Lemasney Mark 4

4 · NEXTERA ENERGY INC · Filed Feb 17, 2026

AI-generated summary of this filing

Updated Feb 17, 2026

NextEra Energy EVP Mark Lemasney Sells Shares, Receives Awards

What Happened

Mark Lemasney, EVP of the Power Generation Division at NextEra Energy (NEE), had shares withheld to satisfy tax obligations and received multiple equity awards on Feb 12, 2026 (and a small withholding on Feb 15, 2026). Specifically, 1,237 shares were withheld at $91.93 each ($113,717) and 206 shares were withheld at $93.80 each ($19,323), for total withholding proceeds of $133,040. At the same time he was credited/awarded: 5,082 performance shares (settlement), 806 restricted shares, an award of 5,493 options (derivative), and 358 derivative shares/credits (SMCA). Awarded shares/options were granted at no cash cost to the insider and most awards are exempt under Rule 16b-3.

Key Details

Transaction dates & prices:
- Feb 12, 2026: Awarded 5,082 performance shares (acquired at $0.00), 806 restricted shares (acquired at $0.00), 358 derivative credit, and grant of 5,493 options (derivative).
- Feb 12, 2026: 1,237 shares withheld at $91.93 to satisfy tax liability (disposed) = $113,717.
- Feb 15, 2026: 206 shares withheld at $93.80 to satisfy tax liability (disposed) = $19,323.
Total shares withheld/disposed for tax: 1,443 shares; total value ≈ $133,040.
Footnotes of note:
- Awards granted under NextEra’s LTIP and exempt under Rule 16b-3 (restricted and performance shares).
- Withheld shares satisfied tax withholding on settled performance and vesting restricted shares (i.e., company withholding, not open‑market sales).
- 358 derivative credits reflect an annual SMCA (Supplemental Matching Contribution Account) credit (payable in cash upon termination).
- 5,493 option grant vests/exercises: become exercisable in three substantially equal annual installments beginning Feb 15, 2027.
Shares owned after the transactions: not disclosed in the provided data.
Filing timeliness: Transactions reported for Feb 12, 2026; Form 4 filed Feb 17, 2026 — appears to have been filed late by one business day.

Context

The withheld shares were used to satisfy tax liabilities (company withholding), not sales on the open market — these are routine administrative dispositions, not directional insider selling.
The option grant is a future exercisable award (vesting in annual installments beginning 2/15/2027), not an immediate exercise or sale.
Awards and withholdings are common components of executive compensation and do not, by themselves, imply a change in the insider’s view of the company’s prospects.

Form 4

Period: 2026-02-12

EVP Power Generation Division

Transactions

Award
Common Stock
[F1]
2026-02-12+806→ 9,201 total
Award
Common Stock
[F2]
2026-02-12+5,082→ 14,283 total
Tax Payment
Common Stock
[F3]
2026-02-12$91.93/sh−1,237$113,717→ 13,046 total
Tax Payment
Common Stock
[F4]
2026-02-15$93.80/sh−206$19,323→ 12,840 total
Award
Phantom Shares
[F5]
2026-02-12+358→ 1,804 total
→ Common Stock (0 underlying)
Award
Employee Stock Option (Right to Buy)
[F6]
2026-02-12+5,493→ 5,493 total
Exercise: $91.93Exp: 2036-02-12→ Common Stock (5,493 underlying)

Holdings

Footnotes (6)

[F1]Restricted stock grant made pursuant to Issuer's 2021 Long Term Incentive Plan, exempt under Rule 16b-3.
[F2]Shares acquired in settlement of performance share awards (which were not derivative securities) under Issuer's Amended and Restated Long Term Incentive Plan, exempt under Rule 16b-3.
[F3]Stock withheld by Issuer to satisfy tax withholding obligations on shares acquired February 12, 2026 in settlement of performance share awards.
[F4]Restricted stock withheld by Issuer to satisfy tax withholding obligations on vesting of restricted stock granted February 16, 2023, February 15, 2024 and February 13, 2025.
[F5]Annual credit of phantom shares to an unfunded Supplemental Matching Contribution Account ("SMCA") for the reporting person pursuant to the NextEra Energy, Inc. Supplemental Executive Retirement Plan ("SERP") in an amount approved on the transaction date by the Issuer's Compensation Committee, which amount is determined by dividing an amount equal to (a) certain matching contributions in excess of the limits of the Issuer's Retirement Savings Plan plus (b) theoretical earnings, by the closing price of the Issuer's common stock on the last business day of the relevant year ($80.28 in 2025). The value of the SMCA is payable in cash following the reporting person's termination of employment with the Issuer and its subsidiaries.
[F6]Options to buy 5,493 shares become exercisable in three substantially equal annual installments beginning on February 15, 2027.

Signature

David Flechner (Attorney-in-Fact)|2026-02-17

1 file