Duke Energy Florida Project Finance Details Brookfield Investment, Leadership Shifts

TL;DR

Duke Energy Florida Project Finance's 10-K reveals a strategic 19.7% Brookfield investment in its parent, signaling a bullish long-term outlook despite the lack of direct financial reporting.

AI Summary

Duke Energy Florida Project Finance, LLC (DEFPF) filed its 10-K for the fiscal year ended December 31, 2025, primarily detailing its corporate structure, governance, and recent executive appointments, rather than financial performance, as financial statements were omitted per General Instruction J of Form 10-K. DEFPF is a wholly-owned, bankruptcy-remote subsidiary of Duke Energy Florida, which itself is a wholly-owned subsidiary of Florida Progress, LLC. A significant strategic development is the investment agreement entered into in August 2025 by Duke Energy, Progress Energy, and Florida Progress with an affiliate of Brookfield Super-Core Infrastructure Partners. The first closing of this investment occurred on March 3, 2026, granting the investor limited rights commensurate with an anticipated 19.7% indirect minority interest in Florida Progress. Executive leadership saw changes with Nicholas J. Giaimo becoming President, CFO, and Treasurer of DEFPF in January 2026, and Abigail L. Motsinger appointed Senior Vice President, Chief Accounting Officer, and Controller of Duke Energy Florida, and Manager and Controller of DEFPF, effective March 2026. DEFPF itself does not pay compensation to its managers or executive officers, except for an annual independent manager fee of $3,500 to Global Securitization Services, LLC. The filing confirms compliance with servicing criteria for asset-backed issuers, as evidenced by Exhibits 33.1, 33.2, 34.1, and 34.2.

Why It Matters

This 10-K provides crucial insight into the corporate structure and governance of Duke Energy Florida Project Finance, LLC, a key entity in Duke Energy's asset-backed securitization framework. The Brookfield Super-Core Infrastructure Partners' acquisition of a 19.7% indirect minority interest in Florida Progress, LLC, signals a significant strategic partnership and potential capital infusion for Duke Energy Florida, impacting its long-term financial stability and project funding. For investors, this indicates a vote of confidence from a major infrastructure fund, potentially de-risking future projects and enhancing market perception. Employees and customers of Duke Energy Florida could see benefits from increased investment in infrastructure, while the broader market will watch how this partnership influences the competitive landscape in the Florida utility sector.

Risk Assessment

Risk Level: low — The risk level is low because DEFPF is a bankruptcy-remote subsidiary, and the filing indicates no legal proceedings, unresolved staff comments, or changes in accountants. The omission of financial statements is due to General Instruction J of Form 10-K, not a lack of financial health, and the company confirms compliance with servicing criteria for asset-backed issuers.

Analyst Insight

Investors should view the Brookfield investment as a positive signal for Duke Energy Florida's stability and future growth, particularly in infrastructure projects. While DEFPF itself doesn't report financials, this strategic partnership at the parent level suggests a stronger foundation for the broader Duke Energy Florida operations.

Executive Compensation

Key Numbers

• 19.7% — Indirect minority interest (Brookfield Super-Core Infrastructure Partners' anticipated investment in Florida Progress, LLC)
• $3,500 — Annual independent manager fee (Paid to Global Securitization Services, LLC by DEFPF)
• 2025-12-31 — Fiscal year end (Reporting period for the 10-K filing)
• 2026-03-03 — First closing date (Date of the initial closing for the Brookfield investment)
• 2026-03-26 — Filing date (Date the 10-K was filed with the SEC)

Key Players & Entities

• Duke Energy Florida Project Finance, LLC (company) — registrant and wholly owned subsidiary
• Duke Energy Florida, LLC (company) — depositor, sponsor, servicer, and parent of DEFPF
• Florida Progress, LLC (company) — parent of Duke Energy Florida, LLC
• Brookfield Super-Core Infrastructure Partners (company) — investor acquiring 19.7% indirect minority interest
• Nicholas J. Giaimo (person) — President, Chief Financial Officer and Treasurer of DEFPF since January 2026
• Abigail L. Motsinger (person) — Manager and Controller of DEFPF since March 2026
• Bernard J. Angelo (person) — Independent Manager of DEFPF since January 2016
• Global Securitization Services, LLC (company) — receives annual independent manager fee of $3,500
• Deloitte & Touche LLP (company) — auditor for Duke Energy Florida, LLC's servicing criteria
• KPMG LLP (company) — auditor for The Bank of New York Mellon's servicing criteria

FAQ

Risk Factors

• Brookfield Investment Dilution [medium — financial]: An affiliate of Brookfield Super-Core Infrastructure Partners made an investment closing on March 3, 2026, leading to an anticipated 19.7% indirect minority interest in Florida Progress, LLC. This could impact future control and strategic decisions.
• Bankruptcy-Remote Structure [low — operational]: DEFPF is structured as a bankruptcy-remote subsidiary. While intended to protect assets, any unforeseen legal challenges to this structure could pose a risk.

Industry Context

Duke Energy Florida Project Finance, LLC operates within the regulated utility sector, which is characterized by stable, albeit slow, growth and significant capital investment requirements. The industry is increasingly focused on infrastructure modernization, renewable energy integration, and navigating evolving regulatory landscapes. Competition is typically limited due to the nature of regulated monopolies, with key differentiators being operational efficiency, reliability, and customer service.

Regulatory Implications

As a subsidiary of a regulated utility, DEFPF is indirectly subject to state and federal energy regulations. Compliance with servicing criteria for asset-backed issuers, as noted in the filing, is crucial for maintaining operational integrity and investor confidence. Changes in energy policy or regulatory frameworks could impact financing structures and operational flexibility.

What Investors Should Do

1. Monitor the full impact of the Brookfield investment.
2. Review future filings for financial statement disclosures.
3. Assess executive leadership changes for strategic alignment.

Key Dates

• 2025-08-01: Investment Agreement Signed — Duke Energy, Progress Energy, and Florida Progress entered into an agreement with Brookfield for an indirect minority interest investment.
• 2026-03-03: Brookfield Investment First Closing — The initial closing of the Brookfield investment occurred, granting the investor limited rights commensurate with its anticipated 19.7% indirect minority interest in Florida Progress.
• 2026-01-01: Nicholas J. Giaimo Appointed President, CFO, and Treasurer of DEFPF — Key executive leadership change within DEFPF, aligning with broader Duke Energy Florida roles.
• 2026-03-01: Abigail L. Motsinger Appointed Manager and Controller of DEFPF — Another significant executive appointment impacting DEFPF's management and accounting functions.
• 2026-12-31: Fiscal Year End — The reporting period for the 10-K filing.

Glossary

Bankruptcy-remote subsidiary

A legal structure designed to isolate assets from the bankruptcy of a parent company, typically used in structured finance transactions. (DEFPF is structured this way, indicating its role in specific financing arrangements and asset protection.)

General Instruction J of Form 10-K

A specific instruction within the SEC's Form 10-K that allows for the omission of financial statements under certain conditions, such as for subsidiaries that do not themselves file separate financial reports. (Explains why DEFPF's 10-K omits financial statements, focusing instead on corporate structure and governance.)

Indirect minority interest

An ownership stake that is not direct and represents less than 50% of the voting control, often held through intermediate entities. (Describes the nature of Brookfield's investment in Florida Progress, LLC, which indirectly affects DEFPF.)

Servicing criteria for asset-backed issuers

A set of standards and requirements related to the administration and servicing of assets in securitization structures. (DEFPF's compliance with these criteria, as evidenced by exhibits, confirms its adherence to industry best practices for its operational role.)

Year-Over-Year Comparison

This 10-K filing omits financial statements, making a direct comparison of key financial metrics like revenue, net income, or margins impossible. The primary focus is on corporate structure, governance, and recent executive appointments, alongside the significant strategic development of the Brookfield investment agreement and its initial closing. No information is available to compare operational or financial performance against a prior filing.

Key Financial Figures

• $3,500 — n the annual independent manager fee of $3,500 paid to Global Securitization Services,

Filing Documents

• duk-20251231.htm (10-K) — 73KB
• defpf-20251231xexhibit311.htm (EX-31.1) — 7KB
• defpf-20251231xexhibit331.htm (EX-33.1) — 50KB
• defpf-20251231xexhibit332.htm (EX-33.2) — 77KB
• defpf-2025x1231xexhibit341.htm (EX-34.1) — 8KB
• defpf-20251231xexhibit342.htm (EX-34.2) — 12KB
• defpf-20251231xexhibit351.htm (EX-35.1) — 6KB
• image2a.jpg (GRAPHIC) — 15KB
• image_0.jpg (GRAPHIC) — 6KB
• image_0a.jpg (GRAPHIC) — 11KB
• image_1.jpg (GRAPHIC) — 22KB
• 0001669374-26-000009.txt ( ) — 543KB
• duk-20251231.xsd (EX-101.SCH) — 2KB
• duk-20251231_def.xml (EX-101.DEF) — 20KB
• duk-20251231_lab.xml (EX-101.LAB) — 36KB
• duk-20251231_pre.xml (EX-101.PRE) — 21KB
• duk-20251231_htm.xml (XML) — 6KB

Risk Factors

Item 1A. Risk Factors.

Cybersecurity

Item 1C. Cybersecurity.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Legal Proceedings

Item 3. Legal Proceedings. None.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. None. PART II The following Items have been omitted pursuant to General Instruction J of Form 10-K:

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Selected Financial Data

Item 6. Selected Financial Data.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

Controls and Procedures

Item 9A. Controls and Procedures.

Other Information

Item 9B. Other Information. None.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. None. PART III

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance. Following are the executive officers and managers of Duke Energy Florida Project Finance, LLC ("DEFPF") as of the date of the report: Name Age Current and Recent Positions Held Nicholas J. Giaimo 44 Senior Vice President, Treasurer and Chief Risk Officer , Duke Energy Florida and Duke Energy Corporation. Mr. Giaimo has served in this role since January 2026, when he also assumed his role as President, Chief Financial Officer and Treasurer of DEFPF. Prior to this, he served as Senior Vice President of Financial Planning & Analysis, from November 2024 to January 2026; Vice President Financial Planning & Analysis from May 2021 to November 2024; Director Financial Planning & Analysis Carolinas Electric Utilities, from August 2019 to May 2021; Director Financial Planning & Analysis and CFO of Natural Gas Segment, from October 2016 to August 2019. During his tenure at Piedmont Natural Gas, Mr. Giaimo served as Assistant Treasurer and Director Investor Relations from November 2014 to October 2016 and Manager Capital Markets and Investor Relations, August 2007 to November 2014. Abigail L. Motsinger 42 Senior Vice President, Chief Accounting Officer and Controller. Ms. Motsinger has been appointed to serve as Senior Vice President, Chief Accounting Officer and Controller, effective March 2026. Prior to that she was Vice President, Investor Relations from November 2022 until March 2026; Director, Jurisdictional Forecasting from May 2021 until November 2022; Investor Relations Manager from November 2017 until May 2021; and, prior to that, in various roles of increasing responsibility since joining Duke Energy in 2010. Her role as Manager and Controller of DEFPF began in March 2026. Bernard J. Angelo 56 Senior Vice President of Global Securitization Services, LLC. Mr. Angelo assumed his role as Senior Vice President of Global Securitization Services in 1997. In addition, he assumed his role as Independent

Executive Compensation

Item 11. Executive Compensation. Other than the annual independent manager fee of $3,500 paid to Global Securitization Services, LLC, DEFPF does not pay any compensation to its managers or executive officers.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. None.

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence. None.

Principal Accounting Fees and Services

Item 14. Principal Accounting Fees and Services. Omitted pursuant to General Instruction J of Form 10-K. PART IV

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules. (a)(1) and (a)(2) Financial Statements and Financial Statement Schedules are omitted pursuant to General Instruction J of Form 10-K as listed under Item 8 of this report. (a)(3) and (b) See Exhibit Index included as the last part of this report, which is incorporated herein by reference. (c) Not applicable.

Form 10-K Summary

Item 16. Form 10-K Summary. None.

(b). Significant Obligors of Pool Assets

Item 1112(b). Significant Obligors of Pool Assets. None.

(b)(2). Credit Enhancement and Other Support, Except For Certain Derivative Instruments

Item 1114(b)(2). Credit Enhancement and Other Support, Except For Certain Derivative Instruments. None.

(b). Certain Derivative Instruments

Item 1115(b). Certain Derivative Instruments. None.

Legal Proceedings

Item 1117. Legal Proceedings. None.

Affiliations and Certain Relationships and Related Transactions

Item 1119. Affiliations and Certain Relationships and Related Transactions. DEFPF is a wholly owned subsidiary of Duke Energy Florida, which is the depositor, sponsor and servicer.

Compliance With Applicable Servicing Criteria

Item 1122. Compliance With Applicable Servicing Criteria. See Exhibits 33.1, 33.2, 34.1, and 34.2 of this Form 10-K.

Servicer Compliance Statement

Item 1123. Servicer Compliance Statement. See Exhibit 35.1 of this Form 10-K. SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT No such annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to the registrant's security holders. The registrant will not be sending an annual report or proxy material to its security holders subsequent to the filing of this form. EXHIBIT INDEX Exhibits filed herewith are designated by an asterisk (*). All exhibits not so designated are incorporated by reference to a prior filing, as indicated. Exhibit No. Description of Exhibit 3.1 Certificate of Formation of Duke Energy Florida Project Finance, LLC (incorporated by reference to Exhibit 3.1 to Registration Statement on Form SF-1 of Duke Energy Florida, LLC and Duke E nergy Florida Pro je ct Finance, LLC filed on January 29, 2016, File No. 333-209196-01) 3.2 Amended and Restated Limited Liability Company Agreement of Duke Energy Project Finance, LLC, dated and effective as of June 10, 2016 (incorporated by reference to Exhibit 3.2 to Form 8-K filed June 17, 2016, File No. 333-209196-01) 4.1 Indenture, dated as of June 22, 2016, by and between Duke Energy Florida Project Finance, LLC, and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee and Securities Intermediary (incorporated by reference to Exhibit 4.1 to Form 8-K filed June 22, 2016, File No. 333-209196-01) *31.1 Rule 13a-14(d)/15d-14(d) Certification *33.1 Report on Assessment of Compliance With Servicing Criteria For Asset-Backed Issuers for Duke Energy Florida, LLC, Servicer *33.2 Report on Assessment of Compliance With Servicing Criteria For Asset-Backed Issuers for The Bank of New York Mellon, Indenture Trustee *34.1 Attestation Report on Assessment of Compliance With Servicing Criteria For Asset-Backed Securities of D

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: March 26, 2026 DUKE ENERGY FLORIDA PROJECT FINANCE, LLC By: /s/ Abigail L. Motsinger Abigail L. Motsinger Manager DUKE ENERGY FLORIDA, LLC By: /s/ Abigail L. Motsinger Abigail L. Motsinger Senior Vice President, Chief Accounting Officer and Controller Duke Energy Florida, LLC

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View this 10-K filing on SEC EDGAR