NextEra Energy Shareholders Approve Merger Share Issuance with Dominion Energy

Executive Summary

On September 3, 2026, NextEra Energy, Inc. (NYSE: NEE) held a Special Meeting of Shareholders in connection with its previously announced pending merger with Dominion Energy, Inc. A total of 1,625,030,947 shares (approximately 77.9% of the 2,085,978,209 shares outstanding as of the July 24, 2026 record date) were represented, satisfying quorum requirements. Shareholders overwhelmingly voted in favor of all three management proposals.

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Proposal Breakdown & Voting Results

1. Issuance of NEE Common Stock in Connection with the Merger

• Description: Approval of the issuance of NEE common stock to Dominion Energy shareholders pursuant to the Agreement and Plan of Merger dated May 15, 2026.
• Results:
  • For: 1,612,635,616 (99.47% of votes cast)
  • Against: 8,545,037
  • Abstentions: 3,850,294
  • Broker Non-Votes: 0
  • Status: Approved

2. Increase in Authorized Common Shares

• Description: Amendment to NEE's Articles of Incorporation to increase total authorized common stock from 3,200,000,000 shares to 5,000,000,000 shares ($0.01 par value).
• Results:
  • For: 1,606,841,941 (99.02% of votes cast)
  • Against: 15,832,955
  • Abstentions: 2,356,051
  • Broker Non-Votes: 0
  • Status: Approved

3. Adjournment Proposal

• Description: Discretionary authority to adjourn or postpone the meeting if necessary to solicit additional proxies or synchronize meeting dates with Dominion Energy.
• Results:
  • For: 1,498,123,156 (92.33% of votes cast)
  • Against: 124,314,270
  • Abstentions: 2,593,521
  • Broker Non-Votes: 0
  • Status: Approved

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Strategic & Market Implications

• Merger Milestone: Achieving >99% approval on the share issuance and charter amendment indicates solid institutional and retail shareholder backing for the acquisition of Dominion Energy.
• Capital Structure Expansion: Expanding the authorized share ceiling to 5.0 billion shares provides the necessary headroom to complete the share consideration for Dominion Energy while preserving balance sheet flexibility for future capital projects, renewable developments, and general corporate purposes.
• Next Steps: The transaction remains subject to customary closing conditions, including required regulatory approvals from state utility commissions and federal agencies (such as FERC and NRC).