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Vistra Corp.

For the period ended Sep 30, 2026. Filed Nov 9, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 9, 2026

VST$133.92+7.3%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 2. Results of Operations

Results of Operations

The tables and discussion that follow present period‑over‑period changes in our results of operations and highlight the primary drivers of those variances for the periods presented.

In analyzing and planning for our business, we supplement our use of GAAP financial measures with non-GAAP financial measures, including EBITDA and Adjusted EBITDA as performance measures. These non-GAAP financial measures reflect an additional way of viewing aspects of our business that, when viewed with (i) our GAAP results and (ii) the accompanying reconciliations to corresponding GAAP financial measures, may provide a more complete understanding of factors and trends affecting our business. Because EBITDA and Adjusted EBITDA are financial measures that management uses to allocate resources, determine our ability to fund capital expenditures, assess performance against our peers, and evaluate overall financial performance, we believe they provide useful information for investors.

These non-GAAP financial measures should not be relied upon to the exclusion of GAAP financial measures and are, by definition, an incomplete understanding of Vistra and must be considered in conjunction with GAAP measures. In addition, non-GAAP financial measures are not standardized; therefore, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. We strongly encourage investors to review the condensed consolidated financial statements and publicly filed reports in their entirety and not rely on any single financial measure.

When EBITDA or Adjusted EBITDA is discussed in reference to performance on a consolidated basis, the most directly comparable GAAP financial measure to EBITDA and Adjusted EBITDA is Net income (loss).

Consolidated Results of Operations

Three Months Ended September 30, 2026 Compared to the Three Months Ended September 30, 2025

The following table presents Net income (loss), EBITDA and Adjusted EBITDA for the three months ended September 30, 2026:

Three Months Ended September 30, 2026
RetailTexasEastWestAsset ClosureEliminations / Corporate and OtherVistra Consolidated
(in millions)
Operating revenues4,8142,8551,830133—(3,285)6,347
Fuel, purchased power costs and delivery fees(4,327)(566)(850)(74)—3,287(2,530)
Operating costs(47)(248)(370)(13)(5)—(683)
Depreciation and amortization(11)(198)(446)(14)5(47)(711)
Selling, general, and administrative expenses(288)(44)(48)(4)(15)(49)(448)
Impairment of long-lived assets———(269)——(269)
Operating income (loss)1411,799116(241)(15)(94)1,706
Other income, net—55(19)11644
Interest expense and related charges(4)9233(1)(284)(254)
Income (loss) before income taxes1371,863120(237)(15)(372)1,496
Income tax expense—————(356)(356)
Net income (loss)$137$1,863$120$(237)$(15)$(728)$1,140
Income tax expense—————356356
Interest expense and related charges (a)4(9)(23)(3)1284254
Depreciation and amortization (b)1123453414(5)47835
EBITDA before Adjustments1522,088631(226)(19)(41)2,585
Unrealized net (gain) loss resulting from commodity hedging transactions(65)(818)29331——(559)
Purchase accounting impacts5—(4)———1
Non-cash compensation expenses—————3535
Transition and merger expenses—13——2226
Impairment of long-lived assets———269——269
Insurance income (c)—(54)——(11)—(65)
Decommissioning-related activities (d)—547(2)10—60
Other, net65942(18)8
Adjusted EBITDA$98$1,227$979$76$(18)$(2)$2,360

(a)Corporate and Other includes $24 million of unrealized mark-to-market net gains on interest rate swaps.

(b)Includes nuclear fuel amortization of $36 million and $89 million, respectively, in the Texas and East segments.

(c)Includes involuntary conversion gain recognized from Martin Lake Incident property damage insurance in the Texas segment.

The following table presents Net income (loss), EBITDA and Adjusted EBITDA for the three months ended September 30, 2025:

Three Months Ended September 30, 2025
RetailTexasEastWestAsset ClosureEliminations / Corporate and OtherVistra Consolidated
(in millions)
Operating revenues4,1391,7991,7501652(2,884)4,971
Fuel, purchased power costs and delivery fees(3,815)(544)(866)(32)—2,887(2,370)
Operating costs(54)(243)(338)(15)(12)7(655)
Depreciation and amortization(23)(160)(244)(14)—(19)(460)
Selling, general, and administrative expenses(270)(38)(59)(2)(16)(59)(444)
Impairment of long-lived assets——(5)———(5)
Operating income (loss)(23)814238102(26)(68)1,037
Other income, net1—100112105
Interest expense and related charges(18)9162(1)(294)(286)
Income (loss) before income taxes(40)823354105(26)(360)856
Income tax expense—————(204)$(204)
Net income (loss)$(40)$823$354$105$(26)$(564)$652
Income tax expense—————204204
Interest expense and related charges (a)18(9)(16)(2)1294286
Depreciation and amortization (b)2319533814—18588
EBITDA before Adjustments11,009676117(25)(48)1,730
Unrealized net (gain) loss resulting from commodity hedging transactions20(239)93(57)(1)—(184)
Purchase accounting impacts818———17
Non-cash compensation expenses—————3636
Transition and merger expenses3—3——1622
Impairment of long-lived assets——5———5
Decommissioning-related activities (c)—5(74)16—(62)
ERP system implementation expenses——1———1
Other, net58723(26)(1)
Adjusted EBITDA$37$784$719$63$(17)$(22)$1,564

(a)Corporate and Other includes $10 million of unrealized mark-to-market net losses on interest rate swaps.

(b)Includes nuclear fuel amortization of $35 million and $94 million, respectively, in the Texas and East segments.

(c)Includes NDT (income) loss of the PJM nuclear facilities, ARO and environmental remediation expenses, and other expenses associated with the Moss Landing Incident.

Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025

The following table presents Net income (loss), EBITDA and Adjusted EBITDA for the nine months ended September 30, 2026:

Nine Months Ended September 30, 2026
RetailTexasEastWestAsset ClosureEliminations / Corporate and OtherVistra Consolidated
(in millions)
Operating revenues12,1137,2605,0442936(8,712)16,004
Fuel, purchased power costs, and delivery fees(11,262)(1,345)(2,828)(114)—8,715(6,834)
Operating costs(122)(802)(1,153)(45)(114)—(2,236)
Depreciation and amortization(31)(556)(927)(42)(1)(83)(1,640)
Selling, general, and administrative expenses(775)(148)(142)(9)(46)(147)(1,267)
Impairment of long-lived assets———(269)——(269)
Operating income (loss)(77)4,409(6)(186)(155)(227)3,758
Other income, net1104671627206
Interest expense and related charges(27)336910(2)(912)(829)
Income (loss) before income taxes(103)4,546130(175)(151)(1,112)3,135
Income tax expense—————(661)(661)
Net income (loss)$(103)$4,546$130$(175)$(151)$(1,773)$2,474
Income tax expense—————661661
Interest expense and related charges (a)27(33)(69)(10)2912829
Depreciation and amortization (b)316581,191421832,006
EBITDA before Adjustments(45)5,1711,252(143)(148)(117)5,970
Unrealized net (gain) loss resulting from commodity hedging transactions961(2,986)1,14768——(810)
Purchase accounting impacts6—(19)——(13)(26)
Non-cash compensation expenses—————102102
Transition and merger expenses—15——4652
Impairment of long-lived assets———269——269
Insurance income (c)—(102)——(17)—(119)
Decommissioning-related activities (d)—1312(1)102—126
Other, net17272573(64)15
Adjusted EBITDA$939$2,124$2,422$200$(60)$(46)$5,579

(a)Corporate and Other includes $31 million of unrealized mark-to-market net gains on interest rate swaps.

(b)Includes nuclear fuel amortization of $102 million and $265 million, respectively, in the Texas and East segments.

(c)Includes involuntary conversion gain recognized from Martin Lake Incident property damage insurance in the Texas segment and revenues from Moss Landing Incident business interruption proceeds in the Asset Closure segment.

The following table presents Net income (loss), EBITDA and Adjusted EBITDA for the nine months ended September 30, 2025:

Nine Months Ended September 30, 2025
RetailTexasEastWestAsset ClosureEliminations / Corporate and OtherVistra Consolidated
(in millions)
Operating revenues10,8393,7974,61034726(6,465)13,154
Fuel, purchased power costs, and delivery fees(8,848)(1,509)(2,784)(119)—6,469(6,791)
Operating costs(131)(778)(1,020)(45)(113)6(2,081)
Depreciation and amortization(70)(477)(876)(45)2(57)(1,523)
Selling, general, and administrative expenses(769)(122)(175)(11)(52)(125)(1,254)
Impairment of long-lived assets—(68)(5)———(73)
Operating income (loss)1,021843(250)127(137)(172)1,432
Other income, net182199135291
Interest expense and related charges(53)41364(3)(933)(908)
Income (loss) before income taxes969966(15)132(137)(1,100)815
Income tax expense——(1)——(103)(104)
Net income (loss)$969$966$(16)$132$(137)$(1,203)$711
Income tax expense——1——103104
Interest expense and related charges (a)53(41)(36)(4)3933908
Depreciation and amortization (b)705731,14645(2)571,889
EBITDA before Adjustments1,0921,4981,095173(136)(110)3,612
Unrealized net (gain) loss resulting from commodity hedging transactions(136)(109)621(7)(2)—367
Purchase accounting impacts16131———48
Non-cash compensation expenses—————8282
Transition and merger expenses8—4——5062
Impairment of long-lived assets—685———73
Insurance income (c)—(80)——(21)—(101)
Decommissioning-related activities (d)—14(120)195—(10)
ERP system implementation expenses334—1—11
Other, net (e)(6)211175(70)(32)
Adjusted EBITDA$977$1,416$1,651$174$(58)$(48)$4,112

(a)Corporate and Other includes $84 million of unrealized mark-to-market net losses on interest rate swaps.

(b)Includes nuclear fuel amortization of $96 million and $270 million, respectively, in the Texas and East segments.

(c)Includes involuntary conversion gain recognized from Martin Lake Incident property damage insurance in the Texas segment and revenues from Moss Landing Incident business interruption proceeds in the Asset Closure segment.

(e)Includes the final application of bill credits to large commercial and industrial customers that curtailed their usage during Winter Storm Uri in the Retail segment.

Net income for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 increased by $488 million. Adjusted EBITDA for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 increased by $796 million.

Net income for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025 increased by $1.763 billion. Adjusted EBITDA for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025 increased by $1.467 billion.

The primary drivers for the changes in net income and Adjusted EBITDA include:

Three Months Ended September 30, 2026 Compared to 2025Nine Months Ended September 30, 2026 Compared to 2025
(in millions)
Favorable year-to-date realized revenue net of fuel driven primarily by higher realized capacity prices in East, higher realized energy margins in Texas due to higher realized prices and optimizing the dispatch of select gas units in response to favorable market conditions, the addition of plants acquired in the Lotus Acquisition, and Martin Lake Unit 1 return to serviceFavorable quarter-to-date realized revenue net of fuel driven primarily by higher realized energy prices in Texas, the addition of plants acquired in the Lotus Acquisition, and Martin Lake Unit 1 return to service$768$1,689
Unfavorable year-to-date retail margins driven by increase in excess volumes sold at lower wholesale prices in the first quarter, partially offset by favorable second and third quarter margins driven by higher contractual rates48(15)
Favorable/ (unfavorable) change in retail customer consumption due to weather19(10)
Increase in plant operating costs due primarily to higher maintenance and outage costs and the addition of plants acquired in the Lotus Acquisition(42)(169)
Unfavorable year-to-date change in SG&A and other primarily due to higher technology and legal costs3(28)
Change in Adjusted EBITDA$796$1,467
Change in depreciation and amortization, including nuclear fuel amortization(247)(117)
Change in unrealized net gains resulting from commodity hedging transactions3751,177
Change in income tax benefit(152)(557)
Impairment of long-lived assets(264)(196)
Increase in insurance income6518
Decommissioning-related activities(122)(136)
Other (including interest expense and income tax expense)37107
Change in Net income$488$1,763

Results of Operations by Segment

The following section presents the results of operations and net income (loss) of Vistra's reportable business segments. See Note 19 of the Financial Statements for a discussion of the Company's segments as defined under the accounting standards for segment reporting.

Retail

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Net income (loss)$137$(40)$(103)$969
Adjusted EBITDA$98$37$939$977
Retail electricity sales volumes (GWh):
Sales volumes in ERCOT23,30023,12157,53060,971
Sales volumes in Northeast/Midwest15,12416,94142,80345,681
Total retail electricity sales volumes38,42440,062100,333106,652

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, Retail net income increased primarily due to an $85 million increase in unrealized mark-to-market gains on commodity derivative positions, and higher retail margins driven by higher contractual rates and a slight increase in customer consumption due to weather.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, Retail net income decreased due to a $1.097 billion increase in unrealized mark-to-market losses on commodity derivative positions, a decrease in retail margins primarily due to an increase in excess volumes sold at lower wholesale prices in the first quarter, and a decrease in customer consumption due to weather.

Texas

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Net income$1,863$823$4,546$966
Adjusted EBITDA$1,227$784$2,124$1,416
Production volumes (GWh):
Natural gas facilities16,49915,45537,36335,800
Lignite and coal facilities7,7356,22319,46416,531
Nuclear facilities5,1985,02814,87814,747
Solar facilities349212861587
Capacity factors:
CCGT facilities81.7%73.7%64.8%58.6%
Lignite and coal facilities72.7%58.5%61.7%52.4%
Nuclear facilities98.1%94.9%94.6%93.8%

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, Texas net income increased primarily due to a $579 million increase in unrealized mark-to-market gains on commodity derivative positions, and higher realized revenue net of fuel driven primarily by higher realized energy prices in Texas and Martin Lake Unit 1 return to service.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, Texas net income increased primarily due to a $2.877 billion increase in unrealized mark-to-market gains on commodity derivative positions, higher realized revenue net of fuel driven primarily by higher realized energy margins in Texas due to higher realized prices and optimizing the dispatch of select gas units in response to favorable market conditions, and Martin Lake Unit 1 return to service.

East

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Net income (loss)$120$354$130$(16)
Adjusted EBITDA$979$719$2,422$1,651
Production volumes (GWh):
Natural gas facilities20,30716,90253,56243,742
Lignite and coal facilities5,4615,08012,93314,274
Nuclear facilities8,3688,54424,36624,240
Solar facilities18680354191
Capacity factors:
CCGT facilities68.5%69.5%61.3%61.3%
Lignite and coal facilities63.0%58.6%50.3%55.5%
Nuclear facilities93.6%95.6%91.9%91.4%

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, East net income decreased primarily due to a $200 million increase in unrealized mark-to-market losses on commodity derivative positions and a $120 million decrease in NDT net income, partially offset by the addition of the plants acquired in the Lotus Acquisition.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, East net income increased primarily due to higher realized capacity prices and the addition of plants acquired in the Lotus Acquisition, partially offset by a $526 million increase in unrealized mark-to-market losses on commodity derivative positions and a $131 million decrease in NDT net income.

West

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Net income (loss)$(237)$105$(175)$132
Adjusted EBITDA$76$63$200$174
Production volumes (GWh):
Natural gas facilities1,4615822,4261,629
Solar facilities30—30—
Capacity factors:
CCGT facilities64.8%25.8%35.8%24.3%

For the three and nine months ended September 30, 2026 compared to the three and nine months ended September 30, 2025, West net income decreased primarily due to a $269 million impairment related to our Moss Landing 350 MW battery facility, and an increase in unrealized mark-to-market losses on commodity derivative positions of $88 million and $75 million, respectively, partially offset by higher realized capacity revenue.

Asset Closure Segment

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Net loss$(15)$(26)$(151)$(137)

Asset Closure net loss increased primarily due to incremental costs associated with the Moss Landing Incident, net of property damage and business interruption insurance recoveries, recognized in the nine months ended September 30, 2026.

Disaggregated Consolidated Statement of Operations Results

Explanations of variations between periods for selected income statement categories are provided below:

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Operating revenues$6,347$4,971$16,004$13,154

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, operating revenues increased primarily due to increases of $357 million in unrealized mark-to-market gains on commodity derivative positions, higher wholesale capacity and energy revenues, higher retail revenue contractual rates, the addition of plants acquired in the Lotus Acquisition, and Martin Lake Unit 1 return to service.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, operating revenues increased primarily due to increases of $894 million in unrealized mark-to-market gains on commodity derivative positions, higher wholesale capacity and energy revenues, the addition of plants acquired in the Lotus Acquisition, and Martin Lake Unit 1 return to service, partially offset by lower retail margins.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Fuel, purchased power costs, and delivery fees$(2,530)$(2,370)$(6,834)$(6,791)

For the three and nine months ended September 30, 2026 compared to the same periods in 2025, fuel, purchased power costs, and delivery fees increased primarily due to increases of $178 million and $326 million, respectively, in realized fuel costs, which were partially attributable to the addition of plants acquired in the Lotus Acquisition. These increases were partially offset by increases of $18 million and $283 million, respectively, in unrealized mark-to-market gains on commodity derivative positions.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Operating costs$(683)$(655)$(2,236)$(2,081)

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, operating costs increased primarily due to higher maintenance and outage costs, the addition of plants acquired in the Lotus Acquisition, and incremental costs associated with the Moss Landing Incident, net of insurance recoveries, recognized in the three months ended September 30, 2026.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, operating costs increased primarily due to higher maintenance and outage costs, and the addition of plants acquired in the Lotus Acquisition, partially offset by incremental costs associated with the Moss Landing Incident, net of insurance recoveries, recognized in the nine months ended September 30, 2026.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Depreciation and amortization$(711)$(460)$(1,640)$(1,523)

For the three and nine months ended September 30, 2026, depreciation and amortization increased primarily due to the addition of plants acquired in the Lotus Acquisition and Martin Lake Unit 1 return to service, partially offset by the absence of depreciation and amortization expense recorded for the Moss Landing 300 and 100 MW battery projects and Retail customer relationship intangible assets and other one-time retirements recorded in the nine months ended September 30, 2025.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Selling, general, and administrative expenses$(448)$(444)$(1,267)$(1,254)

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, selling, general, and administrative expenses increased primarily due to increases in retail selling costs of $23 million, stock-based compensation expense of $20 million, and technology costs of $12 million, partially offset by lower transition and merger costs and legal costs.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Impairment of long-lived assets$(269)$(5)$(269)$(73)

In the third quarter of 2026, we recognized a $269 million impairment related to our Moss Landing 350 MW battery facility. In the second and third quarters of 2025, we recognized impairments of $68 million and $5 million, respectively, related to development projects we have no plans to complete.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Other income, net$44$105$206$291

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, other income, net decreased primarily due to a decrease in NDT net income of $120 million, consisting of unrealized losses on investments of $111 million and realized loss on investments of $9 million, partially offset by an increase of $54 million in involuntary conversion gains for Martin Lake insurance proceeds.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, other income, net decreased primarily due to a decrease in NDT net income of $131 million, consisting of unrealized losses on investments of $206 million and realized income of $75 million, partially offset by an increase of $25 million in involuntary conversion gains for Martin Lake insurance proceeds.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Interest expense and related charges$(254)$(286)$(829)$(908)

For the three months ended September 30, 2026 compared to the three months ended September 30, 2025, interest expense and related charges decreased primarily due to a $34 million increase in unrealized mark-to-market gains on interest rate swaps.

For the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, interest expense and related charges decreased primarily due to a $115 million increase in unrealized mark-to-market gains on interest rate swaps, partially offset by $35 million in debt extinguishment losses on the Term Loan Facility and senior notes repayments.

Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
(in millions)
Income tax expense$(356)$(204)$(661)$(104)
Effective tax rate23.8%23.8%21.1%12.8%

For the three and nine months ended September 30, 2026 compared to the same periods in 2025, income tax expense increased primarily due to an increase in pretax book income.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.