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|4Feb 17, 4:23 PM ET

Dunne Michael 4

4 · NEXTERA ENERGY INC · Filed Feb 17, 2026

Research Summary

AI-generated summary of this filing

Updated

NextEra CFO Michael Dunne Receives Awards; Shares Withheld

What Happened

  • Michael Dunne, EVP, Finance & CFO of NextEra Energy (NEE), received a mix of equity awards on Feb 12, 2026 (restricted stock, performance-share settlements, a small phantom-share credit, and an option grant). To satisfy tax withholding obligations, 9,873 shares were withheld/disposed: 5,485 shares on Feb 12 at $91.93 ($504,236) and 4,388 shares on Feb 15 at $93.80 ($411,594), totaling ~$915,830.
  • Awards received (acquired at $0): 4,819 shares (restricted stock), 13,941 shares (performance share settlement). Derivative/other credits: 523 phantom shares (SMCA) and an option grant covering 32,853 shares (derivative).

Key Details

  • Transaction dates/prices: Feb 12, 2026 (5,485 shares withheld @ $91.93, $504,236); Feb 15, 2026 (4,388 shares withheld @ $93.80, $411,594). Award grants dated Feb 12, 2026.
  • Transaction codes: A = award/grant; F = shares withheld/paid to satisfy tax withholding (not an open-market sale for investment purposes).
  • Notable footnotes: awards under NextEra’s LTIP and performance plans; phantom-share credit to an unfunded Supplemental Matching Contribution Account (SMCA) valued using $80.28 (2025 close); option grant for 32,853 shares vests in three substantially equal annual installments beginning Feb 15, 2027.
  • Shares owned after transaction: total beneficial ownership not provided in the supplied data (Form 4 Table II was referenced but not included here).
  • Filing timing: Form 4 was filed Feb 17, 2026 reporting Feb 12/15 transactions; filing appears to be timely.

Context

  • The disposals reported (code F) reflect shares withheld by the company to cover tax obligations on vested awards — a routine administrative action rather than an open-market sale signaling a trading decision.
  • The 32,853-share item is an option grant (derivative) that does not vest immediately; options become exercisable beginning Feb 15, 2027 in three annual installments. The 523 phantom shares are an SMCA credit payable in cash upon termination, not immediate stock.

Insider Transaction Report

Form 4
Period: 2026-02-12
NEXTERA ENERGY INCNEE
Dunne Michael
EVP, Finance & CFO
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-12+4,819→ 66,883 total
  • Award

    Common Stock

    [F2]
    2026-02-12+13,941→ 80,824 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-12$91.93/sh−5,485$504,236→ 75,339 total
  • Tax Payment

    Common Stock

    [F4]
    2026-02-15$93.80/sh−4,388$411,594→ 70,951 total
  • Award

    Phantom Shares

    [F5][F6]
    2026-02-12+523→ 1,621 total
    → Common Stock (0 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    [F7]
    2026-02-12+32,853→ 32,853 total
    Exercise: $91.93Exp: 2036-02-12→ Common Stock (32,853 underlying)
Holdings

  • Common Stock

    (indirect: By Trust)
    962
Footnotes (7)
  • [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 on February 12, 2026 in settlement of performance shares.
  • [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]The number of phantom shares reported as acquired in the reporting person's Form 4 filed on February 18, 2025 was overstated by 252 shares due to a reporting error. As a result, the number of phantom shares beneficially owned following the reported transaction in that filing was overstated. The total number of phantom shares beneficially owned in Table II, Section 9 reported in this Form 4 reflects the corrected amount.
  • [F7]Options to buy 32,853 shares become exercisable in three substantially equal annual installments beginning on February 15, 2027.
Signature
David Flechner (Attorney-in-Fact)|2026-02-17

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES