8-K/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report: November 24, 2021

(Date of earliest event reported)

Commission file number	Registrant, State of Incorporation or Organization, Address of Principal Executive Offices and Telephone Number	IRS Employer Identification Number
1-3382	DUKE ENERGY PROGRESS, LLC (a North Carolina limited liability company) 410 South Wilmington Street Raleigh, North Carolina 27601-1748 704-382-3853	56-0165465
333-259315-01	DUKE ENERGY PROGRESS NC STORM FUNDING LLC (a Delaware limited liability company) 410 South Wilmington Street Raleigh, North Carolina 27601-1748 704-382-3853	87-2308312

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting Material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
	None.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Explanatory Note

Duke Energy Progress, LLC and Duke Energy Progress NC Storm Funding LLC furnished a Current Report on Form 8-K on November 24, 2021 and inadvertently attached an incorrect Exhibit 5.1 to such report. Duke Energy Progress, LLC and Duke Energy Progress NC Storm Funding LLC are furnishing this Current Report on Form 8-K/A to attach the correct Opinion of Hunton Andrews Kurth LLP with respect to legality as Exhibit 5.1. For convenience, Duke Energy Progress, LLC and Duke Energy Progress NC Storm Funding LLC are including hyperlinks to the other exhibits and repeating the text of the original report, except that references to Form 8-K have been replaced by references to this Form 8-K/A.

Item 8.01. Other Events

On November 24, 2021, Duke Energy Progress NC Storm Funding LLC (the “Issuing Entity”) issued $769,627,000 of Series A Senior Secured Storm Recovery Bonds (the “Storm Recovery Bonds”), pursuant to an Indenture and Series Supplement (together, the “Indenture”), each dated as of November 24, 2021. The Storm Recovery Bonds were offered pursuant to the Prospectus dated November 17, 2021. In connection with this issuance of the Storm Recovery Bonds, Duke Energy Progress, LLC and the Issuing Entity are filing the exhibits listed in Item 9.01, which are annexed hereto as exhibits to this Current Report on Form 8-K/A.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Description
4.1	Indenture between Duke Energy Progress NC Storm Funding LLC and the Indenture Trustee (including forms of the Senior Secured Storm Recovery Bonds) dated as of November 24, 2021
4.2	Series Supplement between Duke Energy Progress NC Storm Funding LLC and the Indenture Trustee, dated as of November 24, 2021
5.1	Opinion of Hunton Andrews Kurth LLP with respect to legality
8.1	Opinion of Hunton Andrews Kurth LLP with respect to tax matters
10.1	Storm Recovery Property Servicing Agreement between Duke Energy Progress NC Storm Funding LLC and Duke Energy Progress, LLC, as Servicer, dated as of November 24, 2021
10.2	Storm Recovery Property Purchase and Sale Agreement between Duke Energy Progress NC Storm Funding LLC and Duke Energy Progress, LLC, as Seller, dated as of November 24, 2021
10.3	Administration Agreement between Duke Energy Progress NC Storm Funding LLC and Duke Energy Progress, LLC, as Administrator, dated as of November 24, 2021
23.1	Consent of Hunton Andrews Kurth LLP (included as part of its opinions filed as Exhibit 5.1 and Exhibit 8.1)
99.1	Opinion of Hunton Andrews Kurth LLP with respect to U.S. and North Carolina constitutional matters
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

	DUKE ENERGY PROGRESS, LLC
	By:	/s/ Robert T. Lucas III
		Robert T. Lucas III
Dated:  December 3, 2021		Assistant Secretary
	DUKE ENERGY PROGRESS NC STORM FUNDING LLC
	By:	/s/ Robert T. Lucas III
		Robert T. Lucas III
Dated:  December 3, 2021		Secretary

EX-5.1

Exhibit 5.1

    HUNTON ANDREWS KURTH LLP
FILE NO: 034085.0000214    

November 24, 2021

Duke Energy Progress, LLC

Duke Energy Progress NC Storm Funding LLC

410 South Wilmington Street

Raleigh, North Carolina 27601-1748

Re:     Duke Energy Progress, LLC

Registration Statement on Form SF-1

Ladies and Gentlemen:

We have acted as counsel to Duke Energy Progress, LLC (“DEP”) and Duke Energy Progress NC Storm Funding LLC, a Delaware limited liability company (the “Company”), in connection with the issuance and sale of $769,627,000 aggregate principal amount of the Company’s Senior Secured Storm Recovery Bonds, Series A (the “Bonds”), covered by the Registration Statement on Form SF-1 (Registration Nos. 333-259315 and 333-259315-01) filed on September 3, 2021 and as amended by (i) Amendment No. 1 thereto filed on October 28, 2021 and (ii) Amendment No. 2 thereto filed on November 1, 2021 (collectively, the “Registration Statement”) with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”) and the preliminary prospectus, subject to completion, dated November 15, 2021, which was filed with the Commission pursuant to Rule 424(b)(3) of the rules and regulations of the Commission and the final prospectus, dated November 17, 2021, which was filed with the Commission pursuant Rule 424(b)(1) of the rules and regulations of the Commission. .

The Bonds were issued under an Indenture (the “Base Indenture”) between the Company and The Bank of New York Mellon Trust Company, National Association, as trustee (the “Trustee”), as supplemented by a Series Supplement establishing the forms, terms and other provisions of the Bonds (the “Series Supplement” and, together with the Base Indenture, the “Indenture”) between the Company and the Trustee. The Bonds were sold pursuant to the terms of the Underwriting Agreement, dated November 17, 2021 (the “Underwriting Agreement”), among the Company, DEP and the underwriters named therein.

This opinion letter is being delivered in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act.

We are familiar with the proceedings taken by the Company and DEP in connection with the authorization, issuance and sale of the Bonds. In rendering the opinion expressed below, we have examined and relied upon copies of the Registration Statement and the exhibits filed therewith, and the Indenture. We have also examined originals, or copies of originals certified to our satisfaction, of such agreements, documents, certificates and statements of government officials and other instruments, and have examined such questions of law and have satisfied ourselves as to such matters of fact, as we have considered relevant and necessary as a basis for this opinion. We have assumed (i) the genuineness of all signatures, (ii) the authenticity of all documents submitted to us as originals and (iii) the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such latter documents. We have also assumed that the Indenture will be the valid and legally binding obligation of the Trustee. In delivering the opinion expressed below, as to factual matters, we have relied on certifications and other written or oral statements of governmental and other public officials and of officers and representatives of the Company, DEP, the underwriters of the Bonds and the Trustee without independent verification.

ATLANTA AUSTIN BANGKOK BEIJING BOSTON BRUSSELS CHARLOTTE DALLAS DUBAI HOUSTON LONDON LOS ANGELES MIAMI NEW YORK NORFOLK RICHMOND SAN FRANCISCO THE WOODLANDS TOKYO TYSONS WASHINGTON, DC

www.HuntonAK.com

November 24, 2021
Page 2

Based on the foregoing, and subject to the qualifications and limitations hereinafter set forth, we are of the opinion that the Bonds, when duly authenticated by the Trustee and issued and delivered by the Company against payment therefor in accordance with the terms of the Underwriting Agreement and the Indenture, will constitute the valid and binding obligations of the Company (subject to bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, fraudulent transfer and other similar laws relating to or affecting creditors’ rights generally and to general equitable principles (regardless of whether considered in a proceeding in equity or at law), including concepts of commercial reasonableness, good faith and fair dealing and the possible unavailability of specific performance or injunctive relief).

We express no opinion herein as to the law of any jurisdiction other than the laws of the State of New York, the Limited Liability Company Act of the State of Delaware and the federal laws of the United States.

We hereby consent to (i) the filing of this opinion letter as an exhibit to the Registration Statement and to all references to us included in or made a part of the Registration Statement and (ii) the posting of a copy of this opinion letter to an internet website required under Rule 17g-5 under the Securities Exchange Act of 1934, as amended and maintained by DEP and the Company for the purpose of complying with such rule. In giving the foregoing consent, we do not hereby admit that we come within the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder. This opinion letter is limited to the matters stated in this opinion letter, and no opinion may be implied or inferred beyond the matters expressly stated in this letter. This opinion letter is given as of the date hereof, and we assume no obligation to advise you after the date hereof of facts or circumstances that come to our attention or changes in the law, including judicial or administrative interpretations thereof, that occur which could affect the opinion contained herein.

Very truly yours,

/s/ Hunton Andrews Kurth LLP

XML

Cover	Nov. 24, 2021
Document Type	8-K/A
Amendment Flag	true
Amendment Description	Duke Energy Progress, LLC and Duke Energy Progress NC Storm Funding LLC furnished a Current Report on Form 8-K on November 24, 2021 and inadvertently attached an incorrect Exhibit 5.1 to such report. Duke Energy Progress, LLC and Duke Energy Progress NC Storm Funding LLC are furnishing this Current Report on Form 8-K/A to attach the correct Opinion of Hunton Andrews Kurth LLP with respect to legality as Exhibit 5.1. For convenience, Duke Energy Progress, LLC and Duke Energy Progress NC Storm Funding LLC are including hyperlinks to the other exhibits and repeating the text of the original report, except that references to Form 8-K have been replaced by references to this Form 8-K/A.
Document Period End Date	Nov. 24, 2021
Entity File Number	1-3382
Entity Registrant Name	DUKE ENERGY PROGRESS, LLC
Entity Central Index Key	0000017797
Entity Tax Identification Number	56-0165465
Entity Incorporation, State or Country Code	NC
Entity Address, Address Line One	410 South Wilmington Street
Entity Address, City or Town	Raleigh
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27601-1748
City Area Code	704
Local Phone Number	382-3853
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Duke Energy Progress Nc Storm Funding [Member]
Document Type	8-K/A
Amendment Flag	true
Document Period End Date	Nov. 24, 2021
Entity File Number	333-259315-01
Entity Registrant Name	DUKE ENERGY PROGRESS NC STORM FUNDING LLC
Entity Central Index Key	0001881229
Entity Tax Identification Number	87-2308312
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	410 South Wilmington Street
Entity Address, City or Town	Raleigh
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27601-1748
City Area Code	704
Local Phone Number	382-3853
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false