EQUITY (Entergy Corporation, Entergy Louisiana, and Entergy Mississippi)

Common Stock

Earnings per Share

The following table presents Entergy’s basic and diluted earnings per share calculations included on the consolidated income statements:



	For the Three Months Ended September 30,
	2022			2021
	(In Millions, Except Per Share Data)
	Income	Shares	$/share	Income	Shares	$/share
Basic earnings per share
Net income attributable to Entergy Corporation	$560.6	203.4	$2.76	$531.0	201.0	$2.64
Average dilutive effect of:
Stock options		0.5	(0.01)		0.4	—
Other equity plans		0.6	(0.01)		0.6	(0.01)
Equity Forwards		0.1	—		—	—
Diluted earnings per share	$560.6	204.6	$2.74	$531.0	202.0	$2.63

The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect was approximately 0.9 million for the three months ended September 30, 2022 and approximately 1 million for the three months ended September 30, 2021.

The following table presents Entergy’s basic and diluted earnings per share calculations included on the consolidated income statements:


	For the Nine Months Ended September 30,
	2022			2021
	(In Millions, Except Per Share Data)
	Income	Shares	$/share	Income	Shares	$/share
Basic earnings per share
Net income attributable to Entergy Corporation	$996.7	203.3	$4.90	$859.6	200.8	$4.28
Average dilutive effect of:
Stock options		0.5	(0.01)		0.4	(0.01)
Other equity plans		0.5	(0.01)		0.4	(0.01)
Equity forwards		0.1	—		—	—
Diluted earnings per share	$996.7	204.4	$4.88	$859.6	201.6	$4.26

The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect was approximately 0.9 million for the nine months ended September 30, 2022 and approximately 1 million for the nine months ended September 30, 2021.

Entergy’s stock options and other equity compensation plans are discussed in Note 5 to the financial statements herein and in Note 12 to the financial statements in the Form 10-K.

Dividends declared per common share were $1.01 for the three months ended September 30, 2022 and $0.95 for the three months ended September 30, 2021. Dividends declared per common share were $3.03 for the nine months ended September 30, 2022 and $2.85 for the nine months ended September 30, 2021.

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 could 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 September 30, 2022, an aggregate gross sales price of approximately $1,077.8 million has been sold under the at the market equity distribution program. See Note 7 to the financial statements in the Form 10-K for discussion of the common stock issued and unsettled forward sale agreements entered into during 2021.

During the nine months ended September 30, 2022, there were no shares of common stock issued under the at the market equity distribution program. During the nine months ended September 30, 2021, Entergy Corporation issued 265,468 shares of common stock under the at the market equity distribution program. The net sales proceeds from these shares totaled $26.8 million, which includes the gross sales price of $28.2 million received by Entergy Corporation less $1.1 million of general issuance costs and $0.3 million of aggregate compensation to the agents with respect to such sales.

In June 2021, Entergy entered into a forward sale agreement for 416,853 shares of common stock. The forward sale agreement was amended in August 2022 to extend the duration of the forward sale agreement by one year. No amounts have or will be recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreement occur. The forward sale agreement requires Entergy to, at its election prior to September 30, 2023, either (i) physically settle the transactions by issuing the total of 416,853

shares of its common stock to the investment bank in exchange for net proceeds at the then-applicable forward sale price specified by the agreement (initially $106.87 per share) or (ii) net settle the transaction 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 agreement. In connection with the forward sale agreement, the forward seller, or its affiliates, borrowed from third parties and sold 416,853 shares of Entergy Corporation’s common stock. The gross sales price of these shares totaled $45 million. In connection with the sale of these shares, Entergy paid the forward sellers fees of approximately $0.5 million, which have not been deducted from the gross sales price. Entergy Corporation did not receive any proceeds from such sales of borrowed shares.

In August and October 2021, Entergy entered into forward sale agreements for 1,692,555 and 250,743 shares of common stock, respectively. The forward sale agreements were amended in August 2022 to extend the duration of the forward sale agreements by one year. No amounts have or will be recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreements occur. In each case, the forward sale agreement requires Entergy to, at its election prior to September 30, 2023, either (i) physically settle the transactions by issuing the total of 1,692,555 and 250,743 shares, respectively, of its common stock to the forward counterparty in exchange for net proceeds at the then-applicable forward sale price specified by the respective forward sale agreement (initially approximately $111.16 and $100.35 per share, respectively) or (ii) net settle the transaction 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 respective forward sale agreement. In connection with the forward sale agreements, the forward seller, or its affiliates, borrowed from third parties and sold 1,692,555 and 250,743 shares, respectively, of Entergy Corporation’s common stock. The gross sales price of these shares totaled $190.1 million and $25.4 million, respectively. In connection with the sales of these shares, Entergy paid the forward sellers fees of $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.

In March 2022, Entergy entered into a forward sale agreement for 1,538,010 shares of common stock. No amounts have or will be recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreement occur. The forward sale agreement requires Entergy to, at its election prior to September 29, 2023, either (i) physically settle the transactions by issuing the total of 1,538,010 shares of its common stock to the forward counterparty in exchange for net proceeds at the then-applicable forward sale price specified by the agreement (initially approximately $108.14 per share) or (ii) net settle the transaction 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 agreement. In connection with the forward sale agreement, the forward seller, or its affiliates, borrowed from third parties and sold 1,538,010 shares of Entergy Corporation’s common stock. The gross sales price of these shares totaled approximately $168 million. In connection with the sale of these shares, Entergy paid the forward sellers fees of approximately $1.7 million, which have not been deducted from the gross sales price. Entergy did not receive any proceeds from such sales of borrowed shares.

In June 2022, Entergy entered into a forward sale agreement for 2,124,086 shares of common stock. No amounts have or will be recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreement occur. The forward sale agreement requires Entergy to, at its election prior to December 29, 2023, either (i) physically settle the transactions by issuing the total of 2,124,086 shares of its common stock to the forward counterparty in exchange for net proceeds at the then-applicable forward sale price specified by the agreement (initially approximately $116.94 per share) or (ii) net settle the transaction 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 agreement. In connection with the forward sale agreement, the forward seller, or its affiliates, borrowed from third parties and sold 2,124,086 shares of Entergy Corporation’s common stock. The gross sales price of these shares totaled approximately $250.9 million. In connection with the sale of these shares, Entergy paid the forward sellers fees of

approximately $2.5 million, which have not been deducted from the gross sales price. Entergy did not receive any proceeds from such sales of borrowed shares.

In September 2022, Entergy entered into a forward sale agreement for 1,666,172 shares of common stock. No amounts have or will be recorded on Entergy’s balance sheet with respect to the equity offering until settlements of the equity forward sale agreement occur. The forward sale agreement requires Entergy to, at its election prior to December 29, 2023, either (i) physically settle the transactions by issuing the total of 1,666,172 shares of its common stock to the forward counterparty in exchange for net proceeds at the then-applicable forward sale price specified by the agreement (initially approximately $115.46 per share) or (ii) net settle the transaction 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 agreement. In connection with the forward sale agreement, the forward seller, or its affiliates, borrowed from third parties and sold 1,666,172 shares of Entergy Corporation’s common stock. The gross sales price of these shares totaled approximately $194.2 million. In connection with the sale of these shares, Entergy paid the forward sellers fees of approximately $1.9 million, which have not been deducted from the gross sales price. 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 agreement, if any, will be 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. For the nine months ended September 30, 2022, approximately 4.8 million shares under the forward sale agreements were not included in the calculation of diluted earnings per share because their effect would have been antidilutive.

Treasury Stock

During the nine months ended September 30, 2022, Entergy Corporation issued 829,048 shares of its previously repurchased common stock to satisfy stock option exercises, vesting of shares of restricted stock, and other stock-based awards. Entergy Corporation did not repurchase any of its common stock during the nine months ended September 30, 2022.

Retained Earnings

On October 28, 2022, Entergy Corporation’s Board of Directors declared a common stock dividend of $1.07 per share, payable on December 1, 2022 to holders of record as of November 14, 2022.

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 three months ended September 30, 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, July 1, 2022	($987)	($324,274)	$1,223	($324,038)

Other comprehensive income (loss) before reclassifications	(14)	—	(1,223)	(1,237)
Amounts reclassified from accumulated other comprehensive income (loss)	38	11,867	—	11,905
Net other comprehensive income (loss) for the period	24	11,867	(1,223)	10,668

Ending balance, September 30, 2022	($963)	($312,407)	$—	($313,370)

The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the

three months ended September 30, 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, July 1, 2021	($1,083)	($489,511)	$11,855	($478,739)

Other comprehensive income (loss) before reclassifications	(14)	—	(2,173)	(2,187)
Amounts reclassified from accumulated other comprehensive income (loss)	38	8,838	11	8,887
Net other comprehensive income (loss) for the period	24	8,838	(2,162)	6,700

Ending balance, September 30, 2021	($1,059)	($480,673)	$9,693	($472,039)

The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the nine months ended September 30, 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	(42)	—	(12,997)	(13,039)
Amounts reclassified from accumulated other comprehensive income (loss)	114	26,240	5,843	32,197
Net other comprehensive income (loss) for the period	72	26,240	(7,154)	19,158

Ending balance, September 30, 2022	($963)	($312,407)	$—	($313,370)

The following table presents changes in accumulated other comprehensive income (loss) for Entergy for the nine months ended September 30, 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	1,454	—	(46,826)	(45,372)
Amounts reclassified from accumulated other comprehensive income (loss)	(31,232)	53,903	(131)	22,540
Net other comprehensive income (loss) for the period	(29,778)	53,903	(46,957)	(22,832)

Ending balance, September 30, 2021	($1,059)	($480,673)	$9,693	($472,039)

The following table presents changes in accumulated other comprehensive income (loss) for Entergy Louisiana for the three months ended September 30, 2022 and 2021:


	Pension and Other Postretirement Liabilities
	2022	2021
	(In Thousands)
Beginning balance, July 1,	$7,174	$4,508

Amounts reclassified from accumulated other comprehensive income (loss)	295	(131)
Net other comprehensive income (loss) for the period	295	(131)

Ending balance, September 30,	$7,469	$4,377

The following table presents changes in accumulated other comprehensive income (loss) for Entergy Louisiana for the nine months ended September 30, 2022 and 2021:


	Pension and Other Postretirement Liabilities
	2022	2021
	(In Thousands)
Beginning balance, January 1,	$8,278	$4,327


Amounts reclassified from accumulated other comprehensive income (loss)	(809)	50
Net other comprehensive income (loss) for the period	(809)	50



Ending balance, September 30,	$7,469	$4,377

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) into income for Entergy for the three months ended September 30, 2022 and 2021 were as follows:


	Amounts reclassified from AOCI		Income Statement Location
	2022	2021
	(In Thousands)
Cash flow hedges net unrealized gain (loss)
Power contracts	$—	$—	Competitive business operating revenues
Interest rate swaps	(48)	(48)	Miscellaneous - net
Total realized gain (loss) on cash flow hedges	(48)	(48)
Income taxes	10	10	Income taxes
Total realized gain (loss) on cash flow hedges (net of tax)	($38)	($38)

Pension and other postretirement liabilities
Amortization of prior-service credit	$3,837	$5,248	(a)
Amortization of loss	(4,870)	(13,490)	(a)

Settlement loss	(14,339)	(3,192)	(a)
Total amortization	(15,372)	(11,434)
Income taxes	3,505	2,596	Income taxes
Total amortization (net of tax)	($11,867)	($8,838)

Net unrealized investment gain (loss)
Realized gain (loss)	$—	($17)	Interest and investment income
Income taxes	—	6	Income taxes
Total realized investment gain (loss) (net of tax)	$—	($11)

Total reclassifications for the period (net of tax)	($11,905)	($8,887)

(a)These accumulated other comprehensive income (loss) components were included in the computation of net periodic pension and other postretirement cost. See Note 6 to the financial statements herein for additional details.

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) into income for Entergy for the nine months ended September 30, 2022 and 2021 were 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	(145)	(145)	Miscellaneous - net
Total realized gain (loss) on cash flow hedges	(145)	39,534
Income taxes	31	(8,302)	Income taxes
Total realized gain (loss) on cash flow hedges (net of tax)	($114)	$31,232

Pension and other postretirement liabilities
Amortization of prior-service credit	$11,511	$15,744	(a)
Amortization of loss	(29,774)	(75,553)	(a)

Settlement loss	(15,666)	(9,235)	(a)
Total amortization	(33,929)	(69,044)
Income taxes	7,689	15,141	Income taxes
Total amortization (net of tax)	($26,240)	($53,903)

Net unrealized investment gain (loss)
Realized gain (loss)	($9,245)	$207	Interest and investment income
Income taxes	3,402	(76)	Income taxes
Total realized investment gain (loss) (net of tax)	($5,843)	$131

Total reclassifications for the period (net of tax)	($32,197)	($22,540)

(a)These accumulated other comprehensive income (loss) components were included in the computation of net periodic pension and other postretirement cost. See Note 6 to the financial statements herein for additional details.

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) into income for Entergy Louisiana for the three months ended September 30, 2022 and 2021 were as follows:


	Amounts reclassified from AOCI		Income Statement Location
	2022	2021
	(In Thousands)
Pension and other postretirement liabilities
Amortization of prior-service credit	$1,158	$1,230	(a)
Amortization of loss	(222)	(519)	(a)
Settlement loss	(1,340)	(534)	(a)
Total amortization	(404)	177
Income taxes	109	(46)	Income taxes
Total amortization (net of tax)	(295)	131

Total reclassifications for the period (net of tax)	($295)	$131

(a)These accumulated other comprehensive income (loss) components were included in the computation of net periodic pension and other postretirement cost. See Note 6 to the financial statements herein for additional details.

Total reclassifications out of accumulated other comprehensive income (loss) (AOCI) into income for Entergy Louisiana for the nine months ended September 30, 2022 and 2021 were as follows:


	Amounts reclassified from AOCI		Income Statement Location
	2022	2021
	(In Thousands)
Pension and other postretirement liabilities
Amortization of prior-service credit	$3,474	$3,690	(a)
Amortization of loss	(849)	(1,824)	(a)
Settlement loss	(1,518)	(1,934)	(a)
Total amortization	1,107	(68)
Income taxes	(298)	18	Income taxes
Total amortization (net of tax)	809	(50)

Total reclassifications for the period (net of tax)	$809	($50)

(a)These accumulated other comprehensive income (loss) components were included in the computation of net periodic pension and other postretirement cost. See Note 6 to the financial statements herein for additional details.

Noncontrolling Interest

The dollar value of noncontrolling interest for Entergy Louisiana as of September 30, 2022 and December 31, 2021 is presented below:


	2022	2021
	(In Thousands)
Entergy Louisiana Noncontrolling Interest
Restoration Law Trust I (a)	$32,448	$—
Total Noncontrolling Interest	$32,448	$—

(a)Restoration Law Trust I was established as part of the Act 293 securitization of Entergy Louisiana’s Hurricane Laura, Hurricane Delta, Hurricane Zeta, and Winter Storm Uri restoration costs, as well as to establish a storm reserve to fund a portion of Hurricane Ida storm restoration costs. Restoration Law Trust I holds preferred membership interests issued by Entergy Finance Company, and Entergy Finance Company is required to make annual distributions (dividends) on the preferred membership interests. These annual dividends paid on the Entergy Finance Company preferred membership interests will be distributed 1% to the LURC and 99% to Entergy Louisiana. Entergy Louisiana, as the primary beneficiary, consolidates Restoration Law Trust I and the LURC’s 1% beneficial interest is shown as noncontrolling interest in the consolidated financial statements for Entergy Louisiana and Entergy. See Note 2 to the financial statements herein for a discussion of the Entergy Louisiana securitization.

The dollar value of noncontrolling interest for Entergy Mississippi as of September 30, 2022 and December 31, 2021 is presented below:


	2022	2021
	(In Thousands)
Entergy Mississippi Noncontrolling Interest
MS Sunflower Partnership, LLC (a)	$478	$—
Total Noncontrolling Interest	$478	$—

(a)In May 2022, MS Sunflower Partnership, LLC, a tax equity partnership between Entergy Mississippi and a tax equity investor, made the initial payment for the purchase of the Sunflower Solar facility. Substantial completion of the Sunflower Solar facility was accepted by Entergy Mississippi in September 2022. A final payment of the purchase price is currently expected in fourth quarter 2022. Entergy Mississippi, as the managing member, consolidates MS Sunflower Partnership, LLC and the tax equity investor’s interest is shown as noncontrolling interest in the consolidated financial statements for Entergy Mississippi and Entergy. Entergy Mississippi uses the HLBV method of accounting for income or loss allocation to the tax equity investor’s noncontrolling interest. See Note 1 to the financial statements in the Form 10-K for discussion of the HLBV method of accounting used to account for Entergy Arkansas’s investment in AR Searcy Partnership, LLC which is the basis for treatment of Entergy Mississippi’s investment in MS Sunflower Partnership, LLC.

Equity

EQUITY (Entergy Corporation, Entergy Louisiana, and Entergy Mississippi)

Common Stock

Earnings per Share

The following table presents Entergy’s basic and diluted earnings per share calculations included on the consolidated income statements:



	For the Three Months Ended September 30,
	2022			2021
	(In Millions, Except Per Share Data)
	Income	Shares	$/share	Income	Shares	$/share
Basic earnings per share
Net income attributable to Entergy Corporation	$560.6	203.4	$2.76	$531.0	201.0	$2.64
Average dilutive effect of:
Stock options		0.5	(0.01)		0.4	—
Other equity plans		0.6	(0.01)		0.6	(0.01)
Equity Forwards		0.1	—		—	—
Diluted earnings per share	$560.6	204.6	$2.74	$531.0	202.0	$2.63

The number of stock options not included in the calculation of diluted common shares outstanding due to their antidilutive effect was approximately 0.9 million for the three months ended September 30, 2022 and approximately 1 million for the three months ended September 30, 2021.

The following table presents Entergy’s basic and diluted earnings per share calculations included on the consolidated income statements:


	For the Nine Months Ended September 30,
	2022			2021
	(In Millions, Except Per Share Data)
	Income	Shares	$/share	Income	Shares	$/share
Basic earnings per share
Net income attributable to Entergy Corporation	$996.7	203.3	$4.90	$859.6	200.8	$4.28
Average dilutive effect of:
Stock options		0.5	(0.01)		0.4	(0.01)
Other equity plans		0.5	(0.01)		0.4	(0.01)
Equity forwards		0.1	—		—	—
Diluted earnings per share	$996.7	204.4	$4.88	$859.6	201.6	$4.26