NRG Energy Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On February 3, 2026, the Board of Directors (the “Board”) of NRG Energy, Inc. (the “Company”), pursuant to the recommendation of the Company’s Governance and Nominating Committee, appointed Sanjay Kapoor to serve as an independent director, effective immediately, until his successor shall have been duly elected and qualified or until his earlier death, resignation or removal. Mr. Kapoor was also appointed to serve on the Audit Committee of the Board. There is no arrangement or understanding between Mr. Kapoor and any other person, other than the Company, pursuant to which he was appointed as a director. Mr. Kapoor has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Mr. Kapoor, age 65, most recently served as Executive Vice President and Chief Financial Officer of Spirit AeroSystems, Inc., a manufacturer of aerostructures for commercial airplanes and defense platforms, from 2013 to 2019. Prior to that, Mr. Kapoor spent more than two decades with industry-leading defense and aviation companies Raytheon (2004-2013) and United Technologies (1990-2004), holding senior management positions overseeing significant aerospace and defense-related programs. Mr. Kapoor currently serves on the boards of Crane Company, an NYSE-listed industrial products company, and SAAB, Inc., a private defense and security services company. Mr. Kapoor graduated from the Indian Institute of Technology with a B.A. and the University of Pennsylvania with an M.B.A.
Effective as of February 3, 2026, Mr. Kapoor will participate in the Company’s director compensation program, as described in the Company’s 2025 Proxy Statement, filed with the SEC on March 19, 2025, under the caption “Director Compensation.”
Item 7.01 Regulation FD
On February 4, 2026, the Company issued a press release announcing the matters described in Item 5.02 hereof. A copy of the news release is attached hereto and filed as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
Exhibits
| Exhibit
Number |
Document | |
| 99.1 | Press Release, dated February 4, 2026 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NRG Energy, Inc. | ||
| (Registrant) | ||
| By: | /s/ Christine A. Zoino | |
| Christine A. Zoino | ||
| Corporate Secretary | ||
| Dated: February 4, 2026 | ||
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