NextEra Energy, Inc. Announces \$600 Million Offering of Series Z Junior Subordinated Debentures

Key Points for Investors

• NextEra Energy Capital Holdings, Inc. (NEECH), a wholly-owned subsidiary of NextEra Energy, Inc. (NEE), has completed a \$600 million offering of Series Z Junior Subordinated Debentures due 2086.
• The debentures bear an interest rate of 6.50% per year, payable quarterly.
• NEECH may, at its option, redeem some or all of the debentures beginning April 2031.
• The debentures are fully and unconditionally guaranteed on a subordinated basis by NextEra Energy, Inc.
• The offering is registered under the Securities Act of 1933.
• Exhibits include legal opinions from Squire Patton Boggs (US) LLP and Morgan, Lewis & Bockius LLP, confirming the validity and binding nature of the debentures and their guarantees, as well as the U.S. federal income tax consequences for investors.

Details and Implications for Shareholders

On March 20, 2026, NextEra Energy Capital Holdings, Inc., a wholly-owned subsidiary of NextEra Energy, Inc. (NYSE: NEE), successfully issued and sold \$600 million in aggregate principal amount of its Series Z Junior Subordinated Debentures, which are due April 15, 2086. These long-dated securities carry a fixed interest rate of 6.50% per annum, with interest payments to be made on a quarterly basis.

A key feature of the debentures is that NextEra Energy Capital Holdings, at its discretion, may redeem some or all of the debentures at any time on or after April 2031. This callability feature provides the company with financial flexibility and could affect the long-term yield expectations of investors.

The debentures are fully and unconditionally guaranteed, on a subordinated basis, by NextEra Energy, Inc. This means that, should NEECH be unable to meet its obligations, NEE will step in to make payments, although the guarantee is subordinate to senior debt obligations.

The debentures and the guarantee have been legally validated by opinions from the company’s legal counsels, Squire Patton Boggs (US) LLP and Morgan, Lewis & Bockius LLP, and are considered legally binding obligations, subject to standard bankruptcy and creditors’ rights considerations.

The offering was made pursuant to an effective registration statement (Nos. 333-278184, 333-278184-01, and 333-278184-02) filed with the SEC. The prospectus supplement was dated March 17, 2026, and the base prospectus was dated March 22, 2024.

Additionally, Morgan, Lewis & Bockius LLP provided a legal opinion regarding the U.S. federal income tax consequences of the investment, as described in the prospectus supplement under “Material United States Federal Income Tax Consequences.”

Shareholder Considerations and Price-Sensitive Information

• This \$600 million capital raise strengthens NextEra Energy’s balance sheet and liquidity position, which may enhance its ability to fund ongoing and future projects, support its credit profile, and pursue strategic initiatives.
• The relatively high fixed interest rate (6.50%) and the long maturity (2086) suggest the company is locking in long-term capital at a substantial cost, possibly reflecting market conditions or the company’s strategic funding needs.
• The subordinated nature of the debentures means they are junior to senior debt, which could impact the risk profile for both equity and debt investors. The guarantee from NEE, however, offers some additional security.
• The callability feature starting in 2031 may limit the upside for debenture holders if interest rates decline, but gives the company flexibility to refinance if conditions improve.

Potential Market Impact:
This new capital raise, by bolstering NextEra Energy’s financial flexibility, could be viewed favorably by the market, particularly if the proceeds are used for growth initiatives, debt refinancing, or other shareholder-friendly actions. On the other hand, the high interest rate may raise questions about the company’s cost of capital or market perceptions of risk. Shareholders should consider both the increased financial flexibility and the cost of this new debt in their valuation of the company.

Legal Exhibits and Expert Opinions

• Exhibit 5(a): Opinion and Consent of Squire Patton Boggs (US) LLP as to the legality and validity of the debentures and the guarantee.
• Exhibit 5(b) and 8: Opinion and Consent of Morgan, Lewis & Bockius LLP as to the legality, validity, and binding nature of the debentures, the guarantee, and the U.S. federal income tax consequences.
• Exhibit 101 and 104: Interactive data files for this Form 8-K, including the cover page, are formatted in Inline XBRL for enhanced transparency and accessibility for investors.

Other Information

• NextEra Energy, Inc. (NYSE: NEE) is registered in Florida, with its principal executive offices located at 700 Universe Boulevard, Juno Beach, Florida 33408.
• Trading symbols for NextEra Energy securities include NEE (common stock), NEE.PRS (7.299% Corporate Units), NEE.PRT (7.234% Corporate Units), and NEE.PRV (7.375% Corporate Units), all listed on the New York Stock Exchange.

Conclusion

This capital market transaction is significant and potentially price sensitive. It reflects NextEra Energy’s ongoing efforts to optimize its capital structure and maintain financial flexibility. Investors should monitor how the company allocates these new funds, as well as the market’s response to the interest rate and maturity profile of the new debt securities.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should consult their financial advisors and review official SEC filings and disclosures before making investment decisions regarding NextEra Energy, Inc. or its securities.

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