Item 1A. RISK FACTORS

During the six months ended June 30, 2026, there were no material changes to the Risk Factors disclosed in Part I, Item 1A, Risk Factors, of the Company’s 2025 Form 10-K.

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

Issuer Purchases of Equity Securities

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 June 30, 2026.


For the three months ended June 30, 2026	Total Number of Shares Purchased(a)	Average Price Paid per Share(b)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions)(c)
Month #1
(April 1, 2026 to April 30, 2026)	2,157,926	$	156.52	2,157,926	$	2,486
Month #2
(May 1, 2026 to May 31, 2026)	685,186	$	137.42	685,186	$	2,392
Month #3
(June 1, 2026 to June 30, 2026)	45,898	$	140.66	45,898	$	2,386
Total at June 30, 2026	2,889,010	$	151.74	2,889,010

(a)Includes share repurchases under the $3.0 billion repurchase authorization. For further discussion, see Note 9, Changes in Capital Structure

(b)The average price paid per share excludes excise tax owed and commissions and fees paid in connection with the share repurchases

(c)Includes commissions and fees paid in connection with the 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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