DUKDuke Energy
Duke Energy was incorporated on May 3, 2005, and is an energy company headquartered in Charlotte, North Carolina, subject to regulation by the FERC and other regulatory agencies listed below. 10-K, Item 1
- Headquarters
- Charlotte, NC
- CEO
- Harry K. Sideris
- Next results
- around Feb 9, 2027
19 paragraphs in Risk Factors of the 10-K filed Feb 26, 2026 with nothing like them in the 10-K filed Feb 27, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 30 Utilities companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
The Duke Energy Registrants may also face heightened competitive pressures arising from other utilities and energy suppliers that construct or install generation facilities directly for customers, as well as from customers who develop their own generation capabilities. Additionally, the establishment of municipal utilities within Duke Energy's service territories could further intensify competition. These developments have the potential to materially and adversely affect the Duke Energy Registrants' results of operations, financial position or cash flows.
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The Duke Energy Registrants are subject to numerous environmental laws and regulations affecting many aspects of their present and future operations, including CCR, air emissions, water quality, wastewater discharges, solid waste and hazardous waste. For example, new EPA rules issued in April 2024, among other things, impose stringent GHG emissions limitations on existing coal plants and new natural gas plants and more stringent air toxic limits on existing coal plants, increase limitations on wastewater discharge, and impose groundwater monitoring and corrective action requirements on previously unregulated coal ash sources at regulated facilities (CCR Management Units) and inactive surface impoundments at retired generating facilities (Legacy CCR Surface Impoundments). Potential legal challenges to such rules or actions to repeal or modify requirements may not be successful, and adherence to these rules may increase the cost of compliance, impact generation resource mix, force carbon reductions or negatively impact customer reliability and perceived value. For example, EPA Rule 111 as issued imposes stringent GHG emissions limitations and reliance on carbon capture technologies that are not yet adequately demonstrated at utility scale. These and other environmental laws and regulations can result in increased capital, operating and other costs. Additionally, new state legislation in response to such regulations could impose carbon reduction objectives that are more aggressive than the Company's plans. These regulations may require the Duke Energy Registrants to make additional capital expenditures or increase operating and maintenance costs.
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The Duke Energy Registrants are exposed to financial and operational risks associated with growth including volatility in sales, supply and demand forecasts, and customer usage changes which could negatively impact the Duke Energy Registrants' results of operations.
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•weather variability such as extreme seasonal conditions, storm-related outages, or drought impacting generation economics;
•transmission or transportation constraints, purchased power availability and competitive alternative energy sources;
•customer-owned generation, energy efficiency adoption and technological advances reducing demand; and
•fuel procurement challenges for coal, natural gas, crude oil and uranium and capacity limitations for transmission services.
At times, demand can exceed available generation capacity and emerging large loads – such as hyperscale data centers and industrial facilities – present unique risks due to their high demand, rapid fluctuations, and unpredictable operational profiles, which can further strain bulk power system reliability and grid stability. Meeting these requirements may necessitate substantial investments in generation, transmission and advanced grid infrastructure, while early termination of service agreements or stranded assets could result if investments are not fully recovered. Additionally, failure to comply with evolving regulatory requirements and reliability standards, including those established or those that may be established in the future by the NERC and regional entities, could result in penalties, operational restrictions or reputational harm. Compliance obligations related to interconnection processes, system planning and reliability performance for large loads may require significant resources and could impact project timelines and costs.
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Risks Related to Supply Chain Disruptions, Inflation, Tariffs and Foreign Export Restrictions
Duke Energy’s operations and capital projects are exposed to supply chain disruptions, inflation, tariffs and export restrictions. These factors may increase costs, extend lead times for critical equipment and/or delay construction and maintenance activities. Rising demand for electric infrastructure and international trade developments, including potential export controls on certain rare earth materials and technologies used in electric utility infrastructure, may further constrain supply availability. These risks may result in higher costs than estimated or than allowed under approved regulatory mechanisms and could impact our financial results, capital plan execution or our ability to deliver on system modernization goals.
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The Duke Energy Registrants have incurred, and may incur additional costs or delays in the construction of new plants or facilities and may not be able to recover their investments in whole or in part.
Duke Energy’s long-term strategy requires extensive capital investment in generation and transmission facilities. The construction of such projects involve a number of risks, including construction delays, delays in or failure to receive required regulatory approvals and/or siting or environmental permits, nonperformance by equipment and other third-party suppliers, and increases in equipment and labor costs beyond expectations. Uncertainty in long-term customer usage patterns or lower than anticipated load growth could impact the nature, timing or magnitude of the Company’s investments, and consequently, the achievement of the Company’s growth objectives. Additionally, to support expected demand growth, Duke Energy Registrants will have compounding risks due to the simultaneous development and construction of multiple facilities. Completion of these types of large projects is subject to substantial delay or cost overrun risks that have, or may occur again, in the future, including those related to labor costs, availability of materials, productivity of workforce/equipment; as well as supply chain issues including, quality, availability, disruptions and potential tariff impacts; weather related delays; start up issues; public and regulatory support; transmission grid interconnection issues; and potential for increased financing costs as a result of interest rates and impact of delays including loss of otherwise available tax credits and incentives. Project cancellations may result in significant cancellation penalties under the equipment purchase orders and construction contracts or impairment charges. If a construction project is completed, the total costs may be higher than estimated or deemed imprudent and may be disallowed or otherwise not recoverable through regulated rates.
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There can be no assurance that strategic transactions, including merger and acquisition activities and the disposition of assets or businesses, will be completed as expected or at all. These transactions are subject to various closing conditions, including regulatory approvals, and delays or failures may occur due to factors beyond our control. If the proposed transactions are not consummated, we could face a range of negative outcomes, including:
•Inability to achieve anticipated proceeds could require Duke Energy to seek alternative funding sources to execute its capital plan and impede our ability to displace previously planned issuances of long-term debt and common equity;
•Adverse impacts to our credit metrics and potential pressure on our credit ratings;
•Negative reactions from financial markets and stakeholders, including reputational effects;
•Opportunity costs, lost strategic optionality, and foregone operational or financial benefits; and
•Costs incurred in connection with these transactions, including advisory fees and management diversion, for which we may receive little or no benefit.
Additionally, even if completed, strategic transactions may not deliver the anticipated strategic, operational or financial results. Integration or separation challenges, unfavorable regulatory outcomes or unforeseen liabilities could further impact our business, results of operations or financial condition.
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New in the latest 10-Q
30 paragraphs in the 10-Q filed Nov 5, 2026 with nothing like them in the 10-Q filed Aug 4, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
During the third quarter of 2026, Duke Energy satisfied the specified conditions under the settlement agreement, and the offshore wind lease was canceled effective September 23, 2026. Accordingly, the offshore wind rights were derecognized and a receivable of approximately $ 129 million was recognized within Receivables on Duke Energy's Condensed Consolidated Balance Sheets as of September 30, 2026. In addition, approximately $ 21 million of bid-credit commitment obligations previously recorded within Other noncurrent liabilities were derecognized. In October 2026, Duke Energy received the $ 129 million settlement proceeds.
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On October 6, 2026, Duke Energy Carolinas and Duke Energy Progress filed an additional settlement agreement with the NCUC regarding large-load customer tariffs. The settlement memorializes existing and enhanced protections for retail customers from costs associated with serving large-load customers, including cost responsibility provisions applicable to qualifying large-load customers entering into electric service agreements on or after June 1, 2026. Electric service agreements entered into prior to June 1, 2026, already include similar retail customer protections. The settlement was entered into by Duke Energy Carolinas, Duke Energy Progress, the North Carolina Public Staff and certain other customers and intervenors.
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Construction is anticipated to begin in 2027 and the facility is expected to be placed in service by the end of 2030.
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On October 6, 2026, Duke Energy Carolinas and Duke Energy Progress filed an additional settlement agreement with the NCUC regarding large-load customer tariffs. The settlement memorializes existing and enhanced protections for retail customers from costs associated with serving large-load customers, including cost responsibility provisions applicable to qualifying large-load customers entering into electric service agreements on or after June 1, 2026. Electric service agreements entered into prior to June 1, 2026, already include similar retail customer protections. The settlement was entered into by Duke Energy Carolinas, Duke Energy Progress, the North Carolina Public Staff and certain other customers and intervenors.
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On April 3, 2026, PJM filed a motion for extension of time, motion for clarification and limited request for rehearing, requesting that the FERC defer PJM's obligation to recalculate cost allocations and correct billings until all rehearing requests have been resolved and a final order has been issued. On April 6, 2026, Duke Energy Ohio, together with several other PJM transmission owners, sought rehearing of the FERC's March 6, 2026 order. On April 29, 2026, the FERC granted PJM's request to defer recalculation of cost allocation and correct billings until further orders from the FERC. On May 12, 2026, Duke Energy Ohio, together with several of the PJM transmission owners, filed a petition for review of the March 6, 2026, order in the U.S. Court of Appeals for the District of Columbia Circuit. On June 4, 2026, PJM submitted a compliance filing to remove the de minimis threshold from the tariff prospectively, effective June 1, 2026.
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On October 7, 2026, the FERC issued an order addressing arguments raised on rehearing and clarification. The FERC continued to find that the de minimis threshold used in the DFAX cost allocation methodology is unjust, unreasonable and inconsistent with cost causation and reaffirmed the requirement for PJM to recalculate costs and issue refunds/surcharges (with interest) going back to June 18, 2015. However, the FERC found that material factual issues remained regarding the calculation of such costs and the appropriate refund amounts and therefore set the proceeding for hearing and settlement procedures.
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On March 30, 2026, Duke Energy Indiana filed its petition for Environmental Cost Rider (ECR) 45 to implement changes directed by the Indiana Court of Appeals' decision. On August 13, 2026, the IURC issued an order in ECR 45 approving the refund calculation and six-month flow-back period as proposed but denying Duke Energy Indiana's proposal to revise the sharing of insurance proceeds received to be consistent with the pro-rata sharing of coal ash closure costs through December 2024. Revised rates became effective on August 17, 2026. On September 11, 2026, Duke Energy Indiana filed a notice of appeal of the order with the Indiana Court of Appeals.
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On August 19, 2026, Piedmont, the South Carolina Office of Regulatory Staff and other intervening parties filed a comprehensive settlement agreement with the PSCSC which includes a net retail revenue increase of approximately $ 6 million, an ROE of 9.8 % and an equity ratio of 53 %. On September 30, 2026, the PSCSC approved the settlement agreement. New rates became effective with the first billing cycle of October 2026.
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Each Equity Unit has a stated amount of $ 50 and initially is in the form of a Corporate Unit comprised of (i) a purchase contract obligating the holder to purchase, and Duke Energy to sell, shares of Duke Energy common stock on August 1, 2029 (Purchase Contract Settlement Date), and (ii) a 1/40, or 2.5 %, undivided beneficial ownership interest in $1,000 principal amount of each of Duke Energy's Remarketable Senior Notes due August 2032 and August 2036 (together, the RSNs). The RSNs are direct, unsecured and unsubordinated obligations of Duke Energy (Parent). The RSNs are pledged to secure each holder's obligation under the related purchase contract and holders may substitute U.S. Treasury securities for the RSNs as collateral. Corporate Unit holders receive quarterly distributions at an annual rate of 7.75 %, consisting of interest on the RSNs at a rate of 4.85 % and contract adjustment payments at a rate of 2.90 %. At issuance, Duke Energy elected to defer the $ 159 million contract adjustment payment obligation. Deferred amounts accrue additional payments at the total distribution rate of 7.75 %, and no deferral period may extend beyond the Purchase Contract Settlement Date.
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The number of shares deliverable under each purchase contract is based on the average of the daily volume-weighted average price of Duke Energy common stock over a specified 20 trading-day period preceding the Purchase Contract Settlement Date, subject to a collar, as follows:
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• If the applicable market value is greater than or equal to the threshold appreciation price of $ 151.47, the holder will receive 0.3301 shares (approximately 13.2 million shares in total).
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• If the applicable market value is less than the threshold appreciation price but greater than the reference price of $ 121.18, the holder will receive a number of shares equal to $ 50 divided by the applicable market value.
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• If the applicable market value is less than or equal to the reference price, the holder will receive 0.4126 shares (approximately 16.5 million shares in total).
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Duke Energy may redeem the RSNs upon the occurrence of a tax credit event at a price equal to the cost of a portfolio of U.S. Treasury securities that replace the RSNs as collateral securing the purchase contracts. Duke Energy may also redeem the RSNs, in whole or in part, at par plus accrued interest on or after August 1, 2031, if the final remarketing is unsuccessful. The RSNs are subject to acceleration upon an event of default.
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Duke Energy expects to remarket the RSNs during specified periods prior to the Purchase Contract Settlement Date. Following a successful remarketing, the interest rate on the applicable RSNs will be reset to a fixed market rate, interest will become payable semiannually and Duke Energy's option to redeem the RSNs will cease. If the final remarketing is unsuccessful, holders will have the right to put the RSNs to Duke Energy at par, with the proceeds applied to satisfy the holders' obligations under the purchase contracts.
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The proceeds from the sale of the Corporate Units were allocated between the RSNs and the purchase contracts, including the obligation to make contract adjustment payments, based on the fair value of each instrument at the time of issuance. The RSNs were recorded as Long-Term Debt on Duke Energy Corporation’s Condensed Consolidated Balance Sheets and are measured at amortized cost. No embedded derivatives were required to be separated from the RSNs. The purchase contracts are indexed to Duke Energy's own common stock and, accordingly, are classified within stockholders' equity with no gain or loss recognized upon settlement. Duke Energy has sufficient authorized and unissued shares to settle the purchase contracts, which require the issuance of up to 16.5 million shares under the standard settlement provisions and up to 29.9 million shares upon early settlement following a fundamental change. Duke Energy reassesses whether the purchase contracts continue to meet the criteria for equity classification each reporting period.
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At issuance, the contract adjustment payment obligation was recorded as a liability with an offsetting reduction to Additional paid-in capital on Duke Energy Corporation's Condensed Consolidated Balance Sheets. Recognition of the contract adjustment payment liability was a non-cash transaction and, accordingly, was not reported in Duke Energy’s Condensed Consolidated Statements of Cash Flows. The contract adjustment payment liability is subsequently accreted to the total contractual payment amount through interest expense over the term of the purchase contracts. As of September 30, 2026, $ 49 million and $ 110 million of the contract adjustment payment obligation were classified within Other Current Liabilities and Other Noncurrent Liabilities, respectively, on Duke Energy's Condensed Consolidated Balance Sheets.
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Before settlement, the purchase contracts are reflected in Duke Energy's diluted EPS using the treasury stock method. Accordingly, the purchase contracts generally will have a dilutive effect on EPS when the average market price of Duke Energy common stock exceeds the threshold appreciation price of $ 151.47. Use of the treasury stock method is assessed each reporting period and, if a successful remarketing of the RSNs were no longer probable, Duke Energy would apply the if-converted method. The purchase contracts do not participate in Duke Energy's earnings and, accordingly, are not participating securities.
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The Duke Energy Registrants record AROs when there is a legal obligation to incur retirement costs associated with the retirement of a long-lived asset and the obligation can be reasonably estimated. Actual costs incurred could be materially different from current estimates that form the basis of the recorded AROs.
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The following table presents the change in liability associated with AROs for the Duke Energy Registrants.
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(a) Primarily relates to decommissioning nuclear power facilities, closure of ash impoundments, asbestos removal, closure of landfills at fossil generation facilities, retirement of natural gas mains and removal of renewable energy generation assets.
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(b) For the nine months ended September 30, 2026, substantially all accretion expense has been deferred in accordance with regulatory accounting treatment.
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(d) The revision amounts primarily represent the change in discounted cash flows for estimated closure costs as evaluated on a site-by-site basis. The decreases reflect a shift in timing of costs to future years. Duke Energy amounts include the impact of purchase accounting adjustments related to the merger with Progress Energy.
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Asset retirement costs associated with the AROs for operating plants and retired plants are included in Net property, plant and equipment and Regulatory assets, respectively, on the Condensed Consolidated Balance Sheets.
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Duke Energy, Progress Energy, Duke Energy Ohio and Piedmont are required to perform an annual goodwill impairment test as of the same date each year and, accordingly, perform their annual impairment testing of goodwill as of August 31. Duke Energy, Progress Energy, Duke Energy Ohio and Piedmont update their test between annual tests if events or circumstances occur that would more likely than not reduce the fair value of a reporting unit below its carrying value. As the fair value for Duke Energy, Progress Energy, Duke Energy Ohio and Piedmont exceeded their respective carrying values at the date of the annual impairment analysis, no goodwill impairment charges were recorded in the third quarter of 2026.
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Remaining Performance Obligations (in millions) 2026 2027 2028 2029 2030 Thereafter Total Duke Energy Carolinas $ 3 $ 12 $ 12 $ $ $ $ 27 Progress Energy 10 43 13 13 14 29 122 Duke Energy Progress 1 6 6 6 7 14 40 Duke Energy Florida 9 37 7 7 7 15 82 Duke Energy Indiana 1 2 — — — — 3
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Additionally, a summer heat wave brought extreme temperatures in August 2026, resulting in a new summertime record for electricity demand in the Carolinas, surpassing the previous record set in June 2025. Effective planning and operational execution by our generation and transmission teams supported system reliability during periods of elevated demand.
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On August 14, 2026, Duke Energy Carolinas and Duke Energy Progress filed their systemwide 2026 Carolinas Resource Plan with the PSCSC. Consistent with previous resource plans and supportive of South Carolina energy policy goals under the South Carolina Energy Security Act, the latest plan advances new generation, new energy storage and renewables opportunities, evaluates future nuclear generation options, maximizes energy efficiency and maintains flexibility to adapt as customer needs, technology and market conditions evolve. The evidentiary hearing has been scheduled for April 2027 and an order from the PSCSC is expected by June 2027.
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On September 24, 2026, the Clermont County Board of Commissioners filed a lawsuit against Duke Energy Beckjord, LLC, Duke Energy Ohio, and several current and former owners of the former W.C. Beckjord Station property in the United States District Court for the Southern District of Ohio. The lawsuit asserts claims under the federal Resource Conservation and Recovery Act and the 2015 CCR Rule, as amended, alleging that historical coal combustion residual disposal units at the site contributed to groundwater contamination and present a risk to human health or the environment. The lawsuit seeks injunctive relief, civil penalties, corrective action and remediation-related relief, recovery of certain costs and other relief. The complaint does not specify the amount of monetary relief sought.
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Item 6
*31.2.3 Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X *31.2.4 Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X *31.2.5 Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X *31.2.6 Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X *31.2.7 Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X *31.2.8 Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X *32.1.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.3 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.4 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.5 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.6 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.7 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.1.8 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.2.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.2.2 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.2.3 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.2.4 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.2.5 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X *32.2.6 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X ────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Nov 5, 2026 against Item 1A of the 10-K filed Feb 26, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
This 10-Q has no Item 1A (Risk Factors) text of its own, so there is nothing to compare. Many companies leave it out when their risks have not changed.
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