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    Entergy Corporation filed SEC Form 8-K: Completion of Acquisition or Disposition of Assets, Other Events, Regulation FD Disclosure, Financial Statements and Exhibits

    7/1/25 3:17:20 PM ET
    $ETR
    Electric Utilities: Central
    Utilities
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    etr-20250701
    false0000065984CHXUS0001348952US0000071508US00000659842025-07-012025-07-010000065984etr:EntergyNewOrleansMember2025-07-012025-07-010000065984etr:EntergyLouisianaMember2025-07-012025-07-010000065984exch:XNYS2025-07-012025-07-010000065984exch:XCHI2025-07-012025-07-010000065984etr:EntergyLouisianaMemberexch:XNYSetr:MortgageBonds4875SeriesDueSeptember2066Member2025-07-012025-07-010000065984etr:EntergyNewOrleansMemberexch:XNYSetr:MortgageBonds50SeriesDueDecember2052Member2025-07-012025-07-010000065984etr:EntergyNewOrleansMemberexch:XNYSetr:MortgageBonds550SeriesDueApril2066Member2025-07-012025-07-01

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    FORM 8-K
    CURRENT REPORT

    Pursuant to Section 13 or 15(d) of the
    Securities Exchange Act of 1934

    Date of Report (Date earliest event reported) July 1, 2025

    Commission
    File Number
    Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.

    Commission
    File Number
    Registrant, State of Incorporation or Organization, Address of Principal Executive Offices, Telephone Number, and IRS Employer Identification No.
    1-11299ENTERGY CORPORATION1-35747ENTERGY NEW ORLEANS, LLC
    (a Delaware corporation)
    639 Loyola Avenue
    New Orleans, Louisiana 70113
    Telephone (504) 576-4000
    (a Texas limited liability company)
    1600 Perdido Street
    New Orleans, Louisiana 70112
    Telephone (504) 670-3702
    72-122975282-2212934
    1-32718ENTERGY LOUISIANA, LLC
    (a Texas limited liability company)
    4809 Jefferson Highway
    Jefferson, Louisiana 70121
    Telephone (504) 576-4000
    47-4469646
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
    ☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



    Securities registered pursuant to Section 12(b) of the Act:
    RegistrantTitle of ClassTrading
    Symbol
    Name of Each Exchange
    on Which Registered
    Entergy CorporationCommon Stock, $0.01 Par ValueETRNew York Stock Exchange
    Common Stock, $0.01 Par ValueETRNYSE Texas
       
    Entergy Louisiana, LLCMortgage Bonds, 4.875% Series due September 2066ELCNew York Stock Exchange
       
    Entergy New Orleans, LLCMortgage Bonds, 5.0% Series due December 2052ENJNew York Stock Exchange
    Mortgage Bonds, 5.50% Series due April 2066ENONew York Stock Exchange
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
    Emerging growth company ☐
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐




    Item 2.01. Completion of Acquisition or Disposition of Assets

    The information set forth under Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.01 solely with respect to Entergy New Orleans, LLC, a Texas limited liability company (“Entergy New Orleans”) and majority-owned, indirect subsidiary of Entergy Corporation, a Delaware corporation (the “Company”).

    Item 7.01. Regulation FD Disclosure

    On July 1, 2025, the Company issued a press release announcing that Entergy New Orleans, Entergy Louisiana, LLC, a Texas limited liability company (“Entergy Louisiana”) and majority-owned, indirect subsidiary of the Company, and two separate affiliates of Bernhard Capital Partners Management, LP, a Delaware limited partnership (“Bernhard Capital Partners”), closed on the Transactions described in Item 8.01. The information set forth under Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01. The press release is attached hereto as Exhibit 99.1. The information contained in this Item 7.01 and Exhibit 99.1 shall be deemed “furnished” and not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

    Item 8.01. Other Events

    As previously disclosed, in October 2023, each of Entergy New Orleans and Entergy Louisiana entered into separate Purchase and Sale Agreements (collectively, the “PSAs”) with respect to the sale of their respective regulated natural gas local distribution company businesses to two separate affiliates of Bernhard Capital Partners. Pursuant to the PSAs, Delta New Orleans Gas Company, LLC, a Delaware limited liability company (formerly known as Delta States Utilities NO, LLC), acquired Entergy New Orleans’ regulated natural gas local distribution company business serving customers in the Parish of Orleans, Louisiana (the “ENO Gas Business”), and Delta Capital Gas Company, LLC, a Delaware limited liability company (formerly known as Delta States Utilities LA, LLC), acquired Entergy Louisiana’s regulated natural gas local distribution company business serving customers in the Parish of East Baton Rouge, Louisiana (the “ELL Gas Business”) (such transactions, the “Transactions”).

    The Transactions closed on July 1, 2025. The base purchase price for the ENO Gas Business was $285.5 million, and the base purchase price for the ELL Gas Business was $198 million, in each case subject to certain adjustments.

    Item 9.01. Financial Statements and Exhibits

    (d) Exhibits.
    Exhibit No.Description
    99.1
    Press Release, dated July 1, 2025, issued by Entergy Corporation
    104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.



    SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    Entergy Corporation
    Entergy Louisiana, LLC
    Entergy New Orleans, LLC


    By: /s/ Marcus V. Brown
    Marcus V. Brown
    Executive Vice President and
    General Counsel


    Dated: July 1, 2025

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