LS Power Equity Advisors, LLC 3
3 · NRG ENERGY, INC. · Filed Feb 6, 2026
Insider Transaction Report
Form 3
LS Power Equity Advisors, LLC
10% Owner
Holdings
- 20,950,000(indirect: See footnote)
Common Stock
[F1][F3] - 3,300,000(indirect: By Trust)
Common Stock
[F2][F3]
Footnotes (3)
- [F1]16,436,270, 3,473,534 and 1,040,196 shares of Common Stock of NRG Energy, Inc. (the Issuer) are held directly by Lightning Power Holdings, LLC, a Delaware limited liability company (Lightning); Thunder Generation LLC, a Delaware limited liability company (Thunder); and CCS Power Holdings, LLC, a Delaware limited liability company (CCS and together with Thunder, the Sellers), respectively. The reporting person is the investment advisor of LS Power Equity Partners III, L.P., a Delaware limited partnership (LSPEP III), who may be deemed to beneficially own the securities held by Lightning. The reporting person is also the investment advisor of LS Power Equity Partners IV, L.P., a Delaware limited partnership (LSPEP IV and together with Lightning, the Sellers, and LSPEP III, the LSP entities), who may be deemed to beneficially own the securities held by the Sellers.
- [F2]The Issuer and Lightning and the Sellers entered into an Amended and Restated Voting Trust Agreement with Wilmington Savings Fund Society, FSB (the Trustee), pursuant to which Lightning and the Sellers deposited 2,589,007 and 710,993 shares of Common Stock, respectively, in the Project Hurricane Consideration Voting Trust 2026 (the Trust) and granted to the Trustee, subject to certain exceptions, voting rights with respect to such shares.
- [F3]The reporting person, through its position, relationship and/or affiliation with the LS Power Entities, may have shared voting and investment power with respect to the shares beneficially owned by the LS Power Entities. As such, the reporting person may be deemed to have or share beneficial ownership of the shares beneficially owned by the LS Power Entities.
Signature
/s/ LS Power Equity Advisors, LLC by Jeffrey Wade, as Attorney-in-Fact|2026-02-06