COMMON EQUITY (Entergy Corporation, Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Common Stock

Common stock and treasury stock shares activity for Entergy for 2022, 2021, and 2020 is as follows:


	2022		2021		2020
	Common Shares Issued	Treasury Shares	Common Shares Issued	Treasury Shares	Common Shares Issued	Treasury Shares
Beginning Balance, January 1	271,965,510	69,312,326	270,035,180	69,790,346	270,035,180	70,886,400

Issuances:
Equity Distribution Program	7,688,419	—	1,930,330	—	—	—

Employee Stock-Based Compensation Plans	—	(818,366)	—	(461,903)	—	(1,076,511)
Directors’ Plan	—	(16,531)	—	(16,117)	—	(19,543)
Ending Balance, December 31	279,653,929	68,477,429	271,965,510	69,312,326	270,035,180	69,790,346

Entergy Corporation reissues treasury shares to meet the requirements of the Stock Plan for Outside Directors (Directors’ Plan), the three equity plans of Entergy Corporation and Subsidiaries, and certain other stock benefit plans. The Directors’ Plan awards to non-employee directors a portion of their compensation in the form of a fixed dollar value of shares of Entergy Corporation common stock.

In October 2010 the Board granted authority for a $500 million share repurchase program. As of December 31, 2022, $350 million of authority remains under the $500 million share repurchase program.

Dividends declared per common share were $4.10 in 2022, $3.86 in 2021, and $3.74 in 2020.

Equity Distribution Program

In January 2021, Entergy entered into an equity distribution sales agreement with several counterparties establishing an at the market equity distribution program, pursuant to which Entergy may offer and sell from time to time shares of its common stock. The sales agreement provides that, in addition to the issuance and sale of shares of Entergy common stock, Entergy may enter into forward sale agreements for the sale of its common stock. Initially, the aggregate number of shares of common stock sold under this sales agreement and under any forward sale agreement may not exceed an aggregate gross sales price of $1 billion. In May 2022, Entergy increased the aggregate gross sales price authorized under the at the market equity distribution program by $1 billion. As of

December 31, 2022, an aggregate gross sales price of approximately $1,077.8 million has been sold under the at market equity distribution program.

During the year ended December 31, 2021, Entergy Corporation issued 1,930,330 shares of common stock under the at the market equity distribution program. The net sales proceeds from these shares totaled $200.8 million, which includes the gross sales price of $204.2 million received by Entergy Corporation less $1.4 million of general issuance costs and $2.0 million of aggregate compensation to the agents with respect to such sales.

In June, August, and October 2021, Entergy entered into forward sale agreements for 416,853 shares, 1,692,555 shares, and 250,743 shares of common stock, respectively. No amounts were recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreements occurred in November 2022. The forward sale agreements required Entergy to, at its election prior to September 29, 2023, either (i) physically settle the transactions by issuing the total of 416,853 shares, 1,692,555 shares, and 250,743 shares, respectively, of its common stock to the forward counterparties in exchange for net proceeds at the then-applicable forward sale price specified by the agreements (initially approximately $106.87, $111.16, and $100.35 per share, respectively) or (ii) net settle the transactions in whole or in part through the delivery or receipt of cash or shares. The forward sale price was subject to adjustment on a daily basis based on a floating interest rate factor and decreased by other fixed amounts specified in the agreements. In connection with the forward sale agreements, the forward seller, or its affiliates, borrowed from third parties and sold 416,853 shares, 1,692,555 shares, and 250,743 shares, respectively, of Entergy Corporation’s common stock. The gross sales price of these shares totaled $45 million, $190.1 million, and $25.4 million, respectively. In connection with the sales of these shares, Entergy paid to the agents fees of $0.5 million, $1.9 million, and $0.3 million, respectively, which have not been deducted from the gross sales prices. Entergy did not receive any proceeds from such sales of borrowed shares.

Until settlement of the forward sale agreements, earnings per share dilution resulting from the agreements, if any, were determined under the treasury stock method. Share dilution occurs when the average market price of Entergy’s common stock is higher than the average forward sales price. At December 31, 2021, 1,158,917 shares under the forward sale agreements were not included in the calculation of diluted earnings per share because their effect would have been antidilutive.

In March, June, and September 2022, Entergy entered into forward sale agreements for 1,538,010 shares, 2,124,086 shares, and 1,666,172 shares of common stock, respectively. No amounts were recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreements occurred in November 2022. The forward sale agreements required Entergy to, at its election prior to September 29, 2023 for the March 2022 agreements and prior to December 29, 2023 for the June and September agreements, either (i) physically settle the transactions by issuing the total of 1,538,010 shares, 2,124,086 shares, and 1,666,172 shares, respectively, of its common stock to the forward counterparties in exchange for net proceeds at the then-applicable forward sale price specified by the agreements (initially approximately $108.12, $116.94, and $115.46 per share, respectively) or (ii) net settle the transactions in whole or in part through the delivery or receipt of cash or shares. The forward sale price is subject to adjustment on a daily basis based on a floating interest rate factor and will decrease by other fixed amounts specified in the agreements. In connection with the forward sale agreements, the forward seller, or its affiliates, borrowed from third parties and sold 1,538,010 shares, 2,124,086 shares, and 1,666,172 shares, respectively, of Entergy Corporation’s common stock. The gross sales price of these shares totaled $168 million, $250.9 million, and $194.2 million, respectively. In connection with the sales of these shares, Entergy paid to the agents fees of $1.7 million, $2.5 million, and $1.9 million, respectively, which have not been deducted from the gross sales prices. Entergy did not receive any proceeds from such sales of borrowed shares.

In November 2022, Entergy physically settled its obligations under the forward sale agreements by delivering 7,688,419 shares of common stock in exchange for cash proceeds of $853.3 million. The forward sale price used to determine the cash proceeds received by Entergy was calculated based on the initial forward sale price

of $112.50 per share as adjusted in accordance with the forward sale agreements. Entergy incurred approximately $0.7 million of general issuance costs with the settlement.

Entergy used the net proceeds for general corporate purposes, which included repayment of commercial paper, outstanding loans under Entergy’s revolving credit facility, and other debt.

Retained Earnings and Dividends

Entergy Corporation received dividend payments and distributions from subsidiaries totaling $301 million in 2022, $136 million in 2021, and $113 million in 2020.

Comprehensive Income

Accumulated other comprehensive income (loss) is included in the equity section of the balance sheets of Entergy and Entergy Louisiana. The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the year ended December 31, 2022 by component:


	Cash flow hedges net unrealized gain (loss)	Pension and other postretirement liabilities	Net unrealized investment gain (loss)	Total Accumulated Other Comprehensive Income (Loss)
	(In Thousands)



Beginning balance, January 1, 2022	($1,035)	($338,647)	$7,154	($332,528)
Other comprehensive income (loss) before reclassifications	908	112,944	(12,997)	100,855
Amounts reclassified from accumulated other comprehensive income (loss)	127	33,949	5,843	39,919
Net other comprehensive income (loss) for the period	1,035	146,893	(7,154)	140,774
Ending balance, December 31, 2022	$—	($191,754)	$—	($191,754)

The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the year ended December 31, 2021 by component:


	Cash flow hedges net unrealized gain (loss)	Pension and other postretirement liabilities	Net unrealized investment gain (loss)	Total Accumulated Other Comprehensive Income (Loss)
	(In Thousands)



Beginning balance, January 1, 2021	$28,719	($534,576)	$56,650	($449,207)

Other comprehensive income (loss) before reclassifications	1,439	130,371	(48,050)	83,760
Amounts reclassified from accumulated other comprehensive income (loss)	(31,193)	65,558	(1,446)	32,919
Net other comprehensive income (loss) for the period	(29,754)	195,929	(49,496)	116,679

Ending balance, December 31, 2021	($1,035)	($338,647)	$7,154	($332,528)

The following table presents changes in accumulated other comprehensive income (loss) for Entergy Louisiana for the year ended December 31, 2022:


						Pension and Other Postretirement Liabilities
						(In Thousands)

Beginning balance, January 1, 2022						$8,278
Other comprehensive income (loss) before reclassifications						48,087
Amounts reclassified from accumulated other comprehensive income (loss)						(995)
Net other comprehensive income (loss) for the period						47,092
Ending balance, December 31, 2022						$55,370

The following table presents changes in accumulated other comprehensive income (loss) for Entergy Louisiana for the year ended December 31, 2021:


						Pension and Other Postretirement Liabilities
						(In Thousands)

Beginning balance, January 1, 2021						$4,327
Other comprehensive income (loss) before reclassifications						4,084
Amounts reclassified from accumulated other comprehensive income (loss)						(133)
Net other comprehensive income (loss) for the period						3,951



Ending balance, December 31, 2021						$8,278

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) for Entergy for the years ended December 31, 2022 and 2021 are as follows:


	Amounts reclassified from AOCI		Income Statement Location
	2022	2021
	(In Thousands)
Cash flow hedges net unrealized gain (loss)
Power contracts	$—	$39,679	Competitive business operating revenues
Interest rate swaps	(161)	(194)	Miscellaneous - net
Total realized gain (loss) on cash flow hedges	(161)	39,485
Income taxes	34	(8,292)	Income taxes
Total realized gain (loss) on cash flow hedges (net of tax)	($127)	$31,193

Pension and other postretirement liabilities
Amortization of prior-service costs	$15,337	$20,947	(a)


Amortization of loss	(33,859)	(88,838)	(a)
Settlement loss	(25,321)	(16,379)	(a)
Total amortization and settlement loss	(43,843)	(84,270)
Income taxes	9,894	18,712	Income taxes
Total amortization and settlement loss (net of tax)	($33,949)	($65,558)

Net unrealized investment gain (loss)
Realized gain (loss)	($9,245)	$2,289	Interest and investment income
Income taxes	3,402	(843)	Income taxes
Total realized investment gain (loss) (net of tax)	($5,843)	$1,446

Total reclassifications for the period (net of tax)	($39,919)	($32,919)


(a)			These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and other postretirement cost. See Note 11 to the financial statements for additional details.

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) for Entergy Louisiana for the years ended December 31, 2022 and 2021 are as follows:


	Amounts reclassified from AOCI		Income Statement Location
	2022	2021
	(In Thousands)

Pension and other postretirement liabilities
Amortization of prior-service costs	$4,630	$4,920	(a)

Amortization of loss	(927)	(2,322)	(a)
Settlement loss	(2,342)	(2,484)	(a)
Total amortization	1,361	114
Income taxes	(366)	19	Income taxes
Total amortization (net of tax)	995	133

Total reclassifications for the period (net of tax)	$995	$133


(a)			These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension and other postretirement cost. See Note 11 to the financial statements for additional details.

Common Equity

COMMON EQUITY (Entergy Corporation, Entergy Arkansas, Entergy Louisiana, Entergy Mississippi, Entergy New Orleans, Entergy Texas, and System Energy)

Common Stock

Common stock and treasury stock shares activity for Entergy for 2022, 2021, and 2020 is as follows:


	2022		2021		2020
	Common Shares Issued	Treasury Shares	Common Shares Issued	Treasury Shares	Common Shares Issued	Treasury Shares
Beginning Balance, January 1	271,965,510	69,312,326	270,035,180	69,790,346	270,035,180	70,886,400

Issuances:
Equity Distribution Program	7,688,419	—	1,930,330	—	—	—

Employee Stock-Based Compensation Plans	—	(818,366)	—	(461,903)	—	(1,076,511)
Directors’ Plan	—	(16,531)	—	(16,117)	—	(19,543)
Ending Balance, December 31	279,653,929	68,477,429	271,965,510	69,312,326	270,035,180	69,790,346