Public Service Enterprise Group 10-Q 2026-06-30

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED June 30, 2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrants have submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrants were required to submit such files). Yes ☒ No ☐

Indicate by check mark whether each registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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If any of the registrants is an emerging growth company, indicate by check mark if such registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether any of the registrants is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 20, 2026, Public Service Enterprise Group Incorporated had outstanding 498,420,030 shares of its sole class of Common Stock, without par value.

As of July 20, 2026, Public Service Electric and Gas Company had issued and outstanding 132,450,344 shares of Common Stock, without nominal or par value, all of which were privately held, beneficially and of record, by Public Service Enterprise Group Incorporated.

Public Service Electric and Gas Company is a wholly owned subsidiary of Public Service Enterprise Group Incorporated and meets the conditions set forth in General Instruction H(1) of Form 10-Q. Public Service Electric and Gas Company is filing its Quarterly Report on Form 10-Q with the reduced disclosure format authorized by General Instruction H.

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FORWARD-LOOKI****NG STATEMENTS

Certain of the matters discussed in this report about our and our subsidiaries’ future performance, including, without limitation, future revenues, earnings, strategies, prospect

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MANAGEMENT’S DISC****USSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (MD&A)

This combined MD&A is separately filed by Public Service Enterprise Group Incorporated (PSEG) and Public Service Electric and Gas Company (PSE&G). Information contained herein relating to any individual company is filed by such company on its own behalf.

PSEG’s business consists of two reportable segments, PSE&G and PSEG Power LLC (PSEG Power) & Other, primarily comprised of our principal direct wholly owned subsidiaries, which are:

PSE&G—which is a public utility engaged principally in the transmission of electricity and distribution of electricity and natural gas in certain areas of New Jersey. PSE&G is subject to regulation by the New Jersey Board of Public Utilities (BPU), the Federal Energy Regulatory Commission (FERC), and other federal and New Jersey state regulators. PSE&G also invests in regulated solar generation projects and regulated energy efficiency (EE) and related programs in New Jersey, which are regulated by the BPU, and

PSEG Power—which is an energy supply company that consists of the operations of merchant nuclear generating assets and fuel supply functions engaged in competitive energy sales via its principal direct wholly owned subsidiaries. PSEG Power’s subsidiaries are subject to regulation by FERC, the Nuclear Regulatory Commission (NRC) and other federal regulators and state regulators in the states in which they operate.

The PSEG Power & Other reportable segment also includes amounts related to the parent company as well as PSEG’s other direct wholly owned subsidiaries, which are: PSEG Long Island LLC (PSEG LI), which operates the Long Island Power Authority’s (LIPA) transmission and distribution (T&D) system under an Operations Services Agreement (OSA); PSEG Energy Holdings L.L.C. (Energy Holdings), which primarily holds legacy lease investments and competitively bid, FERC regulated transmission; and PSEG Services Corporation (Services), which provides certain management, administrative and general services to PSEG and its subsidiaries at cost.

Our business discussion in Item 1. Business of our 2025 Annual Report on 10-K (Form 10-K) provides a review of the regions and markets where we operate and compete, as well as our strategy for conducting our businesses within these markets, focusing on operational excellence, financial strength and making disciplined investments. Our risk factor discussion in Item 1A. Risk Factors of Form 10-K provides information about factors that could have a material adverse impact on our businesses. The following supplements that discussion and the discussion included in the Executive Overview of 2025 and Future Outlook provided in Item 7 in our Form 10-K by describing significant events and business developments that have occurred during 2026 and changes to the key factors that we expect may drive our future performance. The following discussion refers to the Condensed Consolidated Financial Statements (Statements) and the Related Notes to Condensed Consolidated Financial Statements (Notes). This discussion should be read in conjunction with such Statements, Notes and the Form 10-K.

EXECUTIVE OVER****VIEW OF 2026 AND FUTURE OUTLOOK

We are a public utility holding company that, acting through our wholly owned subsidiaries, is a predominantly regulated electric and gas utility and a nuclear generation business. Our business plan focuses on achieving growth by allocating capital primarily toward regulated investments in an effort to continue to improve the sustainability and predictability of our business and realizing the value of the consistent and reliable carbon-free generation from our nuclear units. We are focused on investing to meet growing energy demand, modernize our energy infrastructure, improve reliability and resilience, and increase EE to meet customer expectations and be well aligned with public policy objectives. With these investments and higher working capital recovery approved in the distribution rate case, our regulated rate base increased from approximately $34 billion as of December 31, 2024 to approximately $36 billion as of December 31, 2025. In addition, our nuclear facilities retain the downside price protection of a production tax credit (PTC) from 2024 through 2032.

For the years 2026-2030, our regulated capital investment program is estimated to be in a range of $22.5 billion to $25.5 billion. We expect these capital investments to result in a compound annual growth rate in our regulated rate base in a range of 6.0% to 7.5% from year-end 2025 to year-end 2030. The regulated capital investments represent the majority of PSEG’s total capital investment program of $24 billion to $28 billion. The low end of the range includes an extension of our Gas System

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Modernization Program (GSMP) and Clean Energy Future (CEF)-EE program, as these programs are expected to continue beyond their currently approved time frames. The upper end of our capital investment range includes potential incremental investments to address continued demand growth and other investments to meet infrastructure needs and support New Jersey's clean energy goals.

PSE&G

At PSE&G, our focus is on investing capital in T&D infrastructure and clean energy programs to meet growing demand, enhance the reliability and resiliency of our T&D system, meet customer expectations and support public policy objectives.

In 2024, the BPU approved our CEF-EE II filing authorizing approximately $2.9 billion for energy efficiency projects committed between January 1, 2025 through June 30, 2027, to be completed over an expected six-year period. The Order approved a program investment budget of approximately $1.9 billion, net of administrative expenses, and approximately $1 billion to continue our customer on-bill repayment program.

In November 2025, the BPU issued an Order approving PSE&G’s GSMP III program, authorizing $1.05 billion of capital investment to replace 525 miles of high pressure cast iron gas mains and unprotected steel mains, with cost recovery through three periodic rate adjustments as portions of the investment are put into service. In that Order, the BPU also authorized $360 million of investment to replace an additional 75 miles of gas main, with cost recovery to be requested in a future base rate case. Investment under the GSMP III program began in 2026 and will continue through December 2028, plus trailing services replacement and paving costs into 2029.

PSE&G currently anticipates filing by year end 2026 to update base rates.

PSEG Power

At PSEG Power, we seek to produce low-cost electricity by efficiently operating our nuclear generation assets, mitigate earnings volatility through hedging and the PTC mechanism, and support public policies that preserve these existing carbon-free base load nuclear generating plants. During the first six months of 2026, our nuclear units generated approximately 15.8 terawatt hours and operated at a capacity factor of 93.7%. Effective April 2025, PSEG Power revised the estimated useful lives for the Salem 1, Salem 2 and Hope Creek nuclear plants due to our expectation that a 20-year license extension will be approved for these facilities. In 2025, we also completed work to extend the refueling cycle at our Hope Creek facility from 18 months to 24 months. In addition, we are planning power uprates at Salem Units 1 and 2 that will increase generation capacity and reliability and support long-term operation of these units, including through a potential subsequent license renewal.

Our hedging strategy continues to incorporate an estimated range of risk reduction impacts from the PTCs on our nuclear generation portfolio while retaining the ability to benefit when market pricing exceeds the level at which we would receive PTCs. As of June 30, 2026, we expect that our current portfolio position for 2

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QUANTITATIVE AND QUALI****TATIVE DISCLOSURES ABOUT MARKET RISK

The risk inherent in our market-risk sensitive instruments and positions is the potential loss arising from adverse changes in commodity prices, equity security prices and interest rates as discussed in the Notes to Condensed Consolidated Financial Statements. It is our policy to use derivatives to manage risk consistent with business plans and prudent practices. We have a Risk Management Committee comprised of executive officers who utilize a risk oversight function to ensure compliance with our corporate policies and risk management practices.

Additionally, we are exposed to counterparty credit losses in the event of non-performance or non-payment. We have a credit management process, which is used to assess, monitor and mitigate counterparty exposure. In the event of non-performance or non-payment by a major counterparty, there may be a material adverse impact on our financial condition, results of operations or net cash flows.

Commodity Contracts

The availability and price of energy-related commodities are subject to fluctuations from factors such as weather, environmental policies, changes in supply and demand, state and federal regulatory policies, market rules and other events. To reduce price risk caused by market fluctuations, we enter into supply contracts and derivative contracts, including forwards, futures, swaps, and options with approved counterparties. These contracts, in conjunction with physical sales and other services, help reduce risk and optimize the value of owned electric generation capacity.

Value-at-Risk (VaR) Models

VaR represents the potential losses, under normal market conditions, for instruments or portfolios due to changes in market factors, for a specified time period and confidence level. We estimate VaR across our commodity businesses.

MTM VaR consists of MTM derivatives that are economic hedges. The calculation does not include market risks associated with activities that are subject to accrual accounting, primarily our generating facilities and some load-serving activities.

The VaR models used are variance/covariance models adjusted for the change of positions with 95% and 99.5% confidence levels and a one-day holding period for the MTM activities. The models assume no new positions throughout the holding periods; however, we actively manage our portfolio.

From April through June 2026, MTM VaR varied between a low of $53 million and a high of $92 million at the 95% confidence level. The range of VaR was narrower for the three months ended June 30, 2026 as compared with the year ended December 31, 2025.

See Item 1. Note 10. Financial Risk Management Activities for a discussion of credit risk.

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CONTROLS A****ND PROCEDURES

Disclosure Controls and Procedures

PSEG and PSE&G

We have established and maintain disclosure controls and procedures as defined under Rule 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to provide reasonable assurance that information required to be disclosed in the reports that are filed or submitted under the Exchange Act is recorded, processed, summarized and reported and is accumulated and communicated to the Chief Executive Officer (CEO) and Chief Financial Officer (CFO) of each respective company, as appropriate, by others within the entities to allow timely decisions regarding required disclosure. We have established a disclosure committee which includes several key management employees and which reports directly to the CFO and CEO of each of PSEG and PSE&G. The committee monitors and evaluates the effectiveness of these disclosure controls and procedures. The CFO and CEO of each of PSEG and PSE&G have evaluated the effectiveness of the disclosure controls and procedures and, based on this evaluation, have concluded that disclosure controls and procedures at each respective company were effective at a reasonable assurance level as of the end of the period covered by the report.

Internal Controls

PSEG and PSE&G

There have been no changes in internal control over financial reporting that occurred during the second quarter of 2026 that have materially affected, or are reasonably likely to materially affect, each registrant’s internal control over financial reporting.

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PART II. OTHER INFOR****MATION

We are party to various lawsuits and environmental and regulatory matters, including in the ordinary course of business. For information regarding material legal proceedings, including updates to information reported in Item 3 of Part I of the Form 10-K, see Part I, Item 1. Note 8. Commitments and Contingent Liabilities in this Quarterly Report on Form 10-Q.

The discussion of our business and operations in this Quarterly Report on Form 10-Q should be read together with the risk factors contained in Part I, Item 1A of our Form 10-K which describes various risks and uncertainties that could have a material adverse impact on our business, prospects, financial position, results of operations or cash flows and could cause results to differ materially from those expressed elsewhere in this report.

Certain information is provided below for new matters that have arisen subsequent to the filing of the Form 10-K and the first quarter 2026 Form 10-Q.

Director and Officer Rule 10b5-1 and non-Rule 10b5-1 Trading Plans

During the three months ended June 30, 2026, none of the Company’s directors or officers adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933).

Federal Regulation

Transmission Regulation—Transmission Rate Proceedings and ROE

December 31, 2025 Form 10-K page 10. Under current FERC rules, PSE&G continues to earn a 50 basis point adder to its base ROE for its voluntary membership in PJM as a transmission owner. In June 2026, legislation was passed in New Jersey that requires transmission owners that own and operate transmission facilities in New Jersey to be members of a Regional Transmission Organization (RTO) approved by FERC. The legislation will require that, effective January 1, 2027, transmission owners be members in an RTO. While we are continuing to assess the potential impact of this legislation, this mandatory RTO membership requirement could result in the future loss of PSE&G’s 50 basis-point ROE adder for participating in an RTO. This would prospectively reduce PSE&G’s annual Net Income and annual cash inflows by approximately $40 million. We cannot predict the outcome of this matter.

Transmission Regulation—Transmission Planning Proceedings

December 31, 2025 Form 10-K page 11 and March 31, 2026 Form 10-Q page 66. In March 2026, FERC issued an order addressing a longstanding dispute about the methodology used in PJM to calculate and assign transmission project costs. The FERC order, among other things, rejected a proposed settlement agreement that would have shifted significant costs to PSE&G’s transmission customers. FERC directed PJM to recalculate cost responsibility assignments and resettle billings going back to 2015. Proceedings continue at FERC and at the U.S. Court of Appeals for the DC Circuit. We cannot predict the outcome of these proceedings.

Regulation of Wholesale Sales—Generation/Market Issues/Market Power

December 31, 2025 Form 10-K page 10. In October 2025, in response to a directive by the Secretary of Energy, FERC initiated a rulemaking proceeding to establish rules by the end of April 2026 to facilitate the interconnection of large load customers to the transmission system through a queue process. In June 2026, FERC issued an order directing PJM and its transmission customers to show cause as to why the PJM Tariff should not be found to be unjust and unreasonable because it does not contain provisions relating to the application and study process for large customers seeking transmission service, mitigation of risk of cost shifting among transmission customers due to large loads, including providing transparency into

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transmission costs, and accommodation of co-location arrangements and behind the meter generation. We cannot predict the outcome of these matters.

Capacity Market Issues

In July 2026, PJM proposed tariff revisions to FERC to implement a proposed “Reliability Backstop Procurement” framework to address the 6.8 GW resource shortfall for the 2028/2029 delivery year. This procurement mechanism seeks 15-year commitments from new generation resources, with costs passed to load-serving entities and end-use customers, including data centers. We cannot predict the outcome of this matter.

State Regulation

Energy Efficiency, Triennial Review

December 31, 2025 Form 10-K page 14 and March 31, 2026 Form 10-Q page 66. While it was previously anticipated that the BPU would issue a final framework for the third triennium during the first half of 2026, in April 2026, BPU Staff issued its straw proposal for a one-year extension to the second triennium of energy efficiency programs rather than issuing a framework for the third triennium to accommodate the time needed for the BPU to establish the third triennium framework. In July 2026, the BPU issued the final framework for the extension. The final framework includes elements that adjust the overall budget for the extension, requiring budgets to be based on gross, not net, energy savings, adjusts return on equity that the utilities can earn for achieving performance goals, and replaces the existing method to collect foregone revenue. The framework also allows for utilities to file for alternative proposals, including but not limited to ROE and savings targets. Petitions by utilities for the extension are due on September 30, 2026. It is anticipated that the BPU will issue the framework for the third program cycle of energy efficiency programs later in 2026. We cannot predict the outcome of this matter at this time.

BGS Process

December 31, 2025 Form 10-K page 14. The February 2025 BGS auction resulted in a significant cost increase for electricity supplied by PSE&G and all other New Jersey electric distribution companies that was reflected in customers’ rates beginning June 1, 2025. The cost increases were in large part due to higher prices from the PJM capacity market (base residual auction). The February 2026 BGS auction resulted in a slight cost decrease for electricity supplied by PSE&G that became effective June 1, 2026. In July 2026, New Jersey’s EDCs filed their annual joint proposal for conduct of the February 2027 BGS auction covering energy years 2028 through 2030. Rates resulting from the February 2027 BGS auction will become effective June 1, 2027.

Certain Recently-Enacted State Legislation

In July 2026, Governor Sherrill signed the Advance Grid Technologies Act into law. This Act will increase BPU oversight of supplemental electric transmission projects that are developed under PJM's Attachment M-3 process. It requires any supplemental transmission project that is 100kV or more to file for and obtain a Certificate of Public Convenience and Necessity before beginning construction of the project. At the same time, it encourages utilities to use advanced grid technologies, such as dynamic line ratings, advanced conductors, and power flow control devices, by providing an expedited approval process for projects that meaningfully incorporate these technologies.

In July 2026, Governor Sherrill also signed the Data Center Fair Share Act into law. This legislation is designed to protect non-data center customers from bearing the costs of providing service to the state's rapidly growing large data center sector. The law requires the BPU and electric utilities to establish a separate rate class and tailored service requirements for qualifying large data centers, ensuring they pay the full cost of the electricity infrastructure and grid upgrades, among other costs, needed to serve their operations. It also encourages data centers to bring new, lower-cost clean energy resources online and requires them to reduce electricity demand during periods of grid stress before residential customers are affected. In addition, the legislation requires the BPU to create with stakeholder input an innovative retail program allowing new large-load customers to offset their capacity obligations by funding demand-reduction measures elsewhere on the grid, with the goal of supporting AI and data center growth while maintaining grid reliability and keeping electricity bills affordable for other New Jersey customers. The BPU is expected to initiate policy proceedings to develop rate class and demand reduction programs, the outcome of which is uncertain at this time.

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In July 2026, the Power NJ Act was signed into law. This legislation establishes a competitive framework to evaluate and procure at least 1,100 MW of new nuclear generation, including advanced reactors and small modular reactors, to help meet growing electricity demand while supporting the state's clean energy goals. The legislation directs the BPU to solicit proposals, evaluate developers, and negotiate contracts through a structured process with significant oversight and public input and establishes a Reliable Capacity Certificate program to provide qualifying projects with a stable revenue mechanism that supports financing while ensuring reliable, carbon-free electricity for New Jersey.

A listing of exhibits being filed with this document is as follows:

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SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

Date: August 4, 2026

SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

Date: August 4, 2026