Significant Financing Transactions |
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| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Significant Financing Transactions | Note 15. Significant Financing Transactions Credit Facilities and Short-term Debt The Companies use short-term debt to fund working capital requirements and as a bridge to long-term debt financings. The levels of borrowing may vary significantly during the course of the year, depending upon the timing and amount of cash requirements not satisfied by cash from operations. In addition, Dominion Energy utilizes cash and letters of credit to fund collateral requirements. Collateral requirements are impacted by capital projects, commodity prices, hedging levels, Dominion Energy’s credit ratings and the credit quality of its counterparties. Other than the items discussed below, there have been no significant changes regarding the Companies’ credit facilities and short-term debt as described in Note 17 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. Dominion Energy Dominion Energy’s short-term financing is primarily supported by its joint revolving credit facility. At June 30, 2026, Dominion Energy’s commercial paper and letters of credit outstanding, as well as its capacity available under the credit facility discussed above and its supplemental revolving credit facility, were as follows:
(1) This credit facility matures in April 2031 in accordance with the extension exercised by the borrowers in April 2026, with the potential to be further extended by the borrowers to April 2032, and can be used by the borrowers under the credit facility to support bank borrowings and the issuance of commercial paper, as well as to support up to a combined $3.0 billion of letters of credit, for working capital and other general corporate purposes. (2) This credit facility, entered into in April 2026 with certain lenders, matures in April 2028, with the potential to be extended by Dominion Energy to April 2029, contains a maximum allowed total debt to total capital ratio consistent with such allowed ratio under Dominion Energy’s joint revolving credit facility and can be used to support bank borrowings and the issuance of commercial paper.
In addition to the credit facilities mentioned above, Dominion Energy’s credit facilities and agreements also consist of the following: • An agreement entered into with a financial institution in March 2023, which it expects to allow it to issue up to $100 million in letters of credit. At both June 30, 2026 and December 31, 2025, $26 million in letters of credit were issued and outstanding under this agreement, respectively. • An agreement entered into with a financial institution in June 2024, subsequently amended in January 2025, which it expects to allow it to issue up to a combined $275 million in letters of credit at either Dominion Energy or Virginia Power. At June 30, 2026 and December 31, 2025, Dominion Energy had $101 and $102 million in letters of credit issued and outstanding under this agreement, including $79 and $81 million for Virginia Power, respectively. • An agreement entered into with a financial institution in January 2025, subsequently amended in January 2026, which it expects to allow it to issue up to a combined $250 million in letters of credit, with $50 million available exclusively to Dominion Energy and $200 million available exclusively to Virginia Power. At June 30, 2026 and December 31, 2025, Dominion Energy had $250 million and $150 million in letters of credit issued and outstanding under this agreement, including $200 million and $100 million for Virginia Power, respectively. In July 2026, this agreement was amended under which Dominion Energy expects to allow it to issue up to a combined $450 million in letters of credit, with $50 million available exclusively to Dominion Energy and $400 million available exclusively to Virginia Power. • An agreement entered into with a financial institution in September 2025, subsequently amended in December 2025, which it expects to allow it to issue up to $500 million in letters of credit with $100 million available exclusively to Dominion Energy and $400 million available exclusively to Virginia Power. At June 30, 2026 and December 31, 2025, Dominion Energy had $351 million and $379 million, respectively, in letters of credit issued and outstanding under this agreement, all of which was issued and outstanding for Virginia Power. Dominion Energy has an effective shelf registration statement with the SEC for the sale of up to $3.0 billion of variable denomination floating rate demand notes, called Dominion Energy Reliability InvestmentSM as disclosed in Note 17 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. At June 30, 2026 and December 31, 2025, Dominion Energy’s Consolidated Balance Sheets include $375 million and $422 million, respectively, with respect to such notes presented within short-term debt. The proceeds are used for general corporate purposes and to repay debt. In February 2026, Dominion Energy entered into an approximately $1.3 billion 364-day term loan facility as described in Note 17 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. During the six months ended June 30, 2026, Dominion Energy borrowed approximately $1.3 billion under this facility with the proceeds used to repay existing debt and for general corporate purposes. At June 30, 2026, Dominion Energy had approximately $1.3 billion outstanding under this facility presented within securities due within one year in its Consolidated Balance Sheet. In July 2026, Dominion Energy repaid $300 million borrowed under this facility. Virginia Power Virginia Power’s short-term financing is supported through its access as co-borrower to Dominion Energy’s $7.0 billion joint revolving credit facility. At June 30, 2026, Virginia Power’s share of commercial paper and letters of credit outstanding under the joint revolving credit facility with Dominion Energy and DESC was as follows:
(1) The full amount of the facility is available to Virginia Power, less any amounts outstanding to co-borrowers Dominion Energy and DESC. The sub-limit for Virginia Power is set pursuant to the terms of the facility but can be changed at the option of the borrowers multiple times per year. At June 30, 2026, the sub-limit for Virginia Power was $4.0 billion. If Virginia Power has liquidity needs in excess of its current sub-limit, the sub-limit may be changed or such needs may be satisfied through short-term intercompany borrowings from Dominion Energy. This credit facility matures in April 2031 in accordance with the extension exercised by the borrowers in April 2026, with the potential to be further extended by the borrowers to April 2032, and can be used to support bank borrowings and the issuance of commercial paper, as well as to support up to $3.0 billion (or the sub-limit, whichever is less) of letters of credit, for working capital and other general corporate purposes. In addition to the credit facility mentioned above, Virginia Power’s credit facilities and agreements also consist of the following: • An agreement entered into with a financial institution in March 2023, most recently amended in June 2026, which it expects to allow it to issue up to $450 million in letters of credit. At June 30, 2026 and December 31, 2025, $422 million and $281 million, respectively, in letters of credit were issued and outstanding under this agreement. • An agreement entered into with a financial institution in June 2024, subsequently amended in January 2025, which it expects to allow it to issue up to a combined $275 million in letters of credit at either Dominion Energy or Virginia Power. At June 30, 2026 and December 31, 2025, Virginia Power had $79 million and $81 million, out of Dominion Energy’s total $101 million and $102 million, respectively, in letters of credit issued and outstanding under this agreement. • An agreement entered into with a financial institution in January 2025, subsequently amended in January 2026, which it expects to allow Dominion Energy to issue up to a combined $250 million in letters of credit, with $50 million available exclusively to Dominion Energy and $200 million available exclusively to Virginia Power. At June 30, 2026 and December 31, 2025, Virginia Power had $200 million and $100 million, respectively, in letters of credit issued and outstanding under this agreement. In July 2026, this agreement was amended under which Virginia Power expects to allow Dominion Energy to issue up to a combined $450 million in letters of credit, with $50 million available exclusively to Dominion Energy and $400 million available exclusively to Virginia Power. • An agreement entered into with a financial institution in September 2025, subsequently amended in December 2025, which it expects to allow Dominion Energy to issue up to $500 million in letters of credit with $100 million available exclusively to Dominion Energy and $400 million available exclusively to Virginia Power. At June 30, 2026 and December 31, 2025, Virginia Power had $351 million and $379 million, respectively, in letters of credit issued and outstanding under this agreement. • Agreements entered into with financial institutions in September 2025, which it expects to allow it to issue up to $2.0 billion in letters of credit. At June 30, 2026 and December 31, 2025, Virginia Power had $1.2 billion and $1.0 billion, respectively, in letters of credit issued and outstanding under these agreements. • An agreement entered into with a financial institution in July 2026, which it expects to allow it to issue up to $250 million in letters of credit. Long-term Debt Unless otherwise noted, the proceeds of long-term debt issuances were used for general corporate purposes and/or to repay short-term debt. In February 2026, Dominion Energy borrowed $500 million under the Sustainability Revolving Credit Agreement as described in Note 18 to the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025, with the proceeds used to support environmental sustainability and social investment initiatives, which was repaid in March 2026. In May 2026, Dominion Energy borrowed $500 million under this agreement with the proceeds used to support environmental sustainability and social investment initiatives. Dominion Energy repaid $300 million in June 2026. At June 30, 2026, Dominion Energy had $200 million outstanding under this facility presented within current supplemental credit facility borrowings in its Consolidated Balance Sheet which Dominion Energy repaid in July 2026. At December 31, 2025, Dominion Energy had no borrowings outstanding under this facility. In April 2026, the facility was amended to, among other things, extend the maturity date from April 2028 to April 2029, with the potential to be further extended by Dominion Energy to April 2031. There were no changes to the key financial covenants. In March 2026, Virginia Power issued $1.3 billion of 4.95% senior notes and $850 million of 5.70% senior notes that mature in 2036 and 2056, respectively. In June 2026, Dominion Energy issued $825 million of 5.35% senior notes that mature in 2036. In June 2026, Dominion Energy issued $1.5 billion of junior subordinated notes, consisting of $1.0 billion of 2026 Series A JSNs and $500 million of 2026 Series B JSNs that both mature in 2056. The 2026 Series A JSNs will bear interest at 6.150% until December 15, 2031. The interest rate will reset every five years beginning December 15, 2031 to equal the then-current five-year a spread of 1.869%, provided that the interest rate will not reset below 6.150%. The 2026 Series B JSNs will bear interest at 6.250% until December 15, 2036. The interest rate will be reset every five years beginning on December 15, 2036 to equal the then-current five-year s a spread of 1.702%, provided that the interest rate will not reset below 6.250%. Dominion Energy may defer interest payment on the 2026 Series A JSNs or 2026 Series B JSNs on one or more occasions for up to 10 consecutive years. If interest payments on the 2026 Series A JSNs or the 2026 Series B JSNs are deferred, Dominion Energy may not, subject to certain limited exceptions, declare or pay any dividends or other distributions on, or redeem, repurchase or otherwise acquire any of its capital stock during the deferral period. Also, during the deferral period, Dominion Energy may not make any payments on or redeem or repurchase any debt securities or make any payments under any guarantee of debt that, in each case, is equal or junior in right of payment to the 2026 Series A JSNs and the 2026 Series B JSNs. Preferred Stock Dominion Energy is authorized to issue up to 20 million shares of preferred stock, which may be designated into separate classes. At both June 30, 2026 and December 31, 2025, Dominion Energy had issued and outstanding 1.0 million shares of the Series C Preferred Stock. Dominion Energy recorded dividends on the Series C Preferred Stock of $11 million ($10.875 per share) for both the three months ended June 30, 2026 and 2025 and $22 million ($21.750 per share) for both the six months ended June 30, 2026 and 2025, respectively. There have been no significant changes to Dominion Energy’s Series C Preferred Stock as described in Note 19 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. Issuance of Common Stock Dominion Energy recorded, net of fees and commissions, $38 million from the issuance of one million shares of common stock for the six months ended June 30, 2026 and $70 million from the issuance of one million shares of common stock for the six months ended June 30, 2025, through various programs, including Dominion Energy Direct® and employee savings plans as described in Note 20 to the Consolidated Financial Statements to the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. In May 2026, Dominion Energy began purchasing its common stock on the open market for these direct stock purchase plans. In June 2026, Virginia Power issued 6,046 shares of its common stock to Dominion Energy for $450 million with the proceeds utilized to reduce the aggregate amount outstanding under its intercompany credit facility with Dominion Energy. Virginia Power issued the shares pursuant to a Virginia Commission order authorizing the issuance of up to $3.6 billion of common stock through the end of 2029 in order to maintain adequate credit metrics and efficient access to capital markets while funding necessary capital expenditures, as discussed in Note 13. In June 2025, Virginia Power issued 30,006 shares of its common stock to Dominion Energy for $2.1 billion with the proceeds utilized to reduce the aggregate amount outstanding under its intercompany credit facility with Dominion Energy. Virginia Power issued the shares pursuant to a Virginia Commission order discussed in Note 13 to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. At-the-Market Programs May 2024 At-the-Market Program In May 2024, Dominion Energy entered into sales agency agreements to effect sales under an existing at-the-market program. During the third quarter of 2025, Dominion Energy entered into forward sale agreements for approximately 2.4 million shares of its common stock expected to be settled by the fourth quarter of 2027 at a weighted-average initial forward price of $59.91 per share. Except in certain circumstances, Dominion Energy can elect physical, cash or net settlement of the forward sale agreements. There have been no significant changes regarding this at-the-market program as described in Note 20 to the Consolidated Financial Statements to the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. February 2025 At-the-Market Program In February 2025, Dominion Energy entered into sales agency agreements to effect sales under a new at-the-market program as described in Note 20 to the Consolidated Financial Statements to the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. During the second quarter of 2025, Dominion Energy entered into forward sale agreements for approximately 11.0 million shares of its common stock expected to be settled in the fourth quarter of 2026 at a weighted-average initial forward price of $55.83 per share. During the third quarter of 2025, Dominion Energy entered into forward sale agreements for approximately 9.6 million shares of its common stock expected to be settled by the fourth quarter of 2027 at a weighted-average initial forward price of $61.11 per share. In December 2025, Dominion Energy provided notice to elect physical settlement of approximately 5.4 million shares under these forward sales agreements, and in December 2025 settled the agreements at a weighted-average final forward price of $60.44 per share. In October 2025, Dominion Energy increased the maximum amount of capacity available under this at-the-market program by $1.8 billion. During the first quarter of 2026, Dominion Energy entered into forward sale agreements for approximately 3.2 million shares of its common stock expected to be settled by the fourth quarter of 2027 at a weighted-average initial forward price of $62.96 per share. During the second quarter of 2026, Dominion Energy entered into forward sale agreements for approximately 7.9 million shares of its common stock expected to be settled by the fourth quarter of 2026 at a weighted-average initial forward price of $67.88 per share. Except in certain circumstances, Dominion Energy can elect physical, cash or net settlement of the forward sale agreements. Repurchase of Common Stock In November 2020, the Board of Directors authorized the repurchase of up to $1.0 billion of Dominion Energy’s common stock, with $0.9 billion available at June 30, 2026. Dominion Energy did not repurchase any shares of common stock during the six months ended June 30, 2026, except for shares tendered by employees to satisfy tax withholding obligations on vested restricted stock, which do not count against its stock repurchase authorization. Dividend Restrictions As discussed in Note 1, Dominion Energy may be required to obtain the consent of NextEra Energy related to the payment of dividends in excess of $0.6675 per share each quarter. There have been no other significant changes to dividend restrictions affecting the Companies described in Note 21, to the Consolidated Financial Statements in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. |
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