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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026

— OR —

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

For the transition period from __ to __

Commission File Number 001-38086

Vistra Corp.

(Exact name of registrant as specified in its charter)

Delaware36-4833255
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
6555 Sierra Drive,Irving,Texas75039(214)812-4600
(Address of principal executive offices) (Zip Code)(Registrant's telephone number, including area code)

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

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common stock, par value $0.01 per shareVSTNew York Stock Exchange
NYSE Texas

Indicate by check mark whether the registrant (1) has 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 registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a 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.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the 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 the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.

ClassOutstanding as of May 1, 2026
Common stock, par value $0.01 per share337,182,468

TABLE OF CONTENTS

PAGE
Glossary of Terms and Abbreviationsii
Forward-Looking Statementsv
PART I.FINANCIAL INFORMATION1
Item 1.Financial Statements (Unaudited)1
Condensed Consolidated Statements of Operations1
Condensed Consolidated Balance Sheets2
Condensed Consolidated Statements of Cash Flows4
Condensed Consolidated Statements of Changes in Equity6
Notes to Condensed Consolidated Financial Statements7
1. Business and Significant Accounting Policies7
2. Acquisitions8
3. Revenue10
4. Other Deductions, Net12
5. Government Grants12
6. Income Taxes12
7. Property, Plant, and Equipment14
8. Loss Events and Insurance Recoveries15
9. Goodwill and Identifiable Intangible Assets and Liabilities16
10. Collateral Financing Agreement with Affiliate17
11. Debt, Credit Facilities, and Financings18
12. Derivatives26
13. Fair Value Measurements30
14. Asset Retirement Obligations34
15. Commitments and Contingencies35
16. Equity41
17. Earnings Per Share43
18. Segment Information43
Item 2.Management's Discussion and Analysis of Financial Condition, and Results of Operations47
Business Environment and Outlook47
Noteworthy Developments48
Factors Affecting Our Financial Condition and Results of Operations50
Results of Operations52
Liquidity and Capital Resources58
Critical Accounting Estimates61
Changes in Accounting Standards61
Item 3.Quantitative and Qualitative Disclosures About Market Risk61
Item 4.Controls and Procedures64
PART II.OTHER INFORMATION65
Item 1.Legal Proceedings65
Item 1A.Risk Factors65
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds65
Item 3.Defaults Upon Senior Securities65
Item 4.Mine Safety Disclosures66
Item 5.Other Information66
Item 6.Exhibits67
SIGNATURE70

i

GLOSSARY OF TERMS AND ABBREVIATIONS

When the following terms and abbreviations appear in the text of this report, they have the meanings indicated below.

Current and Former Related Entities:
Ambit EnergyAmbit Holdings, LLC, and/or its subsidiaries (d/b/a Ambit Energy), depending on context
Ambit TexasAmbit Texas, LLC, a wholly owned subsidiary of Vistra
BCOPBCOP Borrower LLC, a subsidiary of Vistra Zero
Dynegy Energy ServicesDynegy Energy Services, LLC and Dynegy Energy Services (East), LLC (each d/b/a Dynegy, Better Buy Energy, Brighten Energy, Honor Energy and True Fit Energy), indirect, wholly owned subsidiaries of Vistra, that are REPs in certain areas of MISO and PJM, respectively, and are engaged in the retail sale of electricity to residential and business customers
Energy HarborEnergy Harbor Holdings LLC (formerly known as Energy Harbor Corp.), and/or its subsidiaries, depending on context
Homefield EnergyIllinois Power Marketing Company (d/b/a Homefield Energy), an indirect, wholly owned subsidiary of Vistra, a REP in certain areas of MISO that is engaged in the retail sale of electricity to municipal customers
LotusLotus Infrastructure Partners
Luminantsubsidiaries of Vistra engaged in competitive market activities consisting of electricity generation and wholesale energy sales and purchases as well as commodity risk management
ParentVistra Corp.
TriEagle EnergyTriEagle Energy, LP (d/b/a TriEagle Energy, TriEagle Energy Services, Eagle Energy, Energy Rewards, Power House Energy and Viridian Energy), an indirect, wholly owned subsidiary of Vistra, a REP in certain areas of ERCOT and PJM that is engaged in the retail sale of electricity to residential and business customers
TXU EnergyTXU Energy Retail Company LLC (d/b/a TXU), an indirect, wholly owned subsidiary of Vistra that is a REP in competitive areas of ERCOT and is engaged in the retail sale of electricity to residential and business customers
U.S. Gas & ElectricU.S. Gas and Electric, LLC (d/b/a USG&E, Illinois Gas & Electric and ILG&E), an indirect, wholly owned subsidiary of Vistra, a REP in certain areas of PJM, ISO-NE, NYISO and MISO that is engaged in the retail sale of electricity to residential and business customers
Value Based BrandsValue Based Brands LLC (d/b/a 4Change Energy, Express Energy and Veteran Energy), an indirect, wholly owned subsidiary of Vistra that is a REP in competitive areas of ERCOT and is engaged in the retail sale of electricity to residential and business customers
VistraVistra Corp., and/or its subsidiaries, depending on context
Vistra IntermediateVistra Intermediate Company LLC, a direct, wholly owned subsidiary of Vistra
Vistra OperationsVistra Operations Company LLC, an indirect, wholly owned subsidiary of Vistra that is the issuer of certain series of notes (see Note 11 to the Financial Statements) and borrower under the Vistra Operations Credit Facilities
Vistra VisionVistra Vision LLC, an indirect subsidiary of Vistra
Vistra Zerosubsidiaries of Vistra engaged in the operation and development of renewables and energy storage assets
Vistra Zero OperatingVistra Zero Operating Company, LLC, an indirect, wholly owned subsidiary of Vistra
Transmission System Operators:
CAISOThe California Independent System Operator
ERCOTElectric Reliability Council of Texas, Inc.
ISO-NEISO New England Inc.
MISOMidcontinent Independent System Operator, Inc.
NYISONew York Independent System Operator, Inc.
PJMPJM Interconnection, LLC
Authoritative Organizations:
EPAU.S. Environmental Protection Agency
FERCU.S. Federal Energy Regulatory Commission
IRSU.S. Internal Revenue Service
MSHAU.S. Mine Safety and Health Administration

ii

NRCU.S. Nuclear Regulatory Commission
PUCTPublic Utility Commission of Texas
RCTRailroad Commission of Texas, which among other things, has oversight of lignite mining activity in Texas, and has jurisdiction over oil and natural gas exploration and production, permitting and inspecting intrastate pipelines, and overseeing natural gas utility rates and compliance
SECU.S. Securities and Exchange Commission
TCEQTexas Commission on Environmental Quality
Rules and Regulations:
Exchange ActSecurities Exchange Act of 1934, as amended
IRAInflation Reduction Act of 2022
OBBBAOne Big Beautiful Bill Act
Securities ActSecurities Act of 1933, as amended
General Terms:
2025 Form 10-KVistra's annual report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 27, 2026
AROasset retirement and mining reclamation obligation
BoardVistra Corp.'s Board of Directors
CCGTcombined cycle natural gas turbine
CCRcoal combustion residuals
CMEChicago Mercantile Exchange
CRRcongestion revenue rights
EBITDAearnings (net income) before interest expense, income taxes, depreciation and amortization
ESSenergy storage system
FitchFitch Ratings, Inc. (a credit rating agency)
FTRfinancial transmission rights
GAAPgenerally accepted accounting principles
GHGgreenhouse gas
GWhgigawatt-hours
Heat RateHeat Rate is a measure of the efficiency of converting a fuel source to electricity
ISOindependent system operator
ITCinvestment tax credit
loaddemand for electricity
LTSAlong-term service agreements for plant maintenance
Market Heat RateMarket Heat Rate is the implied relationship between wholesale electricity prices and natural gas prices and is calculated by dividing the wholesale market price of electricity, which is based on the price offer of the marginal supplier (generally natural gas plants), by the market price of natural gas
MMBtumillion British thermal units
MWmegawatts
MWhmegawatt-hours
NYMEXthe New York Mercantile Exchange, a commodity derivatives exchange
PTCproduction tax credit
REPretail electric provider
RTOregional transmission organization
S&PS&P Global Ratings (formerly Standard & Poor's Ratings) (a credit rating agency)
Series A Preferred StockVistra's 8.0% Series A Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value, with a liquidation preference of $1,000 per share
Series B Preferred StockVistra's 7.0% Series B Fixed-Rate Reset Cumulative Green Redeemable Perpetual Preferred Stock, $0.01 par value, with a liquidation preference of $1,000 per share

iii

Series C Preferred StockVistra's 8.875% Series C Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value, with a liquidation preference of $1,000 per share
SG&Aselling, general, and administrative
SO2sulfur dioxide
SOFRSecured Overnight Financing Rate, the average rate at which institutions can borrow U.S. dollars overnight while posting U.S. Treasury Bonds as collateral
TRAAmended and Restated Tax Receivable Agreement, containing certain rights (TRA Rights) to receive payments from Vistra related to certain tax benefits, including benefits realized as a result of certain transactions entered into at the emergence of our predecessor from reorganization under Chapter 11 of the U.S. Bankruptcy Code
U.S.United States of America
Vistra Operations Commodity-Linked Credit Agreementcredit agreement, dated as of February 4, 2022 (as amended, restated, amended and restated, supplemented, and/or otherwise modified from time to time) by and among Vistra Operations, Vistra Intermediate, the lenders party thereto, the other credit parties thereto, the administrative agent, the collateral agent, and the other parties named therein
Vistra Operations Credit Agreementcredit agreement, dated as of October 3, 2016 (as amended, restated, amended and restated, supplemented and/or otherwise modified from time to time), by and among Vistra Operations, Vistra Intermediate, the lenders party thereto, the letter of credit issuers party thereto, the administrative agent, the collateral agent, and the other parties named therein
Vistra Operations Credit FacilitiesVistra Operations revolving credit commitments and term loan financing facilities
Vistra Zero Credit Agreementcredit agreement, dated as of March 26, 2024 (as amended, restated, amended and restated, supplemented and/or otherwise modified from time to time), by and among Vistra Zero Operating, the lenders party thereto, the administrative agent, and collateral agent, and the other parties named therein

iv

FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains forward-looking statements that involve risks and uncertainties. All statements, other than statements of historical facts, that are included in this report, or made in presentations, in response to questions or otherwise, that address activities, events or developments that may occur in the future, including (without limitation) such matters as activities related to our financial or operational projections, capital allocation, capital expenditures, liquidity, dividend policy, business strategy, competitive strengths, goals, future acquisitions or dispositions, development or operation of power generation assets, market and industry developments, and the growth of our businesses and operations, including potential transactions with large load facilities at our nuclear and natural gas plants (often, but not always, through the use of words or phrases such as "intends," "plans," "potential," "will likely," "unlikely," "believe," "expect," "anticipated," "estimate," "should," "could," "may," "projection," "forecast," "target," "goal," "objective," and "outlook"), are forward-looking statements. Although we believe that in making any such forward-looking statement our expectations are based on reasonable assumptions, any such forward-looking statement involves uncertainties and risks that could cause our actual results to differ materially from those projected in or implied by such forward looking statement. Any such forward-looking statement is qualified in its entirety by reference to the discussion in (i) Part I, Item 1A. Risk Factors and Part II, Item 7. Management's Discussion and Analysis of Financial Condition, and Results of Operations in our 2025 Form 10-K, and (ii) Part I, Item 2 Management's Discussion and Analysis of Financial Condition, and Results of Operations in this quarterly report on Form 10-Q.

Any forward-looking statement speaks only at the date on which it is made, and except as may be required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made or to reflect the occurrence of unanticipated events or circumstances. New factors emerge from time to time, and it is not possible for us to predict them. In addition, we may be unable to assess the impact of any such event or condition or the extent to which any such event or condition, or combination of events or conditions, may cause results to differ materially from those contained in or implied by any forward-looking statement. As such, you should not unduly rely on such forward-looking statements.

v

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS