新纪元能源美股招股说明书(2025-05-14版)

$850,000,000 SeriesU Junior Subordinated Debentures due June1, 2085The SeriesU Junior Subordinated Debentures will beUnconditionally and Irrevocably Guaranteed by NextEra Energy, Inc. The SeriesU Junior Subordinated Debentures (the “Junior Subordinated Debentures”) will bear interest at 6.500% per year. Interest on the Junior Subordinated Debentures will bepayable quarterly in arrears on March1, June1, September1 and December1 of each year, beginning September1, 2025. The Junior Subordinated Debentures will be issued indenominations of $25 and integral multiples thereof. TheJunior Subordinated Debentures will mature on June1, 2085. NextEra Energy Capital Holdings, Inc. (“NEE Capital”), at its option,may redeem some or all of the Junior Subordinated Debentures at the times and prices described in this prospectus supplement. NEE Capital may defer interest payments on the Junior Subordinated Debentures on one or more occasions for up to 10consecutive years per deferral period as described in thisprospectus supplement. Deferred interest payments will accrue additional interest at a rate equal to the interest rate on the Junior Subordinated Debentures, to the extent permitted byapplicable law. NEE Capital intends to apply to list the Junior Subordinated Debentures on the New York Stock Exchange. If approved for listing, trading on the New York Stock Exchange isexpected to commence within 30 days after the Junior Subordinated Debentures are first issued. See “Risk Factors” beginning on pageS-7of this prospectus supplement to read about certain factors you should consider before making an investmentin the Junior Subordinated Debentures. Neither the Securities and Exchange Commission nor any other securities commission in any jurisdiction has approved or disapproved of the Junior SubordinatedDebentures or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Price to Public (1)Underwriting Discount (2) Proceeds to NEE Capital (before expenses) (2) (1)In addition to the Price to Public set forth above, each purchaser will pay an amount equal to the interest, if any, accrued on the Junior Subordinated Debentures from the date that theJunior Subordinated Debentures are originally issued to the date that they are delivered tothat purchaser.(2)Underwriting commissions of $0.7875 per Junior Subordinated Debenture (or up to $26,775,000 for all Junior Subordinated Debentures) will be deducted from the proceeds paid to NEE Capital by the underwriters. However, the commission will be $0.25 per Junior Subordinated Debenture for sales to institutions and, to the extent of such sales, the total The underwriters will have the option to purchase up to an additional $127,500,000 in principal amount of the Junior Subordinated Debentures in order to coverover-allotments,ifany. If the option is exercised, any such Junior Subordinated Debentures are expected to be delivered on or about the same date set forth below. Should the underwriters exercise this option infull, the total public offering price, underwriting discount and proceeds, before expenses, to NEE Capital will be $977,500,000, $22,319,981.25 and $955,180,018.75, respectively. The Junior Subordinated Debentures are expected to be delivered inbook-entryonly form through The Depository Trust Company for the accounts of its participants, includingClearstream Banking, société anonyme, and/or Euroclear BankSA/NV, as operator of the Euroclear System, against payment in New York, New York on or about May15, 2025. WellsFargoSecurities PNCCapitalMarketsLLC DNBCarnegie Table of Contents You should rely only on the information incorporated by reference or provided in this prospectus supplement and in the accompanyingprospectus and in any written communication from NEE Capital, NextEra Energy, Inc. (“NEE”) or the underwriters specifying the final termsof the offering. None of NEE Capital, NEE or the underwriters have authorized anyone else to provide you with additional or differentinformation. None of NEE Capital, NEE or the underwriters are making an offer of the Junior Subordinated Debentures in any jurisdictionwhere the offer is not permitted. You should not assume that the information in this prospectus supplement or in the accompanying prospectusis accurate as of any date other than the date on the front of those documents or that the information incorporated by reference is accurate asof any date other than the date of the document incorporated by reference. TABLE OF CONTENTS Prospectus Supplement Prospectus Supplement SummaryRisk FactorsUse of ProceedsSelected Consolidated Income Statement Data of NEE and SubsidiariesConsolidated Capitalization of NEE and SubsidiariesCertain Terms of the Junior Subordinated DebenturesMaterial United States Federal Income Tax ConsequencesUnderwriting Prospectus About this ProspectusRisk FactorsNEENEE CapitalUse of ProceedsW