Form 8-K - Current report

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of earliest event reported:  May 23, 2024

Commission File Number

Exact name of registrant as specified in its charter, address of principal executive offices and registrant's telephone number

IRS Employer Identification Number

1-8841

NEXTERA ENERGY, INC.

59-2449419

700 Universe Boulevard

Juno Beach, Florida 33408

[phone]

State or other jurisdiction of incorporation or organization:  Florida

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 Par Value

NEE

New York Stock Exchange

6.926% Corporate Units

NEE.PRR

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.07  Submission of Matters to a Vote of Security Holders

(a)NextEra Energy, Inc. (NEE) held its 2024 Annual Meeting of Shareholders (2024 Annual Meeting) on May 23, 2024. At the 2024 Annual Meeting, NEE's shareholders approved three proposals and did not approve two shareholder proposals. The proposals are described in detail in NEE's definitive proxy statement on Schedule 14A for the 2024 Annual Meeting (Proxy Statement), filed with the Securities and Exchange Commission on April 1, 2024.

(b)The final voting results with respect to each proposal voted upon at the 2024 Annual Meeting are set forth below.

Proposal 1

NEE's shareholders elected each of the eleven nominees to the Board for a one-year term, as set forth below:

						FOR						% VOTES CAST FOR						AGAINST						ABSTENTIONS						BROKER NON-VOTES
Nicole S. Arnaboldi						1,559,817,285						99.5		%				7,828,923						4,283,223						222,389,999
James L. Camaren						1,493,235,815						95.3		%				74,179,152						4,514,464						222,389,999
Naren K. Gursahaney						1,478,701,248						94.3		%				88,752,712						4,475,471						222,389,999
Kirk S. Hachigian						1,464,840,995						93.5		%				102,538,441						4,549,995						222,389,999
Maria G. Henry						1,561,152,449						99.6		%				6,295,308						4,481,674						222,389,999
John W. Ketchum						1,457,477,330						93.0		%				109,679,610						4,772,491						222,389,999
Amy B. Lane						1,529,858,438						97.6		%				37,712,300						4,358,693						222,389,999
David L. Porges						1,538,713,419						98.2		%				28,827,685						4,388,327						222,389,999
Deborah L. "Dev" Stahlkopf						1,549,405,509						98.8		%				18,221,168						4,302,754						222,389,999
John A. Stall						1,553,165,269						99.1		%				14,451,296						4,312,866						222,389,999
Darryl L. Wilson						1,531,008,449						97.7		%				36,369,321						4,551,661						222,389,999

Proposal 2

NEE's shareholders ratified the appointment of Deloitte & Touche LLP as NEE's independent registered public accounting firm for 2024, as set forth below:

FOR						% VOTES CAST FOR						AGAINST						ABSTENTIONS						BROKER NON-VOTES
1,682,482,123						94.0%						106,624,700						5,212,607						—

Proposal 3

NEE's shareholders approved, by non-binding advisory vote, NEE's compensation of its named executive officers as disclosed in the Proxy Statement, as set forth below:

FOR						% VOTES CAST FOR						AGAINST						ABSTENTIONS						BROKER NON-VOTES
1,385,898,880						88.8%						173,968,678						12,061,873						222,389,999

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Proposal 4

NEE’s shareholders did not approve a shareholder proposal entitled “Board Matrix” that requested disclosure, in matrix format, of each director/nominee's self-identified gender and racial ethnicity, as well as individual skills and attributes most relevant to NEE, as set forth below:

FOR						% VOTES CAST FOR						AGAINST						ABSTENTIONS						BROKER NON-VOTES
634,056,816						40.6%						928,217,976						9,654,639						222,389,999

Proposal 5

NEE’s shareholders did not approve a shareholder proposal entitled “Climate Lobbying Report” that requested a report on NEE's lobbying and trade association memberships in relation to NEE's emissions goal, as set forth below:

FOR						% VOTES CAST FOR						AGAINST						ABSTENTIONS						BROKER NON-VOTES
503,797,456						32.5%						1,048,526,580						19,605,395						222,389,999

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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 thereunto duly authorized.

Date:  May 28, 2024

NEXTERA ENERGY, INC.

(Registrant)

CHARLES E. SIEVING
Charles E. Sieving Executive Vice President, Chief Legal, Environmental and Federal Regulatory Affairs Officer

Cover Page	May 23, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	May 23, 2024
Entity File Number	1-8841
Entity Registrant Name	NEXTERA ENERGY, INC.
Entity Tax Identification Number	59-2449419
Entity Address, Address Line One	700 Universe Boulevard
Entity Address, City or Town	Juno Beach
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33408
City Area Code	561
Local Phone Number	694-4000
Entity Incorporation, State or Country Code	FL
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000753308
Amendment Flag	false
Common Stock [Member]
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, $0.01 Par Value
Trading Symbol	NEE
Security Exchange Name	NYSE
Corporate Units 4.872% [Member]
Entity Information [Line Items]
Title of 12(b) Security	6.926% Corporate Units
Trading Symbol	NEE.PRR
Security Exchange Name	NYSE

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