Boardroom Alpha
Start trial
8-K primary document
ETR · Current Report (Form 8-K) · Filed February 20, 2026

Entergy Corp — 8-K exhibit

d315033dex101.htm
Entergy Corp on Boardroom Alpha
EX-1.01

Exhibit 1.01

Joinder Agreement

February 20, 2026

This Joinder Agreement (this “Joinder”) is made as of the date written above by the undersigned in accordance with that certain Equity Distribution Sales Agreement, dated as of January 11, 2021 (as amended and supplemented, and as may be further amended and supplemented from time to time, the “Sales Agreement”), among Entergy Corporation, a Delaware corporation (the “Company”), the Agents, the Forward Sellers and the Forward Purchasers party thereto. Capitalized terms used but not defined herein shall have the meanings given to them in the Sales Agreement.

Section 1. Joinder. Pursuant to and in accordance with Section 3(y) of the Sales Agreement, each of the undersigned hereby agrees that upon execution of this Joinder, such undersigned shall:

 

  (i)

become a party to the Sales Agreement;

 

  (ii)

be deemed, and is hereby admitted as, an “Agent” and a “Forward Seller” or, a “Forward Purchaser”, in each case, as reflected on the signature page hereof, for all purposes under the Sales Agreement and entitled to all the rights incidental thereto; and

 

  (iii)

be fully bound by, and subject to, all of the covenants, terms, and conditions of the Sales Agreement as though an original party thereto.

Section 2. Notice. Any notice to the undersigned required or permitted by the Sales Agreement shall be directed to, in the case of Barclays Capital Inc., 745 Seventh Avenue, New York, New York 10019, fax no. (646) 834-8133, Attention: Syndicate Registration, and in the case of Barclays Bank PLC, c/o Barclays Capital Inc., 745 Seventh Avenue, New York, New York 10019, fax no. (646) 834-8133, Attention: Kevin Cheng (kevin.cheng@barlcays.com).

Section 3. Master Forward Confirmation. As of the date hereof, the form of Master Forward Confirmation attached hereto as Appendix I shall be deemed to amend and replace Exhibit C to the Sales Agreement with respect to Barclays Bank PLC.

Section 4. Incorporation of Terms. The provisions of Sections 12 (Parties), 13 (Governing Law), 14 (Consent to Jurisdiction; Waiver of Immunity), 16 (Counterparts) and 17 (Effect of Headings) of the Sales Agreement shall apply with respect to this Joinder and are incorporated herein mutatis mutandis.

 

1

Restricted - External

IN WITNESS WHEREOF, the undersigned have executed this Joinder as of the date first written above and hereby authorize this signature page to be attached to a counterpart of the Sales Agreement.

 

BARCLAYS CAPITAL INC., as an Agent and a
Forward Seller

By:

  

/s/ Robert Stowe

 

Name: Robert Stowe

 

Title: Managing Director

BARCLAYS BANK PLC, as a Forward Purchaser

By:

  

/s/ Kevin Cheng

 

Name: Kevin Cheng

 

Title: Managing Director

 

Acknowledged and agreed:
ENTERGY CORPORATION

By:

  

/s/ Barrett E. Green

 

Name: Barrett E. Green

 

Title: Vice President and Treasurer

 

2

Restricted - External

APPENDIX I

{Form of Master Forward Confirmation}

See attached.

 

3

Restricted - External

Disclaimer

The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.

This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.

None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.

No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.

Full disclaimer