03/02/2026 | Press release | Distributed by Public on 03/02/2026 08:15
| Item 8.01 |
Other Events. |
On February 24, 2026, Virginia Electric and Power Company (the Company) entered into an underwriting agreement (the Initial Underwriting Agreement) with BofA Securities, Inc., CIBC World Markets Corp., MUFG Securities Americas Inc., Santander US Capital Markets LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as Representatives for the underwriters named in the Initial Underwriting Agreement, for the sale of $1,250,000,000 aggregate principal amount of the Company's 2026 Series A 4.95% Senior Notes due 2036 (the Series A Senior Notes) and $850,000,000 aggregate principal amount of the Company's 2026 Series B 5.70% Senior Notes due 2056 (the Series B Senior Notes). On February 25, 2026, the Company entered into an additional underwriting agreement (the Additional Underwriting Agreement) with BofA Securities, Inc., CIBC World Markets Corp., MUFG Securities Americas Inc., Santander US Capital Markets LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, as Representatives for the underwriters named in the Additional Underwriting Agreement, for the sale of $50,000,000 aggregate principal amount of the Series A Senior Notes. The Series A Senior Notes and the Series B Senior Notes are Senior Debt Securities that were registered by the Company under Rule 415 under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3,which became effective on October 31, 2025 (File No. 333-291190).Copies of the Initial Underwriting Agreement, including exhibits thereto, and the Additional Underwriting Agreement, including exhibits thereto, are filed as Exhibit 1.1 and Exhibit 1.2, respectively, to this Form 8-K.
The Series A Senior Notes and the Series B Senior Notes will be issued under the Twenty-Fourth Supplemental Indenture and the Twenty-Fifth Supplemental Indenture, respectively, to the Company's September 1, 2017 Senior Indenture. The Twenty-Fourth Supplemental Indenture and the Twenty-Fifth Supplemental Indenture are filed as Exhibits 4.2 and 4.3, respectively, to this Form 8-K.