UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No.    )

Filed by the Registrant ☒    Filed by a Party other than the Registrant ☐

Check the appropriate box:

NextEra Energy, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

Notice of 2020

Annual Meeting and

Proxy Statement

NextEra Energy, Inc.

700 Universe Boulevard

Juno Beach, Florida 33408-0420

Notice of Annual Meeting of Shareholders

May 21, 2020

The 2020 Annual Meeting of Shareholders of NextEra Energy, Inc. (“NextEra Energy” or the “Company”) will be held on Thursday, May 21, 2020, at 8:00 a.m., Central time, at Hyatt Regency Hill Country, 9800 Hyatt Resort Drive, San Antonio, Texas to consider and act upon the following matters:

The proxy statement more fully describes these matters. NextEra Energy has not received notice of other matters that may properly be presented at the annual meeting.

The record date for shareholders entitled to notice of, and to vote at, the annual meeting and any adjournment(s) or postponement(s) of the annual meeting is March 23, 2020.

Admittance to the annual meeting will be limited to shareholders as of the record date or their duly-appointed proxies. For the safety of attendees, all boxes, handbags and briefcases are subject to inspection. Cameras (including cell phones with photographic capabilities), recording devices and other electronic devices are not permitted at the meeting.

NextEra Energy is pleased to deliver proxy materials electronically via the internet. Electronic delivery allows NextEra Energy to provide you with the information you need for the annual meeting, while reducing environmental impacts and costs.

Regardless of whether you expect to attend the annual meeting, please submit your proxy or voting instructions promptly so that your shares can be voted.

By order of the Board of Directors,

W. Scott Seeley

Vice President, Compliance & Corporate Secretary

Juno Beach, Florida

April 3, 2020

As part of our precautions regarding the coronavirus or COVID-19, we are planning for the possibility that the 2020 annual meeting may be held virtually over the internet. If we decide to hold a virtual annual meeting, we will announce the decision to do so in advance and details on how to participate will be issued by press release, posted on our website and filed with the SEC as additional proxy material.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR

THE ANNUAL MEETING TO BE HELD MAY 21, 2020

This proxy statement and the NextEra Energy 2019 annual report to shareholders are available at www.proxyvote.com.

Table of Contents

Proxy Statement Summary

This summary highlights information contained elsewhere in this proxy statement. This summary does not contain all of the information that you should consider. You should read the entire proxy statement carefully before voting. This proxy statement contains information related to the solicitation of proxies by the Board of Directors (the “Board”) of NextEra Energy, Inc., a Florida corporation (“NextEra Energy,” the “Company,” “we,” “us” or “our”), in connection with the 2020 annual meeting of NextEra Energy’s shareholders and at any adjournment(s) or postponement(s) of the meeting. On or about April 3, 2020, NextEra Energy began mailing this proxy statement and a Notice of Internet Availability of Proxy Materials to shareholders.

Meeting Information

Voting Matters and Board Recommendations

How to Vote

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Business and Governance Highlights

Business Highlights

NextEra Energy achieved Company-record adjusted earnings* of $4.062 billion, adjusted earnings per share* (“EPS”) of $8.37 and a 1-year total shareholder return (“TSR”) of 43%. NextEra Energy’s 2019 TSR outperformed the TSR of the S&P 500 Utilities Index of 26% and the TSR of the S&P 500 Index of 32% for 2019.

These significant accomplishments came as the Company continued to be a leader among the 10 largest U.S. utilities (based on market capitalization) in substantially all financial metrics. Among these largest 10 U.S. utilities, NextEra Energy ranked #1 for 2-, 3-, 5-, 7- and 10-year TSR and #1 for 3-, 5-, 7- and 10-year adjusted EPS growth. In 2019, NextEra Energy ranked #1 among U.S. and global utility companies, based on market capitalization.**

In 2020, NextEra Energy was named by Fortune Magazine as the World’s Most Admired Electric & Gas Utility for the 13^th time in the last 14 years. Also in 2020, NextEra Energy was named by the Ethisphere Institute as one of the World’s Most Ethical Companies for the 13^th time in the last 14 years.

The returns that NextEra Energy generated for its shareholders were attributable to outstanding 2019 performance by the Company’s two principal operating businesses, Florida Power & Light Company (“FPL”) and NextEra Energy Resources, LLC and its subsidiaries (“NextEra Energy Resources”). Highlights of this performance are described in more detail in the Compensation Discussion & Analysis beginning on page 37.

Ultimately, the Company’s financial and operational performance is reflected in the increased value of its common stock. As the table on page 39 illustrates, TSR over the three-year period from December 31, 2016 to December 31, 2019 was 119%, meaning that an investment of $100 in NextEra Energy common stock on December 31, 2016 was worth $219.15 on December 31, 2019.

The chart below compares the Company’s TSR for the 1-, 3-, 5- and 10-year periods ended December 31, 2019 to the TSRs of the S&P 500 Electric Utilities Index, the S&P 500 Utilities Index, the Philadelphia Exchange Utility Sector Index (“UTY”) and the S&P 500. NextEra Energy outperformed all of these indices over all of the periods shown. NextEra Energy’s outperformance over all of these periods in comparison to others in its industry, and over the 1-, 3-, 5- and 10-year periods in comparison to the S&P 500, was substantial.

NextEra Energy Total Shareholder Return Through 12-31-19 vs. Various Indices (1)

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Governance Highlights

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2019 Governance Highlights

The Company received a shareholder proposal at its 2019 annual meeting of shareholders (“2019 annual meeting”) requesting increased disclosure of political contributions and expenditures. That proposal received the support of approximately 48.7% of the votes cast. Following the 2019 annual meeting, the Company engaged in an extensive shareholder outreach program to better understand shareholder views on political expenditures and associated disclosures. During its outreach program, the Company ultimately engaged with 25 of its largest shareholders, representing more than 40% of the Company’s outstanding shares. In response to feedback gathered from its outreach efforts, as described in more detail below, the Company enhanced its Political Engagement Policy which governs the Company’s political contributions and expenditures. The Company also increased its disclosure of its political contributions and expenditures.

During the outreach process, shareholders expressed a primary concern of ensuring there was formalized Board oversight of the Company’s engagement in the political process. In response, the Company formalized board-level oversight of its political expenditures and disclosures and enhanced its Political Engagement Policy (available on its website¹) to give specific responsibility to the Board’s Governance and Nominating Committee, composed entirely of independent directors, to review at least annually the following political activities: contributions by The NextEra Energy, Inc. Political Action Committee (“Company PAC”); contributions by the Company to political candidates and committees; the Company’s contributions to all U.S. tax-exempt organizations that are primarily engaged in political activities; and the Company’s significant trade association memberships and dues. In addition, the Company now discloses on its website trade association dues in excess of $25,000 and the portion allocable to federal lobbying activities.

Shareholders also indicated that oversight should include a review of the Company’s memberships in trade associations to ensure that the trade associations’ public policy positions or participation in political processes are appropriately aligned with the Company’s corporate strategy. As a result, the enhanced Political Engagement Policy requires an annual review of significant trade association memberships by the Company’s Vice President, Government Affairs-Federal to ensure that the Company’s trade association participation aligns with its corporate strategy. Any policy positions of these organizations that may be in conflict with the Company’s strategy and objectives will be reviewed with the Company’s Chairman and Chief Executive Officer to ensure that participation in these organizations continues to provide an overall benefit to the Company.

Also in response to shareholder feedback, the Political Engagement Policy was amended to require the Company “to publicly disclose on its website, within 180 days after the end of each calendar year, its annual Significant Trade Association Dues, its expenditures for federal and state lobbying and contributions from the Company PAC, among other pertinent information.” As a result, the Company now discloses on its website² specific contributions by the Company PAC to federal candidates, federal committees, state candidates and state committees; Company lobbying reports submitted for state lobbying activities; federal lobbying disclosures; links to Federal Election Commission and Lobbying Disclosure Act reports; and links to over 30 state lobbying registration commissions. Although much of this information was previously publicly available, the Company website now aggregates this wide-ranging information, making it more easily accessible by shareholders.

The Company will continue its outreach during 2020 on this and other governance topics.

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Business of the Annual Meeting

The Board is currently composed of 14 members. One member of the Board, Hansel E. Tookes, II, has reached retirement age and the Board will be reduced to 13 members. Upon the recommendation of the Governance & Nominating Committee, the Board has nominated the 13 incumbent members listed below for election as directors at the 2020 annual meeting. Unless you specify otherwise, your proxy will be voted FOR the election of the listed nominees. If any nominee becomes unavailable for election, which is not currently anticipated, proxies instructing a vote for that nominee may be voted for a substitute nominee selected by the Board or, in lieu thereof, the Board may reduce the number of directors by the number of nominees unavailable for election.

The Board believes its current size is appropriate because it facilitates substantive discussions among Board members, provides for sufficient staffing of Board committees and allows for contributions by directors having a broad range of skills, expertise, industry knowledge and diversity of opinion. Directors serve until the next annual meeting of shareholders or until their respective successors are elected and qualified.

Board Refreshment and Diversity

Board Refreshment. The Board and the Governance & Nominating Committee engage in a continuous process of considering the mix of skills and experience needed by the Board as a whole to discharge its responsibilities. During the period from July 2012 to February 2015, five new members joined the Board, adding significantly to the skills, expertise and experience of the Board. In October 2018, the Board increased its size and the size of the Audit Committee by one member and appointed a new individual to the Board and the Audit Committee. In February 2020, the Board similarly increased its size and the size of the Finance & Investment Committee by one member and appointed a new individual to fill these vacancies.

The Company also has a director retirement policy. Generally, no person who has attained the age of 72 years by the date of election is eligible for election as a director. However, the Board may, by unanimous action (excluding the affected director), extend a director’s eligibility for one or two additional years, in which event the director will not be eligible for subsequent election as a director if he or she would have attained the age of 73 or 74 by or prior to the date of the election.

Diversity. Diversity is among the factors that the Governance & Nominating Committee considers when identifying and evaluating potential Board nominees. NextEra Energy, Inc.’s Corporate Governance Principles & Guidelines (the “Governance Guidelines”) provide that, in identifying nominees for director, the Company seeks to achieve a mix of directors representing a diversity of background and experience, including diversity with respect to age, gender, race, ethnicity and specialized experience. In the Board’s annual self-evaluation, it reviews the criteria for skills, experience and diversity reflected in the Board’s membership and also reviews the Board’s process for identification, consideration, recruitment and nomination of prospective Board members.

David L. Porges, who was appointed to the Board in February 2020, is a nominee for election to the Board this year who previously has not been elected by the Company’s shareholders. Mr. Porges was identified to the Governance & Nominating Committee as an individual that the Governance & Nominating Committee might wish to consider as a potential candidate for Board service. Mr. Porges was interviewed by each of the members of the Governance & Nominating Committee and by Mr. Robo. The Governance & Nominating Committee then evaluated the qualifications, background and experience of Mr. Porges using the criteria set forth in the Governance Guidelines discussed above, noting in particular that Mr. Porges would provide expertise beneficial to the Company in the areas of operations and leadership in the energy industry as a

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result of his experience as a senior leader of a publicly traded, integrated natural gas production and transportation business. Following the evaluation by the Governance & Nominating Committee, Mr. Porges was interviewed by the other members of the Board. The Governance & Nominating Committee then recommended Mr. Porges for appointment to the Board and the Board approved Mr. Porges’ appointment to the Board at its regularly scheduled February meeting.

Identifying and Evaluating Nominees for Directors

The Governance & Nominating Committee uses a variety of methods for identifying and evaluating nominees for director. The Governance & Nominating Committee periodically assesses the appropriate size of the Board and whether any vacancies on the Board are expected due to retirement or otherwise. Candidates may come to the attention of the Governance & Nominating Committee through current Board members, professional search firms, shareholders or other persons. Candidates are evaluated at regular or special meetings of the Governance & Nominating Committee and may be considered at any time during the year. When considering candidates for the Board, the Governance & Nominating Committee considers all nominee recommendations, including those from shareholders, in the same manner. If any materials are provided by a shareholder in connection with the nomination of a director candidate, the materials are provided to the Governance & Nominating Committee. The Governance & Nominating Committee also reviews materials provided by professional search firms or other parties. In evaluating nominations, the Governance & Nominating Committee seeks to achieve a diverse balance of knowledge, experience and capability.

Director Resignation Policy

Under the NextEra Energy, Inc. Amended and Restated Bylaws (the “Bylaws”), in an uncontested election, directors are elected by a majority of the votes cast. The Board has adopted a Policy on Failure of Nominee Director(s) to Receive a Majority Vote in an Uncontested Election (“Director Resignation Policy”), the effect of which is to require that, in any uncontested director election, any incumbent director who is not elected by the required vote must offer to resign and the Board will determine whether or not to accept the resignation within 90 days of the certification of the shareholder vote. The Company will report the action taken by the Board under the Director Resignation Policy in a publicly-available forum or document. The Bylaws provide that, in a contested election, director nominees are elected by a plurality of the votes cast.

Director Qualifications

The Governance Guidelines and the Governance & Nominating Committee Charter identify Board membership qualifications, including experience, skills and attributes, that are considered by the Governance & Nominating Committee in recommending non-employee nominees for Board membership. In addition to the membership qualifications identified in the Governance Guidelines, no person will be considered for Board membership who is an employee or director of a business in significant competition with the Company or of a major or potentially-major customer, supplier, contractor, counselor or consultant of the Company, or an executive officer of a business where a Company employee-director serves on the board of such other business.

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The Board views itself as a cohesive whole consisting of members who together serve the interests of the Company and its shareholders. The following matrix highlights the experience, qualifications, attributes and skills of the director nominees. This high-level summary is not intended to be an exhaustive list and information regarding the experience and qualifications of each individual director nominee is set forth in the biographies which follow.

Summary of Director Qualifications and Experience

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12

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Unless you specify otherwise in your voting instructions, your proxy will be voted FOR election of each of the nominees.

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The Audit Committee appoints the Company’s independent registered public accounting firm. It has appointed Deloitte & Touche LLP (“Deloitte & Touche”) as the independent registered public accounting firm for the fiscal year ending December 31, 2020 to audit the accounts of the Company and its subsidiaries, as well as to provide its opinion on the effectiveness of the Company’s internal control over financial reporting. The members of the Audit Committee and the Board believe that the continued retention of Deloitte & Touche as the Company’s independent registered public accounting firm is in the best interests of the Company and its shareholders.

Although ratification is not required, the Board is submitting the selection of Deloitte & Touche to shareholders as a matter of good corporate practice. If the shareholders do not ratify the appointment, the appointment will be reconsidered by the Audit Committee, although the Audit Committee may nonetheless decide to continue the retention of Deloitte & Touche as NextEra Energy’s independent registered public accounting firm for 2020. Even if the appointment is ratified, the Audit Committee in its discretion may terminate the service of Deloitte & Touche at any time during the year if it determines that the appointment of a different independent registered public accounting firm would be in the best interests of NextEra Energy and its shareholders. Additional information on audit-related matters may be found on page 34 of this proxy statement.

Representatives of Deloitte & Touche are expected to be present at the annual meeting and will have an opportunity to make a statement and respond to appropriate questions from shareholders at the meeting.

Unless you specify otherwise in your voting instructions, your proxy will be voted FOR ratification of appointment of Deloitte & Touche as NextEra Energy’s independent registered public accounting firm for 2020.

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The Company is asking shareholders to cast an advisory vote on the compensation of the Company’s named executive officers (“NEOs”), which is commonly called a “say-on-pay” vote, pursuant to section 14A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Although this vote is not binding, it will provide information to the Compensation Committee regarding investor sentiment about the Company’s executive compensation philosophy, policies and practices, which the Compensation Committee will be able to consider when making future determinations regarding NEO compensation. The Company plans to give shareholders the opportunity to cast an advisory vote on this matter annually. Following the vote on this proposal, the next opportunity will occur in connection with the Company’s 2021 annual meeting.

The Company asks shareholders to approve this proposal by approving the following non-binding resolution: “RESOLVED, that the shareholders of NextEra Energy, Inc. approve, on an advisory basis, the compensation paid to the Company’s NEOs, as disclosed in this proxy statement for the 2020 annual meeting of shareholders, including the Compensation Discussion & Analysis section, the compensation tables and the accompanying narrative discussion, pursuant to the compensation disclosure rules of the Securities and Exchange Commission (Item 402 of Regulation S-K).”

The fundamental objective of NextEra Energy’s executive compensation program is to motivate and reward actions that will increase shareholder value, particularly over the longer term. The Compensation Committee believes the Company’s executive compensation program reflects a strong pay-for-performance philosophy and is well-aligned with the short-term and long-term interests of shareholders and other important Company stakeholders, including customers and employees. A significant portion of each NEO’s total compensation opportunity is performance-based and carries both upside and downside potential.

The Executive Compensation section of this proxy statement, beginning on page 37, provides a detailed discussion of the Company’s compensation program for its NEOs. The discussion reflects that NextEra Energy’s compensation program achieves its objectives. For example, the chart below compares the Company’s TSR for the 1-, 3-, 5- and 10-year periods ended December 31, 2019 to the TSRs of the S&P 500 Electric Utilities Index, the S&P 500 Utilities Index, the UTY and the S&P 500. NextEra Energy outperformed all of these indices over all of the periods shown. NextEra Energy’s outperformance over all of these periods in comparison to others in its industry, and over the 1-, 3-, 5- and 10-year periods in comparison to the S&P 500, was substantial.

NextEra Energy Total Shareholder Return Through 12-31-19 vs. Various Indices(1)

Unless you specify otherwise in your voting instructions, your proxy will be voted FOR approval, by non-binding advisory vote, of NextEra Energy’s compensation of its NEOs as disclosed in this proxy statement.

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In accordance with Securities and Exchange Commission (“SEC”) regulations, the text of this shareholder proposal and supporting statement appear exactly as received by the Company. The shareholder proposal may contain assertions about the Company or other matters that the Company believes are incorrect, but the Company has not attempted to refute any of those assertions. All statements contained in the shareholder proposal and supporting statement are the sole responsibility of the proponent. The Company disclaims responsibility for the content of the proposal and the supporting statement.

The Company will provide the name, address and share ownership information of the proponent of Proposal 4 promptly upon receipt by the Corporate Secretary of an oral or written request for that information.

Proposal 4—Political Contributions Disclosure

Resolved, that the shareholders of NextEra Energy, Inc. (“NextEra” or “Company”) hereby request that the Company provide a report, updated semiannually, to disclose the Company’s:

The report shall be presented to the board of directors or relevant board committee and posted on the Company’s website within 12 months from the date of the annual meeting. This proposal does not encompass lobbying spending.

Supporting Statement

Long-term shareholders of NextEra support transparency and accountability in corporate electoral spending. This includes any activity under the Internal Revenue Code considered intervention in a political campaign, such as direct and indirect contributions to political candidates, parties, or organizations, and independent expenditures or electioneering communications on behalf of federal, state, or local candidates.

Disclosure is in the best interest of the company and its shareholders. The Supreme Court recognized this in its 2010 Citizens United decision, which declared: “[D]isclosure permits citizens and shareholders to react to the speech of corporate entities in a proper way. This transparency enables the electorate to make informed decisions and give proper weight to different speakers and messages.”

Publicly available records show NextEra has contributed at least $11,870,000 in corporate funds since the 2010 election cycle (CQMoneyLine: http://moneyline.cq.com; National Institute on Money in State Politics: http://www.followthemoney.org).

However, relying on publicly available data cannot provide a complete picture of the Company’s electoral spending. For example, the Company’s payments to trade associations – payments that may be used for election-related activities – are undisclosed and unknown. This proposal asks the Company to disclose all of its electoral spending, including payments to trade associations and other tax-exempt organizations, which may be used for electoral purposes. This would bring our Company in line with a growing number of leading companies, including Edison International, Dominion Resources Inc., and Sempra Energy, which present this information on their public websites.

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The Company’s Board and shareholders need comprehensive disclosure to fully evaluate the use and potential risk of corporate assets in elections.

THEREFORE, we urge your support for this critical governance reform.

Political Contributions Disclosure—Proposal 4

The Board believes that adopting the shareholder proposal (the “Proposal”) would not be in the best interests of the Company or its shareholders.

The Company’s political engagement significantly benefits its shareholders and customers.

The Company’s active political engagement strategy helps support constructive political and regulatory environments throughout the U.S. and creates long-term shareholder value. In Florida, a constructive regulatory environment is a key foundation to the Company’s regulated utility strategy of further improving its best-in-class customer value proposition through smart capital investments that also benefit shareholders. This strategy has resulted in Florida Power & Light Company (“FPL”) delivering a customer bill that is approximately 30% below the national average and among the lowest in the nation, while providing industry leading reliability. In addition to saving customers more than $10 billion in fuel costs since 2001, FPL’s investments into highly efficient generation have reduced FPL’s CO₂ emissions rate by more than 35% since 2001, resulting in an emissions profile that is more than 30% below the national average. At NextEra Energy Resources, local, state and federal regulations govern every aspect of the Company’s renewable energy development business. Successful political engagement has supported the Company in becoming the world’s leading generator of energy from the wind and the sun. Without the Company’s active political engagement, it is likely that overall renewable development within the U.S. would have been significantly lower than current levels. The Company believes that without active political engagement it would be less successful in advancing these corporate strategies and, as a result, reduce long-term shareholder value creation.

In response to shareholder feedback, in October 2019, the Company implemented the Proposal’s key objectives.

The Company received a substantially identical shareholder proposal at its 2019 annual meeting of shareholders (“2019 annual meeting”). That proposal received the support of approximately 48.7% of the votes cast. As discussed above in the Governance Highlights section at page 4, following the Company’s 2019 annual meeting, the Company engaged in an extensive shareholder outreach program to better understand shareholder views on political expenditures and associated disclosures. During its outreach program, the Company sought to engage with the Company’s top 50 shareholders, representing more than 52% of the Company’s outstanding shares. The Company ultimately engaged with 25 of these shareholders, representing more than 40% of the Company’s outstanding shares. In response to feedback gathered from its outreach efforts, as described in more detail below, the Company enhanced its Political Engagement Policy (the “Policy”), which governs the Company’s political contributions and expenditures. The Company also increased its disclosure of its political contributions and expenditures. As a result of these enhancements, the Company has implemented the key objectives of the Proposal. As stated in the Proponent’s supporting statement, the Proposal seeks greater transparency and accountability with respect to the Company’s political expenditures. The enhancements described below deliver greater transparency and accountability with respect to the Company’s political expenditures and, on several topics, provide disclosure above that requested by the Proposal. The Company believes that any additional disclosure or processes would not add significant value, would not be a prudent use of Company resources and would also be detrimental to the best interests of the Company and its shareholders.

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The Company’s Political Engagement Policy has been enhanced to provide formal oversight of political expenditures by the Governance & Nominating Committee of the Board.

During the outreach process, shareholders expressed a primary concern of ensuring that there was formalized Board oversight of the Company’s engagement in the political process. In response, the Company formalized board-level oversight of the Company’s political expenditures and disclosures. The Company enhanced its Policy (available on its website³), giving specific responsibility to the Board’s Governance and Nominating Committee, composed entirely of independent directors, to review at least annually the following political activities: contributions by The NextEra Energy, Inc. Political Action Committee (“Company PAC”); contributions by the Company to candidates and committees; the Company’s contributions to all U.S. tax-exempt organizations that are primarily engaged in political activities; and the Company’s significant trade association memberships and dues.

Trade Association membership information is now provided on the Company’s website and the Company conducts an annual review of trade association memberships to ensure overall alignment with Company strategy.

The Company now discloses on its website trade association dues in excess of $25,000 and the portion allocable to federal lobbying activities. Certain shareholders also indicated that oversight should include a review of the Company’s memberships in trade associations to ensure that the trade associations’ public policy positions or participation in political processes are appropriately aligned with the Company’s corporate strategy. The enhanced Policy requires an annual review of significant trade association memberships by the Company’s Vice President, Government Affairs-Federal to ensure that trade association participation aligns with the Company’s strategy. Any policy positions that may be in conflict with the Company’s strategy and objectives will be reviewed with the Chairman and Chief Executive Officer of the Company to ensure that participation in these organizations continues to provide an overall benefit to the Company.

Extensive disclosure of political engagement activities has been added to the Company’s website.

Also in response to shareholder feedback, the Policy was amended to require the Company “to publicly disclose on its website, within 180 days after the end of each calendar year, its annual Significant Trade Association Dues, its expenditures for federal and state lobbying and contributions from the Company PAC, among other pertinent information.” As a result, the Company now discloses on its website⁴ specific contributions by the Company PAC to federal candidates, federal committees, state candidates and state committees; Company lobbying reports submitted for state lobbying activities; federal lobbying disclosures; links to Federal Election Commission and Lobbying Disclosure Act reports; and links to over 30 state lobbying registration commissions. Although publication of much of this information was previously publicly available, the Company website now aggregates this wide-ranging information, making it more easily accessible and viewable by shareholders. The additional disclosure goes above and beyond that requested by the Proposal.

The Company’s political expenditures are regulated by state and U.S. federal laws.

The Company maintains a rigorous compliance process to ensure that its political activities are lawful, properly disclosed and aligned with its Code of Business Conduct & Ethics. Political expenditures also are subject to comprehensive regulation by federal, state and local governments with detailed disclosure requirements, including requirements to file reports with appropriate state and federal agencies on lobbying-related activities and expenditures. The Company is committed to compliance with all these requirements.

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Additional detailed disclosure of political expenditures or too frequent disclosure could hinder the Company’s ability to pursue its business and strategic objectives.

Subjecting the Company to additional disclosure requirements could hinder its ability to pursue its business and strategic objectives. The development cycle for clean and renewable energy projects takes many years. Additional or more frequent disclosure would clearly indicate to competitors and opponents of energy projects where and what kind of projects the Company intends to develop and operate. This could prevent or greatly hinder the Company’s development and operating goals and objectives and, consequently, be detrimental to shareholders.

In considering and approving the enhanced Policy, the Governance & Nominating Committee balanced shareholder feedback on political expenditure disclosure with the Company’s need to effectively pursue its strategic objectives. The Company believes that the enhanced Policy approved by the Governance & Nominating Committee in October 2019 strikes an appropriate balance between the shareholder feedback discussed above and the Company’s ability to maintain its effectiveness as a participant in political processes at the local, state and federal levels.

The Company believes that its responsible participation in the political process and its associated prudent expenditures are in the best interests of the Company, its shareholders and its customers.

Unless you specify otherwise in your voting instructions, your proxy will be voted AGAINST proposal 4.

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In accordance with Securities and Exchange Commission (“SEC”) regulations, the text of this shareholder proposal and supporting statement appear exactly as received by the Company. The shareholder proposal may contain assertions about the Company or other matters that the Company believes are incorrect, but the Company has not attempted to refute all of those assertions. All statements contained in the shareholder proposal and supporting statement are the sole responsibility of the proponent. The Company disclaims responsibility for the content of the proposal and the supporting statement.

The Company will provide the name, address and share ownership information of the proponent of Proposal 5 promptly upon receipt by the Corporate Secretary of an oral or written request for that information.

Proposal 5—Right to Act by Written Consent

Resolved, NextEra Energy (“NEE” or “Company”) shareholders request our board of directors undertake steps as necessary to permit written consent by shareholders entitled to cast the minimum number of votes necessary to authorize action at a meeting at which all shareholders entitled to vote were present and voting. This written consent is to be consistent with giving shareholders the fullest power to act by written consent consistent with applicable law, including the ability to initiate any topic for written consent consistent with applicable law.

Supporting Statement

Shareholder rights to act by written consent and special meetings are often complimentary ways to bring urgent matters to the attention of management and shareholders outside the annual meeting cycle.

Many boards and investors assume a false equivalency between rights of written consent and special meetings. However, any shareholder, regardless how many (or few) shares she owns, can seek to solicit written consents on a proposal.

By contrast, calling a special meeting may require a two-step process. A shareholder who does not own the minimum shares required must first obtain the support of other shareholders. Once that meeting is called, the shareholder must distribute proxies asking shareholders to vote on the proposal to be presented at the special meeting. This two-step process can take more time and expense than the one-step process of soliciting written consents, especially at our Company, which allows only investors with 20% of outstanding shares to call a special meeting, instead of 10%, as allowed by many companies.

Blackrock’s proxy voting guidelines for 2019 include the following:

In exceptional circumstances and with sufficiently broad support, shareholders should have the opportunity to raise issues of substantial importance without having to wait for management to schedule a meeting. We therefore believe that shareholders should have the right to solicit votes by written consent provided that: 1) there are reasonable requirements to initiate the consent solicitation process (in order to avoid the waste of corporate resources in addressing narrowly supported interests); and 2) shareholders receive a minimum of 50% of outstanding shares to effectuate the action by written consent.

The topic won majority votes recently at Kansas City Southern, Flowserve, JetBlue, United Rentals, Capital One Financial, Cigna, Applied Materials, Nuance Communications, Netflix, Newell Brands, Gillead Sciences, L3 Technologies, Eastern Chemical Company, and HP.

Our Company should join the hundreds of major companies that enable shareholders to act by written consent.

Increase Shareholder Value

Vote for Right to Act by Written Consent—Proposal 5

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The Board believes that adopting the shareholder proposal would not be in the best interests of the Company or its shareholders.

NextEra Energy provides opportunities for shareholders to participate in proposed actions through annual meetings and special meetings.

Under the Bylaws, shareholders may present items for consideration at an annual or special meeting of shareholders. Shareholders may propose items for business at the annual meeting by following the procedures set forth in the Company’s governing documents. Shareholders owning at least 20% of the Company’s common stock may call a special meeting in between annual meetings. Shareholder meetings allow all shareholders to consider, discuss and vote on pending shareholder actions. Additionally, shareholder meetings provide that accurate and complete information about the proposed action is widely distributed in a proxy statement before the meeting, which promotes a well-informed discussion and consideration of the merits of the proposed action.

NextEra Energy also provides shareholders the opportunity to nominate directors through proxy access.

The Bylaws permit, on specified terms, a shareholder, or a group of up to 20 shareholders, owning continuously for at least three years shares representing an aggregate of at least 3% of the Company’s outstanding common shares to nominate and include in the Company’s proxy materials director nominees for up to 20% of the current membership of the Board or two directorships, whichever is greater. This provides yet another way for shareholders to participate in the governance of the Company.

Action by written consent is not an effective means for shareholders to express their views.

Action by written consent permits a small group of shareholders with no fiduciary duties to other shareholders to initiate action with no prior notice either to other shareholders or to the Company. This prevents all shareholders from having an opportunity to deliberate in an open and transparent manner and to consider arguments for and against any action, including the Company’s position. Additionally, proponents of an action by written consent do not need to satisfy any holding requirements with respect to the common stock. This would allow shareholders engaging in short-term speculation to potentially determine the outcome of any particular issue. Such shareholders may not act in the interests of long-term holders of the Company’s common stock.

NextEra Energy actively engages with shareholders in order to provide an open and constructive forum for dialogue.

The Company’s shareholder engagement efforts allow the Company to better understand our shareholders’ priorities and perspectives and enable the Company to effectively address the issues that matter most to its shareholders. The Company values the input and insights of its shareholders and is committed to continued engagement. In 2019 alone, the Company held more than 400 meetings or calls with more than 370 different institutional investors.

NextEra Energy has an established process by which shareholders may communicate with the Board.

In addition to annual and special meetings, shareholders have other avenues for raising important matters with the Board. The Company has procedures in place that provide its shareholders with the opportunity to communicate directly with members of the Board, including the independent Lead Director, as described in this proxy statement.

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NextEra Energy has strong corporate governance practices in place.

In addition to providing for shareholders’ right to call special meetings, the Company has an annually-elected Board, a majority voting standard for election of directors in uncontested elections, an independent Lead Director and proxy access bylaw provisions as described above. The Company’s governance practices are more fully described in Governance Highlights of this proxy statement.

Unless you specify otherwise in your voting instructions, your proxy will be voted AGAINST proposal 5.

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Information About NextEra Energy and Management

Section 16(a) Beneficial Ownership Reporting Compliance

The Company’s directors and executive officers are required to file initial reports of ownership and reports of changes of their beneficial ownership of NextEra Energy common stock with the SEC pursuant to Section 16(a) of the Exchange Act. Based solely upon a review of these filings and written representations from the directors and executive officers that no other reports were required of them, the Company believes that all required filings were timely made in 2019.

The Company’s Security Trading Policy

The Company’s Security Trading Policy (the “Trading Policy”) applies to Directors and officers of the Company and prohibits hedging transactions with respect to securities of the Company. The Trading Policy provides in relevant part as follows: “Additional Prohibited Transactions. The Company considers it improper and inappropriate for any Company insider to engage in short-term or speculative transactions in the Company’s securities. It therefore is the Company’s policy that insiders may not engage in any of the following transactions: … Hedging Transactions. Certain forms of hedging or monetization transactions with respect to the Company’s securities, such as prepaid variable forwards, equity swaps and collars, allow an insider to lock in much of the value of his or her stock holdings, often in exchange for all or part of the potential for upside appreciation in the stock. These transactions allow the insider to continue to own the covered securities, but without the full risks and rewards of ownership. When that occurs, the insider may no longer have the same objectives as the Company’s other shareholders. Therefore, these transactions are prohibited under this Policy….”

Common Stock Ownership of Certain Beneficial Owners and Management

The following table shows the beneficial ownership of NextEra Energy common stock as of December 31, 2019 by the only persons known by the Company to own beneficially more than 5% of the outstanding shares of the Company’s common stock based on 489,432,876 shares outstanding as of March 23, 2020.

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The table below shows the number of shares of NextEra Energy common stock beneficially owned as of March 23, 2020 by each of NextEra Energy’s directors (all of whom are nominees for director) and NEOs and by all directors and executive officers as a group. As of March 23, 2020, all directors and executive officers as a group beneficially owned less than 1% of NextEra Energy common stock. No shares are pledged as security.

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Corporate Governance and Board Matters

Corporate Governance Principles & Guidelines/Code of Ethics

The Board has adopted the Governance Guidelines that set forth expectations for directors, director independence standards, board committee structure and functions and other policies for the Company’s governance. NextEra Energy has adopted a Code of Business Conduct & Ethics applicable to all representatives of NextEra Energy and its subsidiaries, including directors, officers and employees, as well as a Code of Ethics for Senior Executive and Financial Officers (“Senior Code”), which applies to certain senior executive officers. These documents are available on the Company’s website at www.investor.nexteraenergy.com/corporate-governance. Any amendments or waivers of the Senior Code will be disclosed at this website address.

Director Independence

The Board conducts an annual review regarding the independence from the Company’s management of each of its members and, in addition, assesses the independence of any new member at the time that the new member is considered for appointment or nomination for election to the Board. In assessing independence, the Board considers all relevant facts and circumstances and the standards established by the New York Stock Exchange (“NYSE”) and also set forth or referred to in the Governance Guidelines. The NYSE standards and the Governance Guidelines require that NextEra Energy have a majority of independent directors and that the Board must affirmatively determine that each director has no material relationship with the Company in order to determine that the director is independent. Material relationships for this purpose may include commercial, industrial, banking, consulting, legal, accounting, charitable and familial relationships, among others.

Based on its review, the Board determined that Sherry S. Barrat, James L. Camaren, Kenneth B. Dunn, Naren K. Gursahaney, Kirk S. Hachigian, Toni Jennings, Amy B. Lane, David L. Porges, Rudy E. Schupp, John L. Skolds, William H. Swanson, and Darryl L. Wilson, constituting all 12 non-employee directors, are independent under the NYSE standards and the Governance Guidelines.

In determining that Mr. Schupp is independent, the Board considered that a NextEra Energy subsidiary has employed Mr. Schupp’s son since June 2011 in non-executive business roles, for total compensation in 2019 of approximately $190,000.

Board Leadership Structure

The Board believes that the decision as to who should serve as chairman and as chief executive officer (“CEO”) and whether the offices should be combined or separate, is properly the responsibility of the Board to be exercised from time to time in appropriate consideration of the Company’s then-existing characteristics or circumstances. In view of the Company’s operating record, including its role as a national leader in renewable energy generation, and the operational and financial opportunities and challenges faced by the Company, the Board’s judgment is that the functioning of the Board is generally best served by maintaining a structure of having one individual serve as both chairman and CEO. The Board believes that having a single person acting in the capacities of chairman and CEO promotes unified leadership and direction for the Board and executive management and allows for a single, clear focus for the chain of command to execute the Company’s strategic initiatives and business plans and to address its challenges. However, in certain circumstances, such as the transition from one CEO to another, the Board believes that it may be appropriate for the roles of the CEO and the chairman to be separated.

The Board has an independent Lead Director selected by and from the independent directors (with strong consideration given to present and past committee chairs). The Lead Director serves a two-year term commencing on the date of the Company’s annual meeting of shareholders. Unless the independent directors determine otherwise due to particular circumstances, no director will serve as the Lead Director for more than one two-year term on a consecutive basis. Rudy E. Schupp currently serves as the Lead

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Director, having been appointed in May 2018. The independent directors will appoint a successor to Mr. Schupp as the Lead Director at the meeting of the Board immediately following the 2020 annual meeting.

The Lead Director has the following duties and authorities:

The Board believes that having an independent Lead Director, regular Board and committee executive sessions, a substantial majority of independent directors and the corporate governance structures and processes described in this proxy statement allow the Board to maintain effective oversight of management.

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Board Role in Risk Oversight

The Board discharges its risk oversight responsibilities primarily through its committees. The Board exercises its role in risk oversight in a variety of ways, including the following:

NextEra Energy’s CEO, as the Company’s chief risk officer, together with other members of the Company’s senior management team, oversees the execution and monitoring of the Company’s risk management policies and procedures. NextEra Energy’s management maintains a number of risk oversight committees that assess operational and financial risks throughout the Company. NextEra Energy also has a Corporate Risk Management Committee, composed of senior executives, that assesses the Company’s strategic risks and the strategies employed to mitigate those risks. The Board committees discussed above meet periodically with the Company’s senior management team to review the Company’s risk management practices and key findings.

Board Evaluations

Each year the Board engages in a self-evaluation process which is conducted by the Governance & Nominating Committee. Members of the Board are surveyed to assess the effectiveness of the Board’s membership and oversight processes and to solicit input from members of the Board for improvements to

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the Board’s functions. With the input of the Governance & Nominating Committee, recommendations from Board members are incorporated into Board processes and Board agenda topics. This annual self-evaluation process ensures that the Board periodically considers improvements to Board processes and procedures.

Director Meetings and Attendance

The Board and its committees meet on a regular schedule and also hold special meetings from time to time. Executive sessions of the independent directors are scheduled in the agenda for each regularly-scheduled Board meeting. The Board met six times in 2019. Each director attended more than 94% of the total number of Board meetings and meetings of the committees on which he or she served during 2019. Absent circumstances that cause a director to be unable to attend the Board meeting held in conjunction with the annual shareholders’ meeting, Board members are required to attend the annual shareholders’ meeting. The thirteen directors in office at the time attended the 2019 annual meeting of shareholders.

Board Committees

The standing committees of the Board are the Audit Committee, the Compensation Committee, the Governance & Nominating Committee, the Finance & Investment Committee, the Nuclear Committee and the Executive Committee. The committees regularly report their activities and actions to the full Board, generally at the Board meeting next following the committee meeting. Executive sessions are held after each regularly-scheduled committee meeting (other than quarterly earnings review meetings of the Audit Committee) and are chaired by the committee chairs. Each of the committees operates under a charter approved by the Board and each committee (other than the Executive Committee) conducts an annual self-evaluation of its performance. Current copies of the charters of the committees are available on the Company’s website at www.investor.nexteraenergy.com/corporate-governance. The current membership and primary functions of the committees are described below.

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Consideration of Director Nominees

Proxy Access Shareholder Nominees

The Bylaws permit a shareholder, or a group of up to 20 shareholders, owning continuously for at least three years shares of NextEra Energy representing an aggregate of at least 3% of the Company’s outstanding shares to nominate and include in the Company’s proxy materials director nominees for up to 20% of the current membership of the Board or two directorships, whichever is greater, provided that the shareholder(s) and nominee satisfy the requirements in the Bylaws. Notice of proxy access director nominees for the 2021 annual meeting of shareholders should be addressed to the Corporate Secretary, NextEra Energy, Inc., P.O. Box 14000, 700 Universe Boulevard, Juno Beach, Florida 33408-0420 and must be received no earlier than November 3, 2020 and no later than the close of business on December 3, 2020. A copy of the Bylaws containing the complete proxy access requirements is available on NextEra Energy’s website at www.investor.nexteraenergy.com/corporate-governance.

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Other Shareholder Nominees

The policy of the Governance & Nominating Committee is to consider properly submitted shareholder nominations of candidates for membership on the Board. Shareholder nominations are reviewed in the same manner as candidates identified by or recommended to the Governance & Nominating Committee. Any shareholder nominations proposed for consideration by the Governance & Nominating Committee should include the nominee’s name and qualifications for Board membership, should include all information that the Bylaws require for director nominations and should be addressed to the Corporate Secretary, NextEra Energy, Inc., P.O. Box 14000, 700 Universe Boulevard, Juno Beach, Florida 33408-0420. A copy of the Bylaws is available on NextEra Energy’s website at www.investor.nexteraenergy.com/corporate-governance. In order for nominations to be timely under the advance notice requirements of the Bylaws for the 2021 annual meeting, they must be received no earlier than January 21, 2021 and no later than February 20, 2021.

Communications with the Board

The Board has established procedures by which shareholders and other interested parties may communicate with the Board, any Board committee, the Lead Director and any one or more of the other directors. Such parties may write to one or more of the directors, care of the General Counsel, NextEra Energy, Inc., P.O. Box 14000, 700 Universe Boulevard, Juno Beach, Florida 33408-0420, or send an e-mail to: boardofdirectors@nexteraenergy.com. They may also contact any member of the Audit Committee with a concern under the Code of Business Conduct & Ethics by calling 561-694-4644.

The Board has instructed the General Counsel to assist the Board in reviewing all written communications to the Board, any Board committee or any director as follows:

Communications that are of a personal nature or not related to the duties and responsibilities of the Board, are unduly hostile, threatening, illegal or similarly inappropriate or unsuitable, are conclusory or vague in nature, or are surveys, junk mail, resumes, service or product inquiries or complaints, or business solicitations or advertisements, generally will not be forwarded to any director unless the director otherwise requests or the General Counsel determines otherwise.

Website Disclosures

NextEra Energy will disclose the following matters, if such matters should occur, on its website at www.investor.nexteraenergy.com/corporate-governance.

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Transactions with Related Persons

In 2007, the Board adopted a Related Person Transactions Policy (the “Policy”) for the review and approval of Related Person Transactions by the Governance & Nominating Committee. Transactions and series of transactions exceeding $120,000 in any fiscal year involving the Company and in which any Related Person has a direct or indirect material interest are governed by the Policy. Related Persons under the Policy are executive officers, directors and nominees for director of NextEra Energy, any beneficial owner of more than 5% of any class of NextEra Energy’s voting securities and any immediate family member of any of the foregoing persons.

In considering whether to approve a Related Person Transaction, the Governance & Nominating Committee (or its Chair, to whom authority has been delegated under certain circumstances) considers such factors as it (or the Chair) deems appropriate, which may include: (1) the Related Person’s relationship to NextEra Energy and interest in the transaction; (2) the material facts of the proposed Related Person Transaction, including the proposed value of such transaction or, in the case of indebtedness, the principal amount that would be involved; (3) the benefits to NextEra Energy and its shareholders of the Related Person Transaction; and (4) an assessment of whether the Related Person Transaction is on terms that are comparable to the terms that would be available to an unrelated third party.

The Policy provides for standing approval for certain categories of Related Person Transactions without the need for specific approval by the Governance & Nominating Committee. These categories include (1) certain transactions with other companies where the Related Person’s only relationship is as an employee (other than an executive officer), partner or principal, if the aggregate amount involved does not exceed the greater of $1,000,000 or 2% of the other company’s gross annual revenues in its most recently-completed fiscal year and (2) charitable contributions, grants or endowments by NextEra Energy to charitable organizations, foundations or universities with which a Related Person’s only relationship is as an employee (other than an executive officer) or a trustee, if the aggregate amount involved does not exceed the lesser of $500,000 or 2% of the charitable organization’s total annual receipts in its most recently completed fiscal year.

During 2019, three providers of investment management and administrative services to the Company were also beneficial owners of more than 5% of NextEra Energy’s outstanding common stock. The nature and value of services provided by these 5% shareholders and their affiliates are described below:

NextEra Energy believes that the terms of the services described above are comparable to the terms that would be available to an unrelated third party under the same or similar circumstances.

During 2019, the adult son of Mr. Rudy E. Schupp was employed by a subsidiary of NextEra Energy as a Project Director. His total compensation for 2019 was approximately $190,000, and he was eligible for company benefits available to all other employees in a similar position.

During 2019, a NextEra Energy subsidiary purchased approximately $6.5 million of electrical transformers and related equipment, through transactions determined by competitive bids, from a manufacturer in which Mr. Gursahaney’s sister-in-law is an owner and in which Mr. Gursahaney has no interest of any nature.

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Audit-Related Matters

Audit Committee Report

The Audit Committee submits the following report for 2019:

In accordance with the written Audit Committee Charter, the Audit Committee assists the Board of Directors (“Board”) in fulfilling its responsibility for oversight of the quality and integrity of the accounting, auditing and financial reporting practices of the Company. During 2019, the Audit Committee met eight times, including four meetings where, among other things, the Audit Committee discussed the interim financial information contained in each quarterly earnings announcement with the chief financial officer, the chief accounting officer and the independent registered public accounting firm prior to public release.

In discharging its oversight responsibility as to the audit process, the Audit Committee has received the written disclosures and the letter from the independent registered public accounting firm required by applicable requirements of the Public Company Accounting Oversight Board (“PCAOB”) regarding the independent registered public accounting firm’s communications with the Audit Committee concerning independence and has discussed with the independent registered public accounting firm the firm’s independence. The Audit Committee has reviewed any relationships that may affect the objectivity and independence of the independent registered public accounting firm and has satisfied itself as to the firm’s independence. The Audit Committee also discussed with management, the internal auditors and the independent registered public accounting firm the quality and adequacy of the Company’s internal controls and the internal audit function’s organization, responsibilities, resources and staffing. The Audit Committee reviewed with both the independent registered public accounting firm and the internal auditors their audit plans, audit scope and identification of audit risks.

The Audit Committee discussed and reviewed with the independent registered public accounting firm all communications required by generally accepted auditing standards, including those required to be discussed by PCAOB Auditing Standard No. 1301, “Communications with Audit Committees,” and discussed and reviewed the results of the firm’s audit of the financial statements. The Audit Committee also discussed the results of the internal audit examinations.

The Audit Committee reviewed and discussed the audited financial statements of the Company for the year ended December 31, 2019 with management and the independent registered public accounting firm. Management has the responsibility for the preparation of the Company’s financial statements and the independent registered public accounting firm has the responsibility for the audit of those statements.

Based on the above-mentioned review and discussions with management and the independent registered public accounting firm, the Audit Committee recommended to the Board that the Company’s audited financial statements be included in its Annual Report on Form 10-K for the year ended December 31, 2019, for filing with the Securities and Exchange Commission.

In addition, and in accordance with the Audit Committee Charter, the Audit Committee reviewed and discussed with management and the independent registered public accounting firm management’s internal control report, management’s assessment of the internal control structure and procedures of the Company for financial reporting and the independent registered public accounting firm’s opinion on the effectiveness of the Company’s internal control over financial reporting, all as required to be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.

As specified in the Audit Committee Charter, it is not the duty of the Audit Committee to plan or conduct audits or to determine that the Company’s financial statements are complete and accurate and in accordance with generally accepted accounting principles. These are the responsibilities of the Company’s independent registered public accounting firm and management. In discharging its duties, the Audit Committee has relied on (1) management’s representations to us that the financial statements prepared by

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management have been prepared with integrity and objectivity and in conformity with generally accepted accounting principles and (2) the report of the independent registered public accounting firm with respect to such financial statements.

Respectfully submitted,

William H. Swanson, Chair

Kenneth B. Dunn

Naren K. Gursahaney

Toni Jennings

John L. Skolds

Darryl L. Wilson

Fees Paid to Deloitte & Touche

The following table presents fees billed for professional services rendered by Deloitte & Touche, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates, for the fiscal years ended December 31, 2019 and 2018.

Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services of Independent Registered Public Accounting Firm

In accordance with the requirements of Sarbanes-Oxley, the Audit Committee Charter and the Audit Committee’s pre-approval policy for services provided by the independent registered public accounting firm, all services performed by Deloitte & Touche are approved in advance by the Audit Committee. Audit and audit-related services specifically identified in an appendix to the pre-approval policy for which the fee is expected to be $250,000 or less are pre-approved by the Audit Committee each year. This pre-approval allows management to obtain the specified audit and audit-related services on an as-needed basis during

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the year, provided any such services are reviewed with the Audit Committee at its next regularly scheduled meeting. Any audit or audit-related service for which the fee is expected to exceed $250,000, or that involves a service not listed on the pre-approval list, must be specifically approved by the Audit Committee prior to commencement of such service. In addition, the Audit Committee approves all services other than audit and audit-related services performed by Deloitte & Touche in advance of the commencement of such work. The Audit Committee has delegated to the Chair of the Audit Committee the right to approve audit, audit-related, tax and other services, within certain limitations, between meetings of the Audit Committee, provided any such decision is presented to the Audit Committee at its next regularly scheduled meeting. At each Audit Committee meeting (other than meetings held solely to review earnings materials), the Audit Committee reviews a schedule of services and the estimated fees for those services for which Deloitte & Touche has been engaged since the prior Audit Committee meeting under existing pre-approvals. In 2019 and 2018, no services provided to NextEra Energy or FPL by Deloitte & Touche were approved by the Audit Committee after services were rendered pursuant to Rule 2-01(c)(7)(i)(C) of the SEC’s Regulation S-X (which provides a waiver of the otherwise applicable pre-approval requirement under certain conditions).

The Audit Committee has determined that the non-audit services provided by Deloitte & Touche during 2019 and 2018 were compatible with maintaining that firm’s independence.

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Executive Compensation

This Compensation Discussion and Analysis explains our 2019 executive compensation program for the NEOs. The executive compensation program for the Company’s NEOs generally applies to the Company’s other executive officers. Please read this discussion and analysis together with the tables and related narrative about executive compensation which follow.

Highlights

Execution on Strategic Imperatives Aligned with Compensation

NextEra Energy has a strong pay for performance philosophy that contributed to robust 2019 results. NextEra Energy achieved Company-record adjusted earnings* of $4.062 billion, adjusted EPS* of $8.37 and a 1-year TSR of 43%. NextEra Energy’s 2019 TSR outperformed the TSR of the S&P 500 Utilities Index of 26% and the TSR of the S&P 500 Index of 32% for 2019.

These significant accomplishments came as the Company continued to be a leader among the ten largest U.S. utilities (based on market capitalization) in substantially all financial metrics. Among these largest ten U.S. utilities, NextEra Energy ranked #1 for 2-, 3-, 5-, 7- and 10-year TSR and #1 for 3-, 5-, 7- and 10-year adjusted EPS growth. In 2019, NextEra Energy ranked #1 among U.S. and global utility companies, based on market capitalization.**

Ten Largest U.S. Utilities Based on Market Cap – NextEra ranks:

In 2020, NextEra Energy was named by Fortune Magazine as the World’s Most Admired Electric & Gas Utility for the thirteenth time in the last fourteen years. Also in 2020, NextEra Energy was named by the Ethisphere Institute as one of the World’s Most Ethical Companies for the thirteenth time in fourteen years.

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The returns that NextEra Energy generated for its shareholders were attributable to outstanding 2019 performance by the Company’s two principal operating businesses, FPL and NextEra Energy Resources. Some of the Company’s many operational and financial achievements in 2019 include:

Additionally, effective January 1, 2019, the Company acquired Gulf Power Company, a rate-regulated electric utility serving approximately 470,000 customers in eight counties throughout northwest Florida. Gulf Power earnings contributed an additional $0.37 per share to Company earnings on a GAAP basis in 2019 and $0.41 per share on an adjusted basis. In its first year of ownership of Gulf Power, the Company reduced its O&M costs by approximately 20%.

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Ultimately, the Company’s financial and operational performance is reflected in the increased value of its common stock. As the following table illustrates, TSR over the three-year period from December 31, 2016 to December 31, 2019 was 119%, meaning that an investment of $100 in NextEra Energy common stock on December 31, 2016 was worth $219.15 on December 31, 2019. The CEO’s total direct compensation over the same period was well-aligned with TSR.

Our executive compensation program is designed to tie compensation to performance, with some performance metrics on which our CEO’s compensation is based designed to result in value creation over an extended period of time and others on an annual basis. As a result, CEO compensation may not precisely parallel TSR in any given period. CEO compensation may lag corporate performance in certain years and it may outpace corporate performance in other years. Although absolute alignment between pay and performance in each year may not be achieved and, in any event, may not be appropriate, the Compensation Committee believes that, over time, the Company’s executive compensation program rewards superior performance, provides a disincentive for performance that falls short of expectations and closely aligns executive compensation with shareholder returns.

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Compensation Elements Designed to Align with Our Strategy

Our executive compensation program is designed to attract, retain, motivate, reward and develop high-quality, high-performing executive leadership whose talent and expertise enable the Company to create long-term and superior shareholder value relative to our peers.

As discussed in more detail below, NEO direct compensation has three principal elements: base salary, annual incentive awards and equity compensation.

The Compensation Committee believes these core elements fulfill the fundamental objective of our compensation program to create superior shareholder value. As described below, our compensation program comprises several key practices that are designed to align executive and shareholder interests.

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Key Practices of Our Compensation Program Align Executive and Shareholder Interests

Responding to Our Shareholders – 2019 Say-On-Pay Vote and Shareholder Outreach

In 2019, we held our ninth annual advisory vote to approve NEO compensation, commonly known as “say-on-pay.” In 2019, we sought to engage with shareholders who, in the aggregate, represented a significant percentage of our outstanding shares, and held discussions with those who agreed to our request for engagement. Our engagement efforts are discussed in more detail on pages 4 and 22.

Shareholders were generally supportive of our executive compensation program and of our overall corporate governance practices. Prior to making determinations about 2020 NEO total compensation opportunities, the Compensation Committee reviewed the results of the 2019 say-on-pay vote, noting that 93.6% of those voting had voted “FOR” the Company’s compensation of its NEOs. The Committee considered this vote to be supportive of the Company’s executive compensation program.

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Our Commitment to Best Practices

		What We Do				What We Do Not Do
		Tie pay to performance and a substantial majority of NEO pay is not guaranteed; 92% of the CEO’s actual direct 2019 compensation was performance-based				No CEO employment agreement
		Use industry benchmarks when setting operational goals and when reviewing actual performance and generally target top-decile or top-quartile performance as compared to our industry on operational measures where benchmark data is available rather than performance against arbitrary goals				No tax gross-ups of NEO perquisites
		Mitigate undue risk, including using a clawback policy, stock ownership and retention requirements and multiple performance metrics. The Compensation Committee performs a comprehensive risk assessment of incentive compensation plans each year				No excise tax gross-up provisions in change in control agreements entered into since 2009
		Have robust stock ownership guidelines which all NEOs exceed				No repricing of underwater stock options
		Require executive officers to hold performance-based restricted stock for two years after vesting				No share recycling under equity compensation plan
		Have a minimum full vesting period for stock options and performance-based restricted stock, generally three years				No hedging of company securities by NEOs or directors permitted under securities trading policy
		Utilize an independent compensation consultant				No pledging of company securities
		Engage in shareholder outreach and regularly assess the executive compensation program against shareholder input, emerging trends and other factors				No guaranteed annual or multi-year bonuses
		NEOs are required to enter into Rule 10b5-1 plans with minimum waiting periods to transact trades in company securities

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2019 Named Executive Officer Compensation

Named Executive Officers

The table below provides our NEOs during 2019 whose compensation is described in this Compensation Discussion & Analysis.

Our Target Pay Mix is Majority Performance Based

The Compensation Committee believes that a significant portion of each NEO’s total direct compensation opportunity should be performance-based, reflecting both upside and downside potential. When determining the proportion of total compensation of each compensation element in 2019, the Compensation Committee reviewed current market practices and industry trends, taking into consideration the Company’s preference for emphasizing performance-based compensation and de-emphasizing fixed compensation.

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In determining performance-based compensation, the Compensation Committee sought to focus the efforts of the NEOs on a balance of short-term, intermediate-term and long-term goals. In addition, the Compensation Committee considered the NEOs’ perception of the relative values of the various elements of compensation and sought input from the CEO and the Compensation Consultant.

2019 Base Salary

For 2019, Mr. Robo’s base salary was increased by 3.6% to $1,450,000, primarily reflecting the Company’s superior operating results in 2018, the nature and responsibilities of Mr. Robo’s position, his expertise and performance, the competitiveness of his current pay in relation to his corresponding peer groups and the business judgment of the Compensation Committee.

Other NEOs salaries increased between 5% and 10%, with the exceptions of Mrs. Kujawa who received a 45% increase in connection with her promotion to Executive Vice President, Finance and Chief Financial Officer and Mr. Ketchum who received a 20% increase in connection with his promotion to President, NextEra Energy Resources. Mr. Silagy’s base salary in 2019 of $1,154,100 represented a 10% increase, Mr. Nazar’s base salary in 2019 of $997,500 represented a 5% increase, Mr. Sieving’s base salary of $1,002,400 represented a 10% increase and Mr. Pimentel’s base salary of $1,074,900 represented a 7% increase. Salary increases were based on the nature and responsibilities of each NEO’s respective position, expertise and performance, the competiveness of each NEO’s current pay in relation to their corresponding peer group and the recommendations of the CEO.

2019 Annual Performance-Based Incentive Compensation

2019 Annual Incentive Plan Description

Annual Incentive Plan goals are established to incentivize superior performance relative to industry peers. A majority of these goals are based on industry benchmarks and payouts under the Annual Incentive Plan are generally based on Company performance in the relevant period.

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Prior to 2019, the Compensation Committee established financial and operational performance goals under the Annual Incentive Plan in the following categories:

2019 Financial Performance Matrix

The financial performance matrix approved by the Compensation Committee for 2019, which is illustrated below, compares the Company’s 2019 adjusted EPS growth and adjusted ROE to the average of the actual annual EPS growth and ROE of the companies included in the S&P 500 Utilities Index during the ten-year period from January 1, 2010 to December 31, 2019 (estimated for 2019 using actual results for the first three quarters and analysts’ estimates for the fourth quarter).*

The Compensation Committee believes that these financial metrics are “enduring standards,” because they are objective, require the Company to demonstrate improvement, are aligned with how shareholder value is created and encourage management to include stretch goals as part of the annual budget-setting process. The financial performance matrix is designed to provide relatively greater rewards if the Company

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outperforms others in its industry on the indexed measures and relatively lower rewards if it does not. The Compensation Committee based the matrix on adjusted earnings because it believes that adjusted earnings provide a more meaningful representation of the Company’s fundamental earning power than net income calculated in accordance with GAAP. Therefore, the Compensation Committee believes that using adjusted earnings better aligns the NEOs’ motivations with the Company’s strategy and with shareholders’ long-term interests. In addition, the Compensation Committee believes that the use of adjusted earnings for this purpose is consistent with the way in which the Company communicates its earnings to analysts and investors.

The numbers in the following matrix set forth the range of possible ratings for corporate financial performance. A rating of “1” indicates overall corporate financial performance at the industry median, while higher ratings indicate corporate financial performance superior to the industry median, and lower ratings indicate corporate financial performance which lags the industry median.

It is important to recognize that the adjusted ROE and adjusted EPS growth amounts set forth in the illustration below are not generated arbitrarily by the Company, but reflect actual industry performance on these measures for the ten-year period ended December 31, 2019, and that the Company’s executive compensation is based, with respect to adjusted ROE and adjusted EPS growth, on the performance delivered by the Company relative to industry performance.

2019 Operational Goals

The Compensation Committee’s philosophy with respect to operational goals is that the goals be set and the actual award payouts be earned based on quantifiable performance relative to industry benchmarks, rather than performance against arbitrary goals. Operational goals and payout scales are primarily established based on industry benchmarks and Company performance. As noted previously, delivered performance superior to our industry will generally result in above-target compensation, while performance that is inferior to our industry will generally result in below-target compensation.

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In that context, FPL’s typical performance goals based on industry benchmarks are generally equal to or better than the top-quartile performers in its industry and NextEra Energy Resources targets based on earnings growth and profitability goals are well above utility industry norms (in both cases based on internal reviews of publicly-available information and information provided by consultants and industry associations). The following tables set forth the 2019 operational performance goals and the actual performance achieved against those goals.

Florida Power & Light Company:

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NextEra Energy Resources:

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After the end of 2019, the Executive Compensation Review Board (“review board”), whose members were Messrs. Ketchum, Robo and Silagy and Mrs. Kujawa and the most senior human resources officer, assessed: (1) whether the operational performance goals had been achieved, exceeded or missed and, to the extent exceeded or missed, by what margin such goals had been exceeded or missed (as set forth in the tables above); (2) the degree of difficulty of achieving each goal; and (3) the Company’s performance with respect to each goal as compared to the pre-established payout scale based on top-decile, top-quartile, median and sub-median performance on the same measure (industry-based where benchmark data was available) and arrived at an aggregate determination for the Company’s 2019 performance as compared to the goals. This assessment determined that the Company had achieved superior performance in 2019. The determination of the review board was then presented to the Compensation Committee, which had ultimate authority to accept or modify all or any part of the determination. For 2019, the Compensation Committee reviewed and discussed the review board’s recommendations and the conclusions on which they were based, and determined to accept those recommendations.

2019 Annual Incentive Awards for the NEOs

Each NEO’s 2019 annual incentive compensation was determined based on a rating (“NextEra Energy performance rating”) derived by combining the Company’s financial performance as measured by the financial performance matrix (weighted 50%) and the Company’s operational performance as compared to the operational performance goals (weighted 50%). The NextEra Energy performance rating for 2019, determined in this manner, was 1.79.

The NextEra Energy performance rating may be adjusted for each NEO by the Compensation Committee based on individual performance under circumstances in which the Compensation Committee determines that the formulaic calculation of the performance rating without adjustment would otherwise result in the payment of an inappropriate incentive. The Compensation Committee generally uses this aspect of the executive compensation program on a conservative basis, as it believes that the formula for calculating the NextEra Energy performance rating ordinarily should result in appropriate incentive payments. The individual performance adjustment, when used, historically has most often ranged between ±10%.

The Compensation Committee determined the individual performance factors in 2019 based on recommendations from the CEO (for all of the NEOs other than himself). For each NEO other than the CEO, the 2019 individual performance factor was based primarily upon the Company’s exceptional performance as described in the Executive Summary, above, as well as (for each NEO other than the CEO) the NEO’s performance relative to a set of objectives agreed upon with the CEO at the beginning of the year. For the CEO, the Compensation Committee determined the individual performance factor. The Compensation Committee determined Mr. Robo’s 2019 individual performance factor based on the Compensation Committee’s assessment of his performance and the Company’s overall 2019 performance as described in the Executive Summary.

The following illustrates the determination of the 2019 annual incentive for each NEO:

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In years where the Company’s performance is above or substantially above the performance of its peers as evidenced by industry benchmarks, as it was in 2019, the Company expects that annual incentive awards will be paid to the NEOs at a rate exceeding the target rate. For 2019, the NEOs’ annual incentive awards were as follows:

The amounts set forth above for the NEOs’ 2019 annual incentive awards also are set forth in the “Non-Equity Incentive Plan Compensation” column (column (g)) in Table 1a: 2019 Summary Compensation Table.

2019 Long-Term Performance-Based Equity Compensation

Equity Compensation Mix

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In determining the appropriate mix of equity compensation components, the Compensation Committee primarily considers the following factors:

As shown below, the Compensation Committee continued its practice of granting NEOs equity-based compensation which is composed of a substantially greater percentage of performance share awards, since our shareholders indicated during our shareholder outreach that they most highly value the longer-term performance features of performance shares. After the Compensation Committee determined the appropriate mix of equity compensation components, the target award level for each equity-based element was expressed as a percentage of each NEO’s target total direct compensation opportunity. The target dollar value for each component was converted to a number of shares of equivalent value (estimated present value for stock options and performance shares).

2019 Mix of Equity Compensation Awards for the NEOs

In 2019, the Compensation Committee granted the following mix of equity-based compensation to the NEOs:

Performance Share Awards Granted in 2019 for the Performance Period Ending December 31, 2021

For the performance share awards granted in 2019 for the performance period beginning January 1, 2019 and ending December 31, 2021, the Compensation Committee continued to use the performance measures adopted in 2018 to ensure alignment in award design with TSR plan design trends and enable strong pay for performance alignment. The 2019 performance share awards have 3-year adjusted ROE and EPS growth and operational measures as performance measures. Consistent with prior years, the awards also have an individual performance factor ranging from ±20%, which is applicable only to 65% of the performance share award determined based on financial and operational performance measures to enable the Compensation Committee to adjust payouts based on their assessment of the NEO’s individual performance. The goals used to measure long-term performance for purposes of the NEOs’ performance

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share awards are different both in terms of the objectives and time-frames than the goals used to measure short-term performance under the Company’s Annual Incentive Plan. The measures, and their relative weights, are set forth below:

During the performance period, performance shares are not issued, the NEO may not sell or transfer the NEO’s contingent right to receive performance shares and dividends are not paid.

Payout of Performance Share Awards Granted in 2017 for the Performance Period Ended December 31, 2019

Each NEO was granted a target number of performance shares in 2017 for a three-year performance period beginning January 1, 2017 and ending on December 31, 2019. The Compensation Committee views the payout of this grant after the end of the performance period as part of each NEO’s 2017 compensation, while the performance shares granted in 2019 for the performance period ending on December 31, 2021 are considered to be part of each NEO’s 2019 compensation, even though the shares will not be issued, if at all, until February 2022.

At the end of the performance period for the performance share awards granted in 2017, each NEO’s performance share award payout, other than Mrs. Kujawa’s payout, was determined in accordance with measures and weights as set forth below:

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The 2017 performance share award overall rating, determined in this manner, was 2.00, as shown below.

Applying the overall rating results to the target performance shares resulted in the following performance share award payouts for each of the NEOs:

See Table 2: 2019 Grants of Plan-Based Awards for information about the performance shares awarded to the NEOs in 2019 and Table 4: 2019 Option Exercises and Stock Vested for additional information about the performance shares issued for the three-year performance period which began on January 1, 2017 and ended on December 31, 2019.

Performance-Based Restricted Stock Granted in 2019

The performance objective for performance-based restricted stock is adjusted earnings of $1.2 billion. The shares of performance-based restricted stock granted in 2019 will not vest unless and until the Compensation Committee certifies that NextEra Energy’s adjusted earnings for each of 2019, 2020 and 2021, respectively, equal or exceed $1.2 billion.

Because the Compensation Committee intends for the grant date present value of performance-based restricted stock awards to equal the fair market value of an equivalent number of shares of the Company’s common stock absent the performance and vesting conditions, dividends are paid on performance-based restricted stock awards as and when dividends are paid on the common stock. However, any dividends paid on performance-based restricted stock awards that do not vest must be repaid within 30 days following forfeiture of the award.

See Table 2: 2019 Grants of Plan-Based Awards for information about the performance-based restricted stock awarded to the NEOs in 2019 and the description following that table for information about the material terms and conditions applicable to those performance-based restricted stock awards.

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Performance-Based Restricted NEP Common Units Granted in 2019

In February 2019, as part of the Compensation Committee’s setting of 2019 long-term performance-based incentive compensation for the NEOs, the Compensation Committee expressed its preference that a portion of the long-term performance-based incentive compensation to be awarded to the NEOs who also are officers of NEP be granted in the form of NEP performance-based restricted common units (“NEP Awards”). The Compensation Committee concluded that the proposed NEP Awards would further align the incentive compensation of these NEOs to activities that promote the growth of long-term value for shareholders of the Company. After considering this and other factors, the Board of Directors of NEP (the “NEP Board”) in February 2019 approved grants of NEP Awards to those Company NEOs who also are officers of NEP, as well as to other officers and employees of the Company or its affiliates who are responsible for significant NEP activities.

The NEP Awards received by the NEOs did not increase the NEOs’ overall incentive compensation opportunity, but instead replaced on a dollar-for-dollar basis approximately 7% of the aggregate grant date value of the portion of their long-term performance-based awards in 2019 that otherwise would have been issued in the form of performance-based restricted stock of the Company. The performance objective for NEP Awards is adjusted EBITDA of $400 million. Therefore, the NEP Awards granted in 2019 will not vest unless and until the NEP Board certifies that NEP’s adjusted EBITDA for 2019, 2020 and 2021, respectively, equals or exceeds $400 million.

The NEP Awards were made pursuant to the NextEra Energy Partners, LP 2014 Long Term Incentive Plan (“NEP 2014 LTIP”). NEP will be reimbursed by the Company for the grant date fair value of all NEP Awards granted to employees and officers of the Company or its affiliates.

See Table 2: 2019 Grants of Plan-Based Awards for information about the performance-based restricted NEP common units awarded to the NEOs in 2019 and the description following that table for information about the material terms and conditions applicable to those performance-based restricted common units.

Non-Qualified Stock Option Awards in 2019

The Compensation Committee grants non-qualified stock options, rather than incentive stock options, primarily because the tax treatment of non-qualified stock options is more favorable to the Company than the treatment of incentive stock options. The 2011 LTIP prohibits repricing of awarded options without shareholder approval. See Table 2: 2019 Grants of Plan-Based Awards for information about the stock options granted to the NEOs in 2019 and the description following that table for further information about the material terms and conditions applicable to stock options.

Equity Grant Practices

Equity awards are granted by the Compensation Committee to the NEOs each year in mid-February, which is a date that is normally set two years in advance. The Compensation Committee believes that granting equity in this way is appropriate because the Company typically releases year-end earnings in late January, so all relevant information should be available to the market on the grant date. Equity awards may also be made to new executive officers upon hire or promotion, generally coincident with the date of hire or promotion or the Compensation Committee meeting next following the date of hire or promotion. The Compensation Committee does not seek to time equity grants to take advantage of information, either positive or negative, about the Company which has not been publicly disseminated. The exercise price of options granted is equal to the closing market price of NextEra Energy’s common stock on the effective date of grant.

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How We Make Compensation Decisions

Compensation Committee Role and Processes; Role of External Consultant

The Compensation Committee plans its agendas to ensure a thorough and thoughtful decision process. Typically, information regarding strategic decisions with respect to the NEOs is presented at one meeting to the Compensation Committee, which makes its decision at a subsequent meeting. This allows time for follow-up questions from Compensation Committee members in advance of the final decision.

The Compensation Committee had an executive session at the end of each of its 2019 meetings, during which no executive officers were present. During the appropriate executive sessions, the Compensation Committee evaluated the performance of the chairman and CEO, discussed and approved the compensation of the chairman and CEO, met with the Compensation Consultant and discussed and considered such other matters as it deemed appropriate.

During 2019, the Compensation Committee engaged Frederic W. Cook & Co., Inc. (“FW Cook”), an independent executive compensation consulting firm which performed no other services for NextEra Energy or its affiliates, to provide advice and counsel to the Compensation Committee from time-to-time. FW Cook is sometimes referred to as the “Compensation Consultant.”

In 2019, the Compensation Consultant participated in all Compensation Committee meetings. In accordance with its engagement letter, during the 2019 executive compensation cycle, FW Cook provided the Compensation Committee and the Company with analyses and advice on topics such as pay competitiveness and executive compensation program plan design. FW Cook also benchmarked and discussed with the Compensation Committee its recommendation with respect to non-employee director compensation. The Compensation Consultant also monitored current and emerging market trends and reported to the Compensation Committee on such trends and their impact on the Company compensation practices. In 2019, the Compensation Committee also assessed the independence of FW Cook in accordance with SEC rules and concluded that the Compensation Consultant’s work for the Compensation Committee did not raise any conflicts of interest.

Compensation Resources

The Compensation Committee used its business judgment to set each NEO’s target total direct compensation opportunity for 2019 and each compensation element. The Compensation Committee based its determination on its integrated assessment of a series of factors, including competitive alternatives, individual and team contribution and performance, corporate performance, complexity and importance of role and responsibilities, experience, leadership and growth potential and the relationship of the NEO’s pay to the pay of NextEra Energy’s other executive officers. There are no material differences among NEOs with respect to the application of NextEra Energy’s compensation policies or the way in which total compensation opportunity is determined.

The Compensation Committee primarily used the following resources to aid in its determination of the 2019 target total direct compensation opportunity for each NEO.

Market Comparisons/Peer Group

When establishing each NEO’s target total direct compensation opportunity for 2019, the Compensation Committee considered the competitive market for comparable executives and compensation opportunities provided by comparable companies. Competition for executive talent primarily affects the aggregate level of the target total direct compensation opportunity available to the NEOs.

The Compensation Committee believes that it is critical to the Company’s long-term performance to offer its executive officers compensation opportunities broadly commensurate with their competitive alternatives. The Company obtained market comparison information for all NEOs from publicly-available peer group information. The Company’s peer group is composed of a set of companies from the energy services

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industry and a set of companies from general industry. These companies were selected by the Compensation Committee with input from executive officers (including the CEO) and the Compensation Consultant. The Compensation Committee believes that the use of companies both from the energy services industry and from general industry was appropriate because the Company’s executive officers come both from within and from outside the Company’s industry. NEOs were recruited from within and outside the Company’s industry and the Compensation Committee believes that their opportunities for alternative employment are not limited to other energy or utility companies.

For 2019, the Compensation Committee conducted a review of the then-existing 2018 peer group based on the following criteria:

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All energy services industry companies included in the Company’s 2018 peer group met these criteria and were retained by the Compensation Committee for the 2019 peer group and no additional companies were added to this group. The Compensation Committee determined that four general industry companies, Fluor Corporation, Hess Corporation, Principal Financial Group, Inc. and Xerox Corporation were outliers due to business transactions or the size of the companies. The Compensation Committee replaced these four companies with Danaher Corporation, Halliburton Company, Northrop Grumman and Thermo Fisher Scientific, Inc., which are in industries in which the Company competes for talent and the Compensation

Committee believes are more appropriately aligned with the Company’s business in terms of market capitalization and scope. Thus, the executive compensation programs of the following companies were reviewed as market comparators for 2019:

Although the Compensation Committee did not target specific total compensation levels relative to industry peers (a so-called “percentile” approach), it generally reviewed peer company data at the 50^th percentile for the general industry companies and the 75^th percentile for the energy services industry companies. The Compensation Committee believes these levels were appropriate because:

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Other Resources

Other Practices and Policies Related to Compensation

Stock Ownership and Retention Policies

The Company believes it is important for executive officers to accumulate a significant amount of NextEra Energy common stock to align officers’ interests with those of the Company’s shareholders. NextEra Energy’s NEOs (and all other officers) are subject to a stock ownership policy and a stock retention policy. The Company believes these policies strongly reinforce NextEra Energy’s executive compensation philosophy and objectives. At the same time, the Company recognizes that the accumulation of a large, undiversified position in NextEra Energy common stock can at some point create undesired incentives, and it permits its officers some degree of diversification once the target level of holdings is reached.

Under the stock ownership policy, officers are expected, within three years after appointment to office, to own NextEra Energy common stock with a value equal to a multiple of their base salaries. Shares of NextEra Energy common stock and share units held in NextEra Energy’s employee benefit plans and deferred compensation plan are credited toward meeting this requirement. Unvested shares of performance-based restricted stock count, while shares subject to unpaid performance share awards and unexercised options do not count, toward the calculation of required holdings. The current multiples are as follows: