decrease in unrealized gains on debt investments of $134 million and $196 million for three months ended March 31, 2022 and the year ended December 31, 2022, respectively.

Virginia Power recognized net investment gains (including investment income) on nuclear decommissioning trust investments of $123 million for the three months ended March 31, 2023, and net investment losses (including investment income) on nuclear decommissioning trust investments of $89 million and $426 million for the three months ended March 31, 2022 and the year ended December 31, 2022, respectively. Net realized gains and losses include gains and losses from the sale of investments as well as any other-than-temporary declines in fair value. Virginia Power recorded in AOCI and regulatory liabilities, a net increase in unrealized gains on debt investments of $35 million for the three months ended March 31, 2023, and a net decrease in unrealized gains on debt investments of $68 million and $106 million for the three months ended March 31, 2022 and the year ended December 31, 2022, respectively.

Dominion Energy sponsors pension and other postretirement employee benefit plans that hold investments in trusts to fund employee benefit payments. Virginia Power employees participate in these plans. Differences between actual and expected returns on plan assets are accumulated and amortized during future periods. As such, any investment-related declines in these trusts will result in future increases in the net periodic cost recognized for employee benefit plans and will be included in the determination of the amount of cash to be contributed to the employee benefit plans.