D 10-K & 10-Q changes, risk factors and insider trading

The Companies’ businesses are influenced by many factors that are difficult to predict, involve risks and uncertainties that may materially affect actual results and are often beyond their control. A number of these factorsrisks haveand beenuncertainties are identified below. ForThere may be other factorsfactors, either not presently known or currently believed not to be material, that may cause actual results to differ materially from those indicated in this report. For additional information concerning any forward-looking statement or projection contained in this report, see Forward-Looking Statements in Item 7. MD&A.

At the federal level, the Companies’ wholesale rates for electric transmission service are regulated by FERC. Rates for electric transmission services are updated annually according to a FERC-approved formula rate mechanism, and may be subject to additional prospective adjustments and retroactive corrections. A failure by the Companies to supportjustify the appropriateness of these rates or a change in FERC policy or the application of FERC policy could result in rate decreases from current rate levels, which could adversely affect the Companies’ results of operations, cash flows and financial condition.

At the state level, Virginia Power’s retail base rates, terms and conditions for generation and distribution services to customers in Virginia are reviewed by the Virginia Commission in a biennial proceeding that involves the determination of Virginia Power’s actual earned ROE during a historic test period, and the determination of Virginia Power’s authorized ROE prospectively. Legislation enacted in Virginia in April 2023 reset the frequency of base rate reviews to a biennial period commencing with the 2023 Biennial Review. Under certain circumstances described in the Regulation Act, Virginia Power may be required to refund a portion of its earnings to customers through a refund process and to reduce its rates. Virginia Power makes assessments throughout the review period and will record a regulatory liability for refunds to customers in any period itsuch isrefunds are determined probable, which could benegatively material toimpact the Companies’ results of operations in the period recognized and to cash flows on completion of any biennial review.

In states other than Virginia, the Companies’ retail electric base rates for generation and distribution services to customers are regulated on a cost-of-service/rate-of-return basis subject to the statutes, rules and procedures of such states. Dominion Energy’s rates for gas distribution to retail customers are similarly regulated at the state level. If retail electric or gas earnings exceed the returns established by state utility commissions, retail electric rates or gas rates may be subject to review and possible reduction, which may decrease the Companies’ future earnings. Additionally, if any state utility commission does not allow recovery through base rates, on a timely basis, of costs incurred in providing service, the Company’sCompanies’ futurefinancial earningscondition, results of operations and/or cash flows could be negatively impacted.

Under certain circumstances, state utility regulators may impose a moratorium on increases to retail base rates for a specified period of time, which could delay recovery of costs incurred in providing service. Additionally, governmental officials, stakeholders and advocacy groups may challenge any of the regulatory reviews or proceedings referred to above. Such challenges may result in changes to the regulatory framework under which the Companies’ currently operate and/or lengthen the time, complexity and costs associated with such regulatory reviews or proceedings.

The Companies’ generation business may be negatively affected by possible FERC actions that could change market design in the wholesale markets or affect pricing rules or revenue calculations in the RTO markets. The Companies’ generation stations operating in RTO markets sell capacity, energy and ancillary services into wholesale electricity markets regulated by FERC. The wholesale markets allow these generation stations to take advantage of market price opportunities, but also expose them to market risk. Properly functioning competitive wholesale markets depend upon FERC’sFERC, PJM and/or ISO-NE’s continuation of clearly identified market rules. From time to timetime, FERC may investigate and/or authorizereceive RTOsrequests from PJM or ISO-NE to makeauthorize changes in market design. FERC also periodically reviews the Companies’ authority to sell at market-based rates. Material changesChanges by FERCFERC, PJM or ISO-NE to the design of the wholesale markets or its interpretation of market rules, the Companies’ authority to sell power at market-based rates, or changes to pricing rules or rules involving revenue calculations, could adversely impact the future results of the Companies’ generation business. For example, in April 2024, FERC issued an order that accepted proposed changes to the PJM wholesale capacity market that significantly changed how a generation resource’s capacity value is calculated and decreased the total amount of capacity recognized in the PJM region as eligible to meet reserve requirements. In addition, changes to the interpretation and application of FERC’s market manipulation rules may occur from time to time. A failure to comply with these market manipulation rules could lead to civil and criminal penalties.

The Companies are subject to complex governmental regulation, including tax regulation, that could adversely affect their results of operations and subject the Companies to monetary penalties. The Companies’ operations are subject to extensive federal, state and local laws and regulations and require numerous permits, approvals and certificates from various governmental agencies. Such laws and regulations govern the terms and conditions of the services the Companies offer, relationships with affiliates andaffiliates, protection of critical electric infrastructure assets,assets and mandatory reliability standards and interaction in the wholesale markets, among other matters. The Companies are also subject to legislation and associated regulation governing taxation at the federal, state and local level. They must also comply with environmental legislation and associated regulations. Some such legislation and regulation have not yet been finalized and changes in either interpretation or final laws or regulations could have a negative impact on the Companies. For example, the OBBBA and IRA include various provisions, such as investment and production tax credits and corporate alternative minimum tax, that the Companies have considered in recording their provisions for income taxes. The ultimate impact of these tax laws is subject to pending guidance and interpretations that could adversely impact the Companies’ ability to qualify for and maintain tax credits, which could affect the Companies’ results of operations, financial condition and/or cash flows. Management believes that the necessary approvals have been obtained for existing operations and that the Companies’ businesses are conducted in accordance with applicable laws. The Companies’ businesses are subject to regulatory regimes which could result in substantial monetary penalties if either of the Companies is found not to be in compliance, including mandatory reliability standards and interaction in the wholesale markets.compliance. New laws or regulations, the revision or reinterpretation of existing laws or regulations, the imposition of new tariffs or changes to existing tariffs, changes in enforcement practices of regulators,regulators or penalties imposed for non-compliance with existing laws or regulations may result in substantial additional expense. Adverse developments in tax laws, credits or other incentives including changes in legislation, administrative interpretations or judicial determinations could result in material modifications to business models or otherwise negatively affect the Companies’ financial condition, results of operations, financial conditionoperations and/or cash flows. Recent legislative and regulatory changes that are impacting or could impact the Companies include legislation enacted in Virginia in April 2023, the IRA, the VCEA, the 2017 Tax Reform ActAct, the OBBBA and tariffs imposed on various components required for construction of the CVOW Commercial Project or imported solar panels by the U.S. government in 2018.2025 and 2018, respectively.

The Companies have been and may continue to be or become subject to legal proceedings and governmental investigations and examinations. The Companies may from time to time be subject to various legal proceedings and governmental investigations and examinations. For example, Dominion Energy, following the SCANA Combination, was subject to numerous federal and state legal proceedings and governmental investigations relating to the decision of SCANA and DESC to abandon construction at the NND Project. Dominion Energy spent substantial amounts of time and money defending these lawsuits and proceedings and on related investigations. In addition, juries have demonstrated a willingness to grant large awards in certain cases, including personal injury claims. Accordingly, actual costs incurred may differ materially from insured or reserved amounts and may not be recoverable, in whole or in part, by insurance or in rates from customers. The outcome of these or future legal proceedings, investigations and examinations, including settlements, may adversely affect the Companies’ financial condition orcondition, results of operation.operation and/or cash flows.

The construction of the CVOW Commercial Project involves significant risks. The CVOW Commercial Project is a large-scale, complex project that will take several years to complete.project. Significant delays or cost increases, or an inability to recover certain project costs, could have an adverse effect on the Companies’ financial condition, cash flows and results of operations. If the Companies are unable to complete the construction of the CVOW Commercial Project or decide in the future to delay or cancel the project, the Companies may not be able to recover all or a portion of their investment in the project and may incur substantial cancellation payments under existing contracts or other substantial costs associated with any such delay or cancellation. The Companies’ ability to complete the CVOW Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates is subject to various risks and uncertainties, certain of which are beyond the Companies’ control.

The construction of the CVOW Commercial Project is dependent on the Companies’ ability to maintain various local, state and federal permits, rights of way and other regulatory approvals and authorizations, including Virginia Commission approval for rider recovery of project costs. In addition, determination of costs allocated by PJM to the project for network upgrades remains subject to change, even after the CVOW Commercial Project is placed in service, as such amounts are driven by the ultimate costs of development of the transmission lines and related facilities that PJM determines is necessary to support various generation facilities within PJM, including the CVOW Commercial Project. The final determination of such costs is outside the control of the CVOW Commercial Project and may be impacted by events affecting the developers of such transmission lines, including any increases in costs for permitting, inflation, tariffs, supply chain constraints or other factors affecting the ultimate costs to complete such facilities. Also, the CVOW Commercial Project may become the subject of litigation or other forms of intervention by third parties, including stakeholders or advocacy groups, that may seek to challenge permits or other regulatory approvals received, including for routing of onshore electric transmission, which could delay or increase the cost of the project. For example, the estimated total project cost and expected placed in service date for the CVOW Commercial Project were negatively impacted by projected installation timeline changes arising from the temporary suspension of work from the BOEM Director’s Order issued in December 2025 until a preliminary injunction was granted by the U.S District Court for the Eastern District of Virginia in January 2026, which allowed work to resume. Any additional suspension of work orders could result in further changes to the estimated total project cost and/or the timeframe turbines are expected to be placed in service.

The construction of the CVOW Commercial Project is also dependent on the ability of certain key suppliers and contractors to timely satisfy their obligations under contracts entered into or expected to be entered into. Given the unique equipment and expertise required for this project, the Companies may not be able to remedy in a timely and cost-effective manner, if at all, any failure by one or more of these suppliers or contractors to timely satisfy their contractual obligations. Certain of the fixed price contracts for major offshore construction and equipment components are denominated in Euros and Danish kroner. In May 2022, Virginia Power entered into forward purchase agreements with a notional amount of approximately €3.2 billion. Accordingly, to the extent the instruments do not effectively hedge the Companies’ exposure to these currencies, including by default of the counterparty, adverse fluctuations in the applicable exchange rates would likely adversely affect the cost of the CVOW Commercial Project. Similarly, adverse fluctuations in the price of fuel used for transportation and installation, would likely adversely affect the overall costs to construct the project. In addition, the cost of the CVOW Commercial Project could be adversely affected by the impact of applicable tariffs, ifincluding any.any potential impact of Section 232 investigations.

The Companies’ ability to recover unforeseen cost increases associated with construction of the CVOW Commercial Project is potentially limited which could negatively impact the Companies’ future financial condition, results of operations and/or cash flows. In accordance with the Virginia Commission’s December 2022 order, the Companies are subject to a cost sharing mechanism in which Virginia Power will be eligible to recover 50% of such incremental costs which fall between $10.3 billion and $11.3 billion with no recovery of such incremental costs which fall between $11.3 billion and $13.7 billion. There is no cost sharing mechanism for any total construction costs in excess of $13.7 billion, the recovery of which would be determined in a future Virginia Commission preceding.proceeding. In addition, the order includes enhanced performance reporting provisions for the operation of the CVOW Commercial Project. To the extent the net annual net capacity factor is below 42%, as determined on a three-year rolling average, Virginia Power is required to provide detailed explanation of the factors contributing to any shortfall to the Virginia Commission which could determine in a future proceeding a remedy for incremental costs incurred associated with any deemed unreasonable or imprudent actions of Virginia Power. Any such action by the Virginia Commission could adversely impact the Companies’ future financial condition, results of operations and/or cash flows.

The construction of the CVOW Commercial Project involves the use of evolving turbine technology and takes place in a marine environment, which presents unique challenges and requires the use of a specialized workforce and specialized equipment. In addition, the timely installation of the turbines is dependent on the completion andcontinued availability of a Jones Act compliant vessel currently under construction.a 20-month lease agreement which commenced in September 2025 between Virginia Power and an affiliated entity.

The Companies’ infrastructure build and expansion plans often require regulatory approval, including environmental permits, before commencing construction and completing projects. The Companies may not complete the facility construction, conversion or other infrastructure projects that they commence, or they may complete projects on materially different terms, costs or timing than initially estimated or anticipated, and they may not be able to achieve the intended benefits of any such project, if completed. A number of large- and small-scale projects have been announced, including the CVOW Commercial Project, electric transmission lines, facility expansions or renewed licensing, conversions and other infrastructure developments or construction. Additional projects may be considered in the future, such as those necessary to meet the projected demand growth driven by data centers and artificial intelligence, including to address the concentration of data centers primarily in Loudoun County, Virginia. The Companies compete for projects with companies of varying size and financial capabilities, including some that may have competitive advantages. Commencing construction on announced and future projects may require approvals from applicable state and federal agencies, and such approvals could include mitigation costs which may be material to the Companies.costs. Projects may not be able to be completed on time or in accordance with estimated costs as a result of weather conditions, need for new land and right of ways, delays in obtaining or failure to obtain or maintain regulatory and other, including PJM, approvals, changes in laws or regulations,regulations or other regulatory or administrative action or inaction, the outcome of legal proceedings and judicial actions, delays in obtaining key materials, labor difficulties, difficulties with partners or potential partners, concerns raised during stakeholder engagement, a decline in the credit strength of counterparties or vendors, inflation, the impact of applicable tariffs or other factors beyond the Companies’ control. ForAs example,discussed above, the CVOW Commercial Project experienced a temporary suspension of work which impacted the expected project cost and timeline. In addition, Dominion Energy has been involved with other projects which have experienced certain delays in obtaining and maintaining permits necessary for construction along with construction delays due to judicial actions which impacted the cost and schedule such as the Atlantic Coast Pipeline Project and ultimately led to its cancellation in July 2020. Construction projects necessary to maintain reliability and meet increasing demand may include the construction of dispatchable natural gas generation facilities which may be subject to additional challenges raised by advocacy groups which could adversely impact the timely receipt and maintenance of regulatory approvals. Even if facility construction, expansion, electric transmission line, conversion and other infrastructure projects are completed, the total costs of the projects may be higher than anticipated and the performance of the business of the Companies following completion of the projects may not meet expectations. If these infrastructure projects are not completed, are delayed or are subject to unanticipated costs, certain costs may not be approved for recovery or otherwise be recoverable through regulatory mechanisms that may be available. Further, the Companies could become obligated to make delay or termination payments or become obligated for other damages under contracts, could experience the loss or reduction of tax credits or incentives, the inability to transfer related tax credits, or delayed or diminished returns, and could be required to write off all or a portion of their investments in such projects.

Start-up and operational issues can arise in connection with the commencement of commercial operations at the Companies’ facilities. Such issues may include failure to meet specific operating parameters, which may require adjustments to meet or amend these operating parameters. Additionally, the Companies may not be able to timely and effectively integrate the projects into their operations and such integration may result in unforeseen operating difficulties or unanticipated costs. Any delays in the timely completion of necessary PJM interconnection projects for new electric generation facilities under development by Virginia Power, including the CVOW Commercial Project, may result in project delays and/or capacity constraints if, and until, such projects are completed. In addition, any increase in network upgrade costs allocated to any such new Virginia Power generation project, or delay in the completion of such necessary upgrades could, respectively, increase the associated project development costs and/or delay the project’s ability to participate in PJM’s capacity market as a capacity resource. Further, regulators may disallow recovery of some of the costs of a project if they are deemed not to be prudently incurred. Any of these or other factors could adversely affect the Companies’ ability to realize the anticipated benefits from the facility construction, electric transmission line, expansion, conversion and other infrastructure projects.

The development, construction and commissioning of several large-scale infrastructure projects simultaneously involves significant execution risk. To achieve Dominion Energy’s commitment to net zero emissions by 2050 and comply with the requirements of the VCEA,VCEA and projected demand while maintaining reliability, the Companies are currently simultaneously developing or constructing several electric generation projects, including subsequent license renewal projects at Surrynuclear facilities in Virginia and NorthSouth Anna,Carolina, the CVOW Commercial Project, the Chesterfield Energy Reliability Center, several electric transmission projects and various solar projects. Several of the Companies’ key projects are increasingly large-scale, complex and being constructed in constrained geographic areas or in unfamiliar environments such as the marine environment for the CVOW Commercial Project. The advancement of the Companies’ venturesinfrastructure projects is also affected by the interventions, litigation or other activities of stakeholder and advocacy groups, some of which oppose natural gas-related and energy infrastructure projects. For example, certain stakeholder groups oppose solar farms due to the increasing quantities of land tracts required for these facilities. Similarly, certain stakeholder groups oppose new natural gas generation facilities, such as the proposed Chesterfield Energy Reliability Center. Given that these projects provide the foundation for the Companies’ strategic growth plan and are necessary to meet projected growth,demand, if the Companies are unable to obtain or maintain the required regulatory and other, including PJM, approvals, develop the necessary technical expertise, allocate and coordinate sufficient resources, adhere to budgets and timelines, effectively handle public outreach efforts, including its commitment to fair treatment, community involvement and effective communication, or otherwise fail to successfully execute the projects, there could be an adverse impact to the Companies’ financial position, results of operations and cash flows. Failure to comply with regulatory approval conditions or an adverse ruling in any future litigation could adversely affect the Companies’ ability to execute their business plan.

The Companies are dependent on their contractors for the successful and timely completion of large-scale infrastructure projects. The construction of such projects is expected to take several years, is typically confined within a limited geographic area or difficult environments and could be subject to delays, supply chain disruption, availability of critical components, cost overruns, inflation, labor disputes or shortages and other factors that could cause the total cost of the project to exceed the anticipated amountamount. andAny of these events could adversely affect the Companies’ financial performancecondition, results of operations and/or impaircash the Companies’ ability to execute the business plan for the project as scheduled.flows.

The Companies’ financial performance and condition can be affected by changes in the weather, including the effects of global climate change. Fluctuations in weather can affect demand for the Companies’ services. For example, milder than normal weather can reduce demand for electricity and gas distribution services. In addition, severe weather or acts of nature, including hurricanes, winter storms, wildfires, earthquakes, floods and other natural disasters can stress systems, disrupt operation of the Companies’ facilities and cause service outages, production delays and property damage that require incurring additional expenses. Changes in weather conditions can result in reduced water levels or changes in water temperatures that could adversely affect operations at some of the Companies’ power stations. In addition, sustained changes in weather patterns could result in decreased output at the Companies’ renewable generation facilities. Furthermore, the Companies’ operations could be adversely affected and their physical plant placed at greater risk of damage should changes in global climate produce, among other possible conditions, unusual variations in temperature and weather patterns, resulting in more intense, frequent and extreme weather events, abnormal levels of precipitation and, for operations located on or near coastlines, a change in sea level or sea temperatures. Due to the location of the Companies’ electric utility service territories and a number of its other facilities in the eastern portions of the states of South Carolina, North Carolina and Virginia which are frequently in the path of hurricanes, the Companies experience the consequences of these weather events to a greater degree than many industry peers.

Hostile cyber intrusions could severely impair the Companies’ operations, lead to the disclosure of confidential information, damage the reputation of the Companies and otherwise have an adverse effect on the Companies’ business. The Companies own assets deemed as critical infrastructure, the operation of which is dependent on information technology systems. Further, the computer systems that run the Companies’ facilities are not completely isolated from external networks. In addition, the Companies’ operations utilize third-party vendors, which may also be subject to cyber security intrusions. There appears to be an increasing level of activity, sophistication and maturity of threat actors, in particular nation state actors, that wish to disrupt the U.S. bulk power system and the U.S. gas transmission or distribution system. Such parties could view the Companies’ computer systems, software or networks as attractive targets for cyber attack. For example, malware has been designed to target software that runs the nation’s critical infrastructure such as power transmission grids and gas pipelines. In addition, the techniques used in cyber attacks evolve rapidly, including from emergingEmerging technologies, such as advanced forms of automation and artificial intelligence.intelligence, which are subject to limited government oversight and regulations and evolve rapidly, may result in an increase in the frequency and sophistication of cyber attacks. The Companies’ businesses also require that they and their vendors collect and maintain sensitive customer data, as well as confidential employee and shareholder information, which is subject to electronic theft or loss.

A successful cyber attack through third-party or insider action on the systems that control the Companies’ electric generation, electric transmission, electric distribution or gas distribution assets could severely disrupt business operations, preventing the Companies from serving customers or collecting revenues. The breach of certain business systems could affect the Companies’ ability to correctly record, process and report financial information. A major cyber incident could result in significant expenses to investigate and repair security breaches or system damage and could lead to litigation, fines, other remedial action, heightened regulatory scrutiny and damage to the Companies’ reputation. In addition, the misappropriation, corruption or loss of personally identifiable information and other confidential data at the Companies or one of their vendors could lead to significant breach notification expenses and mitigation expenses such as credit monitoring. If a significant breach were to occur, the reputation of the Companies also could be adversely affected. While the Companies maintain property and casualty insurance, along with other contractual provisions, that may cover certain damage caused by potential cyber incidents, all damage and claims arising from such incidents may not be covered or may exceed the amount of any insurance available. For these reasons, a significant cyber incident could materially and adversely affect the Companies’ business, financial condition andcondition, results of operations.operations and/or cash flows.

Increased energy demand or significant accelerated growth in demand due to new data centers, expanded use of artificial intelligence, widespread adoption of electric vehicles or other customer changes could require enhancements to the Companies’ infrastructure. As discussed above, the ability of the Companies to construct new facilities is dependent upon factors outside of their control, including obtaining and maintaining regulatory approvals,approvals and environmental and other permits. Any delays in, or inability to complete, construction or integration of new facilities or expand and/or renew existing facilities could have an adverse effect on the Companies’ financial results. In addition, purchased power from PJM or others may be from generation sources which emit more emissions than the Companies’ facilities, which could negatively impact Dominion Energy’s ability to meet its commitment to net zero emissions. Alternatively, reduced energy demand or significantly slowed growth in demand due to customer adoption of energy efficient technology, conservation, distributed generation, regional economic conditions,conditions or the impact of additional compliance obligations, unless substantially offset through regulatory cost allocations, could adversely impact the value of the Companies’ business activities.

The Companies’ operations are subject to operational hazards, equipment failures, supply chain disruptions and personnel issues which could negatively affect the Companies. Operation of the Companies’ facilities involves risk, including the risk of potential breakdown or failure of equipment or processes due to aging infrastructure, fuel supply, pipeline integrity or transportation disruptions, accidents, labor disputes or work stoppages by employees, acts of terrorism or sabotage, construction delays or cost overruns, shortages of or delays in obtaining equipment, material and labor, operational restrictions resulting from environmental limitations and governmental policies or interventions, changes to the environment and performance below expected levels. The Companies’ businesses are dependent upon sophisticated information technology systems and network infrastructure, some of which are provided by third-party vendors under service contracts, the failure of which could prevent them from accomplishing critical business functions. Because the Companies’ transmission facilities, pipelines and other facilities are interconnected with those of third parties, the operation of their facilities and pipelines could be adversely affected by unexpected or uncontrollable events occurring on the systems of such third parties.

The Companies conduct certain operations through partnership arrangements involving third-party investors which may limit the Companies’ operational flexibility or result in an adverse impact on its financial results. Certain of the Companies’ operations, including the CVOW Commercial Project,Project and Valley Link, are conducted through entities subject to partnership arrangements under which Dominion Energy or Virginia Power has significant influence but does not control the operations of such entities or in which Dominion Energy or Virginia Power’s control over such entities may be subject to certain rights of third-party investors. Accordingly, while Dominion Energy or Virginia Power may have a certain level of control or influence over these entities, it may not have unilateral, or any, control over the day-to-day operations of these entities or over decisions that may have a material financial impact on the partnership participants, including the Companies. In each case such partnership arrangements operate in accordance with their respective governance documents, and the Companies are dependent upon third parties satisfying their respective obligations, including, as applicable, funding of their required share of capital expenditures. Such third-party investors have their own interests and objectives which may differ from those of the Companies and, accordingly, disputes may arise amongst the owners of such partnership arrangements that may result in delays, litigation or operational impasses.

The Companies may be materially adversely affected by negative publicity or the inability of Dominion Energy to meet its stated commitments. From time to time, political and public sentiment may result in a significant amount of adverse press coverage and other adverse public statements affecting the Companies. Public sentiment may be affected by certain events outside of the Companies’ control, such as outages caused by severe weather events or increases in approved rates to recover higher than anticipated market rates for fuel used in electric generation. Any failure by Dominion Energy to realize its commitments to achieve net zero carbon and methane emissions by 2050, enhance the customer experience or other long-term goals could lead to adverse press coverage and other adverse public statements affecting the Companies. The ability to comply with some or all of Dominion Energy’s voluntary commitments may be outside of its control. For example, the ability to reduce emissions while meeting the Companies’ increasing demand growth is expected to be dependent on the technological and economic feasibility of large-scale battery storage, carbon capture and storage, small modular reactors, hydrogen and/or other clean energy technologies. Dominion Energy is also dependent on the actions of third parties to meet the expandedits commitment regarding Scope 2 emissions and Scope 3 emissions. If downstream customers or upstream suppliers do not sufficiently reduce their GHG emissions, Dominion Energy may not achieve its net zero emissions goal.commitment. In addition, while the Atlantic Coast Pipeline Project was cancelled in July 2020 and the legal proceedings and governmental investigations relating to the abandonment of the NND Project have been resolved, there is a risk that lingering negative publicity may continue. Adverse press coverage and other adverse statements, whether or not driven by political or public sentiment, may also result in investigations by regulators, legislators and law enforcement officials or in legal claims as well as adverse outcomes.

Addressing any adverse publicity, governmental scrutiny or enforcement or other legal proceedings is time consuming and expensive and, regardless of the factual basis for the assertions being made, can have a negative impact on the reputation of the Companies, on the morale and performance of their employees and on their relationships with their respective regulators, customers and commercial counterparties. It may also have a negative impact on the Companies’ ability to take timely advantage of various business and market opportunities. The direct and indirect effects of negative publicity, and the demands of responding to and addressing it, may have a materialan adverse effect on the Companies’ business, financial condition andcondition, results of operations.operations and/or cash flows.

Instability in financial markets as a result of terrorism, war, intentional acts, pandemic, credit crises, recession or other factors could result in a significant decline in the U.S. economy and/or increase the cost or limit the availability of insurance or adversely impact the Companies’ ability to access capital on acceptable terms.terms, or at all.

Failure to attract and retain key executive officers and an appropriately qualified workforce could have an adverse effect on the Companies’ operations. The Companies’ business strategy is dependent on their ability to recruit, retain and motivate employees. The Companies’ key executive officers areinclude the CEO, CFO, COOCFO and presidents and those responsible for financial, operational, legal, regulatory, accounting, tax, information technology and cybersecurity functions. Competition for skilled management employees in these areas of the Companies’ business operations is high. Certain events, such as an aging workforce, mismatch of skill set, or unavailability of contract resources may lead to operating challenges and increased costs. The challenges include lack of resources, loss of knowledge base and the length of time required for skill development. In this case, costs, including costs for contractors to replace employees, productivity costs and safety costs, may rise. Failure to hire and adequately train replacement employees, including the transfer of significant internal historical knowledge and expertise to new employees, or future availability and cost of contract labor may adversely affect the ability to manage and operate the Companies’ business. In addition, certain specialized knowledge is required of the Companies’ technical employees for construction and operation of transmission, generation and distribution assets. The Companies’An inability to attract and retain these employees could adversely affect theirthe Companies’ business and future operating results.

The Companies’ nuclear facilities are also subject to complex government regulation which could negatively impact their financial condition, results of operations.operations and/or cash flows. The NRC has broad authority under federal law to impose licensing and safety-related requirements for the operation of nuclear generating facilities. In the event of noncompliance, the NRC has the authority to impose fines, set license conditions, shut down a nuclear unit, or take some combination of these actions, depending on its assessment of the severity of the situation, until compliance is achieved. Revised safety requirements promulgated by the NRC could require the Companies to make substantial expenditures at their nuclear plants. In addition, although the Companies have no reason to anticipate a serious nuclear incident at their plants, if an incident did occur, it could materially and adversely affect their results of operations and/or financial condition. A major incident at a nuclear facility anywhere in the world, such as the nuclear events in Japan in 2011, could cause the NRC to adopt increased safety regulations or otherwise limit or restrict the operation or licensing of domestic nuclear units.

Changing rating agency requirements could negatively affect the Companies’ growth and business strategy. In order to maintain appropriate credit ratings to obtain needed credit at a reasonable cost in light of existing or future rating agency requirements, the Companies may find it necessary to take steps or change their business plans in ways that may adversely affect their growth and earnings. A reduction in the Companies’ credit ratingsratings, including due to a change in rating methodologies, could result in an increase in borrowing costs, loss of access to certain markets, or both, thus adversely affecting operating results and could require the Companies to post additional collateral in connection with some of its price risk management activities.

An inability to access financial markets and, in the case of Dominion Energy, obtain cash from subsidiaries could adversely affect the execution of the Companies’ business plans. The Companies rely on access to short-term money markets and longer-term capital markets as significant sources of funding and liquidity for business plans with increasing capital expenditure needs, normal working capital and collateral requirements related to hedges of future sales and purchases of energy-related commodities. Deterioration in the Companies’ creditworthiness, as evaluated by credit rating agencies or otherwise, or declines in market reputation either for the Companies or their industry in general, or general financial market disruptions outside of the Companies’ control could increase their cost of borrowing or restrict their ability to access one or more financial markets. Market disruptions could stem from general market disruption due to general credit market or political events, the reform or replacement of benchmark rates, the failure of financial institutions on which the Companies rely or the bankruptcy of an unrelated company. Increased costs and restrictions on the Companies’ ability to access financial marketsmarkets, including as a result of compliance with certain provisions of the OBBBA, may be severe enough to affect their ability to execute their business plans as scheduled.

If the decommissioning trust funds and benefit plan assets are negatively impacted by market fluctuations or other factors, the Companies’ financial condition, results of operations, financial conditionoperations and/or cash flows could be negatively affected.

The use of derivative instruments could result in financial losses and liquidity constraints. The Companies use derivative instruments, including futures, swaps, forwards, options and FTRs, to manage commodity, interest rate and/or foreign currency exchange rate risks. The failure of a counterparty to over-the-counter derivative instruments to perform may prevent the Companies from being able to mitigate such risks. In addition, derivative instruments may require posting cash for margin requirements.

The Dodd-Frank Act was enacted into law in July 2010 in an effort to improve regulation of financial markets. The CEA, as amended by Title VII of the Dodd-Frank Act,CEA requires certain over-the-counter derivatives, or swaps, to be cleared through a derivatives clearing organization and, if the swap is subject to a clearing requirement, to be executed on a designated contract market or swap execution facility. Non-financial entities that use swaps to hedge or mitigate commercial risk, often referred to as end users, may elect the end-user exception to the CEA’s clearing requirements. The Companies have elected to exempt their swaps from the CEA’s clearing requirements. If, as a result of changes to the rulemaking process, the Companies’ derivative activities are not exempted from the clearing, exchange trading or margin requirements, the Companies could be subject to higher costs due to decreased market liquidity or increased margin payments. In addition, the Companies’ swap dealer counterparties may attempt to pass-through additional trading costs in connection with changes to or the elimination of rulemaking that implements Title VII of the Dodd-Frank Act.

Future impairments of goodwill or other intangible assets or long-lived assets may have a material adverse effect on the Companies’ results of operations. Goodwill is evaluated for impairment annually or more frequently if an event or circumstance occurs that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Other intangible assets and long-lived assets are evaluated for impairment on an annual basis or more frequently whenever events or circumstances indicate that an asset’s carrying value may not be recoverable. If Dominion Energy’s goodwill or the Companies’ other intangible assets or long-lived assets are in the future determined to be impaired, the applicable registrant would be required during the period in which the impairment is determined to record a noncash charge to earnings that may have a material adverse effect on the registrant’sits results of operations. For example, in the fourth quarter of 2022, Dominion Energy determined that its nonregulated solar generation assets within Contracted Energy were impaired, resulting in a $685 million after-tax charge.impaired. In addition, Dominion Energy recorded an aggregate $309 million after-tax charge in the fourth quarter of 2023 and first quarter of 2024 for the impairment of certain goodwill associated with the Questar Gas Transaction.

Exposure to counterparty performance may adversely affect the Companies’ financial results of operations. The Companies are exposed to credit risks of their counterparties and the risk that one or more counterparties may fail or delay the performance of their contractual obligations, including but not limited to payment for services. Some of Dominion Energy’s operations are conducted through partnership arrangements, as noted above. Counterparties could fail or delay the performance of their contractual obligations for a number of reasons, including the effect of regulations on their operations. Defaults or failure to perform by customers, suppliers, contractors, joint venture partners, financial institutions or other third parties may adversely affect the Companies’ financial results.condition, results of operations and/or cash flows.

This report contains statements concerning the Companies’ expectations, plans, objectives, future financial performance and other statements that are not historical facts. These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. In most cases, the reader can identify these forward-looking statements by such words as “path,path”, “anticipate,anticipate”, “estimate,believe”, “forecast,forecast”, “expect,could”, “believe,estimate”, “should,expect”, “could,intend”, “plan,may”, “may,plan”, “continue,outlook”, “predict”, “project”, “should”, “strategy”, “continue”, “target”, “will”, “potential” or other similar words.

Risks associated with entities in which the Companies share ownership with third parties, such as Stonepeak’s noncontrolling interest in the CVOW Commercial Project, including risks that result from lack of sole decision-making authority, disputes that may arise between the Companies and third partythird-party participants and difficulties in exiting these arrangements;

Domestic terrorism and other threats to the Companies’ physical and intangible assets, as well as cybersecurity threats toor cybersecurityincidents;

Additionally, other risks that couldmay cause actual results to differ materially from predicted results are set forth in Part I. Item 1A. Risk Factors.

In the fourth quarter of 2024, theDominion CompaniesEnergy recorded a net $103 million ($77 million after-tax) charge for Virginia Power’s share of costs not expected to be recovered from customers on the CVOW Commercial Project as a result of a revised total project cost estimate of approximately $10.7 billion, excluding financing costs, that reflectsincluded a revised estimate of network upgrade costs assigned by PJM to the CVOW Commercial Project and cost sharing mechanism included in the Virginia Commission’s December 2022 order. The expected total project cost reflects increases driven primarily by projections for onshore electrical interconnection costs and network upgrade costs assigned to the project by PJM, specifically incorporating consideration of PJM’s December 2024 publication of potential transmission network upgrades required for certain generation projects and related cost allocations, including those attributable to the CVOW Commercial Project. Relative to Virginia Power’s November 2024 Rider OSW filing, the updated estimated total project cost reflects an approximately $0.6 billion increase for such onshore and network upgrade costs and an approximately $0.3 billion increase for increased contingency for remaining construction activities, completion of the removal of unexploded ordnance, undersea cable protection system design enhancements, commodity prices for transportation fuel, updates for sea fastener fabrication and installation and other construction and equipment supplier costs.

The estimated total project cost reflects theDominion Companies’Energy’s best estimate of the remaining construction costs, including contingency of approximately 5%7% on such remaining amounts. Such estimate could potentially change for items, certain of which are beyond theDominion Companies’Energy’s control, including but not limited to actual network upgrade costs allocated by PJM, fuel for transportation and installation, the impact of applicable tariffs,tariffs ifincluding any,any potential impact of Section 232 investigations and litigation ruled on by the U.S. Supreme Court on February 20, 2026, costs to maintain necessary permits, approvals and authorizations, any additional suspension of work orders, ability of key suppliers and contractors to timely satisfy their obligations under existing contracts, marine wildlife and/or any severe weather events. Any additional increase in such costs in excess of the contingency included in the estimated total project cost would be subject to the cost sharing mechanisms described above and could have a material impact on theDominion Companies’Energy’s future financial condition, results of operations and/or cash flows. See Note 10 to the Consolidated Financial Statements for additional information.

If recovery of a regulatory asset is determined to be less than probable, it will be written off in the period such assessment is made. A regulatory liability, if considered probable, will be recorded in the period such assessment is made or reversed into earnings if no longer probable. In connection with the future 20252027 Biennial Review, theDominion CompaniesEnergy concluded that it was not probable that Virginia Power would have earnings in excess of an expected authorized ROE of 9.70%9.80% for the period January 1, 20232025 through December 31, 2024.2026. As a result, no regulatory liability for Virginia Power ratepayer credits to customers has been recorded at December 31, 2024.2025. See Note 13 to the Consolidated Financial Statements for additional information.

Dominion Energy’s AROs include a significant balance related to the future decommissioning of its nonregulated and utility nuclear facilities. At both December 31, 20242025 and 2023,2024, Dominion Energy’s nuclear decommissioning AROs totaled $2.6 billion and $1.9 billion, respectively.billion. The following discusses critical assumptions inherent in determining the fair value of AROs associated with Dominion Energy’s nuclear decommissioning obligations.

At December 31, 2025 and 2024, Dominion Energy’s AROs also include $889 million and $828 millionmillion, respectively, for future CCR remediation at retired generating stations and other inactive or previously closed surface impoundments, landfills or other areas in connection with the EPA’s May 2024 rule as described in Note 14. Dominion Energy developed cost estimates related to this CCR remediation, which were based on the estimated quantity of CCRs that would be discovered, if any, at locations which are subject to the regulation. The determination of how much CCR, if any, that exists at an individual location is a critical assumption in the development of the Companies’ AROs. The results of the searches of internally and externally available information regarding the existence and quantity of CCR at specific locations, as well as physical searches for CCR, may cause actual results to vary significantly from expectations.

Dominion Energy uses derivative contracts such as physical and financial forwards, futures, swaps, options and FTRs to manage commodity, interest rate and/or foreign currency exchange rate risks of its business operations. Derivative contracts, with certain exceptions, are reported in the Consolidated Balance Sheets at fair value. The majority of investments held in Dominion Energy’s nuclear decommissioning and rabbi trusts and pension and other postretirement funds are also subject to fair value accounting. See Notes 6 and 22 to the Consolidated Financial Statements for furtheradditional information on these fair value measurements.

Impairment testing for an individual or group of long-lived assets, including intangible assets with definite lives, is required when circumstances indicate those assets may be impaired. When a long-lived asset’s carrying amount exceeds the undiscounted estimated future cash flows associated with the asset, the asset is considered impaired to the extent that the asset’s fair value is less than its carrying amount. Performing an impairment test on long-lived assets involves judgment in areas such as identifying if circumstances indicate an impairment may exist, identifying and grouping affected assets in the case of long-lived assets and developing the undiscounted and discounted estimated future cash flows (used to estimate fair value in the absence of a market-based value) associated with the asset, including probability weighting such cash flows to reflect expectations about possible variations in their amounts or timing, expectations about the operations of the long-lived assets and the selection of an appropriate discount rate. When determining whether a long-lived asset or asset group has been impaired, management groups assets at the lowest level that has identifiable cash flows. Although cash flow estimates are based on relevant information available at the time the estimates are made, estimates of future cash flows are, by nature, highly uncertain and may vary significantly from actual results. For example, estimates of future cash flows would contemplate factors which may change over time, such as the expected use of the asset or underlying assets of equity method investees, including future production and sales levels, expected fluctuations of prices of commodities sold and consumed and expected proceeds from dispositions. In 2022, Dominion Energy determined that its nonregulated solar generation assets within Contracted Energy were impaired. The estimates of future cash flows and selection of a discount rate are considered to be critical assumptions. A 10% decrease in projected future pre-tax cash flows would have resulted in a $52 million increase to the impairment charge recorded. A 0.25% increase in the discount rate would have resulted in a $9 million increase to the impairment charge recorded. See Note 10 to the Consolidated Financial Statements for further information concerning the impairment related to certain of Dominion Energy’s nonregulated solar generation assets. There were no tests performed in 2025, 2024 or 2023 of long-lived assets which could have resulted in material impairments.

Forward-looking return expectations derived from the yield on long-term bonds and the expected long-term returns of major capital market assumptions; and Investment allocation of plan assets. In December 2024, Dominion Energy revised itsThe long-term strategic target asset allocation for itsDominion Energy’s pension funds tois 30% public equity (inclusive of both U.S. equity and non-U.S. equity), 27% fixed income and 43% other alternative investments,investments suchwhich asincludes private equity, typically through limited partnerships, and credit and absolute return strategies which include investments in debt funds, including public and private debtdebt, and hedge fund investments. Through December 2024, Dominion Energy’s long-term strategic target asset allocation was 26% U.S. equity, 19% non-U.S. equity, 32% fixed income, 3% real assets and 20% other alternative investments.funds.

Dominion Energy develops its critical assumptions, which are then compared to the forecasts of an independent investment advisor or an independent actuary, as applicable, to ensure reasonableness. An internal committee selects the final assumptions. Dominion Energy calculated its pension cost using an expected long-term rate of return on plan assets assumption of 7.35% for 2025 and that ranged from 7.00% to 8.35% for eachboth of 2024, 20232024 and 2022.2023. For 2025,2026, the expected long-term rate of return for the pension cost assumption is 7.35% for Dominion Energy’s plans held as ofat December 31, 2024.2025. Dominion Energy calculated its other postretirement benefit cost using an expected long-term rate of return on plan assets assumption of 7.35% for 2025 and 8.35% for eachboth of 2024, 20232024 and 2022.2023. For 2025,2026, the expected long-term rate of return for other postretirement benefit cost assumption is 7.35%.

Dominion Energy establishes the healthcare cost trend rate assumption based on analyses of various factors including the specific provisions of its medical plans, actual cost trends experienced and projected and demographics of plan participants. Dominion Energy’s healthcare cost trend rate assumption as ofat December 31, 20242025 was 7.00% and is expected to gradually decrease to 5.00% by 2032 and continue at that rate for years thereafter.

The Companies’ businesses are influenced by many factors that are difficult to predict, involve risks and uncertainties that may materially affect actual results and are often beyond the Companies’their control. A number of these riskrisks factorsand uncertainties have been identified in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025, which should be taken into consideration when reviewing the information contained in this report. ThereOther than the risk factors discussed below, there have been no material changes with regard to the risk factors previously disclosed in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. For other factors that may cause actual results to differ materially from those indicated in any forward-looking statement or projection contained in this report, see Forward-Looking Statements in MD&A in this report.

Changes in operating, maintenance andor construction costs;

Impacts of acquisitions, divestitures, transfers of assets to joint ventures andor retirements of assets based on asset portfolio reviews;

Additionally, other risks that may cause actual results to differ materially from predicted results are set forth in Part I. Item 1A. Risk Factors in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025.2025 and Part II Item 1A. Risk Factors in this report.

At MarchJune 31,30, 2026, there have been no significant changes with regard to the critical accounting policies and estimates disclosed in MD&A in the Companies’ Annual Report on Form 10-K for the year ended December 31, 2025. The policies disclosed included the accounting for regulated operations, AROs, income taxes, accounting for derivative contracts and financial instruments at fair value, use of estimates in goodwill impairment testing, use of estimates in long-lived asset impairment testing, and employee benefit plans.

Net income attributable to Dominion Energy decreased 7%,55%, primarily due to an increaseimpairment incharge interestassociated onwith long-termnonregulated debt,renewable natural gas facilities, increased unrealized losses on economic hedging activities and anhigher impairmentinterest chargeon associatedlong-term with certain nonregulated solar generation facilities.debt. These decreases were partially offset by a benefit related to the revision of AROs for Millstone Unit 1, an increase in net investment earnings on nuclear decommissioning trust funds, higher rider equity returns reflecting capital investments at Virginia Power,Power and the impacts of the 2025 Biennial Review at Virginia Power and a reduction in costs not expected to be recovered from customers on the CVOW Commercial Project.Power.

A $42$33 million net increase in sales to electric utility retail customers,customers primarilyassociated duewith toeconomic anand increaseother inusage heating degree days during the heating seasonfactors;

A $65$102 million net decrease associated with market prices affecting Millstone, including economic hedging impacts of net realized and unrealized losses on freestanding derivatives ($92$110 million); and A $57 million decrease associated with severe weather events affecting Virginia Power..

Purchased electric capacity increased $60$62 million, primarily due to returning to PJM’s capacity market in June 2025 ($23 million) and an increase inrelated to the 2026 annual PJM capacity prices.market ($20 million).

Other operations and maintenance increased 10%,11%, primarily due to renewable natural gas projects placed in service in late 2025 ($30$27 million), an increase in salaries, wages and benefits ($22$25 million) and an increase in certainoutside Virginia Power expenditures which are primarily recovered through state- and FERC-regulated rates and do not impact net incomeservices ($20 million), partially offset by a decrease in storm damage and restoration costs ($13$16 million).

InterestDepreciation and related chargesamortization increased 17%,6%, primarily due to anvarious increaseprojects inbeing netplaced issuancesinto of long-term debtservice ($96$46 million), partially offset by decreaseda interestdecrease expensein amortization associated with ridernon-fuel deferralsriders ($20$15 million), which is offset in operating revenue and does not impact net income.

Noncontrolling interests increaseddecreased $118$65 million, due to ana increasedecrease in earnings associated withfrom the CVOW Commercial Project, including athe decreaseshare inof increased charges for costs not expected to be recovered.recovered from customers.

Net income increased 28%,12%, primarily due to higher rider equity returns reflecting capital investments,investments and the impacts of the 2025 Biennial Review and a reduction in costs not expected to be recovered from customers on the CVOW Commercial Project.Review.

A $57$19 million decreaseincrease in sales to electric utility retail customers associated with severeeconomic weatherand events.other usage factors;

Purchased electric capacity increased $58$61 million, primarily due to returning to PJM’s capacity market in June 2025 ($36 million), an increase in annual capacity prices ($10$23 million) and an increase in expense duerelated to the deferral2026 ofannual non-fuelPJM ridercapacity costsmarket ($10$20 million), which is offset in operating revenue and does not impact net income..

Other operations and maintenance increased 11%, primarily due to an increase in salaries, wages and benefits and administrative costs ($45 million), an increase in certain expenditures which are primarily recovered through state- and FERC-regulated rates and do not impact net income ($20 million) and an increase in outside services primarily attributable to a service contract with a government entity which commenced in late 2025 ($12$14 million), partially offset by a decrease in storm damage and restoration costs ($13$11 million).

InterestDepreciation and related chargesamortization increased 7%,5%, primarily due to anvarious increaseprojects inbeing long-termplaced debtinto borrowingsservice ($29$32 million), partially offset by decreaseda interestdecrease expensein amortization associated with ridernon-fuel deferralsriders ($20$15 million), which is offset in operating revenue and does not impact net income.