NRG ENERGY, INC.

The proposal requests that the Company amend its governing documents to give shareholders holding a combined 10% of outstanding common stock (or alternatively the lowest percentage allowed under state law) the right to call a special shareholder meeting, including as an online meeting. The submission states there should be no ownership-duration requirement for shareholders invoking the right and argues the remedy is needed to prevent board complacency and strengthen stockholder engagement. The supporting statement cites prior votes at other companies where similar proposals received between 51% and 72% support and emphasizes that online meetings make special meetings less burdensome. If adopted, the change would create a formal shareholder-initiated mechanism to convene an extraordinary meeting on matters deemed urgent by a meaningful minority of holders.