NRG shareholders approve charter amendment eliminating supermajority voting requirements

NRG ENERGY, INC.

Stockholders approved Restated Charter removing supermajority voting requirements for common stock; vote 162.3M for, 350K against.
All 11 director nominees elected, including E. Spencer Abraham, Heather Cox, and others; each received majority of votes cast.
Advisory say-on-pay approved with 156.4M for, 6.0M against; KPMG ratified as auditor for FY2025 with 169.8M for.
Amended charter also removes obsolete classified board references and makes technical updates; filed with Delaware on May 1, 2025.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

NRG ENERGY, INC.: Stockholders approved amendment and restatement of the certificate of incorporation to eliminate supermajority voting, remove classified board references, and make technical updates (effective 2025-05-01).

Change: charter amendment
Effective: 2025-05-01

Exact text from the filing

the Company’s stockholders approved the amendment and restatement of the Company’s Amended and Restated Certificate of Incorporation (the “Restated Charter”) to (i) eliminate supermajority voting requirements applicable to the Company’s common stock; (ii) remove obsolete references to a classified board and specify the standard for removal of directors in accordance with Delaware law; and (iii) make other technical and administrative updates.

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NRG ENERGY, INC. filing history →

Source: SEC EDGAR

accession 0001104659-25-043394

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