DOMINION ENERGY, INC (D)

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MD&A discusses Dominion Energy’s results of operations, general financial condition and liquidity and Virginia Power’s results of operations. MD&A should be read in conjunction with the Companies’ Consolidated Financial Statements. Virginia Power meets the conditions to file under the reduced disclosure format, and therefore has omitted certain sections of MD&A.

Contents of MD&A

MD&A consists of the following information:

•
Forward-Looking Statements—Dominion Energy and Virginia Power

•
Accounting Matters—Dominion Energy

•
Results of Operations—Dominion Energy and Virginia Power

•
Segment Results of Operations—Dominion Energy

•
Outlook—Dominion Energy

•
Liquidity and Capital Resources—Dominion Energy

•
Future Issues and Other Matters—Dominion Energy

Forward-Looking Statements

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”, “anticipate”, “believe”, “forecast”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “outlook”, “predict”, “project”, “should”, “strategy”, “continue”, “target”, “will”, “potential” or other similar words.

The Companies make forward-looking statements with full knowledge that risks and uncertainties exist that may cause actual results to differ materially from predicted results. Factors that may cause actual results to differ are often presented with the forward-looking statements themselves. Additionally, other factors may cause actual results to differ materially from those indicated in any forward-looking statement. These factors include but are not limited to:

•
Risks and uncertainties that may impact the ability of the parties to complete the proposed NextEra Energy Merger at all, or within the terms and time frames initially anticipated, including the ability to obtain the requisite approvals of Dominion Energy and NextEra Energy’s shareholders, applicable regulatory approvals and any associated terms and conditions of such approvals and any other events or changes in circumstances that could give rise to the termination of the NextEra Energy Merger Agreement by either party;

•
The impacts of the proposed NextEra Energy Merger, including certain covenants in the NextEra Energy Merger Agreement, and any related uncertainties and disruptions on the Companies’ business, including on the Companies’ ability to hire and retain employees and/or on the Companies’ relationships with regulators and other governmental agencies, customers, suppliers, vendors and/or other third parties;

•
Unusual weather conditions and their effect on energy sales to customers and energy commodity prices;

•
Extreme weather events and other natural disasters, including, but not limited to, hurricanes, high winds, severe storms, earthquakes, flooding, wildfires, climate changes and changes in water temperatures and availability that can cause outages and property damage to facilities;

•
The impact of extraordinary external events, such as the pandemic health event resulting from COVID-19, and their collateral consequences, including extended disruption of economic activity in the Companies’ markets and global supply chains;

•
Federal, state and local legislative and regulatory developments;

•
Changes in or interpretations of federal and state tax laws and regulations, including those related to tax credits or other incentives;

•
Risks of operating businesses in regulated industries that are subject to changing regulatory structures;

•
Changes to regulated electric rates collected by the Companies and regulated gas distribution rates collected by Dominion Energy;

•
Changes in rules for RTOs and ISOs in which the Companies join and/or participate, including changes in rate designs, changes in FERC’s interpretation of market rules and new and evolving capacity models;

•
Risks associated with Virginia Power’s membership and participation in PJM, including risks related to obligations created by the default of other participants;

•
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-party participants and difficulties in exiting these arrangements;

•
Timing and receipt of regulatory approvals necessary for planned construction or growth projects and compliance with conditions associated with such regulatory approvals;

•
The inability to complete planned construction, conversion or growth projects at all, or with the outcomes or within the terms and time frames initially anticipated, including as a result of increased public involvement, intervention or litigation in such projects;

•
Risks and uncertainties that may impact the Companies’ ability to construct the CVOW Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates along with the ability to recover such costs from customers;

•
Risks and uncertainties associated with the timely receipt of future capital contributions, including optional capital

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contributions, if any, from Stonepeak associated with the construction of the CVOW Commercial Project;

•
Changes to federal, state and local environmental laws and regulations, including those related to climate change, the tightening of emission or discharge limits for GHGs and other substances, more extensive permitting requirements and the regulation of additional substances;

•
Cost of environmental strategy and compliance, including those costs related to climate change;

•
Changes in implementation and enforcement practices of regulators relating to environmental standards and litigation exposure for remedial activities;

•
Difficulty in anticipating mitigation requirements associated with environmental and other regulatory approvals or related appeals;

•
Unplanned outages at facilities in which the Companies have an ownership interest;

•
The impact of operational hazards, including adverse developments with respect to plant safety or integrity, equipment loss, malfunction or failure, operator error and other catastrophic events;

•
Risks associated with the operation of nuclear facilities, including costs associated with the disposal of spent nuclear fuel, decommissioning, plant maintenance and changes in existing regulations governing such facilities;

•
Changes in operating, maintenance or construction costs;

•
The availability of nuclear fuel, natural gas, purchased power or other materials utilized by the Companies to provide electric generation, transmission and distribution and/or gas distribution services to their customers;

•
Domestic terrorism and other threats to the Companies’ physical and intangible assets, as well as cybersecurity threats or incidents;

•
Additional competition in industries in which the Companies operate, including in electric markets in which Dominion Energy’s nonregulated generation facilities operate and potential competition from the development and deployment of alternative energy sources, such as self-generation and distributed generation technologies, and availability of market alternatives to large commercial and industrial customers;

•
Competition in the development, construction and ownership of certain electric transmission facilities in the Companies’ service territory in connection with Order 1000;

•
Changes in technology, particularly with respect to new, developing or alternative sources of generation and smart grid technologies;

•
Changes in demand for the Companies’ services, including industrial, commercial and residential growth or decline in the Companies’ service areas, failure to maintain or replace customer contracts on favorable terms, changes in customer growth or usage patterns, including as a result of energy conservation programs, the availability of energy efficient devices and the use of distributed generation methods;

•
Risks and uncertainties associated with increased energy demand or significant accelerated growth in demand due to new data centers, including the concentration of data centers primarily in Loudoun County, Virginia and the ability to obtain regulatory approvals, environmental and other permits to construct new facilities in a timely manner;

•
The technological and economic feasibility of large-scale battery storage, carbon capture and storage, small modular reactors, hydrogen and/or other clean energy technologies;

•
Receipt of approvals for, and timing of, closing dates for acquisitions and divestitures;

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

•
Adverse outcomes in litigation matters or regulatory proceedings;

•
Counterparty credit and performance risk;

•
Fluctuations in the value of investments held in nuclear decommissioning trusts by the Companies and in benefit plan trusts by Dominion Energy;

•
Fluctuations in energy-related commodity prices and the effect these could have on Dominion Energy’s earnings and the Companies’ liquidity position and the underlying value of their assets;

•
Fluctuations in interest rates;

•
Changes in rating agency requirements or credit ratings and their effect on availability and cost of capital;

•
Global capital market conditions, including the availability of credit and the ability to obtain financing on reasonable terms;

•
Political and economic conditions, including tariffs, inflation and deflation;

•
Employee workforce factors, including collective bargaining agreements and labor negotiations with union employees; and

•
Changes in financial or regulatory accounting principles or policies imposed by governing bodies.

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 and Part II Item 1A. Risk Factors in this report.

The Companies’ forward-looking statements are based on beliefs and assumptions using information available at the time the statements are made. The Companies caution the reader not to place undue reliance on their forward-looking statements because the assumptions, beliefs, expectations and projections about future events may, and often do, differ materially from actual results. The Companies undertake no obligation to update any forward-looking statement to reflect developments occurring after the statement is made.

Accounting Matters

At June 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

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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.

Results of Operations—Dominion Energy

Presented below is a summary of Dominion Energy’s consolidated results:

[Excerpt truncated for page length; source filing is linked above.]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

MD&A discusses Dominion Energy’s results of operations, general financial condition and liquidity and Virginia Power’s results of operations. MD&A should be read in conjunction with Item 1. Business and the Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data. Virginia Power meets the conditions to file under the reduced disclosure format, and therefore has omitted certain sections of MD&A.

Contents of MD&A

MD&A consists of the following information:

•
Forward-Looking Statements—Dominion Energy and Virginia Power

•
Accounting Matters—Dominion Energy

•
Results of Operations—Dominion Energy and Virginia Power

•
Segment Results of Operations—Dominion Energy

•
Outlook—Dominion Energy

•
Liquidity and Capital Resources—Dominion Energy

•
Future Issues and Other Matters—Dominion Energy

Forward-Looking Statements

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”, “anticipate”, “believe”, “forecast”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “outlook”, “predict”, “project”, “should”, “strategy”, “continue”, “target”, “will”, “potential” or other similar words.

The Companies make forward-looking statements with full knowledge that risks and uncertainties exist that may cause actual results to differ materially from predicted results. Factors that may cause actual results to differ are often presented with the forward-looking statements themselves. Additionally, other factors may cause actual results to differ materially from those indicated in any forward-looking statement. These factors include but are not limited to:

•
Unusual weather conditions and their effect on energy sales to customers and energy commodity prices;

•
Extreme weather events and other natural disasters, including, but not limited to, hurricanes, high winds, severe storms, earthquakes, flooding, wildfires, climate changes and changes in water temperatures and availability that can cause outages and property damage to facilities;

•
The impact of extraordinary external events, such as the pandemic health event resulting from COVID-19, and their collateral consequences, including extended disruption of economic activity in the Companies’ markets and global supply chains;

•
Federal, state and local legislative and regulatory developments;

•
Changes in or interpretations of federal and state tax laws and regulations, including those related to tax credits or other incentives;

•
Risks of operating businesses in regulated industries that are subject to changing regulatory structures;

•
Changes to regulated electric rates collected by the Companies and regulated gas distribution rates collected by Dominion Energy;

•
Changes in rules for RTOs and ISOs in which the Companies join and/or participate, including changes in rate designs, changes in FERC’s interpretation of market rules and new and evolving capacity models;

•
Risks associated with Virginia Power’s membership and participation in PJM, including risks related to obligations created by the default of other participants;

•
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-party participants and difficulties in exiting these arrangements;

•
Timing and receipt of regulatory approvals necessary for planned construction or growth projects and compliance with conditions associated with such regulatory approvals;

•
The inability to complete planned construction, conversion or growth projects at all, or with the outcomes or within the terms and time frames initially anticipated, including as a result of increased public involvement, intervention or litigation in such projects;

•
Risks and uncertainties that may impact the Companies’ ability to construct the CVOW Commercial Project within the currently proposed timeline, or at all, and consistent with current cost estimates along with the ability to recover such costs from customers;

•
Risks and uncertainties associated with the timely receipt of future capital contributions, including optional capital contributions, if any, from Stonepeak associated with the construction of the CVOW Commercial Project;

•
Changes to federal, state and local environmental laws and regulations, including those related to climate change, the tightening of emission or discharge limits for GHGs and other substances, more extensive permitting requirements and the regulation of additional substances;

•
Cost of environmental strategy and compliance, including those costs related to climate change;

•
Changes in implementation and enforcement practices of regulators relating to environmental standards and litigation exposure for remedial activities;

•
Difficulty in anticipating mitigation requirements associated with environmental and other regulatory approvals or related appeals;

•
Unplanned outages at facilities in which the Companies have an ownership interest;

•
The impact of operational hazards, including adverse developments with respect to plant safety or integrity,

43

Management’s Discussion and Analysis of Financial Condition and Results of Operations, Continued

equipment loss, malfunction or failure, operator error and other catastrophic events;

•
Risks associated with the operation of nuclear facilities, including costs associated with the disposal of spent nuclear fuel, decommissioning, plant maintenance and changes in existing regulations governing such facilities;

•
Changes in operating, maintenance and construction costs;

•
The availability of nuclear fuel, natural gas, purchased power or other materials utilized by the Companies to provide electric generation, transmission and distribution and/or gas distribution services to their customers;

•
Domestic terrorism and other threats to the Companies’ physical and intangible assets, as well as cybersecurity threats or incidents;

•
Additional competition in industries in which the Companies operate, including in electric markets in which Dominion Energy’s nonregulated generation facilities operate and potential competition from the development and deployment of alternative energy sources, such as self-generation and distributed generation technologies, and availability of market alternatives to large commercial and industrial customers;

•
Competition in the development, construction and ownership of certain electric transmission facilities in the Companies’ service territory in connection with Order 1000;

•
Changes in technology, particularly with respect to new, developing or alternative sources of generation and smart grid technologies;

•
Changes in demand for the Companies’ services, including industrial, commercial and residential growth or decline in the Companies’ service areas, failure to maintain or replace customer contracts on favorable terms, changes in customer growth or usage patterns, including as a result of energy conservation programs, the availability of energy efficient devices and the use of distributed generation methods;

•
Risks and uncertainties associated with increased energy demand or significant accelerated growth in demand due to new data centers, including the concentration of data centers primarily in Loudoun County, Virginia and the ability to obtain regulatory approvals, environmental and other permits to construct new facilities in a timely manner;

•
The technological and economic feasibility of large-scale battery storage, carbon capture and storage, small modular reactors, hydrogen and/or other clean energy technologies;

•
Receipt of approvals for, and timing of, closing dates for acquisitions and divestitures;

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

•
Adverse outcomes in litigation matters or regulatory proceedings;

•
Counterparty credit and performance risk;

•
Fluctuations in the value of investments held in nuclear decommissioning trusts by the Companies and in benefit plan trusts by Dominion Energy;

•
Fluctuations in energy-related commodity prices and the effect these could have on Dominion Energy’s earnings and the Companies’ liquidity position and the underlying value of their assets;

•
Fluctuations in interest rates;

•
Changes in rating agency requirements or credit ratings and their effect on availability and cost of capital;

•
Global capital market conditions, including the availability of credit and the ability to obtain financing on reasonable terms;

•
Political and economic conditions, including tariffs, inflation and deflation;

•
Employee workforce factors including collective bargaining agreements and labor negotiations with union employees; and

•
Changes in financial or regulatory accounting principles or policies imposed by governing bodies.

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

The Companies’ forward-looking statements are based on beliefs and assumptions using information available at the time the statements are made. The Companies caution the reader not to place undue reliance on their forward-looking statements because the assumptions, beliefs, expectations and projections about future events may, and often do, differ materially from actual results. The Companies undertake no obligation to update any forward-looking statement to reflect developments occurring after the statement is made.

Accounting Matters

Critical Accounting Policies and Estimates

Dominion Energy has identified the following accounting policies, including certain inherent estimates, that as a result of the judgments, uncertainties, uniqueness and complexities of the underlying accounting standards and operations involved, could result in material changes to its financial condition or results of operations under different conditions or using different assumptions. Dominion Energy has discussed the development, selection and disclosure of each of these policies with the Audit Committee of its Board of Directors.

Accounting for Regulated Operations

The accounting for Dominion Energy’s regulated electric and gas operations differs from the accounting for nonregulated operations in that Dominion Energy is required to reflect the effect of rate regulation in its Consolidated Financial Statements. For regulated businesses subject to federal or state cost-of-service rate regulation, regulatory practices that assign costs to accounting periods may differ from accounting methods generally applied by nonregulated companies. When it is probable that regulators will permit the recovery of current costs through future rates charged to customers, these costs that otherwise would be expensed by nonregulated companies are deferred as regulatory assets. Likewise, regulatory liabilities are recognized when it is probable that regulators will require customer refunds or other benefits through future rates or when revenue is collected from customers for expenditures that have yet to be incurred. In addition, a loss is recognized if it becomes probable that capital expenditures will be disallowed for ratemaking purposes and if a reasonable estimate of the amount of the disallowance can be made.

In 2025, Dominion Energy recorded a net $258 million ($192 million after-tax) of charges for Virginia Po

[Excerpt truncated for page length; the complete text is on the linked full-MD&A page.]