NextEra Energy, Inc. ($NEE)

Good morning, everyone. Welcome to the Annual Meeting of the Shareholders of NextEra Energy. I'm John Ketchum, your Chairman and CEO, and I hereby call this meeting to order. Let me begin by thanking all of you for attending this meeting or for listening via webcast. I'd like to begin by making a few introductions. First, on the dais with me today is Charles Sieving, Executive Vice President and our Chief Legal Officer. Also in the room is David Flechner, Vice President of Compliance and Corporate Secretary, who will assist in the business of the meeting. Also with us today are other senior officers of NextEra Energy, Florida Power & Light Company and NextEra Energy Resources. Next, I will introduce the individuals who are joining me today as nominees for election to our Board of Directors. Please stand when I call your name. The nominees are: Nicole Arnaboldi, a partner of Oak Hill Capital, Nicole has been a Director since 2022. Jim Camaren, former Chairman and CEO of Utilities, Inc. Jim has been a Director since 2002. Naren Gursahaney, former CEO of the ADT Corporation, former Chairman of Terminix Global Holdings, previously known as ServiceMaster, as well as former CEO of ServiceMaster. Naren has been a Director since 2014. Kirk Hachigian, former Chairman and CEO of JELD-WEN Holding, Inc. and former Chairman and CEO of Cooper Industries. Kirk has been a Director since 2013. Maria Henry, former Chief Financial Officer of Kimberly-Clark Corporation. Maria has been a Director since 2023. Amy Lane, former Managing Director and Group Leader of the global Retailing Investment Banking Group of Merrill Lynch & Co., Amy has been a Director since 2015. Geoff Martha, Chairman and CEO of Medtronic. Geoff has been a Director since 2024. David Porges, former Chairman of Equitrans Midstream Corporation and former Chairman and CEO of EQT Corporation. David has been a Director since 2020. Dev Stahlkopf, Executive Vice President and Chief Legal Officer of Cisco Systems. Dev has been a Director since 2023. Art Stall, former President of NextEra Energy's nuclear division and former Chief Nuclear Officer. Art has been a Director since 2022. And Darryl Wilson, Former Vice President of GE Power. Darryl has been a Director since 2018. I'd also like to confirm the attendance of our independent auditors, Deloitte & Touche. Representing the firm this morning are Tim Wilhelmy and Sarah Goldberg. Now let's get to the business of the meeting, which will include a description of the items of business that require approval of shareholders, a discussion of those items only and a vote on those items. When we finish the business of the meeting, I will adjourn the meeting. With that, I will ask for confirmation that we have a quorum present so we may conduct the business of the meeting.

Mr. Chairman, 90% of our outstanding shares entitled to vote are present, so we have a quorum.

Thank you, Charlie. We have 5 items of business today, including 2 shareholder proposals. Those shareholders or representatives are here to present them. Item #1 is the election as directors of the nominees specified in the proxy statement. Item #2 is the ratification of the appointment of Deloitte & Touche LLP as NextEra Energy's independent registered public accounting firm for 2026. Item #3 is the approval by nonbinding advisory vote of NextEra Energy's compensation of its named executive officers as disclosed in the proxy statement. Item #4 is proposed by Trillium Asset Management. Is the proponent or a representative of the proponent here today? If so, please step to the microphone, introduce yourself and present your proposal.

Thank you. Good morning to the Board, management and fellow shareholders. My name is Andrea Ranger, and I'm from Trillium Asset Management, and I'm a Director of Shareholder Advocacy there. And I'm here to move Proposal #4, which asks NextEra's Board of Directors to issue a report describing if and how it could align its operations and investments with the goals of the Paris Agreement. First, I would like to express appreciation that you continue to hold the annual meeting in person, which we consider a best practice. Today, just as we're marking a tectonic shift in NextEra's business, we're also on the threshold of a new super cycle of utility infrastructure development. The proposed acquisition of Dominion Energy would position NextEra to meet rising electricity demand in a much larger growing market. However, this new shift is not without risks. The company's new geographic range covers territories experiencing the same hurricanes and severe weather as Florida and will require ongoing system hardening to address climate risk. State and federal approvals must be obtained. And these are not the only challenges, public trust in utility companies appears to be at an all-time low with affordability being a primary concern. When you pair this with the growing and vociferous opposition to data centers, it suggests NextEra must focus on building goodwill, trust and credibility to achieve success. Yet 6 months ago, we believe NextEra breached this trust by dropping its industry-leading zero emissions by 2045 target, which has been a positive signal for investors who care about climate change and long-term risks to their portfolios. It also announced plans to build natural gas plants to serve hyperscalers, threatening to lock in decades of emissions and create even greater risk for universal owners for whom climate change poses an undiversifiable and unhedgeable risk. NextEra's rapid transition from a leading energy company to an all of the above energy company suggests it has not fully integrated its zero emissions by 2045 target into its long-term planning or prepared contingencies. That is, it appears that when NextEra announced this 2045 target, it seemed achievable. But with headwinds and data centers on the horizon, it simply became an impediment. We believe a company of NextEra's scale and expertise is capable of finding meaningful solutions. There are opportunities to direct capital differently toward, for example, projects where NextEra could be the sole owner of renewable energy credits, investing in hydrogen generation and increasing investments in the venture capital arm. In addition, demand-side management programs beyond short-term bill credits could reduce emissions while delivering long-term savings for the company's ratepayers. The proposal offers NextEra the opportunity to reexamine, reenvision a low emissions pathway, which we believe is a critical step to enhance trust and credibility with its customers, regulators and investors. Thank you for your time.

Thank you. I declare that Item #4 is properly presented. Since no one has attended the meeting to present this proposal, I declare that Item #4 (sic) [ Item #5 ] is not properly presented. I think I said the wrong number.

It's presented properly.

I'm sorry. I mean it's Item #5. And Item #5 is proposed by Bauer Research. Is the proponent or a representative of the proponent here today? So please step to the microphone and introduce yourself and present your proposal. Thank you. I declare that Item #5 is not properly presented. Since no one has attended the meeting to present this proposal, I declare Item #5 is not properly presented and no votes will be cast on behalf of Item #5. We will now have a discussion on the items of business on the ballot only. If you are a shareholder and have a comment or question on these items of business, please come to the microphone, state your name and the number of shares you own to introduce yourself. Are there any comments or questions on these items of business? Seeing no other questions, and since under our bylaws, no other nominations or proposals would be timely, we will now conduct the vote. Those who want to cast a ballot or submit a proxy, please raise your hand and a balloting representative will assist you. If you have already sent in your proxy or submitting it now, you do not need to fill out a ballot. [Voting]

It appears that all shareholders wishing to vote by ballot have done so, so I hereby declare the polls closed. I believe that the Inspector of Elections has provided the preliminary results of the vote to the Chief Legal Officer. Charlie, would you please announce the preliminary results?

Sure. Mr. Chairman, the preliminary results are as follows. On Item #1, the election of directors, all nominees received at least 91% of the votes cast, and therefore, all of them have been elected. On Item #2, 93% of the votes cast have approved Deloitte & Touche as our independent registered public accounting firm for 2026. So the appointment has been ratified. On Item #3, 88% of the votes cast have approved by nonbinding advisory vote the compensation of our named executive officers, so the compensation has been approved. On Item #4, nearly 35% of the votes cast are for the shareholder proposal related to Paris Agreement alignment. So that proposal has not been approved. And on Item #5, related to a report on net zero business performance risks. That proposal was not properly presented, so no votes have been cast on that proposal. Had the proposal been properly presented, 1% of the proxies received were for it, so it would have failed.

Thank you, Charlie. As we have completed our business, I hereby declare that the NextEra Energy Annual Meeting of Shareholders is adjourned. Please be safe and enjoy the rest of your day.