PG&E Corp 8-K

What Happened
PG&E Corporation (PG&E Corp) filed an 8-K on February 19, 2026 reporting the issuance of 0.850% Fixed-to-Fixed Reset Rate Junior Subordinated Notes due 2056 (the “Notes”) under its Subordinated Note Indenture. The Notes are issued pursuant to the Original Indenture dated September 11, 2024, as amended by a Second Supplemental Indenture dated February 19, 2026 between PG&E and The Bank of New York Mellon Trust Company, N.A., as trustee. The filing also includes an underwriting agreement dated February 17, 2026 and legal opinions and consents from Hunton Andrews Kurth LLP.

Key Details

• Note type: Junior subordinated notes with a 0.850% fixed interest rate and a fixed-to-fixed reset feature.
• Maturity: Due 2056.
• Documentation: Second Supplemental Indenture dated February 19, 2026 (includes form of the Notes) and an Underwriting Agreement dated February 17, 2026 among PG&E and underwriters including Barclays, BofA Securities, J.P. Morgan, and Mizuho.
• Legal opinions and consents from Hunton Andrews Kurth LLP are attached as exhibits to the filing.

Why It Matters
This filing documents PG&E adding long-term subordinated debt to its capital structure. The low initial coupon (0.850%) and long maturity extend debt duration, while the junior subordinated ranking means these notes are lower in priority than senior debt in the capital stack. For investors, this affects the company’s leverage and interest obligations and is material to credit profile and capital structure analysis; refer to the attached indenture and underwriting agreement for the full terms.