PPL能源美股招股说明书(2026-02-23版)

This is an offering of Equity Units (“Equity Units”) by PPL Corporation (“PPL Corporation” or “PPL” or “our” or “we” or“us”). Each Equity Unit will have a stated amount of $50 and initially will be in the form of a Corporate Unit (“Corporate Unit”)consisting of (i)a purchase contract issued by us, (ii)a 1/40, or 2.5%, undivided beneficial ownership interest in $1,000principal amount of PPL Capital Funding, Inc.’s (“PPL Capital Funding”) Remarketable Senior Notes due 2034 (“2034 RSNs”)and (iii)a 1/40, or 2.5%, undivided beneficial ownership interest in $1,000 principal amount of the PPL Capital Funding’sRemarketable Senior Notes due 2039 (“2039 RSNs” and, together with the 2034 RSNs, the “RSNs”). Each series of RSNs willinitially bear interest at the rate of% per annum, payable quarterly, subject to reset following a successful remarketingas described herein. The RSNs will be fully and unconditionally guaranteed by PPL Corporation pursuant to guarantees of PPLCorporation (the “guarantees”). We intend to apply to list the Corporate Units on The New York Stock Exchange and expect trading to commence within30 days of the date of initial issuance of the Corporate Units under the symbol “PPLU”, but there is no guarantee that suchlisting will be approved. Prior to this offering, there has been no public market for the Corporate Units. Our common stock is listed on The New York Stock Exchange under the symbol “PPL.” The last reported sale price of ourcommon stock on The New York Stock Exchange on February 20, 2026 was $37.44 per share. Investing in the Equity Units involves certain risks. See the “Risk Factors” section beginning onpage S-26 of this prospectus supplement, as well as under “Risk Factors” in our Annual Report onForm 10-K for the year ended December31, 2025, which is incorporated by reference herein, formore information. Neither the Securities and Exchange Commission (“SEC”) nor any other regulatory body has approved ordisapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or theaccompanying prospectus. Any representation to the contrary is a criminal offense. The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectussupplement and the accompanying prospectus do not constitute an offer to sell these securities and we are not soliciting offers to buythese securities in any jurisdiction where the offer or sale is not permitted.We have granted the underwriters the option to purchase from us, within the 13-day period beginning on, and including, thedate we first issue the Equity Units, up to an additional 3,000,000 Corporate Units at the public offering price per CorporateUnit, less the underwriting discounts and commissions, solely for the purpose of covering over-allotments. Table of Contents We expect that delivery of the Corporate Units will be made to investors in book-entry form through The Depository Trust Company on or aboutFebruary, 2026, which will be the second business day following the initial trade date for the Corporate Units (this settlement cycle beingreferred to as “T+2”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondary marketgenerally are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade Corporate Units prior to the business day preceding the settlement date will be required, by virtue of the factthat the Corporate Units initially will settle T+2, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement.Purchasers of the Corporate Units who wish to trade the Corporate Units prior to the business day preceding the settlement date should consult their ownadvisors. This prospectus supplement and the accompanying prospectus are not intended to constitute an offer to, and the Equity Units should notbe purchased, held or otherwise acquired by a “specified foreign entity” as defined in Section7701(a)(51)(B) of the Internal Revenue Code of1986, as amended (“specified foreign entity”). Each purchaser of the Equity Units, by accepting such Equity Units, will be deemed to haverepresented, warranted and agreed that it is not a “specified foreign entity.” Book-Running Managers RBCCapital Markets J.P. Morgan February, 2026 Table of Contents (continued from cover) •The purchase contract will obligate you to purchase from us on February15, 2029, or if such day is not a business day, on the followingbusiness day (the “purchase contract settlement date”), for a price of $50 in cash, the following number of shares of our common stock,subject to anti-dilution adjustments: •if the applicable market value, which is the average of the volume-weighted average price of our common stock on each trading dayduring the 20 consecutive scheduled trading day period ending on, and includi