NextEra Energy, Inc. and Dominion Energy, Inc. filed a Form 425 on November 3, 2026, disclosing rebuttal testimony submitted to the Virginia State Corporation Commission that accepts 101 of 117 conditions proposed by Commission Staff and the Office of the Attorney General Division of Consumer Counsel in connection with their proposed merger.

Key Highlights

  • Conditions accepted: Of the 117 conditions proposed by Commission Staff and Consumer Counsel, the companies accepted 101 as proposed and another 13 with enhancements or modifications, according to the filing.
  • Bill credits: The proposal includes four years of shareholder-funded residential bill credits for Dominion Energy Virginia customers, with customers paying nothing for the combination.
  • EnergyShare contribution: An additional $100 million for EnergyShare energy assistance and weatherization is included in the commitments outlined in the filing.
  • Virginia Supplier Program: The companies committed to spend up to $5 billion over five years with Virginia-based manufacturers, contractors, suppliers, and service providers.
  • Job creation: The proposal commits to creating 1,000 new jobs, including 600 NextEra Energy jobs and approximately 400 jobs with suppliers, contractors, and service providers.
  • Florida Power & Light benchmark: The filing references FPL's typical residential bills as 37% below the national average and reliability as more than 60% better than the national average.
  • Expected closing: According to the filing, the companies continue to expect the transaction to close in the second half of 2027, subject to required regulatory approvals and other customary closing conditions.

Virginia Rebuttal Testimony Details and Merger Commitments

NextEra Energy, Inc. (NYSE:NEE) and Dominion Energy, Inc. (NYSE: D) jointly issued a press release filed under Form 425 on November 3, 2026, disclosing that the two companies had filed rebuttal testimony with the Virginia State Corporation Commission. The testimony responds to 117 conditions put forward by Commission Staff and the Office of the Attorney General Division of Consumer Counsel, with the companies accepting 101 conditions as proposed and 13 more with modifications or enhancements. The filing states that for the remaining provisions not accepted as proposed, "the companies offered targeted alternatives designed to address the underlying concerns without unnecessarily increasing costs or restricting parent company capital or operational efficiencies that should benefit customers."

The filing outlines a package of specific commitments tied to the proposed combination. These include four years of shareholder-funded residential bill credits, a $100 million contribution to EnergyShare for energy assistance and weatherization, a $100 million investment in workforce development and skilled-trades training, the creation of 1,000 new jobs, maintenance of Dominion Energy's current Virginia employee headcount for at least five years, construction of a new shareholder-funded office tower in downtown Richmond, and up to $5 billion in spending over five years with Virginia-based businesses through a new Virginia Supplier Program. The filing states that "customers will not pay one cent for this combination."

NextEra Energy is described in the filing as the largest electric power and energy infrastructure company in North America, headquartered in Juno Beach, Florida, and owner of Florida Power & Light Company, which the filing identifies as America's largest electric utility serving approximately 12 million people across Florida. Dominion Energy is described as providing regulated electricity service to 3.6 million homes and businesses in Virginia, North Carolina, and South Carolina. The companies' statements regarding future performance and transaction outcomes are characterized in the filing as "forward-looking statements" subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

What Was Disclosed

NextEra Energy and Dominion Energy filed rebuttal testimony with the Virginia State Corporation Commission accepting 101 of 117 proposed conditions and offering modifications to 13 others, alongside a package of customer, financial, and economic commitments tied to their proposed merger.