A Dark Vector Cognition product

Item 1A. RISK FACTORS

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Item 1A. RISK FACTORS

During the three months ended September 30, 2023, there were no material changes to the Risk Factors disclosed in Part II, Item 1A, Risk Factors, of the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, filed with the SEC on May 4, 2023.

ITEM 2 — UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below sets forth the information with respect to purchases made by or on behalf of NRG or any "affiliated purchaser" (as defined in Rule 10b-18(a)(3) under the Exchange Act), of NRG's common stock during the quarter ended September 30, 2023.

For the three months ended September 30, 2023Total Number of Shares PurchasedAverage Price Paid per Share**(b)**Total Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) (a)(c)
Month #1
(July 1, 2023 to July 31, 2023)1,322,141$37.821,322,141$2,650
Month #2
(August 1, 2023 to August 31, 2023)—$——$2,650
Month #3
(September 1, 2023 to September 30, 2023)—$——$2,650
Total at September 30, 20231,322,141$37.821,322,141

(a)In June 2023, as part of the revised capital allocation framework, the Company announced an increase to its share repurchase authorization to $2.7 billion to be executed through 2025. The Company began executing under the $2.7 billion authorization in July 2023

(b)The average price paid per share excludes excise taxes and commissions per share paid in connection with the open market share repurchases

(c)Includes commissions of $0.01 per share paid in connection with the open market share repurchases

ITEM 3 — DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4 — MINE SAFETY DISCLOSURES

There have been no events that are required to be reported under this Item.

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