Vistra Corp. (VST) Risk Factors

Recent key developments

Concrete developments — dated events, named agreements and instruments, legal proceedings — that Vistra Corp. surfaced in its latest filing.

• Winter Storm Uri in February 2021 and Winter Storm Fern in January 2026 caused widespread wholesale power market volatility, increased fuel procurement costs, and increased collateral posting requirements.February 2021 and January 2026
• Cogentrix Transactions, which are subject to regulatory approvals and HSR Act expiration, must close substantially concurrently and include issuance of 5,000,000 shares of common stock.
• Either party may terminate the Cogentrix Transactions if not completed by December 31, 2026, with termination fees payable to Cogentrix Energy.December 31, 2026
• President Trump’s January 2025 executive order 'Unleashing American Energy' orders federal agencies to review existing regulations for policy consistency.January 2025
• The ACE rule was vacated by the D.C. Circuit Court in January 2021 and remanded to the EPA.January 2021
• The U.S. Supreme Court's June 2022 decision in West Virginia v. EPA held that the EPA lacks authority to apply generation shifting in GHG regulation.June 2022
• In May 2024, the EPA issued a more stringent GHG rule to replace the ACE rule, subsequently proposed for repeal in June 2025.May 2024 and June 2025
• In February 2026, the EPA repealed its 2009 endangerment finding for GHG emission standards for vehicles, with legal challenges pending in the D.C. Circuit.February 2026
• Retirement of several power generation assets and related mining operations announced in 2017.2017
• Current collective bargaining agreements expire on various dates between February 2026 and March 2029.February 2026 to March 2029
• As of December 31, 2025, 1,000,000 shares of Series A Preferred Stock, 1,000,000 shares of Series B Preferred Stock, and 476,066 shares of Series C Preferred Stock were issued and outstanding.December 31, 2025
• Dividend rate for Series A Preferred Stock: 8.0% per annum until October 15, 2026, then resets; Series B: 7.0% until December 15, 2026; Series C: 8.875% until January 15, 2029.October 15, 2026, December 15, 2026, January 15, 2029
• If the Company does not redeem all Preferred Stock within 120 days after a Change of Control Trigger Event, the dividend rate increases by 5.00%.
• If dividends on Preferred Stock are in arrears for three or more semi-annual periods, holders can elect two additional directors.
• Subsidiary collective bargaining agreements covering lignite mining, coal, natural gas, nuclear generation, and battery operations expire between February 2026 and March 2029.February 2026 to March 2029