Vistra Corp. 10-Q

Item 1. FINANCIAL STATEMENTS VISTRA CORP. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Millions of Dollars, Except Share Data) Three Months Ended March 31, 2026 2025 Operating revenues $ 5,640 $ 3,933 Fuel, purchased power costs, and delivery fees ( 2,530 ) ( 2,447 ) Operating costs ( 700 ) ( 693 ) Depreciation and amortization ( 484 ) ( 522 ) Selling, general, and administrative expenses ( 427 ) ( 391 ) Operating income (loss) 1,499 ( 120 ) Other deductions, net ( 24 ) ( 5 ) Interest expense and related charges ( 263 ) ( 319 ) Net income (loss) before income taxes 1,212 ( 444 ) Income tax (expense) benefit ( 183 ) 176 Net income (loss) attributable to Vistra $ 1,029 $ ( 268 ) Cumulative dividends attributable to preferred stock ( 49 ) ( 49 ) Net income (loss) attributable to Vistra common stock $ 980 $ ( 317 ) Weighted average shares of common stock outstanding: Basic 337,823,560 339,799,989 Diluted 341,856,774 339,799,989 Net income (loss) per weighted average share of common stock outstanding: Basic $ 2.90 $ ( 0.93 ) Diluted $ 2.87 $ ( 0.93 ) See Notes to Condensed Consolidated Financial Statements 1 VISTRA CORP. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Millions of Dollars, Except Share Data) March 31, 2026 December 31, 2025 ASSETS Current assets: Cash and cash equivalents $ 634 $ 785 Restricted cash 37 31 Trade accounts receivable — net 1,984 2,323 Inventories — net Materials and supplies 603 599 Fuel stock and natural gas in storage 427 417 Commodity and other derivative contractual assets 3,186 2,793 Margin deposits related to commodity contracts 1,070 1,133 Margin deposits posted under affiliate financing agreement 446 444 Prepaid expense and other current assets 629 654 Total current assets 9,016 9,179 Restricted cash 6 6 Investments 5,001 5,091 Property, plant, and equipment — net 19,876 19,846 Goodwill 2,810 2,810 Identifiable intangible assets — net 2,363 2,435 Commodity and other derivative contractual assets 412 405 Accumulated deferred income taxes 239 239 Other noncurrent assets 1,585 1,539 Total assets $ 41,308 $ 41,550 LIABILITIES AND EQUITY Current liabilities: Short-term borrowings $ — $ 1,800 Accounts receivable financing 750 1,225 Long-term debt due currently 1,899 1,201 Forward repurchase obligation due currently 641 632 Trade accounts payable 1,359 1,644 Commodity and other derivative contractual liabilities 4,209 4,049 Margin deposits related to commodity contracts 11 7 Accrued taxes other than income 114 224 Accrued interest 287 188 Asset retirement obligations 185 181 Other current liabilities 604 663 Total current liabilities 10,059 11,814 Margin deposits financing with affiliate 446 444 Long-term debt, less amounts due currently 17,264 15,842 Commodity and other derivative contractual liabilities 1,256 1,729 Accumulated deferred income taxes 1,201 1,049 Asset retirement obligations 4,046 4,035 Other noncurrent liabilities and deferred credits 1,426 1,527 Total liabilities 35,698 36,440 See Notes to Condensed Consolidated Financial Statements 2 VISTRA CORP. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Millions of Dollars, Except Share Data) March 31, 2026 December 31, 2025 Commitments and Contingencies Total equity: Preferred stock ( 100,000,000 shares authorized, $ 1,000 liquidation preference per share, 2,476,066 shares outstanding at both March 31, 2026 and December 31, 2025, respectively) 2,476 2,476 Common stock (par value $ 0.01 per share, 1,800,000,000 shares authorized, 338,079,954 and 338,059,635 shares outstanding at March 31, 2026 and December 31, 2025, respectively) 5 5 Treasury stock, at cost ( 217,923,088 and 215,599,525 shares at March 31, 2026 and December 31, 2025, respectively) ( 7,303 ) ( 6,925 ) Additional paid-in-capital 9,499 9,536 Retained earnings (accumulated deficit) 903 ( 12 ) Accumulated other comprehensive income 17 17 Stockholders' equity 5,597 5,097 Noncontrolling interest in subsidiary 13 13 Total equity 5,610 5,110 Total liabilities and equity $ 41,308 $ 41,550 See Notes to Condensed Consolidated Financial Statements 3 VISTRA CORP. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Millions of Dollars) Three Months Ended March 31, 2026 2025 Cash flows — operating activities: Net income (loss) $ 1,029 $ ( 268 ) Adjustments to reconcile net income (loss) to cash provided by operating activities: Depreciation and amortization 718 772 Deferred income tax expense (benefit), net 159 ( 185 ) Unrealized net (gain) loss from mark-to-market valuations of commodities ( 723 ) 567 Unrealized net (gain) loss from mark-to-market valuations of interest rate swaps ( 16 ) 48 Unrealized net loss from nuclear decommissioning trusts 111 15 Asset retirement obligation accretion expense 29 34 Bad debt expense 42 44 Stock-based compensation expense 32 21 Other, net ( 12 ) 57 Changes in operating assets and liabilities: Margin deposits, net 67 ( 217 ) Accrued interest 99 51 Accrued taxes other than income ( 110 ) ( 109 ) Accrued employee incentive ( 135 ) ( 177 ) Other operating assets and liabilities ( 91 ) ( 54 ) Cash provided by operating activities 1,199 599 Cash flows — investing activities: Capital expenditures, including nuclear fuel purchases and LTSA prepayments ( 883 ) ( 768 ) Lotus acquisition purchase price adjustment 6 — Proceeds from sales of nuclear decommissioning trust fund securities 1,821 2,107 Investments in nuclear decommissioning trust fund securities ( 1,822 ) ( 2,112 ) Proceeds from sales of environmental allowances 121 21 Purchases of environmental allowances ( 160 ) ( 307 ) Insurance proceeds for recovery of damaged property, plant, and equipment 186 — Proceeds from sales of property, plant, and equipment, including nuclear fuel 28 — Other, net 65 ( 2 ) Cash used in investing activities ( 638 ) ( 1,061 ) Cash flows — financing activities: Issuances of debt 2,250 — Repayments/repurchases of debt ( 115 ) ( 6 ) Net borrowings (repayments) under accounts receivable financing ( 475 ) 332 Borrowings under Revolving Credit Facility 150 — Repayments under Revolving Credit Facility ( 530 ) — Repayments under Commodity-Linked Facility ( 1,420 ) — Debt issuance costs ( 26 ) — Stock repurchases ( 372 ) ( 337 ) Dividends paid to common stockholders ( 77 ) ( 83 ) Dividends paid to preferred stockholders ( 21 ) ( 21 ) Tax withholding on stock based compensation ( 69 ) ( 50 ) Other, net ( 1 ) 1 Cash used in financing activities ( 706 ) ( 164 ) See Notes to Condensed Consolidated Financial Statements 4 VISTRA CORP. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Millions of Dollars) Three Months Ended March 31, 2026 2025 Net change in cash, cash equivalents and restricted cash (current and noncurrent) ( 145 ) ( 626 ) Cash, cash equivalents and restricted cash (current and noncurrent) — beginning balance 822 1,222 Cash, cash equivalents and restricted cash (current and noncurrent) — ending balance $ 677 $ 596 Supplemental Cash Flow Information: Cash payments related to: Interest paid $ 202 $ 210 Capitalized interest ( 42 ) ( 29 ) Interest paid (net of capitalized interest) $ 160 $ 181 See Notes to Condensed Consolidated Financial Statements 5 VISTRA CORP. CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Unaudited) (Millions of Dollars) Preferred Stock Common Stock Treasury Stock Additional Paid-In Capital Retained Earnings (Accumulated Deficit) Accumulated Other Comprehensive Income Total Stockholders' Equity Noncontrolling Interest in Subsidiary Total Equity Balances at December 31, 2025 $ 2,476 $ 5 $ ( 6,925 ) $ 9,536 $ ( 12 ) $ 17 $ 5,097 $ 13 $ 5,110 Stock repurchases — — ( 378 ) — — — ( 378 ) — ( 378 ) Effects of stock-based incentive compensation plans (a) — — — ( 34 ) — — ( 34 ) — ( 34 ) Net income — — — — 1,029 — 1,029 — 1,029 Dividends declared on common stock — — — — ( 78 ) — ( 78 ) — ( 78 ) Dividends declared on preferred stock — — — — ( 39 ) — ( 39 ) — ( 39 ) Other — — — ( 3 ) 3 — — — — Balances at March 31, 2026 $ 2,476 $ 5 $ ( 7,303 ) $ 9,499 $ 903 $ 17 $ 5,597 $ 13 $ 5,610 Preferred Stock Common Stock Treasury Stock Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Income Total Stockholders' Equity Noncontrolling Interest in Subsidiary Total Equity Balances at December 31, 2024 $ 2,476 $ 5 $ ( 5,912 ) $ 9,435 $ ( 454 ) $ 20 $ 5,570 $ 13 $ 5,583 Stock repurchases — — ( 336 ) — — — ( 336 ) — ( 336 ) Effects of stock-based incentive compensation plans (a) — — — ( 27 ) — — ( 27 ) — ( 27 ) Net loss — — — — ( 268 ) — ( 268 ) — ( 268 ) Dividends declared on common stock — — — — ( 75 ) — ( 75 ) — ( 75 ) Dividends declared on preferred stock — — — — ( 38 ) — ( 38 ) — ( 38 ) Other — — — ( 1 ) — — ( 1 ) — ( 1 ) Balances at March 31, 2025 $ 2,476 $ 5 $ ( 6,248 ) $ 9,407 $ ( 835 ) $ 20 $ 4,825 $ 13 $ 4,838 ____________ (a) Includes cash payments to cover tax withholding obligations upon the vesting of stock-based incentive compensation plans of $ 69 million and $ 50 million for the three months ended March 31, 2026 and 2025, respectively. See Notes to Condensed Consolidated Financial Statements 6 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business References in this report to "we," "our," "us" and "the Company" are to Vistra and/or its subsidiaries, as apparent in the context. See Glossary of Terms and Abbreviations for defined terms. Vistra is a holding company operating an integrated retail and electric power generation business primarily in markets throughout the U.S. Through our subsidiaries, we are engaged in competitive energy market activities including electricity generation, wholesale energy sales and purchases, commodity risk management, and retail sales of electricity and natural gas to end users. Vistra has five reportable segments: (i) Retail, (ii) Texas, (iii) East, (iv) West, and (v) Asset Closure. See Note 18 for additional information. Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and on the same basis as the audited financial statements included in our 2025 Form 10-K. All intercompany items and transactions have been eliminated in consolidation. The condensed consolidated financial information herein reflects all adjustments which are, in the opinion of management, necessary to fairly state the results for the interim periods presented. Certain prior period amounts have been reclassified to conform with the current year presentation. Use of Estimates Preparation of financial statements requires estimates and assumptions about future events that affect the reporting of assets and liabilities as of the balance sheet dates and the reported amounts of revenue and expense, including fair value measurements, estimates of expected obligations, judgments related to the potential timing of events, and other estimates. In the event estimates and/or assumptions prove to be different from actual amounts, adjustments are made in subsequent periods to reflect more current information. Comprehensive Income (Loss) Comprehensive income (loss) is the same as net income (loss) for all periods presented. New Accounting Standards Expense Disaggregation Disclosures In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2024-03 (ASU 2024-03), Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses to improve disclosures by providing additional information about certain expenses in the notes to financial statements in interim and annual reporting periods. Among other provisions, the new standard requires disclosure of disaggregated amounts for expenses such as employee compensation, depreciation, and intangible asset amortization included in each expense caption presented on the face of the income statement. ASU 2024-03 is effective for annual periods beginning after December 15, 2026 and interim periods within annual reporting periods beginning after December 15, 2027 and can be applied prospectively or retrospectively. Early adoption is permitted. We are currently evaluating the impact this ASU will have on the consolidated financial statements and related disclosures. 7 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Recent Developments Debt, Credit Facilities, and Financings Vistra Operations Senior Notes — In April 2026, Vistra Operations issued $ 4.0 billion aggregate principal amount of senior unsecured notes, consisting of $ 500 million aggregate principal amount of 4.550 % senior unsecured notes due 2028, $ 1.0 billion aggregate principal amount of 5.000 % senior unsecured notes due 2031, $ 1.0 billion aggregate principal amount of 5.250 % senior unsecured notes due 2033, and $ 1.5 billion aggregate principal amount of 5.550 % senior unsecured notes due 2036 in an offering to eligible purchasers under Rule 144A and Regulation S under the Securities Act. Interest is payable in cash semiannually in arrears on April 30 and October 30 beginning October 30, 2026. Net proceeds totaling approximately $ 3.968 billion were used to repay or redeem existing indebtedness, including the $ 1.3 billion outstanding principal amount of 5.625 % Senior Notes due 2027 and the $ 2.444 billion in outstanding borrowings under the Term Loan B-3 facility, and to pay fees and expenses related to the offering. Excess net proceeds will be used for general corporate purposes. See Note 11 for additional information. Interest Rate Swaps — In April 2026, we settled and terminated all of Vistra Operation's interest rate swaps. The transaction resulted in a settlement gain of $ 11 million that was recorded in interest expense and related charges in the condensed consolidated statements of operations in April 2026. See Note 12 for additional information. Release of Collateral — As a result of upgrades of Vistra Operations' credit ratings to investment-grade and the satisfaction of certain other conditions, the liens on the collateral securing the senior secured notes and credit facilities were automatically terminated and released in full in April 2026. See Note 11 for additional information. 2. ACQUISITIONS Cogentrix Transaction On December 31, 2025, Vistra executed definitive agreements to acquire Cogentrix Energy which consists of 10 modern natural gas generation facilities totaling approximately 5,500 MW of capacity (Cogentrix Transaction). The facilities include three combined cycle gas turbine facilities and two combustion turbine facilities located across PJM, four combined cycle gas turbine facilities in ISO-NE, and one cogeneration facility in ERCOT. Aggregate consideration at closing will consist of approximately (i) $ 2.3 billion in cash, net of adjustments for the assumption of an estimated $ 1.5 billion of outstanding indebtedness of Cogentrix as of the closing date, and (ii) 5,000,000 shares of Vistra common stock, par value $ 0.01 , to be issued to the seller, at a mutually agreed-upon value of $ 185 per share. Consummation of the Cogentrix Transaction is subject to customary closing conditions, including receipt of all requisite regulatory approvals, including approvals of FERC and the expiration or termination of all applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The Cogentrix Transaction is expected to close in the second half of 2026. Lotus Acquisition On October 22, 2025, pursuant to a purchase and sale agreement dated May 15, 2025, Vistra Operations acquired 100 % of the membership interests of certain subsidiaries of Lotus (Lotus Acquisition). The Lotus Acquisition resulted in the addition of seven natural gas generation facilities totaling 2,600 MW in Delaware and Pennsylvania (PJM), Rhode Island (ISO-NE), New York (NYISO), and California (CAISO), further geographically diversifying Vistra's natural gas fleet. The aggregate purchase price consisted of a base purchase price of $ 1.9 billion, subject to certain customary adjustments, including the acquired companies' working capital, cash, indebtedness, and certain other adjustments. Vistra Operations funded the Lotus Acquisition with a combination of cash and the assumption of the acquired companies' indebtedness which consisted of a senior secured credit facility, including an existing term loan with approximately $ 800 million principal outstanding, which reduced the cash consideration payable at closing. Cash consideration payable at closing, excluding adjustments for the acquired companies' working capital, cash, and certain other adjustments of $ 137 million, was $ 1.1 billion. 8 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The Lotus Acquisition was accounted for using the acquisition method in accordance with ASC 805, Business Combinations (ASC 805), which requires identifiable assets acquired and liabilities assumed to be recorded at their estimated fair values on the acquisition date. The total consideration transferred at closing, inclusive of adjustments to the base purchase price, was $ 1.237 billion. During March 2026, the Company received $ 6 million of net additional consideration associated with the working capital settlement resulting in a final purchase price of $ 1.231 billion. Provisional fair value measurements were made for acquired assets and liabilities in the fourth quarter of 2025 and adjustments to those measurements were made in the first quarter of 2026. Accounting guidance provides that the allocation of the purchase price may be modified up to one year from the date of acquisition to the extent that additional information is obtained about the facts and circumstances that existed as of the acquisition date. The provisional fair values assigned to the assets acquired and liabilities assumed are as follows: Initial Preliminary Allocation Measurement Period Adjustments Allocation as of March 31, 2026 (in millions) Cash and cash equivalents $ 97 $ — $ 97 Trade accounts receivables, inventories, prepaid expenses, and other current assets 72 ( 4 ) 68 Property, plant, and equipment (a) 2,346 — 2,346 Other noncurrent assets 22 ( 2 ) 20 Total identifiable assets acquired 2,537 ( 6 ) 2,531 Trade accounts payable and other current liabilities 21 — 21 Long-term debt, including amounts due currently (b) 803 — 803 Commodity and other derivative contractual liabilities (c) 417 — 417 Asset retirement obligations 13 — 13 Identifiable intangible liabilities 23 — 23 Other noncurrent liabilities and deferred credits 23 — 23 Total identifiable liabilities assumed 1,300 — 1,300 Net assets acquired 1,237 ( 6 ) $ 1,231 (a) Acquired property, plant, and equipment are valued using a combination of an income approach and a market approach. The income approach utilized a discounted cash flow analysis based upon a debt-free, free cash flow model (Level 3). (b) Assumed long-term debt was valued based on observable market prices in less active markets (Level 2) which approximates the principal balance. In November 2025, the Company repaid the long-term indebtedness assumed. (c) Acquired derivatives are valued using the methods described in Note 13 (Level 1, Level 2, or Level 3). The combined results of operations are reported in the consolidated financial statements beginning as of the acquisition date. The following unaudited pro forma financial information for the Company for the three months ended March 31, 2025 assumes that the Lotus Acquisition occurred on January 1, 2024. The unaudited pro forma financial information is provided for informational purposes only and is not necessarily indicative of the results of operations that would have occurred had the Lotus Acquisition been completed on January 1, 2024, nor is the unaudited pro forma financial information indicative of future results of operations, which may differ materially from the pro forma financial information presented here. Three Months Ended March 31, 2025 (in millions) Revenues $ 4,106 Net loss $ ( 292 ) The unaudited pro forma financial information presented above includes adjustments for incremental depreciation and amortization as a result of the fair value determination of the net assets acquired, effects of the Lotus Acquisition on tax expense (benefit), and other related adjustments. Determining the amounts of revenue and earnings of the Lotus Acquisition since the acquisition date is impractical as operations have been integrated into our commercial platform which is managed at a portfolio level. 9 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 3. REVENUE Revenue Disaggregation The following tables disaggregate our revenue by major source: Three Months Ended March 31, 2026 Retail Texas East West Asset Closure Eliminations / Corporate and Other Consolidated (in millions) Revenue from contracts with customers: Retail energy charge in ERCOT $ 1,894 $ — $ — $ — $ — $ — $ 1,894 Retail energy charge in Northeast/Midwest 1,259 — — — — — 1,259 Wholesale generation revenue from ISO/RTO — 223 1,136 17 — — 1,376 Capacity revenue from ISO/RTO (a) — — 122 — — — 122 Revenue from other wholesale contracts — 118 177 54 — 1 350 Total revenue from contracts with customers 3,153 341 1,435 71 — 1 5,001 Other revenues: Transferable PTC revenues (b) — 2 — — — — 2 Hedging revenues — realized 201 ( 33 ) ( 198 ) 27 — — ( 3 ) Hedging revenues — unrealized 306 510 ( 170 ) ( 10 ) — — 636 Business interruption insurance proceeds — — — — 6 — 6 Intangible amortization and other revenues — — ( 2 ) — — — ( 2 ) Intersegment sales 29 980 1,311 1 — ( 2,321 ) — Intersegment sales — unrealized — 1,187 ( 116 ) — — ( 1,071 ) — Total other revenues 536 2,646 825 18 6 ( 3,392 ) 639 Total revenues $ 3,689 $ 2,987 $ 2,260 $ 89 $ 6 $ ( 3,391 ) $ 5,640 ____________ (a) Represents net capacity sold (purchased) in each ISO/RTO. The East segment includes $ 321 million of capacity sold offset by $ 199 million of capacity purchased. (b) Represents transferable PTCs generated from qualifying solar assets during the period. 10 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Three Months Ended March 31, 2025 Retail Texas East West Asset Closure Eliminations / Corporate and Other Consolidated (in millions) Revenue from contracts with customers: Retail energy charge in ERCOT $ 1,986 $ — $ — $ — $ — $ — $ 1,986 Retail energy charge in Northeast/Midwest 1,039 — — — — — 1,039 Wholesale generation revenue from ISO/RTO — 78 770 26 — — 874 Capacity revenue from ISO/RTO (a) — — 20 — — — 20 Revenue from other wholesale contracts — 129 130 68 4 — 331 Total revenue from contracts with customers 3,025 207 920 94 4 — 4,250 Other revenues: Transferable PTC revenues (b) — 2 — — — — 2 Hedging revenues — realized 274 ( 27 ) ( 78 ) 26 — — 195 Hedging revenues — unrealized ( 157 ) ( 143 ) ( 250 ) 36 1 — ( 513 ) Intangible amortization and other revenues — — ( 1 ) — — — ( 1 ) Intersegment sales 26 1,054 1,060 — ( 1 ) ( 2,139 ) — Intersegment sales — unrealized — ( 883 ) ( 271 ) 1 — 1,153 — Total other revenues 143 3 460 63 — ( 986 ) ( 317 ) Total revenues $ 3,168 $ 210 $ 1,380 $ 157 $ 4 $ ( 986 ) $ 3,933 ____________ (a) Represents net capacity sold (purchased) in each ISO/RTO. The East segment includes $ 73 million of capacity sold offset by $ 53 million of capacity purchased. (b) Represents transferable PTCs generated from qualifying solar assets during the period. Performance Obligations As of March 31, 2026, we have future fixed fee performance obligations that are unsatisfied, or partially unsatisfied, relating to capacity auction volumes awarded through capacity auctions held by the ISO/RTO or capacity contracts with customers for which the total consideration is fixed and determinable at contract execution. Capacity revenues are recognized when the performance obligations to provide capacity to the relevant ISOs/RTOs or counterparties are fulfilled. Amounts with counterparties in the table below represent minimum guaranteed capacity revenues as determined on a contract by contract basis and do not represent the full amount of capacity that is expected to be delivered. Balance of 2026 2027 2028 2029 2030 2031 and Thereafter Total (in millions) Remaining performance obligations $ 1,343 $ 1,675 $ 733 $ 215 $ 215 $ 3,293 $ 7,474 Trade Accounts Receivable March 31, 2026 December 31, 2025 (in millions) Wholesale and retail trade accounts receivable $ 2,057 $ 2,412 Allowance for credit losses ( 73 ) ( 89 ) Trade accounts receivable — net $ 1,984 $ 2,323 Trade accounts receivable from contracts with customers — net $ 1,621 $ 1,826 Other trade accounts receivable — net 363 497 Trade accounts receivable — net $ 1,984 $ 2,323 Gross trade accounts receivable as of March 31, 2026 and December 31, 2025 include unbilled retail revenues of $ 785 million and $ 924 million, respectively. 11 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Allowance for Credit Losses on Accounts Receivable Three Months Ended March 31, 2026 2025 (in millions) Allowance for credit losses on accounts receivable at beginning of period $ 89 $ 79 Increase for bad debt expense 42 44 Decrease for account write-offs ( 58 ) ( 48 ) Allowance for credit losses on accounts receivable at end of period $ 73 $ 75 4. OTHER DEDUCTIONS, NET Three Months Ended March 31, 2026 2025 (in millions) NDT net loss (a) $ ( 34 ) $ ( 10 ) Interest income 7 6 All other 3 ( 1 ) Total other deductions, net $ ( 24 ) $ ( 5 ) ____________ (a) Includes interest, dividends, and net realized and unrealized gains (losses) associated with NDTs of the PJM nuclear facilities. Reported in the East segment. 5. GOVERNMENT GRANTS Inflation Reduction Act of 2022 (IRA) In August 2022, the U.S. enacted the IRA, which introduced various energy tax credits. Among these, it acknowledged the importance of existing carbon-free nuclear power by establishing a nuclear Production Tax Credit under section 45U (nuclear PTC), a solar PTC, new technology-neutral ITCs and PTCs that apply to various different clean energy technologies, and a new stand-alone battery storage investment tax credit. The nuclear PTC is available to existing nuclear facilities from 2024 through 2032 and provides a federal tax credit of up to $15 per MWh, subject to an annually inflated gross-receipts based phase out. The Company accounts for transferable ITCs and PTCs we expect to receive in accordance with ASC 832, Government Grants as amended by ASU No. 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities . Transferable ITCs In March 2026, our Newton 52 MW solar / 2 MW battery ESS facility in Illinois met the requirements to be placed in service. As a result, in the three months ended March 31, 2026, we recognized $ 46 million of transferable ITCs associated with the project in other noncurrent assets in the consolidated balance sheet. 6. INCOME TAXES Vistra files a U.S. federal income tax return that includes the results of its consolidated subsidiaries. Vistra serves as the corporate parent of the Vistra consolidated group. Pursuant to applicable U.S. Department of the Treasury regulations and published guidance of the IRS, corporations that are members of a consolidated group have joint and several liability for the taxes of such group. 12 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Income Tax (Expense) Benefit The components of our income tax (expense) benefit are as follows: Three Months Ended March 31, 2026 2025 (in millions) Net income (loss) before income taxes $ 1,212 $ ( 444 ) Income tax (expense) benefit $ ( 183 ) $ 176 Effective tax rate 15.1 % 39.6 % We evaluate and update our annual effective income tax rate on an interim basis based on current and forecasted earnings and tax laws. The mix and timing of our actual earnings compared to annual projections, as well as the amount of pre-tax earnings in comparison to the required discrete items, can cause interim effective tax rate fluctuations. For the three months ended March 31, 2026, the effective tax rate of 15.1 % was lower than the U.S. federal statutory rate of 21 % due primarily to permanent differences recorded discretely related to tax deductions available for stock-based compensation. For the three months ended March 31, 2025, the effective tax rate of 39.6 % was higher than the U.S. federal statutory rate of 21 % due primarily to state income taxes and permanent differences recorded discretely related to tax deductions available for stock-based compensation. Income Taxes Paid For the three months ended March 31, 2026 and 2025, we paid state income taxes of $ 8 million and $ 5 million respectively, and received state tax refunds of $ 2 million and zero , respectively. We paid no federal income taxes in the three months ended March 31, 2026 and 2025. OBBBA and CAMT In July 2025, the legislation known as the OBBBA was signed into law and we have accounted for the effects in our consolidated financial statements. Key changes include the immediate expensing of domestic research and development costs, the reinstatement of 100% bonus depreciation, and increases in the limitation of interest deductibility. Certain provisions of the OBBBA will change the timing of cash tax payments in the current fiscal year and future year periods, however the legislation did not have a material impact on our effective income tax rate. We do not expect Vistra to be subject to the corporate alternative minimum tax (CAMT) in the 2026 tax year. We have taken the CAMT and forecasted OBBBA impacts into account when forecasting cash taxes. 13 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 7. PROPERTY, PLANT, AND EQUIPMENT Our property, plant, and equipment consist of our power generation assets, related mining assets, land, information systems hardware, capitalized corporate office lease space, and other leasehold improvements. Land and construction work in progress are not depreciated. March 31, 2026 December 31, 2025 (in millions) Power generation and structures and office and other equipment $ 25,585 $ 25,084 Land 637 637 Construction work in progress 1,751 1,917 Finance lease right-of-use assets 197 190 Nuclear fuel 2,273 2,036 Property, plant, and equipment — gross 30,443 29,864 Less accumulated depreciation ( 9,694 ) ( 9,273 ) Less finance lease right-of-use assets accumulated amortization ( 43 ) ( 41 ) Less accumulated amortization of nuclear fuel ( 830 ) ( 704 ) Property, plant, and equipment — net $ 19,876 $ 19,846 Depreciation and amortization of property, plant, and equipment consisted of the following: Property, Plant, and Equipment Condensed Consolidated Statements of Operations Three Months Ended March 31, 2026 2025 (in millions) Power generation and structures and office and other equipment Depreciation and amortization $ 454 $ 479 Finance lease right-of-use assets Depreciation and amortization 2 2 Nuclear fuel Fuel, purchased power costs, and delivery fees 126 111 Total property, plant, and equipment expense $ 582 $ 592 Retirement of Generation Facilities Below are our operating facilities that have an announced retirement date. Operating results for generation facilities with defined retirement dates are included in our Asset Closure segment in the calendar year following the year in which the retirement occurs. The Moss Landing 300 MW and Moss Landing 100 MW battery facilities were transferred to the Asset Closure segment during the first quarter of 2025 and the fourth quarter of 2025, respectively, as we do not plan to return those assets to operations. See Note 8 for additional information. Facility Location ISO/RTO Fuel Type Net Capacity (MW) Expected Retirement Date (a) Segment Baldwin Baldwin, IL MISO Coal 1,185 By the end of 2027 East Coleto Creek Goliad, TX ERCOT Coal 650 By the end of 2027 Texas Kincaid Kincaid, IL PJM Coal 1,108 By the end of 2027 East Miami Fort North Bend, OH PJM Coal 1,020 By the middle of 2028 East Newton Newton, IL MISO Coal 615 By the end of 2027 East Total 4,578 ____________ (a) Expected retirement dates may change if economic or other conditions dictate, or if we are required to continue running the plants for grid reliability reasons. The Company intends to repower Coleto Creek and Miami Fort as gas-fueled facilities upon their retirements as coal-fueled facilities. We are currently evaluating the feasibility of converting the other coal-fueled facilities with expected retirement dates in 2027 to gas-fueled facilities. 14 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 8. LOSS EVENTS AND INSURANCE RECOVERIES Moss Landing 300 Incident On January 16, 2025, we detected a fire at our Moss Landing 300 MW energy storage facility at the Moss Landing Power Plant site (the Moss Landing Incident) that resulted in ceasing operations at all facilities at the Moss Landing complex until the fire was contained. No injuries occurred due to the fire or the Company's response. The Moss Landing complex includes two other battery facilities and a gas plant. The gas plant returned to service in February 2025. As a result of the Moss Landing Incident, (i) during the three months ended March 31, 2025, we wrote-off the net book value of Moss Landing 300 of approximately $ 400 million to depreciation expense and moved the asset to the Asset Closure segment as we have no plans to return the Moss Landing 300 facility to operations (see Notes 7 and 18 for additional information), (ii) we determined not to return the Moss Landing 100 MW battery facility to service, and (iii) we are working towards a return to service of our Moss Landing 350 MW battery facility in mid-2026, pending the evaluation of our restart plans following the completion of our investigation into the cause of the fire, which creates uncertainty as to when or if the facility will return to service. Moss Landing 350 MW battery facility has a net book value of approximately $ 316 million as of March 31, 2026. As a result of the decision to not return the Moss Landing 100 MW battery to service, we performed an assessment of the recoverability of the facility's carrying value and, during the three months ended December 31, 2025, we recognized an impairment loss of approximately $ 155 million and moved the asset to the Asset Closure segment (see Notes 7 and 18 for additional information). In July 2025, we entered into an Administrative Settlement Agreement and Order on Consent (ASAOC) with the EPA related to the Moss Landing 300 site. Under the ASAOC, we are required to perform specific battery removal and remediation activities, including battery removal and disposal, building demolition, and air and water monitoring. We estimate the total cost of these activities to be approximately $ 110 million, of which approximately $ 70 million has been spent through March 31, 2026, including approximately $ 21 million in the three months ended March 31, 2026. As of March 31, 2026, our accrual for estimated future costs for the ASAOC activities is approximately $ 40 million, which is reflected in other current liabilities in the condensed consolidated balance sheets. This estimate assumes the ASAOC activities will be completed by the end of 2026. Aside from battery removal and disposal, our estimate does not reflect costs associated with removal of other hazardous waste that could be identified as the demolition progresses as we are unable to estimate such costs until sampling of waste material is complete. We will account for any adjustments to the accrual as a change in estimate in the period new information becomes available. Additional impacts from the Moss Landing Incident include loss of revenue from the facilities being offline and may include litigation costs, other negotiated settlements of contracts with counterparties, and additional non-cash impairment losses. See Note 15 for additional information. While we expect revenues in the West segment to decrease relative to 2024 due to the Moss Landing 300 MW and 100 MW battery facilities not returning to service, uncertainty regarding the timing of any potential restart of the Moss Landing 350 MW battery facility, as well as the nature and extent of additional costs that may be incurred related to the Moss Landing Incident, limits our ability to predict the full impact on our 2026 financial statements. We have filed insurance claims against applicable insurance policies with combined business interruption and property loss limits of $ 500 million, net of deductibles, all of which has been fully collected as of February 2026. During the three months ended March 31, 2026, we received $ 198 million of property damage insurance proceeds which reduced the property damage insurance receivable and $ 6 million of business interruption insurance proceeds which is included in operating revenues in the condensed consolidated statements of operations. Martin Lake Unit 1 Incident On November 27, 2024, we experienced a fire at Unit 1 of our Martin Lake facility in ERCOT (the Martin Lake Incident), an 815 MW unit. We wrote-off the unit's net book value of less than $ 1 million to depreciation expense in December 2024. The unit returned to service in February 2026. 15 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) We expect to recover a majority of the expenditures associated with the Martin Lake Incident through property damage insurance and to receive additional business interruption proceeds. Through March 31, 2026, we have received property damage insurance proceeds of $ 153 million and business interruption proceeds of $ 47 million. During the three months ended March 31, 2026, we received $ 9 million of property damage insurance proceeds and did not receive any business interruption insurance proceeds. We expect to receive additional property damage and business interruption insurance proceeds related to the incident. These additional proceeds will be recorded as income in the period they are realized. 9. GOODWILL AND IDENTIFIABLE INTANGIBLE ASSETS AND LIABILITIES Goodwill As of both March 31, 2026 and December 31, 2025, the carrying value of goodwill totaled $ 2.810 billion, including $ 2.688 billion allocated to our Retail reporting unit and $ 122 million allocated to our Texas Generation reporting unit. Goodwill of $ 1.944 billion is deductible for tax purposes over 15 years on a straight-line basis. Identifiable Intangible Assets and Liabilities Identifiable intangible assets are comprised of the following: March 31, 2026 December 31, 2025 Identifiable Intangible Asset Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in millions) Retail customer relationships $ 2,173 $ 2,076 $ 97 $ 2,173 $ 2,067 $ 106 Software and other technology-related assets 683 383 300 656 365 291 Retail and wholesale contracts 369 314 55 369 295 74 Long-term service agreements 18 6 12 18 6 12 Other identifiable intangible assets (a) 576 18 558 628 17 611 Total identifiable intangible assets subject to amortization $ 3,819 $ 2,797 1,022 $ 3,844 $ 2,750 1,094 Retail trade names (not subject to amortization) 1,341 1,341 Total identifiable intangible assets $ 2,363 $ 2,435 ____________ (a) Includes mining development costs and environmental allowances (emissions allowances and renewable energy certificates). Identifiable intangible liabilities are comprised of the following: Identifiable Intangible Liability March 31, 2026 December 31, 2025 (in millions) Long-term service agreements $ 98 $ 100 Wholesale power and fuel purchase contracts 35 38 Total identifiable intangible liabilities $ 133 $ 138 16 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Amortization of finite-lived identifiable intangible assets and liabilities (including the classification in the condensed consolidated statements of operations) consisted of the following: Identifiable Intangible Assets/Liabilities Condensed Consolidated Statements of Operations Three Months Ended March 31, 2026 2025 (in millions) Retail customer relationships Depreciation and amortization $ 9 $ 23 Software and other technology-related assets Depreciation and amortization 16 18 Retail and wholesale contracts Operating revenues/Fuel, purchased power costs, and delivery fees ( 3 ) ( 2 ) Other identifiable intangible assets (a) Fuel, purchased power costs, and delivery fees/Depreciation and amortization 119 136 Total intangible asset expense, net $ 141 $ 175 ___________ (a) Amounts include all expenses associated with environmental allowances including expenses accrued to comply with emissions allowance programs and renewable portfolio standards which are presented in fuel, purchased power costs and delivery fees in the condensed consolidated statements of operations. Emissions allowance obligations are accrued as associated electricity is generated and renewable energy certificate obligations are accrued as retail electricity delivery occurs. Estimated Amortization of Identifiable Intangible Assets As of March 31, 2026, the estimated aggregate amortization expense of identifiable intangible assets, excluding environmental allowances, for each of the next five fiscal years is as shown below. Year Estimated Amortization Expense (in millions) 2026 $ 177 2027 $ 85 2028 $ 64 2029 $ 44 2030 $ 26 10. COLLATERAL FINANCING AGREEMENT WITH AFFILIATE In 2023, Vistra Operations entered into a facility agreement with a Delaware trust formed by the Company (the Trust) that sold 450,000 pre-capitalized trust securities (P-Caps) redeemable May 17, 2028 for an initial purchase price of $ 450 million. The Trust is not consolidated by Vistra. The Trust invested the proceeds from the sale of the P-Caps in a portfolio of either (a) U.S. Treasury securities (Treasuries) or (b) Treasuries and/or principal and interest strips of Treasuries (Treasury Strips, and together with the Treasuries and cash denominated in U.S. dollars, the Eligible Assets). At the direction of Vistra Operations, the Eligible Assets held by the Trust can be (i) delivered to one or more designated subsidiaries of Vistra Operations in order to allow such subsidiaries to use the Eligible Assets to meet certain posting obligations with counterparties, and/or (ii) pledged as collateral support for a letter of credit program. As of March 31, 2026 and December 31, 2025, the fair value of Eligible Assets held by counterparties to satisfy current and future margin deposit requirements totaled $ 446 million and $ 444 million, respectively, and is reported in the condensed consolidated balance sheets as margin deposits posted under affiliate financing agreement and margin deposits financing with affiliate. See Note 10 to the Financial Statements in our 2025 Form 10-K for additional information. 17 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 11. DEBT, CREDIT FACILITIES, AND FINANCINGS Debt, credit facilities and financing obligations on the condensed consolidated balance sheets consisted of the following: March 31, 2026 December 31, 2025 (in millions) Long-term debt, including amounts due currently: Project-level debt $ 1,461 $ 1,569 Vistra Operations debt 17,871 15,627 Long-term debt before unamortized premiums, discounts and issuance costs 19,332 17,196 Unamortized premiums, discounts and issuance costs ( 169 ) ( 153 ) Long-term debt including amounts due currently $ 19,163 $ 17,043 Short-term borrowings $ — $ 1,800 Accounts receivable financing $ 750 $ 1,225 Forward repurchase obligation $ 641 $ 632 Release of Collateral On December 2, 2025, S&P upgraded Vistra Operations' issuer credit rating from BB+ to BBB- and revised its outlook from Positive to Stable, and on March 20, 2026, S&P upgraded the Senior Unsecured Notes (as defined below) rating from BB+ to BBB-. On March 16, 2026, Fitch upgraded Vistra Operations' issuer default rating and the Senior Unsecured Notes rating from BB+ to BBB- and revised its outlook from Positive to Stable. As a result of these investment-grade ratings and the satisfaction of certain other conditions specified in the Vistra Operations Senior Secured Indenture (as defined below), an investment grade event was deemed to have occurred, and the liens on the collateral securing the Senior Secured Notes (as defined below) were automatically terminated and released in full on April 2, 2026 (Collateral Release). The Collateral Release represents the elimination of the collateral and related lien provisions under the Vistra Operations Senior Secured Indenture only and did not modify, refinance, extinguish, or otherwise change the outstanding principal amount, maturity, interest rates, or other material terms of the Senior Secured Notes. Following the Collateral Release, the Senior Secured Notes are effectively unsecured and rank pari passu with the Senior Unsecured Notes. The Collateral Release is subject to reversion if the applicable rating agencies withdraw the investment-grade ratings or downgrade the ratings below investment grade, subject to a 60-day grace period. Additionally, Vistra Operations repaid $ 2.444 billion in outstanding borrowings under the Term Loan B-3 facility (as defined below) in April 2026, and in coordination with the investment-grade ratings, met the collateral suspension provisions of the Vistra Operations Credit Agreement and Commodity-Linked Credit Agreement releasing all liens securing the Vistra Operations Credit Facilities and the Vistra Operations Commodity-Linked Credit Facility (Credit Facility Collateral Suspension). The Credit Facility Collateral Suspension is subject to reversion if the applicable rating agencies withdraw the investment-grade ratings or downgrade the ratings below investment grade, subject to a 60-day grace period. 18 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Long-Term Debt The Company's long-term debt obligations, including amounts due currently, consisted of the following: March 31, 2026 December 31, 2025 (in millions) Vistra Operations Credit Facilities, Term Loan B-3 Facility due December 20, 2030 $ 2,444 $ 2,450 BCOP Credit Facility, Bridge Loans 261 367 BCOP Credit Facility, Construction / Term Loans 503 505 Vistra Zero Credit Facility, Term Loan B Facility due April 30, 2031 697 697 Vistra Operations Senior Notes: 5.050 % Senior Notes, due December 30, 2026 (a) 500 500 3.700 % Senior Notes, due January 30, 2027 (a) 800 800 5.625 % Senior Notes, due February 15, 2027 1,300 1,300 5.000 % Senior Notes, due July 31, 2027 1,300 1,300 4.300 % Senior Notes, due October 15, 2028 (a) 750 750 4.375 % Senior Notes, due May 1, 2029 1,250 1,250 4.300 % Senior Notes, due July 15, 2029 (a) 800 800 4.600 % Senior Notes, due October 15, 2030 (a) 500 500 4.700 % Senior Notes, due January 31, 2031 (a) 1,000 — 7.750 % Senior Notes, due October 15, 2031 1,450 1,450 6.875 % Senior Notes, due April 15, 2032 1,000 1,000 6.950 % Senior Notes, due October 15, 2033 (a) 1,050 1,050 6.000 % Senior Notes, due April 15, 2034 (a) 500 500 5.700 % Senior Notes, due December 30, 2034 (a) 750 750 5.250 % Senior Notes, due October 15, 2035 (a) 750 750 5.350 % Senior Notes, due January 31, 2036 (a) 1,250 — Total Vistra Operations Senior Notes 14,950 12,700 Energy Harbor Revenue Bonds: 3.375 % Revenue Bond, due August 1, 2029 100 100 4.750 % Revenue Bonds, due June 1, 2033 and July 1, 2033 285 285 3.750 % Revenue Bond, due October 1, 2047 46 46 Total Energy Harbor Revenue Bonds 431 431 Other: Equipment Financing Agreements 46 46 Total other long-term debt 46 46 Unamortized debt premiums, discounts and issuance costs ( 169 ) ( 153 ) Total long-term debt including amounts due currently 19,163 17,043 Less amounts due currently (b) ( 1,899 ) ( 1,201 ) Total long-term debt less amounts due currently $ 17,264 $ 15,842 ___________ (a) The Vistra Operations senior secured notes have been presented to give effect to the Collateral Release. (b) Excludes the 5.625 % Senior Notes due February 15, 2027 as amounts were refinanced on a long-term basis using the net proceeds from the Senior Notes issued in April 2026. 19 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Credit Facilities Our credit facilities and related available capacity as of March 31, 2026 are presented below. March 31, 2026 Credit Facilities Maturity Date Facility Limit Borrowings Outstanding Letters of Credit Outstanding Available Capacity (in millions) Vistra Operations debt: Revolving Credit Facility October 11, 2029 $ 3,440 $ — $ 1,314 $ 2,126 Term Loan B-3 Facility (a) December 20, 2030 2,444 2,444 — — Total Vistra Operations Credit Facilities 5,884 2,444 1,314 2,126 Vistra Operations Commodity-Linked Facility September 30, 2026 1,750 — — 1,413 Total Vistra Operations debt $ 7,634 $ 2,444 $ 1,314 $ 3,539 Project-level debt: Bridge Loans December 3, 2026 $ 261 $ 261 $ — $ — Construction / Term Loans (b) 503 503 — — BCOP Credit Facility 764 764 — — Vistra Zero Term Loan B Facility April 30, 2031 697 697 — — Total project-level debt $ 1,461 $ 1,461 $ — $ — Total credit facilities $ 9,095 $ 3,905 $ 1,314 $ 3,539 ___________ (a) In April 2026, the Term Loan B-3 Facility outstanding principal amount was repaid using net proceeds from the senior notes issued in April 2026. (b) Maturity dates between December 3, 2026 and December 3, 2029. See additional information in BCOP Project-level Credit Facilities discussion below. Vistra Operations Credit Facilities As of March 31, 2026, the Vistra Operations Credit Facilities have aggregate commitments of up to $ 5.884 billion in senior secured, first-lien revolving credit commitments and outstanding term loans (Vistra Operations Credit Facilities). The Vistra Operations Credit Facilities consist of (i) revolving credit commitments (including aggregate revolving letter of credit commitments) of up to $ 3.440 billion (Revolving Credit Facility), and (ii) term loans of $ 2.444 billion (Term Loan B-3 Facility). Revolving Credit Facility — The Revolving Credit Facility is used for general corporate purposes. Borrowings under the Revolving Credit Facility bear interest based on the forward-looking term rate based on SOFR (Term SOFR) plus a spread that ranges from 1.25 % to 2.00 %. We pay fees on any undrawn amounts of the Revolving Credit Facility ranging from 17.5 basis points to 35.0 basis points. Letters of credit issued under the Revolving Credit Facility are subject to a fee that ranges from 1.25 % to 2.00 %. Interest and fees on the Revolving Credit Facility are based on ratings of Vistra Operations' senior secured long-term debt securities. As of March 31, 2026, after taking into account sustainability pricing adjustments based on certain sustainability-linked targets and thresholds, the applicable interest rate margins for the Revolving Credit Facility and the applicable fee for undrawn amounts relating to such commitments were 1.725 % and 27.0 basis points, respectively, and the fee for the letters of credit issued under the Revolving Credit Facility was 1.725 %. Term Loan B-3 Facility — The Term Loan B-3 Facility was used for general corporate purposes. Borrowings under the Term Loan B-3 Facility incurred interest based on the applicable Term SOFR, plus a fixed spread of 1.75 %. The weighted average interest rate, before taking into consideration interest rate swaps (see Note 12 for additional information) on outstanding borrowings of $ 2.444 billion was 5.418 % as of March 31, 2026. Cash borrowings under the Term Loan B-3 Facility were subject to required scheduled quarterly payments of $ 6.25 million. Amounts paid cannot be reborrowed. In April 2026, Vistra Operations used a portion of the proceeds from the April 2026 issuance of Vistra Operations senior unsecured notes discussed above to repay the $ 2.444 billion in outstanding borrowings under the Term Loan B-3 facility. 20 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Other Information — Obligations under the Vistra Operations Credit Facilities were secured by liens on substantially all of Vistra Operations' (and certain of its subsidiaries') consolidated assets, rights and properties, subject to certain exceptions set forth in the Vistra Operations Credit Agreement. The Vistra Operations Credit Agreement includes collateral suspension provisions that were satisfied, and the liens were released in full on April 22, 2026 under the Credit Facility Collateral Suspension. The Vistra Operations Credit Facilities also permit certain hedging agreements and cash management agreements to be secured on a pari-passu basis with the Vistra Operations Credit Facilities, provided such agreements satisfy the applicable criteria set forth therein. The Vistra Operations Credit Facilities contain customary affirmative and negative covenants applicable to Vistra Operations and its restricted subsidiaries, including affirmative covenants requiring the delivery of financial and other information to the administrative agent and restrictions on changes to lines of business. The negative covenants restrict Vistra Operations' (and its restricted subsidiaries') ability to incur additional indebtedness, make investments, dispose of assets, pay dividends, grant liens or take certain other actions, in each case, except as permitted in the Vistra Operations Credit Agreement. The Vistra Operations Credit Agreement also includes a springing financial covenant with respect to the Revolving Credit Facility that, when applicable, would require compliance with a consolidated first lien net leverage ratio (or, during a collateral suspension period, a consolidated total net leverage ratio). Vistra Operations' ability to borrow under the Vistra Operations Credit Facilities is subject to the satisfaction of certain customary conditions precedent set forth therein. The Vistra Operations Credit Facilities provide for certain customary events of default, including events of default resulting from non-payment of principal, interest or fees when due, material breaches of representations and warranties, breaches of covenants in the Vistra Operations Credit Facilities or ancillary loan documents, cross-defaults under other agreements or instruments and the existence of material unpaid (or unstayed) judgments against Vistra Operations and certain of its subsidiaries. Upon the existence of an event of default, the Vistra Operations Credit Facilities provide that all principal, interest and other amounts due thereunder will become immediately due and payable, either automatically or at the election of specified lenders. The Vistra Operations Credit Agreement generally restricts the ability of Vistra Operations to make distributions to any direct or indirect parent unless such distributions are expressly permitted thereunder. As of March 31, 2026, Vistra Operations can distribute approximately $ 14.7 billion to Parent without the consent of any party. The amount available for distribution has been reduced by distributions made by Vistra Operations to Parent of approximately $ 400 million and $ 425 million during the three months ended March 31, 2026 and 2025, respectively. Additionally, Vistra Operations may make distributions to Parent in amounts sufficient for Parent to pay any taxes or general operating or corporate overhead expenses arising out of Parent's ownership or operation of Vistra Operations. As of March 31, 2026, all of the restricted net assets of Vistra Operations may be distributed to Parent. Vistra Operations Commodity-Linked Revolving Credit Facility As of March 31, 2026, Vistra Operations senior secured commodity-linked revolving credit facility (Commodity-Linked Facility) totaled $ 1.75 billion of aggregate available commitments. We have the flexibility, subject to our ability to obtain additional commitments, to further increase the size of the Commodity-Linked Facility to $ 3.0 billion. In October 2025, Vistra Operations amended the Commodity-Linked Facility to, among other things, extend the maturity date to September 30, 2026. As of March 31, 2026, the borrowing base of $ 1.413 billion is lower than the facility limit which represents the aggregate commitments of $ 1.75 billion. Under the Commodity-Linked Facility, the borrowing base is calculated on a weekly basis based on a set of theoretical transactions which approximate a portion of the hedge portfolio of Vistra Operations and certain of its subsidiaries in certain power markets, with availability thereunder not to exceed the aggregate available commitments nor be less than zero. Vistra Operations may, at its option, borrow an amount up to the borrowing base, as adjusted from time to time, provided that if outstanding borrowings at any time would exceed the borrowing base, Vistra Operations shall make a repayment to reduce outstanding borrowings to be less than or equal to the borrowing base. Vistra Operations intends to use any borrowings provided under the Commodity-Linked Facility to make cash postings as required under various commodity contracts to which Vistra Operations and its subsidiaries are parties as power prices increase from time to time and for other working capital and general corporate purposes. 21 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Interest on the Commodity-Linked Facility is based on either Term SOFR or a daily simple SOFR rate plus (i) a spread that ranges from 1.25 % to 2.00 %, and (ii) sustainability pricing adjustments based on certain sustainability-linked targets and thresholds. The fee on any undrawn amounts with respect to the Commodity-Linked Facility ranges from 17.5 basis points to 35.0 basis points. As of March 31, 2026, the applicable interest rate margins for borrowings outstanding under the Commodity-Linked Facility was 1.725 % and the fee on any undrawn amounts with respect to the Commodity-Linked Facility was 27.0 basis points. Interest and fees on the Commodity-Linked Facility are based on ratings of Vistra Operations' senior secured long-term debt securities. The Commodity-Linked Facility provides for affirmative covenants (including a collateral suspension covenant substantially similar to the collateral suspension covenant contained in the Vistra Operations Credit Agreement), negative covenants and a springing financial covenant, in each case, substantially consistent with those contained in the Vistra Operations Credit Agreement. As a result of the Credit Facility Collateral Suspension the collateral suspension provisions of the Commodity-Linked Facility have been met. BCOP Project-level Credit Facilities In December 2024, BCOP and its subsidiaries entered into the BCOP Credit Agreement to finance the development of the Baldwin and Coffeen solar generation and battery ESS facilities and the Oak Hill and Pulaski solar generation facilities located in Illinois and Texas. The BCOP Credit Agreement provides for (i) bridge loan commitments of $ 367 million for the Oak Hill and Pulaski projects (the Bridge Loans) and (ii) construction and term loan commitments of $ 528 million (the Construction/Term Loan Facility), together with debt service reserve letter of credit commitments of $ 29 million (the Debt Service Reserve and, collectively with the Bridge Loans and the Construction/Term Loan Facility, the BCOP Credit Facility). Interest on the Bridge Loans is payable in arrears at the applicable Term SOFR rate elected in the related borrowing notice plus a fixed margin of 1.625 % per annum, and the weighted-average interest rate on outstanding Bridge Loan borrowings was 5.292 % as of March 31, 2026. Repayment of the Bridge Loans is guaranteed by Vistra as the beneficiary of the underlying investment tax credits expected to be generated by the applicable projects. In January 2026, Vistra repaid the $ 106 million Oak Hill Bridge Loan at maturity. As of March 31, 2026, the outstanding Bridge Loan for the Pulaski solar generation facility totaled $ 261 million with scheduled maturity in December 2026. The Construction/Term Loan Facility consists of (i) term loans supporting the Baldwin and Coffeen projects and (ii) construction loans used to fund the Oak Hill and Pulaski projects during their construction periods, which convert to term loans upon each project's achievement of commercial operation and satisfaction of the applicable term conversion conditions. As of March 31, 2026, construction loans outstanding for the Pulaski project totaled $ 297 million and mature in December 2026 and term loans outstanding for the Baldwin, Coffeen, and Oak Hill projects totaled $ 206 million and mature in December 2029. Letters of credit outstanding under the Debt Service Reserve facility supporting the term loans totaled $ 13 million. Interest on construction and term loans under the Construction/Term Loan Facility is payable in arrears at the applicable Term SOFR rate elected in the borrowing notice plus a fixed margin of 1.875 % per annum for construction loans and 2.000 % per annum for term loans. The weighted-average interest rate on outstanding construction and term loan borrowings was 5.593 % as of March 31, 2026. Beginning on the applicable term funding or term conversion date, the term loans amortize over a 20-year period, with principal and interest payments funded from the cash flows generated by the underlying projects. Fees on issued debt service reserve letters of credit accrue at 2.000 % per annum and are payable in arrears. Commitment fees on undrawn loan commitments and unissued letter of credit commitments are payable quarterly in arrears at a fixed percentage of the applicable loan margin. BCOP's obligations under the BCOP Credit Agreement are guaranteed by subsidiaries of BCOP but are otherwise non-recourse to Vistra Operations and its other subsidiaries. 22 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Vistra Zero Project-level Credit Agreement In March 2024, Vistra Zero Operating entered into the Vistra Zero Credit Agreement. The Vistra Zero Credit Agreement provides for a senior secured term loan (Term Loan B Facility) of $ 700 million, which Vistra Zero Operating borrowed in its entirety in March 2024. Net proceeds of $ 690 million were used (i) to pay issuance costs and (ii) for working capital and general corporate purposes. Vistra Zero Operating's obligations under the Vistra Zero Credit Agreement are guaranteed by subsidiaries of Vistra Zero Operating, but are otherwise non-recourse to Vistra Operations and its other subsidiaries. Interest on the Term Loan B Facility is based on Term SOFR plus 2.00 % per annum. Interest periods for Term SOFR loans are for one-, three-, or six-month periods with interest paid in arrears. The weighted average interest rates before taking into consideration interest rate swaps on outstanding borrowings of $ 697 million was 5.668 % as of March 31, 2026. The Vistra Zero Credit Agreement contains customary covenants and representations and warranties which are generally consistent in scope with the Vistra Operations Credit Agreement, except that there is no financial maintenance covenant in the Vistra Zero Credit Agreement. Vistra Zero Operating's obligations under the Vistra Zero Credit Agreement are guaranteed by subsidiaries of Vistra Zero Operating but are otherwise non-recourse to Vistra Operations and its other subsidiaries. Letter of Credit Facilities Vistra Operations Secured Letter of Credit Facilities Between August 2020 and March 2026, we entered into uncommitted standby letter of credit facilities with various banks (each, a Secured LOC Facility and collectively, the Secured LOC Facilities). The Secured LOC Facilities are secured by a first lien on substantially all of Vistra Operations' (and certain of its subsidiaries') assets (which ranks pari passu with the Vistra Operations Credit Facilities). The Secured LOC Facilities do not have stated expiration dates and are used for general corporate purposes. As of March 31, 2026, $ 1.75 billion of letters of credit were outstanding under the Secured LOC Facilities. Vistra Operations Unsecured Alternative Letter of Credit Facilities In March 2024, we entered into unsecured alternative letter of credit facilities (Alternative LOC Facilities) to be used for general corporate purposes. In October 2025, the Alternative LOC Facilities were amended to increase the commitment cap from $ 500 million to a total of $ 800 million. As of March 31, 2026, the total capacity was $ 760 million and $ 673 million of letters of credit were outstanding under the Alternative LOC Facilities. The commitments under the Alternative LOC Facilities terminate in December 2028. There are no financial maintenance covenants in the Alternative LOC Facilities. Financial Covenants The Vistra Operations Credit Agreement and the Vistra Operations Commodity-Linked Credit Agreement each includes a covenant, solely with respect to the Revolving Credit Facility and the Commodity-Linked Facility and solely during a compliance period (which, in general, is applicable when the aggregate revolving borrowings and revolving letters of credit outstanding (excluding all undrawn revolving letters of credit and cash collateralized backstopped revolving letters of credit) exceed 35 % of the revolving commitments), that requires the consolidated first-lien net leverage ratio not to exceed 4.25 to 1.00 (or, during a collateral suspension period, the consolidated total net leverage ratio not to exceed 5.50 to 1.00). In addition, each of the Secured LOC Facilities includes a covenant that requires the consolidated first-lien net leverage ratio not to exceed 4.25 to 1.00 (or, for certain facilities that include a collateral suspension mechanism, during a collateral suspension period, the consolidated total net leverage ratio not to exceed 5.50 to 1.00). As of March 31, 2026, we were in compliance with the Vistra Operations Credit Agreement, Vistra Operations Commodity-Linked Credit Agreement, and Secured LOC Facilities financial covenants. 23 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Energy Harbor Revenue Bonds Various governmental entities in Ohio and Pennsylvania have issued multiple tranches of revenue bonds for the benefit of Energy Harbor Generation LLC (EHG) or Energy Harbor Nuclear Generation LLC (EHNG); (collectively, the EH entities), in an aggregate principal amount of $ 431 million. The relevant EH entity is obligated to provide contractual payments to the applicable issuer of the revenue bonds to service the principal and interest on the revenue bonds, the payment of which is indirectly secured by all or substantially all of the assets of the EH entities under various mortgage bonds issued by the EH entities. In the event of a default by the EH entities of their contractual obligation to pay principal and interest in respect of the revenue bonds, the trustee of the revenue bonds would be able to call the mortgage bonds due and, if unpaid, foreclose on the assets securing the mortgage bonds. The obligations of the EH entities in respect of the revenue bonds and related mortgage bonds are guaranteed on an unsecured basis by Energy Harbor and Vistra. Vistra Operations Senior Notes Vistra Operations issues and sells its senior unsecured notes in offerings to eligible purchasers under Rule 144A and Regulation S under the Securities Act (collectively, the Senior Unsecured Notes). The indentures governing the Senior Unsecured Notes (as amended or supplemented from time to time, the Vistra Operations Senior Unsecured Indentures) provide for the full and unconditional guarantee of the Senior Unsecured Notes by certain current and future subsidiaries of Vistra Operations for so long as they guarantee the Vistra Operations Credit Facilities (Guarantor Subsidiaries). The Vistra Operations Senior Unsecured Indentures contain customary covenants and restrictions, including, among others, limitations on the ability of Vistra Operations and its subsidiaries to incur certain liens, merge or consolidate, and sell all or substantially all of their assets. Vistra Operations also issued and sold senior secured notes in offerings to eligible purchasers under Rule 144A and Regulation S under the Securities Act (collectively, the Senior Secured Notes). The indenture governing the Senior Secured Notes (as amended or supplemented from time to time, the Vistra Operations Senior Secured Indenture) provide for the full and unconditional guarantee by the Guarantor Subsidiaries for so long as they guarantee the Vistra Operations Credit Facilities. The Senior Secured Notes were secured by a first-priority security interest in substantially the same collateral pledged to secure the obligations under the Vistra Operations Credit Facilities and contained covenants and other provisions generally consistent with those credit facilities. The Collateral Release represents the elimination of the collateral and related lien provisions under the Vistra Operations Senior Secured Indenture only and did not modify, refinance, extinguish, or otherwise change the outstanding principal amount, maturity, interest rates, or other material terms of the Senior Secured Notes. Following the Collateral Release, the Senior Secured Notes are effectively unsecured and rank pari passu with the Senior Unsecured Notes. 2026 Vistra Operations Senior Notes Issuances and Redemptions In January 2026, Vistra Operations issued $ 2.25 billion aggregate principal amount of senior secured notes, consisting of $ 1.0 billion aggregate principal amount of 4.700 % senior secured notes due 2031 and $ 1.250 billion aggregate principal amount of 5.350 % senior secured notes due 2036 in an offering to eligible purchasers under Rule 144A and Regulation S under the Securities Act. Interest is payable in cash semiannually in arrears on January 31 and July 31 beginning July 31, 2026. Net proceeds totaling approximately $ 2.230 billion, together with cash on hand, was or will be used (i) to fund a portion of the consideration for the Cogentrix Transaction (see Note 2 for additional information), (ii) for general corporate purposes, including to repay existing indebtedness, and (iii) to pay fees and expenses related to the offering. In April 2026, Vistra Operations issued $ 4.0 billion aggregate principal amount of senior unsecured notes, consisting of $ 500 million aggregate principal amount of 4.550 % senior unsecured notes due 2028, $ 1.0 billion aggregate principal amount of 5.000 % senior unsecured notes due 2031, $ 1.0 billion aggregate principal amount of 5.250 % senior unsecured notes due 2033, and $ 1.5 billion aggregate principal amount of 5.550 % senior unsecured notes due 2036 in an offering to eligible purchasers under Rule 144A and Regulation S under the Securities Act. Interest is payable in cash semiannually in arrears on April 30 and October 30 beginning October 30, 2026. Net proceeds totaling approximately $ 3.968 billion were used to repay or redeem existing indebtedness, including the Company's 5.625 % Senior Notes due 2027 and the Term Loan B-3 Facility, and to pay fees and expenses related to the offering. Excess net proceeds will be used for general corporate purposes. 24 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) In connection with the April 2026 issuance of senior unsecured notes, Vistra and Vistra Operations entered into a registration rights agreement with the initial purchasers pursuant to which Vistra Operations agreed to use commercially reasonable efforts to cause to be filed within a specified period of time (i) a registration statement on an appropriate registration form with the SEC with respect to a registered offer by Vistra Operations to exchange each series of the notes and the subsidiary guarantees for new registered notes (Exchange Notes) containing terms substantially similar to the notes (except that the Exchange Notes will not be subject to restrictions on transfer or to any increase in annual interest rate upon a registration default and are expected to be irrevocably and unconditionally guaranteed on a senior unsecured basis by Vistra) or, (ii) under specified circumstances, a shelf registration with respect to resales of each series of the notes and the related guarantees. Accounts Receivable Financing Accounts Receivable Securitization Program TXU Energy Receivables Company LLC (RecCo), an indirect subsidiary of Vistra, has an accounts receivable financing facility (Receivables Facility) provided by issuers of asset-backed commercial paper and commercial banks (Purchasers). In May 2025, the Receivables Facility was amended to add Dynegy Energy Services Mid-Atlantic, LLC. In July 2025, the Receivables Facility was amended to increase the purchase limit from $ 1.0 billion to $ 1.1 billion and to extend the term of the Receivables Facility to July 2026. In connection with the Receivables Facility, TXU Energy, Dynegy Energy Services, Dynegy Energy Services Mid-Atlantic, LLC, Ambit Texas, Value Based Brands, Energy Harbor LLC and TriEagle Energy, each indirect subsidiaries of Vistra and originators under the Receivables Facility (Originators), each sell and/or contribute, subject to certain exclusions, all of its receivables (other than any receivables excluded pursuant to the terms of the Receivables Facility), arising from the sale of electricity to its customers and related rights (Receivables), to RecCo, a consolidated, wholly owned, bankruptcy-remote, direct subsidiary of TXU Energy. RecCo, in turn, is subject to certain conditions, and may draw under the Receivables Facility up to the limit described above to fund its acquisition of the Receivables from the Originators. RecCo has granted a security interest on the Receivables and all related assets for the benefit of the Purchasers under the Receivables Facility and Vistra Operations has agreed to guarantee the performance of the obligations of the Originators and TXU Energy, as the servicer, under the agreements governing the Receivables Facility. Amounts funded by the Purchasers to RecCo are reflected as accounts receivables financing in the condensed consolidated balance sheets. Proceeds and repayments under the Receivables Facility are reflected as cash flows from financing activities in the condensed consolidated statements of cash flows. Receivables transferred to the Purchasers remain on Vistra's balance sheet and Vistra reflects a liability equal to the amount advanced by the Purchasers. The Company records interest expense on amounts advanced. TXU Energy continues to service, administer and collect the Receivables on behalf of RecCo and the Purchasers, as applicable. As of March 31, 2026, outstanding borrowings under the Receivables Facility totaled $ 750 million and were supported by $ 1.349 billion of RecCo gross receivables. As of December 31, 2025, outstanding borrowings under the Receivables Facility totaled $ 1.1 billion. Repurchase Facility TXU Energy and the other Originators under the Receivables Facility have a repurchase facility (Repurchase Facility) that is provided on an uncommitted basis by a commercial bank as buyer (Buyer). In July 2025, the Repurchase Facility was renewed until July 2026 while maintaining the facility size of $ 125 million. The Repurchase Facility is collateralized by a subordinated note (Subordinated Note) issued by RecCo in favor of TXU Energy for the benefit of Originators under the Receivables Facility and represents a portion of the outstanding balance of the purchase price paid for the Receivables sold by the Originators to RecCo under the Receivables Facility. Under the Repurchase Facility, TXU Energy may request that Buyer transfer funds to TXU Energy in exchange for a transfer of the Subordinated Note, with a simultaneous agreement by TXU Energy to transfer funds to Buyer at a date certain or on demand in exchange for the return of the Subordinated Note (collectively, the Repo Transaction). Each Repo Transaction is expected to have a term of one month , unless terminated earlier on demand by TXU Energy or terminated by Buyer after an event of default. TXU Energy and the other Originators have each granted Buyer a first-priority security interest in the Subordinated Note to secure its obligations under the agreements governing the Repurchase Facility, and Vistra Operations has agreed to guarantee the obligations under the agreements governing the Repurchase Facility. Unless earlier terminated under the agreements governing the Repurchase Facility, the Repurchase Facility will terminate concurrently with the scheduled termination of the Receivables Facility. 25 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) As of March 31, 2026, there were no outstanding borrowings under the Repurchase Facility. Outstanding borrowings were $ 125 million under the Repurchase Facility as of December 31, 2025. Forward Repurchase Obligation On September 18, 2024, Vistra Operations and Vistra Vision Holdings I LLC, an indirect wholly owned subsidiary of Vistra Operations (Vistra Vision Holdings), entered into separate Unit Purchase Agreements (the UPAs) with each of Nuveen and Avenue, pursuant to which Vistra Vision Holdings agreed to purchase each of Nuveen's and Avenue's combined 15 % noncontrolling interest in Vistra Vision for approximately $ 3.2 billion in cash. The UPAs were amended prior to close to accelerate principal payments to Avenue and certain Nuveen noncontrolling interest holders. In accordance with the amended UPAs, on December 31, 2024, Vistra closed the acquisition of the Vistra Vision minority interest from Avenue and Nuveen. Vistra paid Avenue for the purchase of their minority interest in Vistra Vision in full upon closing and paid Nuveen an initial payment at closing, with the remaining payments to Nuveen to be paid in multiple installments through December 31, 2026. Vistra Vision Holdings' remaining future payments to Nuveen are guaranteed by Vistra Operations and certain of its subsidiaries that guarantee Vistra Operations' unsecured notes. Principal and interest payments remaining due to Nuveen are as follows: March 31, 2026 (in millions) Remainder of 2026 669 Thereafter — Total scheduled payments under the UPAs $ 669 The present value of the remaining payment obligations to Nuveen discounted at 6 % totaled $ 641 million and $ 632 million at March 31, 2026 and December 31, 2025, respectively, and is included in forward repurchase obligation due currently in the condensed consolidated balance sheets. Interest Expense and Related Charges Three Months Ended March 31, 2026 2025 (in millions) Interest expense $ 285 $ 272 Unrealized mark-to-market net (gains) losses on interest rate swaps ( 16 ) 48 Amortization of debt issuance costs, discounts, and premiums 9 11 Capitalized interest ( 42 ) ( 29 ) Other 27 17 Total interest expense and related charges $ 263 $ 319 The weighted average interest rate applicable to the Vistra Operations Credit Facilities, taking into account the interest rate swaps discussed in Note 12, was 5.18 % and 5.22 % as of March 31, 2026 and 2025, respectively. 12. DERIVATIVES We utilize derivative instruments, such as options, swaps, futures and forward contracts, to manage our exposure to commodity price and interest rate volatility. Counterparties to these transactions include energy companies, financial institutions, electric utilities, independent power producers, fuel oil and natural gas producers, local distribution companies, and energy marketing companies. Commodity Derivatives We utilize financial natural gas and financial and physical electricity derivatives to reduce exposure to changes in electricity prices primarily to hedge future revenues from electricity sales from our generation assets. Financial transmission rights and congestion revenue rights are derivative instruments we utilize to hedge electricity price differences between settlement points within regions. Gains and losses associated with these derivatives are reported in the condensed consolidated statements of operations in operating revenues. 26 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) We utilize physical natural gas, coal, emissions, and renewable energy certificate derivatives primarily to hedge future purchased power costs of our retail operations or fuel costs of our generation assets. Gains and losses associated with these derivatives are reported in the consolidated statements of operations in fuel, purchased power costs, and delivery fees. Our Retail segment procures power from our generation segments to serve future load obligations. In locations and periods where our load service activities do not naturally offset existing generation portfolio risks, remaining commodity price exposure is managed through portfolio hedging activities. Interest Rate Swaps Interest rate swap agreements are used to reduce exposure to interest rate changes by converting floating-rate interest rates to fixed rates, thereby hedging future interest costs and related cash flows. Gains and losses associated with these derivatives are reported in the condensed consolidated statements of operations in interest expense and related charges. Our interest rate swaps as of March 31, 2026 include: Notional Amount Expiration Date Rate Range (c) (in millions, except percentages) Swapped to fixed (a) $ 3,000 July 2026 2.89 % - 2.97 % Swapped to variable (a) $ 700 July 2026 1.44 % - 1.49 % Swapped to fixed (a) $ 2,300 December 2030 3.20 % - 3.76 % Swapped to fixed (b) $ 416 March, July and October 2045 3.95 % - 4.09 % ____________ (a) Vistra Operations' $ 700 million of pay variable rate and receive fixed rate swaps and $ 3.0 billion pay fixed rate and receive variable rate swaps hedge our exposure on $ 2.3 billion of variable rate debt through July 2026. Vistra Operations' $ 2.3 billion of pay fixed rate and receive variable rate swaps hedge our exposure on $ 2.3 billion of floating rate debt from August 2026 through December 2030. In April 2026, we settled and terminated these interest rate swaps resulting in a settlement gain of $ 11 million that was recorded in interest expense and related charges in the condensed consolidated statements of operations in April 2026. (b) In March 2025, May 2025, and July 2025, BCOP entered into interest rate swaps with notional amounts of approximately $ 108 million, $ 70 million and $ 238 million, respectively. These swaps are effective as of April 2025, October 2025, and October 2026, and will expire in March 2045, October 2045, and July 2045, respectively. These swaps are intended to hedge BCOP's exposure on approximately $ 416 million of floating rate Construction/Term Loan Facility commitments issued under the BCOP Credit Agreement. (see Note 11 for additional information). (c) The rate ranges reflect the fixed leg of each swap at the applicable Term SOFR rate. 27 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Effect of Derivative Instruments on the Condensed Consolidated Balance Sheets We maintain standardized master netting agreements with certain counterparties that allow for the right to offset accounts payable, accounts receivable, and cash collateral paid in order to reduce credit exposure. The following tables reconcile our gross derivative assets and liabilities as reported in the condensed consolidated balance sheets to the net value on a contract basis, after taking into consideration netting arrangements with counterparties and cash collateral recorded. March 31, 2026 Derivative Contract Assets Derivative Contract Liabilities Commodity Contracts Interest Rate Swaps Commodity Contracts Interest Rate Swaps Total (in millions) Current assets $ 3,156 $ 24 $ 6 $ — $ 3,186 Noncurrent assets 401 — 11 — 412 Current liabilities ( 10 ) — ( 4,188 ) ( 11 ) ( 4,209 ) Noncurrent liabilities ( 13 ) — ( 1,241 ) ( 2 ) ( 1,256 ) Net assets (liabilities) $ 3,534 $ 24 $ ( 5,412 ) $ ( 13 ) $ ( 1,867 ) Offsetting instruments (a) ( 2,947 ) ( 8 ) 2,947 8 — Financial collateral (received) pledged (b) ( 12 ) — 835 — 823 Net amounts $ 575 $ 16 $ ( 1,630 ) $ ( 5 ) $ ( 1,044 ) December 31, 2025 Derivative Contract Assets Derivative Contract Liabilities Commodity Contracts Interest Rate Swaps Commodity Contracts Interest Rate Swaps Total (in millions) Current assets $ 2,778 $ 10 $ 5 $ — $ 2,793 Noncurrent assets 396 8 1 — 405 Current liabilities — ( 1 ) ( 4,038 ) ( 10 ) ( 4,049 ) Noncurrent liabilities ( 2 ) — ( 1,716 ) ( 11 ) ( 1,729 ) Net assets (liabilities) $ 3,172 $ 17 $ ( 5,748 ) $ ( 21 ) $ ( 2,580 ) Offsetting instruments (a) ( 2,622 ) ( 10 ) 2,622 10 — Financial collateral (received) pledged (b) ( 7 ) — 891 — 884 Net amounts $ 543 $ 7 $ ( 2,235 ) $ ( 11 ) $ ( 1,696 ) ____________ (a) Amounts presented exclude trade accounts receivable and payable related to settled financial instruments. (b) Represents cash amounts received or pledged pursuant to a master netting arrangement, including initial and fair value-based margin requirements. 28 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Effect of Derivative Instruments in the Condensed Consolidated Statements of Operations The following table summarizes the location and amount of unrealized gains and losses from our derivative instruments recorded in the condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025: Derivative (condensed consolidated statements of operations presentation) Three Months Ended March 31, 2026 2025 (in millions) Reversals of previously recognized unrealized (gain) loss on derivative instruments: Commodity contracts unrealized (gain) loss in operating revenues (a) $ 286 $ 212 Commodity contracts unrealized (gain) loss in fuel, purchased power costs, and delivery fees (a) 45 ( 23 ) Interest rate swaps unrealized (gain) loss in interest expense and related charges ( 1 ) ( 5 ) Total reversals of previously recognized unrealized (gain) loss on derivative instruments $ 330 $ 184 Unrealized net gain (loss) from changes in fair value on derivative instruments: Commodity contracts unrealized gain (loss) in operating revenues $ 350 $ ( 725 ) Commodity contracts unrealized gain (loss) in fuel, purchased power costs, and delivery fees 42 ( 31 ) Interest rate swaps unrealized gain (loss) in interest expense and related charges 17 ( 43 ) Total unrealized net gain (loss) from change in fair value on derivative instruments $ 409 $ ( 799 ) Net unrealized gain (loss) on derivative instruments $ 739 $ ( 615 ) ____________ (a) Excludes the realized effects of changes in fair value in the month the position settled, amounts related to positions entered into and settled in the same month, and physical retail and wholesale contracts accounted for as derivatives that did not financially settle but were realized at the contract's notional and price. The realized effects of these items are included in operating revenues and fuel, purchased power costs, and delivery fees. Derivative Volumes The following table presents the gross notional amounts of derivative volumes by commodity, excluding our normal purchases and normal sales (NPNS) derivatives that are not recorded at fair value: March 31, 2026 December 31, 2025 Derivative type Notional Volume Unit of Measure Natural gas 3,858 3,742 Million MMBtu Electricity 952,182 996,777 GWh Financial transmission rights / Congestion revenue rights 222,548 249,400 GWh Coal 23 22 Million U.S. tons Fuel oil 34 8 Million gallons Emissions 21 13 Million U.S. tons Renewable energy certificates 27 31 Million certificates Interest rate swaps – variable/fixed $ 5,716 $ 5,716 Million U.S. dollars Interest rate swaps – fixed/variable $ 700 $ 700 Million U.S. dollars Credit Risk-Related Contingent Features of Derivatives Our derivative contracts may contain certain credit risk-related contingent features that could trigger liquidity requirements in the form of cash collateral, letters of credit or some other form of credit enhancement. Certain of these agreements may require the posting of additional collateral if our credit rating is downgraded by one or more credit rating agencies or include cross-default contractual provisions that could result in the settlement of such contracts if there was a failure under other financing arrangements related to payment terms or other covenants. 29 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The following table presents the commodity derivative liabilities subject to credit risk-related contingent features that are not fully collateralized: March 31, 2026 December 31, 2025 (in millions) Fair value of derivative contract liabilities (a) $ ( 1,380 ) $ ( 1,822 ) Offsetting fair value under netting arrangements (b) 390 528 Cash collateral and letters of credit 313 331 Liquidity exposure $ ( 677 ) $ ( 963 ) ____________ (a) Excludes fair value of contracts that contain contingent features that do not provide specific amounts to be posted if features are triggered, including provisions that generally provide the right to request additional collateral (material adverse change, performance assurance and other clauses). (b) Amounts include the offsetting fair value of in-the-money derivative contracts and net accounts receivable under master netting arrangements. Concentrations of Credit Risk Related to Derivatives We have concentrations of credit risk with the counterparties to our derivative contracts that increase the risk that a default by any of our counterparties could have a material effect on our financial condition, results of operations and liquidity. We maintain credit risk policies with regard to our counterparties to minimize overall credit risk. These policies authorize specific risk mitigation procedures including, but not limited to, (i) requiring counterparties to have investment grade credit ratings, (ii) use of standardized master agreements with our counterparties that allow for netting of positive and negative exposures, and (iii) credit enhancements (such as parent guarantees, letters of credit, surety bonds, liens on assets and margin deposits) that are required in the event of a material downgrade in their credit rating. March 31, 2026 (in millions, except percentages) Credit risk exposure to derivative contract counterparties: Gross exposure $ 3,970 Net exposure (a) $ 805 Largest net exposure from any single counterparty (a) $ 297 Percent of credit risk exposure to derivative contract counterparties related to banking and financial sector: Gross exposure 78 % Net exposure (a) 20 % ____________ (a) Exposure after taking into effect netting arrangements, setoff provisions, and collateral. 13. FAIR VALUE MEASUREMENTS Fair value measurements are based upon inputs that market participants use in pricing an asset or liability, which are characterized according to a hierarchy that prioritizes those inputs based on the degree to which they are observable. Observable inputs represent market data obtained from independent sources, whereas unobservable inputs reflect our own market assumptions. We categorize our assets and liabilities recorded at fair value based upon the following fair value hierarchy as defined by GAAP: • Level 1 valuations use quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date. • Level 2 valuations use over-the-counter broker quotes, quoted prices for similar assets or liabilities that are corroborated by correlations or other mathematical means, and other valuation inputs such as interest rates and yield curves observable at commonly quoted intervals. • Level 3 valuations use unobservable inputs for the asset or liability, typically reflecting our estimate of assumptions that market participants would use in pricing the asset or liability. The fair value is therefore determined using model-based techniques, including discounted cash flow models. 30 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The fair value input hierarchy level to which an asset or liability measurement in its entirety falls is determined based on the lowest level input that is significant to the measurement. Assets and Liabilities Measured at Fair Value on a Recurring Basis Assets and liabilities measured at fair value on a recurring basis consisted of commodity contracts, interest rate swaps accounted for as derivatives, and NDT investments. See Note 12 for additional information on our derivative positions. NDT Investments — NDT investments include debt, equity, and other securities held for the purpose of funding the future retirement and decommissioning of our nuclear generation facilities consistent with investment rules established by the NRC and the PUCT. The NDT investments are included in Investments in the condensed consolidated balance sheets. There were no significant concentrations of credit risk from an individual counterparty or groups of counterparties in our NDT portfolio as of March 31, 2026. Assets and liabilities measured at fair value on a recurring basis consisted of the following at the respective balance sheet dates shown below: March 31, 2026 December 31, 2025 Level 1 Level 2 Level 3 Reclass (a) Total Level 1 Level 2 Level 3 Reclass (a) Total (in millions) Assets: Commodity contracts $ 2,627 $ 400 $ 507 $ 40 $ 3,574 $ 2,162 $ 437 $ 573 $ 8 $ 3,180 Interest rate swaps — 24 — — 24 — 17 — 1 18 NDTs – equity securities (b) 1,628 — — 1,628 1,761 — — 1,761 NDTs – debt securities (c) 190 2,164 — 2,354 117 1,971 — 2,088 Sub-total $ 4,445 $ 2,588 $ 507 $ 40 7,580 $ 4,040 $ 2,425 $ 573 $ 9 7,047 Assets measured at net asset value (d): NDTs – equity securities (b) 554 806 NDTs - debt securities (c) 341 329 NDTs - other investments 44 28 Total assets $ 8,519 $ 8,210 Liabilities: Commodity contracts $ 3,448 $ 533 $ 1,431 $ 40 $ 5,452 $ 3,060 $ 846 $ 1,842 $ 8 $ 5,756 Interest rate swaps — 13 — — 13 — 21 — 1 22 Total liabilities $ 3,448 $ 546 $ 1,431 $ 40 $ 5,465 $ 3,060 $ 867 $ 1,842 $ 9 $ 5,778 ___________ (a) Fair values are determined at the individual contract level. As certain contracts give rise to both asset and liability positions, reclassification adjustments are required to reconcile these amounts to the gross presentation in the condensed consolidated balance sheets. (b) The investment objective for NDT equity securities is to invest tax efficiently and to match the performance of the S&P 500 and Russell 3000 Indices for U.S. equity investments and the MSCI EAFE and MSCI All Country World ex-US Indices for non-U.S. equity investments. (c) The investment objective for NDT debt securities is to invest in a diversified, high quality, tax efficient portfolio. The debt securities are weighted with government and investment grade corporate bonds. Other investable debt securities include, but are not limited to, municipal bonds, high yield bonds, securitized bonds, non-U.S. developed bonds, emerging market bonds, loans and treasury inflation-protected securities. The debt securities had an average coupon rate of 3.97 % and 4.02 % as of March 31, 2026 and December 31, 2025, respectively, and an average maturity of eight years as of each of March 31, 2026 and December 31, 2025, respectively. NDT debt securities held as of March 31, 2026 mature as follows: $ 937 million in one to five years, $ 1.221 billion in five to 10 years and $ 537 million after 10 years. (d) Net asset value is a practical expedient used for the classification of assets that do not have readily determinable fair values and therefore are not classified in the fair value hierarchy. 31 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The following tables present the fair value of Level 3 assets and liabilities by major contract type and the significant unobservable inputs used in the valuations as of March 31, 2026 and December 31, 2025: March 31, 2026 Fair Value Contract Type (a) Assets Liabilities Total, Net Valuation Technique Significant Unobservable Input Range (b) Average (b) (in millions) Electricity purchases and sales $ 227 $ ( 1,282 ) $ ( 1,055 ) Income Approach Hourly price curve shape (c) $ — to $ 95 $ 48 MWh Illiquid delivery periods for hub power prices (d) $ 30 to $ 145 $ 88 MWh Market Heat Rates (d) $ 40 to $ 95 $ 68 MWh Options 11 ( 110 ) ( 99 ) Option Pricing Model Natural gas to power correlation (e) 15 % to 100 % 58 % Power and natural gas volatility (e) 5 % to 1,135 % 570 % Financial transmission rights/Congestion revenue rights 234 ( 24 ) 210 Market Approach (f) Illiquid price differences between settlement points (g) $( 45 ) to $ 20 $( 12.5 ) MWh Natural gas 27 ( 15 ) 12 Income Approach Natural gas basis (h) $( 2 ) to $ 16 $ 7 MMBtu Illiquid delivery periods (i) $ 3 to $ 5 $ 4 MMBtu Other (j) 8 — 8 Total $ 507 $ ( 1,431 ) $ ( 924 ) December 31, 2025 Fair Value Contract Type (a) Assets Liabilities Total, Net Valuation Technique Significant Unobservable Input Range (b) Average (b) (in millions) Electricity purchases and sales $ 269 $ ( 1,607 ) $ ( 1,338 ) Income Approach Hourly price curve shape (c) $ — to $ 95 $ 48 MWh Illiquid delivery periods for hub power prices (d) $ 25 to $ 135 $ 80 MWh Market Heat Rates (d) $ 25 to $ 130 $ 78 MWh Options — ( 177 ) ( 177 ) Option Pricing Model Natural gas to power correlation (e) 15 % to 100 % 58 % Power and natural gas volatility (e) 5 % to 1,120 % 563 % Financial transmission rights/Congestion revenue rights 277 ( 34 ) 243 Market Approach (f) Illiquid price differences between settlement points (g) $( 12 ) to $ 25 $ 7 MWh Natural gas 16 ( 24 ) ( 8 ) Income Approach Natural gas basis (h) $( 2 ) to $ 14 $ 6 MMBtu Illiquid delivery periods (i) $ 3 to $ 5 $ 4 MMBtu Other (j) 11 — 11 Total $ 573 $ ( 1,842 ) $ ( 1,269 ) ____________ 32 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (a) (i) Electricity purchase and sales contracts include power and Heat Rate positions in ERCOT, PJM, ISO-NE, NYISO, MISO, and CAISO regions, (ii) Options consist of physical electricity options, spread options, and natural gas options, (iii) Forward purchase contracts (swaps and options) used to hedge electricity price differences between settlement points are referred to as CRRs in ERCOT and FTRs in PJM, ISO-NE, NYISO, and MISO regions, and (iv) Natural gas contracts include swaps and forward contracts. (b) The range of the inputs may be influenced by factors such as time of day, delivery period, season, and location. The average represents the arithmetic average of the underlying inputs and is not weighted by the related fair value or notional amount. (c) Primarily based on the historical range of forward average hourly ERCOT North Hub and ERCOT South and West Zone prices. (d) Primarily based on historical forward ERCOT and PJM power prices and ERCOT Heat Rate variability. (e) Primarily based on the historical forward correlation and volatility within ERCOT and PJM. (f) While we use the market approach, there is insufficient market data for the inputs to the valuation to consider the valuation liquid. (g) Primarily based on the historical price differences between settlement points within ERCOT hubs and load zones. (h) Primarily based on the historical forward PJM and Northeast natural gas basis prices and fixed prices. (i) Primarily based on the historical forward natural gas fixed prices. (j) Other includes contracts for coal and environmental allowances. The following table presents the changes in fair value of Level 3 assets and liabilities: Three Months Ended March 31, 2026 2025 (in millions) Net liability balance at beginning of period $ ( 1,269 ) $ ( 752 ) Total unrealized valuation gains (losses) 200 ( 243 ) Purchases, issuances and settlements (a): Purchases 48 49 Issuances ( 7 ) ( 2 ) Settlements 92 ( 7 ) Transfers into Level 3 (b) 1 1 Transfers out of Level 3 (c) 11 10 Net change 345 ( 192 ) Net liability balance at end of period $ ( 924 ) $ ( 944 ) Unrealized valuation gains (losses) relating to instruments held at end of period $ 220 $ ( 266 ) ____________ (a) Settlements reflect reversals of unrealized mark-to-market valuations previously recognized in net income. Purchases and issuances reflect option premiums paid or received, including CRRs and FTRs. (b) Transfers into Level 3 include instruments for which significant valuation inputs became unobservable due to changes in market conditions. For the three months ended March 31, 2026 and March 31, 2025, all transfers into Level 3 were from Level 2 and primarily consisted of power derivatives for which forward pricing inputs became unobservable. (c) Transfers out of Level 3 include instruments for which previously unobservable valuation inputs became observable. All transfers out of Level 3 during the periods presented were to Level 2. For the three months ended March 31, 2026, transfers out of Level 3 primarily consisted of power derivatives for which forward pricing inputs became observable. For the three months ended March 31, 2025, transfers out of Level 3 primarily consisted of power and coal derivatives for which forward pricing inputs became observable. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities are measured at fair value on a nonrecurring basis. These assets and liabilities are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances. These assets and liabilities can include inventories, assets acquired and liabilities assumed in business combinations, goodwill and other long-lived assets that are written down to fair value when they are determined to be impaired or held for sale. The Lotus Acquisition was accounted for under the acquisition method which requires all assets acquired and liabilities assumed in the acquisition be recorded at fair value at the acquisition date. See Note 2 for additional information. 33 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Fair Value of Debt March 31, 2026 December 31, 2025 Instrument: Fair Value Hierarchy Carrying Amount Fair Value Carrying Amount Fair Value (in millions) Long-term debt under the Vistra Operations Credit Facilities Level 2 $ 2,413 $ 2,445 $ 2,417 $ 2,459 BCOP Credit Facility Level 3 751 764 859 872 Vistra Zero Term Loan B Facility Level 2 687 691 687 688 Vistra Operations Senior Notes Level 2 14,851 15,030 12,620 12,955 Energy Harbor Revenue Bonds Level 2 416 424 416 433 Equipment Financing Agreements Level 3 45 46 45 45 Forward Repurchase Obligation Level 3 641 641 632 632 The fair value of our debt categorized as level 2 is based on observable market prices in less active markets. The fair value of our debt categorized as level 3 is based on security pricing from an independent party who uses broker quotes and third-party pricing services to determine fair values. 14. ASSET RETIREMENT OBLIGATIONS Our asset retirement obligations (ARO) primarily relate to nuclear generation plant decommissioning, land reclamation related to lignite mining, remediation or closure of coal ash basins, and generation plant disposal costs. AROs are based on legal obligations associated with enacted law, regulatory, or contractual retirement requirements for which decommissioning timing and cost estimates are reasonably estimable. The following table summarizes the changes to our current and noncurrent ARO liabilities for the three months ended March 31, 2026 and 2025: Three Months Ended March 31, 2026 Three Months Ended March 31, 2025 Nuclear Plant Decommissioning Land Reclamation, Coal Ash, and Other Total Nuclear Plant Decommissioning Land Reclamation, Coal Ash, and Other Total (in millions) Liability at beginning of period $ 3,374 $ 842 $ 4,216 $ 3,240 $ 838 $ 4,078 Additions: Accretion (a) 41 4 45 37 11 48 Adjustment for change in estimates (b) — ( 14 ) ( 14 ) — ( 33 ) ( 33 ) Reductions: Payments — ( 16 ) ( 16 ) — ( 20 ) ( 20 ) Liability at end of period 3,415 816 4,231 3,277 796 4,073 Less amounts due currently — ( 185 ) ( 185 ) — ( 136 ) ( 136 ) Noncurrent liability at end of period $ 3,415 $ 631 $ 4,046 $ 3,277 $ 660 $ 3,937 ____________ (a) For the three months ended March 31, 2026 and 2025, nuclear plant decommissioning accretion includes $ 25 million and $ 23 million, respectively, of accretion expense recognized in operating costs in the condensed consolidated statements of operations and $ 16 million and $ 14 million, respectively, reflected as a change in regulatory liability in the condensed consolidated balance sheets. (b) There is a corresponding non-cash change in property, plant, and equipment related to land, reclamation, coal ash, and other ARO adjustments of $( 14 ) million and $ 15 million for the three months ended March 31, 2026 and 2025, respectively. 34 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Nuclear Decommissioning AROs AROs for nuclear generation decommissioning relate to the Comanche Peak plant in ERCOT and the Beaver Valley, Perry and Davis-Besse plants in PJM (the PJM nuclear facilities). To estimate our nuclear decommissioning obligations we use a discounted cash flow model which, on a unit-by-unit basis, considers multiple decommissioning methods and are based on decommissioning cost studies, cost escalation rates, probabilistic cash flow models, and discount rates. As of March 31, 2026 and December 31, 2025, the carrying value of our ARO related to our Comanche Peak nuclear generation facility decommissioning totaled $ 1.855 billion and $ 1.838 billion, respectively, which is lower than the fair value of the assets contained in the Comanche Peak NDT of $ 2.533 billion and $ 2.589 billion, respectively. As of March 31, 2026 and December 31, 2025, the difference between the carrying value of the ARO and the NDT represents a regulatory liability of $ 678 million and $ 751 million, respectively, recorded to the condensed consolidated balance sheets in other noncurrent liabilities and deferred credits since any excess funds in the NDT after decommissioning our Comanche Peak plant would be refunded to Oncor. The carrying value of our ARO for our PJM nuclear facilities was recorded at fair value on the Merger Date. ARO accretion expense attributable to the PJM nuclear facilities is reflected in operating costs in the condensed consolidated statements of operations. ARO estimates for the PJM nuclear facilities will be evaluated on an individual unit basis at least every five years unless triggering events warrant a more frequent review. Any changes in ARO estimates are recorded as an increase or decrease in ARO liability along with a corresponding change to asset retirement cost asset within property, plant, and equipment in the condensed consolidated balance sheets; however, if the ARO estimate decreases by more than the remaining ARO asset, the balance of the change is recorded as a reduction to operating costs in the condensed consolidated statement of operations. 15. COMMITMENTS AND CONTINGENCIES Letters of Credit, Surety Bonds, and Collateral Support Obligation Letters of Credit — As of March 31, 2026, we had outstanding letters of credit totaling $ 3.737 billion as follows: • $ 3.189 billion to support commodity risk management and collateral requirements in the normal course of business, including over-the-counter and exchange-traded transactions and $ 863 million of collateral postings with ISOs/RTOs; • $ 304 million to support battery and solar development projects; • $ 110 million to support ASAOC requirements with the EPA (see Note 8 for additional information); • $ 86 million to support our REP financial requirements with the PUCT; • $ 25 million to support executory contracts and insurance agreements; and • $ 23 million for other credit support requirements. Surety Bonds — Surety bonds provide financial performance assurance to third parties on behalf of certain Company subsidiaries for obligations under various contracts and legal obligations in the normal course of business. In the event of nonperformance by the applicable subsidiary, the beneficiary would make a claim to the surety, and the Company would be required to reimburse any payment by the surety. Our liability with respect to any particular surety bond is released once the obligations secured by the surety bond are performed. As of March 31, 2026, we had outstanding surety bonds totaling $ 978 million, including $ 81 million with ISOs/RTOs. Collateral Support Obligation — The RCT has rules in place to assure that parties can meet their mining reclamation obligations. In September 2016, the RCT agreed to a collateral bond of up to $ 975 million to support Luminant's reclamation obligations. The collateral bond is effectively a first lien on all of Vistra Operations' assets (which ranks pari passu with the Vistra Operations Credit Facilities) that contractually enables the RCT to be paid (up to $ 975 million) before any other first-lien lenders in the event of a liquidation of our assets. Collateral support relates to land mined or being mined and not yet reclaimed as well as land for which permits have been obtained but mining activities have not yet begun and land already reclaimed but not released from regulatory obligations by the RCT, and includes cost contingency amounts. 35 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Litigation and Regulatory Proceedings Our material legal proceedings and regulatory proceedings affecting our business are described below. We believe that we have valid defenses to the legal proceedings described below and intend to defend them vigorously. We also intend to participate in the regulatory processes described below. We record reserves for estimated losses related to these matters when information available indicates that a loss is probable and the amount of the loss, or range of loss, can be reasonably estimated. As applicable, we have established an adequate reserve for the matters discussed below. In addition, legal costs are expensed as incurred. Management has assessed each of the following legal matters based on current information and made a judgment concerning its potential outcome, considering the nature of the claim, the amount and nature of damages sought, and the probability of success. Unless specified below, we are unable to predict the outcome of these matters or reasonably estimate the scope or amount of any associated costs and potential liabilities, but they could have a material impact on our results of operations, liquidity, or financial condition. As additional information becomes available, we adjust our assessment and estimates of such contingencies accordingly. Because litigation and rulemaking proceedings are subject to inherent uncertainties and unfavorable rulings or developments, it is possible that the ultimate resolution of these matters could be at amounts that are different from our currently recorded reserves and that such differences could be material. Litigation Illinois Attorney General Complaint Against Illinois Gas & Electric (IG&E) — In May 2022, the Illinois Attorney General filed a complaint against IG&E, a subsidiary we acquired when we purchased Crius Energy Trust in July 2019. The complaint filed in Illinois state court alleges, among other things, that IG&E engaged in improper marketing conduct and overcharged customers. The vast majority of the conduct in question occurred prior to our acquisition of IG&E. In July 2022, we moved to dismiss the complaint, and in October 2022, the district court granted in part our motion to dismiss, barring all claims asserted by the Illinois Attorney General that were outside of the five-year statute of limitations period, which now limits the period during which claims may be made to start in May 2017 rather than extending back to 2013 as the Illinois Attorney General had alleged in its complaint. Ohio House Bill 6 ("HB6") — In July 2019, Ohio adopted a law referred to as HB6, which, among other things, provided subsidies for two nuclear power plants which we acquired in March 2024 upon the closing of our merger with Energy Harbor. We had opposed enactment of that subsidy legislation at the time, and the nuclear subsidies were repealed in 2021 prior to any subsidies being distributed. The U.S. Attorney's Office conducted an investigation into the activities related to the passage of HB6, and Energy Harbor received a grand jury subpoena in July 2020 requiring production of certain information related to that investigation. Energy Harbor completed its responses to that subpoena by December 2021. In August 2020, the Ohio Attorney General filed a civil Racketeer Influenced and Corrupt Organizations Act (RICO) complaint against FirstEnergy Corp. and various Energy Harbor companies related to passage of HB6 ( State of Ohio ex rel. Dave Yost, Ohio Attorney General v. FirstEnergy Corp., et al. , Franklin County, Ohio Common Pleas Court Case No. 20CV006281 and State of Ohio ex rel. Dave Yost, Ohio Attorney General v. Energy Harbor Corp. , et al., Franklin County, Ohio Common Pleas Court Case No. 20CV007386). Motions to dismiss those cases remain pending and the case is currently stayed. Dorrell Antitrust Litigation — In July 2025, an antitrust lawsuit was filed in the U.S. District Court for the District of Maryland (Maryland District Court) against Human Resources Consultants, LLC, Accelerant Technologies, Constellation Energy Corporation and 25 other companies, including Vistra Corp. and Luminant Generation Company, LLC. Plaintiffs allege that since at least May 2003, the defendants exchanged confidential compensation information and conspired to fix and suppress compensation of all persons employed in nuclear power generation in violation of federal antitrust law. In October 2025, motions to dismiss these claims were filed and the Plaintiffs amended their lawsuit. In December 2025, motions to dismiss these amended claims were filed, and the Maryland District Court will hear argument on these motions on May 13, 2026. We believe we have strong defenses to this lawsuit and intend to defend against this case vigorously. 36 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Winter Storm Uri Legal Proceedings Regulatory Investigations and Other Litigation Matters — Following the events of Winter Storm Uri, various regulatory bodies, including ERCOT, the ERCOT Independent Market Monitor, and the Texas Attorney General initiated investigations or issued requests for information of various parties related to the significant load shed event that occurred during the event as well as operational challenges for generators arising from the event, including performance and fuel and supply issues. We responded to all those investigatory requests. In addition, a large number of personal injury, wrongful death, and insurance lawsuits related to Winter Storm Uri have been filed in various Texas state courts against us and numerous generators, transmission and distribution utilities, retail and electric providers, as well as ERCOT. These cases were transferred to a single multi-district litigation (MDL) pretrial judge for all pretrial proceedings. In January 2023, the MDL court ruled on the various motions to dismiss and denied the motions to dismiss of the generator defendants and the transmission distribution utilities defendants, but granted the motions of some of the other defendant groups, including the retail electric providers and ERCOT. In December 2023, the First Court of Appeals in Houston, Texas (First Court of Appeals) in a unanimous decision granted our mandamus petition and instructed the MDL court to grant the motions to dismiss in full filed by the generator defendants. In January 2025, the plaintiffs petitioned the Supreme Court of Texas to review that decision and filed their opening brief in September 2025. On March 30, 2026, the Supreme Court of Texas denied the plaintiffs' mandamus allowing the First Court of Appeals decision to stand, requiring the MDL court to grant the generators' motions to dismiss the plaintiffs' remaining claims against the generator defendants. The plaintiffs have been granted an extension of time to request the Supreme Court of Texas to reconsider that denial until May 13, 2026. Moss Landing 300 Battery Fire On January 16, 2025, we detected a fire at our Moss Landing 300 MW energy storage facility at the Moss Landing Power Plant site. We are working closely with all local, state, and federal regulatory authorities on the response, and we are investigating the cause of the fire. We are also responding to various regulatory bodies, including the CPUC, the EPA, and others investigating the incident. Several lawsuits have been filed in California federal and state courts against Vistra, LG Energy Solution (LG), and others, as a result of this incident. The EPA is providing control and oversight of clean up and remediation efforts on the site. In July 2025, we entered into an ASAOC with the EPA that requires us to perform certain activities, which primarily include battery removal and disposal, building demolition, and air and water monitoring at the Moss Landing 300 site. By entering into this ASAOC, we will conduct these activities under the EPA's oversight. See Note 8 for additional information including costs incurred through March 31, 2026 and estimated future costs to be incurred related to these activities. Unleashing American Energy Executive Order In January 2025, President Trump issued a series of executive orders, including an order titled Unleashing American Energy (the Order) that ordered that all federal agencies are to review all existing regulations, orders, and other actions for consistency with the administration's policy goals, and develop an action plan within 30 days to resolve any policy inconsistencies. The Order requires the EPA to review the GHG, CSAPR, Legacy CCR, and ELG rules discussed below. Additionally, the Order states the U.S. Attorney General may request a stay of the litigation involving these rules while the EPA conducts its reviews. In addition to that Order, in April 2025, President Trump issued a series of additional executive orders on energy and deregulation priorities for his administration. We will monitor implementation and any agency actions related to those and other executive orders. 37 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Greenhouse Gas Emissions (GHG) In May 2024, the EPA published a final GHG rule that repealed the Affordable Clean Energy (ACE) rule and sets limits for (a) new natural gas-fired combustion turbines and (b) existing coal-, oil- and natural gas-fired steam generation units. The standards are based on technologies such as carbon capture and sequestration/storage (CCS) and natural gas co-firing. Units permanently retiring by January 1, 2032 are exempt from the rule. Given our previously announced coal unit retirement commitments, our Martin Lake and Oak Grove plants are the only coal units that are subject to this rule. Our Graham, Lake Hubbard, Stryker Creek and Trinidad oil/natural gas facilities are also regulated under this rule. None of our existing large or small combustion turbines are subject to this rule. Following finalization of the rule in May 2024, 17 petitions for review from various states, industry groups, and companies were filed in the U.S. Court of Appeals for the District of Columbia Circuit (D.C. Circuit Court) along with multiple motions to stay the rule. We are participating in an industry coalition challenging the rule. Oral argument on the merits of the legal challenges to the rule was held in December 2024 before the D.C. Circuit Court. The D.C. Circuit Court has granted the EPA's motion for an abeyance of the case and status reports are due at 90 -day intervals. In June 2025, the EPA published a proposed repeal of GHG emission standards for fossil fuel-fired electric generation units, which could moot this case if the proposal is finalized and would result in no further federal regulation of GHGs at electric generating units. Additionally, in February 2026, the EPA issued a rule that repeals the agency's prior 2009 endangerment finding for all GHG emission standards for light-, medium-, and heavy-duty vehicles. The rescission of the endangerment finding does not impact power plants, however, the EPA has also stated that, for other rules that have relied on the endangerment finding, it intends to initiate other rulemakings to address any overlapping issues. Several environmental groups have filed a challenge to the EPA's repeal of the endangerment finding in the D.C. Circuit Court. Cross-State Air Pollution Rule (CSAPR) and Good Neighbor Plan In October 2015, the EPA revised the primary and secondary ozone National Ambient Air Quality Standards (NAAQS) to lower the eight-hour standard for ozone emissions during ozone season (May to September), and, in October 2018, the State of Texas submitted a State Implementation Plan (SIP) to the EPA, which was then disapproved by the EPA in February 2023. The State of Texas, Luminant, certain trade groups, and others challenged that disapproval in the U.S. Court of Appeals for the Fifth Circuit (Fifth Circuit Court). In March 2025, the Fifth Circuit Court denied those petitions for review, but we and the State of Texas have filed petitions for rehearing of that decision. In March 2026, instead of granting our petitions for rehearing en banc, the Fifth Circuit Court panel has withdrawn its prior opinion and substituted it with a new opinion, which vacates the disapproval of Texas's plan and remands it back to the EPA. We do not expect any near-term impact to Texas sources from this decision. Based on recent pronouncements from the Trump administration, the new EPA is reevaluating its approach to these Good Neighbor SIPs in general. In April 2022, prior to the EPA's disapproval of Texas' SIP, the EPA proposed a Federal Implementation Plan (FIP) to address the 2015 ozone NAAQS. In March 2023, the EPA administrator signed its final FIP, called the Good Neighbor Plan (GNP). The FIP applied to 22 states beginning with the 2023 ozone seasons. States where Vistra operates generation units that would be subject to this rule are Illinois, New Jersey, New York, Ohio, Pennsylvania, Texas, Virginia, and West Virginia. In June 2024, the U.S. Supreme Court granted a stay of the GNP FIP pending a review of the merits by the D.C. Circuit Court and any further appeal to the U.S. Supreme Court. As a result, the GNP FIP is now stayed for all covered states until the courts resolve the legality of the FIP. In April 2025, the D.C. Circuit Court granted an abeyance of the case challenging the GNP FIP addressing interstate transport for all covered states while the EPA reviews the GNP FIP. In January 2026, the EPA proposed removing eight states (although none that we operate in) from the GNP FIP, and we expect the EPA will take additional action to reconsider other aspects of the GNP FIP in 2026. At this time, we do not know how these proposed changes could impact the overall trading program for any states that remain in the GNP FIP. Regional Haze — Reasonable Progress and Best Available Retrofit Technology (BART) for Texas In October 2017, the EPA issued a final rule addressing BART for Texas electricity generation units, with the rule serving as a partial approval of Texas' 2009 SIP and a partial FIP. For SO 2 , the rule established an intrastate Texas emission allowance trading program as a "BART alternative" that operates in a similar fashion to a CSAPR trading program. In August 2020, the EPA issued a final rule affirming the prior BART final rule but also included additional revisions that were proposed in November 2019. In May 2023, a proposed BART rule was published in the Federal Register that would withdraw the trading program provisions of the prior rule and would establish SO 2 limits on six facilities in Texas, including Martin Lake and Coleto Creek. However, that proposal was never finalized during the Biden administration. In December 2025, the EPA issued a final rule for reasonable progress requirements that (a) approves portions of Texas' first planning period regional haze SIP and (b) approves Texas' second planning period regional haze SIP. Under the EPA's rule, no new controls are required. 38 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) SO 2 Designations for Texas In November 2016, the EPA finalized nonattainment designations for SO 2 for counties surrounding our Martin Lake generation plant and our now retired Big Brown and Monticello plants. The final designations required Texas to develop nonattainment plans for these areas. In September 2021, the TCEQ considered a proposal for its nonattainment SIP revision for the Martin Lake area and an agreed order to reduce SO 2 emissions from the plant. The proposed agreed order associated with the SIP proposal reduced emission limits as of January 2022. Emission reductions required are those necessary to demonstrate attainment with the NAAQS. In February 2022, we and the TCEQ entered into an agreed order to reduce SO 2 emissions at the Martin Lake plant, and the TCEQ submitted the agreed order to the EPA as a SIP revision to address the nonattainment designation. We and the State of Texas had previously filed legal challenges in 2017 to the EPA's nonattainment designations in the Fifth Circuit Court. In May 2025, the Fifth Circuit Court held that the EPA's designations were unlawful, granted the petitions for review, and remanded the designation back to the EPA. In September 2025, the EPA issued a final rule withdrawing its Finding of Failure to Submit and Finding of Failure to Attain in light of the Fifth Circuit Court's May 2025 decision. Effluent Limitation Guidelines (ELGs) In October 2020, the EPA published a final rule that extends the compliance date for both flue gas desulfurization (FGD) and bottom ash transport water to no later than December 2025, as negotiated with the state permitting agency. Additionally, the rule allows for a retirement exemption that exempts facilities certifying that units will retire by December 2028 provided certain effluent limitations are met. In November 2020, environmental groups petitioned for review of the new ELG revisions, and Vistra subsidiaries filed a motion to intervene in support of the EPA in December 2020. Notifications were made to Texas, Illinois, and Ohio state agencies on the retirement exemption for applicable coal plants by the regulatory deadline of October 13, 2021. In May 2024, the EPA published the final ELG rule revisions, which contain new requirements for legacy wastewater and combustion residual leachate. The final rule also leaves in place the subcategory for facilities that permanently cease coal combustion by 2028. A number of parties have since challenged the rule and that case is pending in the U.S. Court of Appeals for the Eighth Circuit. We are not a party to that litigation. In February 2025, the U.S. Court of Appeals for the Eighth Circuit granted the EPA's unopposed motion seeking to hold the litigation in abeyance while the new leadership at the EPA evaluates the rule and determines how it wishes to proceed. In December 2025, the EPA finalized additional revisions to the ELG rule, including extending certain compliance deadlines under the 2024 ELG rule. Those deadlines would generally apply to facilities that had not already utilized the retirement provisions in the 2020 ELG rule, which our company had utilized. In addition, the rule authorizes a process for states to extend the 2028 retirement deadline that was finalized as part of the 2020 ELG rule in the event market conditions would not support retirement of a facility. We are currently evaluating this rule and the impact, if any, it might have on our announced plans to retire our remaining coal generation facilities in Illinois and Ohio by 2028 given that those facilities are under separate existing regulatory requirements to close by then. Several environmental groups have recently challenged that rule. An additional proposed rule that would further revise the ELG rule was received at the Office of Management and Budget (OMB) on March 9, 2026. Coal Combustion Residuals (CCR) Rule Revisions and Extension Applications In August 2018, the D.C. Circuit Court issued a decision that vacates and remands certain provisions of the 2015 CCR rule, including an applicability exemption for legacy impoundments. In August 2020, the EPA issued a final rule establishing a deadline of April 11, 2021 to cease receipt of waste and initiate closure at unlined CCR impoundments. The 2020 final rule allows a generation plant to seek the EPA's approval to extend this deadline if no alternative disposal capacity is available and either a conversion to comply with the CCR rule is underway or retirement will occur by either 2023 or 2028 (depending on the size of the impoundment at issue). Prior to the November 2020 deadline to seek extensions, we submitted applications to the EPA requesting compliance extensions under both conversion and retirement scenarios. In January 2022, the EPA determined that our conversion and retirement applications for our CCR facilities were complete but has not yet proposed action on any of those applications. On November 25, 2025, the EPA proposed a rule that would extend the 2028 closure date to 2031. We submitted comments on that proposal in February 2026. 39 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Legacy CCR Rulemaking In May 2024, the EPA published a final rule that expands coverage of groundwater monitoring and closure requirements to the following two new categories of units: (a) legacy CCR surface impoundments which are CCR surface impoundments that no longer receive CCR but contained both CCR and liquids on or after October 19, 2015 and (b) "CCR management units" (CCRMUs) which generally could encompass noncontainerized ash deposits greater than one ton and impoundments and landfills that closed prior to October 19, 2015. As part of the rule, the EPA identified numerous CCR management units across the country, including ten of our potential units. The Vermilion ash ponds discussed below are the only unit which we believe qualify as a legacy CCR surface impoundment and given our closure plan for that site we do not believe the rule will have any impact on that site. CCRMUs with 1,000 or more tons of CCR must comply with the CCR's groundwater monitoring, corrective action, closure and post-closure requirements. For CCRMUs, complete facility evaluation reports are due within 33 months after publication of the rule, initial groundwater reports are due January 31, 2029, and the deadline to initiate closure, if needed, will start in 2029. Closure of the CCRMUs may also be deferred beyond those dates depending on certain factors, including where the CCRMU is located beneath critical infrastructure. In addition, certain closures may not be required when closure was previously approved under a state program. Because facility evaluation reports will determine our unit-specific compliance obligations, we cannot determine them at this time. In August 2024, we, along with USWAG, several other generating companies, and 17 states, including Texas, filed a challenge to the rule in the D.C. Circuit Court. In February 2025, the D.C. Circuit Court granted an unopposed motion filed by the Department of Justice on behalf of the EPA, holding the litigation in abeyance while the new leadership at the EPA evaluates the rule and determines how it wishes to proceed. In February 2026, the EPA issued a final rule for the CCRMU provisions of the rule extending the deadlines for the Facility Evaluation Reports (FER) to 2027, groundwater monitoring to 2031, and closure requirements to 2032. The EPA has requested to keep the challenge to the rule addressing CCRMUs and legacy impoundments in abeyance. On April 13, 2026, the EPA issued a proposed rule that would rescind all CCRMU requirements. The proposed rule would also make additional changes to the CCR rule as a whole, including provisions that would allow the permit authority to make site-specific determinations regarding the appropriate point-of-compliance for groundwater monitoring, site-specific cleanup levels, and appropriateness of certain closure requirements. The proposal would also amend the definition of beneficial use. Comments on the proposal are due on June 12, 2026. MISO — In 2012, the Illinois Environmental Protection Agency (IEPA) issued violation notices alleging violations of groundwater standards onsite at our Baldwin and Vermilion facilities' CCR surface impoundments. These violation notices remain unresolved; however, in 2016, the IEPA approved our closure and post-closure care plans for the Baldwin old east, east, and west fly ash CCR surface impoundments. We have completed closure activities at those ponds at our Baldwin facility. At our retired Vermilion facility, in June 2021, we entered into an agreed interim consent order with the Illinois Attorney General and the Vermilion County State Attorney in which DMG is required to evaluate the closure alternatives under the requirements of the Illinois Coal Ash regulation (discussed below) and close the site by removal. In addition, the interim consent order requires that during the impoundment closure process, impacted groundwater will be collected before it leaves the site or enters the nearby Vermilion river and, if necessary, DMG will be required to install temporary riverbank protection if the river migrates within a certain distance of the impoundments. The interim order was modified in December 2022 to require certain amendments to the Safety Emergency Response Plan. In June 2023, the Illinois state court approved and entered the final consent order, which included the terms above and a requirement that when IEPA issues a final closure permit for the site, DMG will demolish the power station and submit for approval to construct an on-site landfill within the footprint of the former plant to store and manage the coal ash. These proposed closure costs are reflected in the ARO in the condensed consolidated balance sheets (see Note 14 for additional information). In 2012, the IEPA issued violation notices alleging violations of groundwater standards at the Newton and Coffeen facilities' CCR surface impoundments. We are addressing these CCR surface impoundments in accordance with the federal CCR rule. 40 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) In July 2019, coal ash disposal and storage legislation in Illinois was enacted. The legislation addresses state requirements for the proper closure of coal ash ponds in the state of Illinois. The law tasks the IEPA and the Illinois Pollution Control Board to set up a series of guidelines, rules, and permit requirements for closure of ash ponds. Under the final rule, which was finalized and became effective in April 2021, coal ash impoundment owners would be required to submit a closure alternative analysis to the IEPA for the selection of the best method for coal ash remediation at a particular site. The rule does not mandate closure by removal at any site. In October 2021, we filed operating permit applications for 18 impoundments as required by the Illinois coal ash rule, and filed construction permit applications for three of our sites in January 2022 and five of our sites in July 2022. One additional closure construction application was filed for our Baldwin facility in August 2023. In 2025, we filed construction permit applications (or supplemented prior operating permit applications) to cover corrective action activities at 11 impoundments across our Illinois fleet. For all of the above CCR matters, if certain corrective action measures, including groundwater treatment or removal of ash, are required at any of our coal-fueled facilities, we may incur significant costs that could have a material adverse effect on our financial condition, results of operations, and cash flows. The Illinois coal ash rule was finalized in April 2021 and does not require removal. However, the rule required us to undertake further site-specific evaluations required by each program. We will not know the full range of decommissioning costs, including groundwater remediation, if any, that ultimately may be required under the Illinois rule until permit applications have been approved by the IEPA and as such, an estimate of such costs cannot be made. The CCR surface impoundment and landfill closure costs currently reflected in our existing ARO liabilities reflect the costs of closure methods that our operations and environmental services teams determined were appropriate based on the existing closure requirements at the time we recorded those ARO liabilities, and it is reasonably possible for those to increase once the IEPA determines final closure requirements. Once the IEPA acts on our permit applications, we will reassess the decommissioning costs and adjust our ARO liabilities accordingly. Other Matters We are involved in various legal and administrative proceedings and other disputes in the normal course of business, the ultimate resolutions of which, in the opinion of management, are not anticipated to have a material effect on our results of operations, liquidity, or financial condition. 16. EQUITY Common Stock Common Stock Dividends Dividends are subject to declaration by the Board and may be subject to numerous factors at the time of declaration. These factors include, but are not limited to, prevailing market conditions, Vistra's results of operations, financial condition and liquidity, Delaware law, and any contractual limitations, such as the cumulative dividend requirements described in the certificates of designation of our outstanding preferred stock. Dividends per common share totaled $ 0.2280 and $ 0.2235 for the three months ended March 31, 2026 and 2025, respectively. In April 2026 , the Board declared a quarterly dividend of $ 0.2290 per share of common stock that will be paid in June 2026 . 41 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Share Repurchase Program In October 2021, the Board authorized a share repurchase program (Share Repurchase Program). Under this program, shares of the Company's common stock may be repurchased in open market transactions, privately negotiated transactions, or other means in accordance with federal securities laws. The timing, number, and value of shares repurchased will be determined at our discretion, considering factors such as capital allocation priorities, stock market price, general market and economic conditions, legal requirements, and compliance with debt agreements and preferred stock certificates of designation. Amount Authorized for Share Repurchases (in billions) Board Authorization Dates: October 2021 $ 2.00 August 2022 1.25 March 2023 1.00 February 2024 1.50 October 2024 1.00 October 2025 1.00 Cumulative authorization at March 31, 2026 $ 7.75 The following table provides information about our repurchases of common stock for the period between January 1, 2026 and May 1, 2026: $ 7.750 Billion Board Authorization Total Number of Shares Repurchased Average Price Paid Per Share Amount Paid for Shares Repurchased Amount Available for Additional Repurchases at the End of the Period (in millions, except share amounts and price paid per share) Three Months Ended March 31, 2026 (a) 2,373,546 $ 159.82 $ 379 $ 1,621 April 1, 2026 through May 1, 2026 912,690 157.30 144 January 1, 2026 through May 1, 2026 (a) 3,286,236 $ 159.12 $ 523 $ 1,477 ____________ (a) Shares repurchased include 57,811 and 48,235 , respectively, of unsettled shares for $ 9 million and $ 8 million, respectively, as of March 31, 2026 and May 1, 2026, respectively. Preferred Stock The following is a summary of our cumulative redeemable preferred stock outstanding. In the event of liquidation or dissolution of the Company, the payment of dividends and the distribution of assets to preferred stockholders takes precedence over the Company's common stockholders. Preferred Stock Series Issuance Date Shares Issued Shares Outstanding Contractual Rates Earliest Redemption Date (a) Date at Which Dividend Rate Becomes Floating Floating Annual Rates Series A October 15, 2021 1,000,000 1,000,000 8.000 % October 15, 2026 October 15, 2026 5 -Year U.S. Treasury rate (subject to floor of 1.07 %) plus 6.93 % Series B December 10, 2021 1,000,000 1,000,000 7.000 % December 15, 2026 December 15, 2026 5 -Year U.S. Treasury rate (subject to floor of 1.26 %) plus 5.74 % Series C December 29, 2023 476,081 476,066 8.875 % January 15, 2029 January 15, 2029 5 -Year U.S. Treasury rate (subject to floor of 3.83 %) plus 5.045 % ____________ (a) Subject to our right, in limited circumstances, to redeem preferred stock prior to the earliest redemption date. 42 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Each series of preferred stock has a liquidation price of $ 1,000 , plus accrued and unpaid dividends through their redemption date. Preferred stock is not convertible into or exchangeable for any other securities of the Company and has limited voting rights. Preferred Stock Dividends Preferred stock dividends are payable semiannually in arrears when declared by the Board. The following table summarizes preferred stock dividends paid per share for the three months ended March 31, 2026 and 2025. Three Months Ended March 31, Preferred Stock Series 2026 2025 Series C Preferred Stock $ 44.375 $ 44.375 In February 2026, the Board declared a semi-annual dividend of $ 40.000 per share on Series A Preferred Stock that was paid in April 2026. In April 2026, the Board declared a semi-annual dividend of $ 35.000 per share of Series B Preferred Stock that will be paid in June 2026 and a semi-annual dividend of $ 44.375 per share of Series C Preferred Stock that will be paid in July 2026. 17. EARNINGS PER SHARE Basic earnings per share available to common stockholders are based on the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated using the treasury stock method and includes the effect of all potential issuances of common shares under stock-based incentive compensation arrangements. Three Months Ended March 31, 2026 2025 (in millions, except share data) Net income (loss) attributable to Vistra $ 1,029 $ ( 268 ) Less cumulative dividends attributable to Series A Preferred Stock ( 20 ) ( 20 ) Less cumulative dividends attributable to Series B Preferred Stock ( 18 ) ( 18 ) Less cumulative dividends attributable to Series C Preferred Stock ( 11 ) ( 11 ) Net income (loss) attributable to common stock — basic and diluted $ 980 $ ( 317 ) Weighted average shares of common stock outstanding: Basic 337,823,560 339,799,989 Dilutive securities: Stock-based incentive compensation plan 4,033,214 — Diluted 341,856,774 339,799,989 Net income (loss) per weighted average share of common stock outstanding: Basic $ 2.90 $ ( 0.93 ) Diluted $ 2.87 $ ( 0.93 ) Stock-based incentive compensation plan awards excluded from the calculation of diluted earnings per share because the effect would have been antidilutive totaled 155,297 and 8,582,267 shares for the three months ended March 31, 2026 and 2025, respectively. 18. SEGMENT INFORMATION The operations of Vistra are aligned into five reportable business segments: (i) Retail, (ii) Texas, (iii) East, (iv) West, and (v) Asset Closure. Our Chief Executive Officer is our chief operating decision maker (CODM). Our CODM reviews the results of these segments separately and allocates resources to the respective segments as part of our strategic operations. A measure of assets is not applicable, as segment assets are not regularly reviewed by the CODM for evaluating performance or allocating resources. The Retail segment is engaged in retail sales of electricity and natural gas to residential, commercial, and industrial customers. Substantially all of these activities are conducted by TXU Energy, Ambit Energy, Dynegy Energy Services, Homefield Energy, Energy Harbor, and U.S. Gas & Electric across 16 states and the District of Columbia. 43 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) The Texas and East segments are engaged in electricity generation, wholesale energy sales and purchases, commodity risk management activities, fuel procurement, and logistics management. The Texas segment represents results from all of Vistra's electricity generation operations in the ERCOT market except for assets included in the Asset Closure segment. The East segment represents results from Vistra's electricity generation operations in the Eastern Interconnection of the U.S. electric grid, other than assets included in the Asset Closure segment, and includes operations in the PJM, MISO, ISO-NE, and NYISO markets. The West segment represents results from the CAISO market, including our battery ESS project at our Moss Landing power plant site. The Moss Landing 300 MW and Moss Landing 100 MW battery facilities were transferred to the Asset Closure segment in the first quarter of 2025 and fourth quarter of 2025, respectively, as a result of the Moss Landing Incident (see Note 8 for additional information). The Asset Closure segment is engaged in the decommissioning and reclamation of retired generation facilities, including mines, and battery removal and remediation activities. When facilities are transferred to the Asset Closure segment, prior period results are retrospectively adjusted for comparative purposes, provided the effects are material (see Note 7 for additional information). By separately reporting the Asset Closure segment, management gains improved insights into the performance and earnings potential of Vistra's ongoing operations while actively monitoring the cost associated with Asset Closure activities. Corporate and Other represents the remaining non-segment operations consisting primarily of general corporate expenses, interest, taxes, other expenses, and nuclear fuel cash capital expenditures not allocated to our operating segments. The accounting policies of the business segments are the same as those described in the summary of significant accounting policies in Note 1 to the Financial Statements in our 2025 Form 10-K. Our CODM uses more than one measure to assess segment performance, but primarily focuses on Adjusted EBITDA. While we believe this is a useful metric in evaluating operating performance, it is not a metric defined by U.S. GAAP and may not be comparable to non-GAAP metrics presented by other companies. Adjusted EBITDA is most comparable to consolidated Net income (loss) prepared based on U.S. GAAP. The CODM uses net income in competitive analysis by benchmarking to the Company's competitors and evaluating drivers of segment profits available to the Company's equity holders. We account for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at market prices. Certain shared services costs are allocated to the segments. Substantially all income tax (expense) benefit is recognized in Corporate and Other. 44 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Three Months Ended March 31, 2026 Retail Texas East West Asset Closure Total Reportable Segments (in millions) Operating revenues (a) $ 3,689 $ 2,987 $ 2,260 $ 89 $ 6 $ 9,031 Reconciliation of consolidated operating revenues: Corporate and Other ( 3,391 ) Total consolidated operating revenues $ 5,640 Fuel, purchased power costs, and delivery fees (b) ( 4,097 ) ( 416 ) ( 1,384 ) ( 25 ) — Operating costs ( 38 ) ( 261 ) ( 373 ) ( 16 ) ( 12 ) Selling, general, and administrative expenses ( 256 ) ( 59 ) ( 50 ) ( 3 ) ( 15 ) Other segment items: Depreciation and amortization ( 10 ) ( 174 ) ( 265 ) ( 14 ) ( 3 ) Interest expenses and related charges ( 13 ) 14 22 3 — Other (c) 1 — ( 34 ) — 4 Total reportable segment net income (loss) $ ( 724 ) $ 2,091 $ 176 $ 34 $ ( 20 ) $ 1,557 Reconciliation to consolidated income before income taxes: Corporate and Other — net loss ( 528 ) Corporate and Other — income tax expense 183 Total consolidated income before income taxes $ 1,212 Capital expenditures, excluding growth expenditures $ 3 $ 219 $ 124 $ 26 $ — $ 372 Reconciliation to consolidated capital expenditures, including nuclear fuel and excluding growth expenditures Corporate and Other — nuclear fuel net purchases 204 Total capital expenditures, including nuclear fuel and excluding growth expenditures $ 576 ____________ (a) See Note 3 for disaggregated revenue by segment. Includes intersegment sales eliminated in Corporate and Other. (b) Includes nuclear fuel amortization of $ 36 million and $ 90 million, respectively, in the Texas and East segments. (c) Other includes other deductions, net. 45 VISTRA CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Three Months Ended March 31, 2025 Retail Texas East West Asset Closure Total Reportable Segments (in millions) Operating revenues (a) $ 3,168 $ 210 $ 1,380 $ 157 $ 4 $ 4,919 Reconciliation of consolidated operating revenues: Corporate and Other ( 986 ) Total consolidated operating revenues $ 3,933 Fuel, purchased power costs, and delivery fees (b) ( 1,712 ) ( 497 ) ( 1,172 ) ( 52 ) — Operating costs ( 40 ) ( 258 ) ( 327 ) ( 12 ) ( 56 ) Selling, general, and administrative expenses ( 243 ) ( 41 ) ( 58 ) ( 2 ) ( 17 ) Other segment items: Depreciation and amortization ( 23 ) ( 150 ) ( 316 ) ( 15 ) 1 Interest expenses and related charges ( 18 ) 14 12 1 ( 1 ) Other (c) — 2 ( 9 ) — 1 Total reportable segment net income (loss) $ 1,132 $ ( 720 ) $ ( 490 ) $ 77 $ ( 68 ) $ ( 69 ) Reconciliation to consolidated loss before income taxes: Corporate and Other — net loss ( 199 ) Corporate and Other — income tax benefit ( 176 ) Total consolidated loss before income taxes $ ( 444 ) Capital expenditures, excluding growth expenditures $ 3 $ 264 $ 177 $ 30 $ — $ 474 Reconciliation to consolidated capital expenditures, including nuclear fuel and excluding growth expenditures Corporate and Other — nuclear fuel net purchases 234 Total capital expenditures, including nuclear fuel and excluding growth expenditures $ 708 ____________ (a) See Note 3 for disaggregated revenue by segment. Includes intersegment sales eliminated in Corporate and Other. (b) Includes nuclear fuel amortization of $ 31 million and $ 80 million, respectively, in the Texas and East segments. (c) Other includes other deductions, net. 46 VISTRA CORP.