NextEra Energy, Inc. (NYSE: NEE) disclosed in a Form 8-K filed June 22, 2026 that its wholly-owned financing subsidiary, NextEra Energy Capital Holdings, Inc. (NEECH), completed the sale of $3.75 billion in aggregate principal amount of junior subordinated debentures. The current report, filed under Items 8.01 and 9.01, reports the sale and attaches the related legal exhibits.

The offering was split across three series with different sizes and maturities. NEECH sold $1.0 billion principal amount of Series AA Junior Subordinated Debentures due October 1, 2056; $1.25 billion principal amount of Series BB Junior Subordinated Debentures, also due October 1, 2056; and $1.5 billion principal amount of Series CC Junior Subordinated Debentures due October 1, 2066. The Series CC tranche carries the longest tenor, maturing in 2066.

On June 22, 2026, NextEra Energy Capital Holdings, Inc. (NEECH), a wholly-owned subsidiary of NextEra Energy, Inc. (NEE), sold $1.0 billion principal amount of its Series AA Junior Subordinated Debentures due October 1, 2056

Each series begins with a fixed coupon for an extended initial period. According to the filing, the Series AA, Series BB, and Series CC debentures initially bear interest at annual rates of 6.000% through October 1, 2031, 6.200% through October 1, 2036, and 6.625% through October 1, 2046, respectively. After those initial fixed-rate periods, each series moves to a floating structure: the rate resets to the Five-Year Treasury Rate, as specified in the debentures, plus a specified margin, recalculated every five years. The filing states that the interest rate "will not reset below the initial interest rate" set for each series, establishing a floor at the opening coupon.

The debentures carry issuer-friendly redemption provisions tied to the end of each initial fixed-rate window. The filing states that NEECH, at its option, may redeem some or all of the Series AA debentures beginning in 2031, the Series BB debentures beginning in 2036, and the Series CC debentures beginning in 2046, aligning the first call dates with the points at which each series transitions to its reset structure.

The instruments sit junior in NextEra's capital structure. Per the 8-K, the junior subordinated debentures are guaranteed on a subordinated basis by NextEra Energy, Inc., the parent company. Junior subordinated debt of this kind is commonly used by capital-intensive utility and power holding companies to raise long-dated funding while limiting the impact on senior credit metrics.

The securities were not newly registered for this transaction. The filing notes the debentures were registered under the Securities Act of 1933 pursuant to Registration Statement Nos. 333-278184, 333-278184-01 and 333-278184-02, indicating the sale drew on an existing shelf registration. The 8-K was filed in connection with that sale to report certain documents as exhibits.

Among the exhibits listed under Item 9.01 are legal opinions and consents dated June 22, 2026 from Squire Patton Boggs (US) LLP and from Morgan, Lewis & Bockius LLP, both acting as counsel to NextEra Energy and NEECH with respect to the debentures, along with the required Inline XBRL data files. The report was signed by William J. Gough, Vice President, Controller and Chief Accounting Officer.

The disclosure documents a financing event with defined terms rather than a forward-looking projection. The filing establishes the size of each tranche, the maturity dates, the initial coupons, the reset mechanics, the redemption schedule, and the parent guarantee; it does not characterize the use of proceeds within the text reproduced here.