Item 1A. Risk Factors

There have been no material changes to the risk factors disclosed in the 2025 Form 10-K. The factors discussed in Part I, Item 1A. Risk Factors in the 2025 Form 10-K, together with other information set forth in this report and the risk factors disclosed in the "Risk Factors" section of the joint proxy statement/prospectus included in the Registration Statement on Form S-4 (File No. 333-297351), which risk factors are incorporated by reference herein, and which registration statement was initially filed with the SEC on July 9, 2026 and subsequently declared effective by the SEC on July 23, 2026, could materially adversely affect NEE's and FPL's business, financial condition, results of operations and prospects and should be carefully considered. The risks described in the 2025 Form 10-K and in the joint proxy statement/prospectus included in the Registration Statement on Form S-4 are not the only risks facing NEE and FPL. Additional risks and uncertainties not currently known to NEE or FPL, or that are currently deemed to be immaterial, also may materially adversely affect NEE's or FPL's business, financial condition, results of operations and prospects.

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

(a)Information regarding purchases made by NEE of its common stock during the three months ended June 30, 2026 is as follows:

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(a)Includes shares of common stock withheld from employees to pay certain withholding taxes upon the vesting of stock awards granted to such employees under the NextEra Energy, Inc. Amended and Restated 2021 Long Term Incentive Plan or the NextEra Energy, Inc. Amended and Restated 2011 Long Term Incentive Plan.

(b)In May 2017, NEE's Board of Directors authorized repurchases of up to 45 million shares of common stock (180 million shares after giving effect to the four-for-one stock split of NEE common stock effective October 26, 2020) over an unspecified period.