Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.



On May 5, 2023, Entergy Corporation ("Entergy" or the "Company") held its 2023
Annual Meeting of Shareholders ("Annual Meeting"). At the Annual Meeting,
Entergy's shareholders, upon the recommendation of the Board of Directors (the
"Board"), approved an amendment (the "Plan Amendment") to the 2019 Entergy
Corporation Omnibus Incentive Plan (the "Plan") to increase the aggregate number
of shares available for grant or award under the Plan and also to extend the
term of the Plan.

The Plan initially reserved 7,300,000 shares of Common Stock. The Plan Amendment
will increase the aggregate number of shares available for grant or award under
the Plan by 4,900,000 shares. As a result, the total amount of Common Stock
authorized for issuance under the Plan will be 12,200,000.

The Plan initially provided that no award may be granted under the Plan after
February 1, 2029. The Plan Amendment will extend the term of the Plan by
approximately four years to provide that Awards may be granted under the Plan
until January 27, 2033.

A more detailed summary of the Plan and the reasons for the Amendment can be
found in Entergy's definitive proxy statement for the Annual Meeting (the "Proxy
Statement") under the heading "Proposal 5 - Amendment to the 2019 Entergy
Corporation Omnibus Incentive Plan," which was filed with the Securities and
Exchange Commission ("SEC") on March 24, 2023. The foregoing description of the
Plan Amendment is qualified in its entirety by reference to the full text of the
Plan Amendment, which is filed as an exhibit to this current report.

Item 5.07 Submission of Matters to a Vote of Security Holders.



At the Annual Meeting, the Company's shareholders: 1) elected the 12 directors
nominated by the Company's Board of Directors to serve until the 2024 Annual
Meeting of Shareholders and until their successors are elected and qualified; 2)
ratified the selection of Deloitte & Touche LLP as the Company's independent
registered public accounting firm for 2023; 3) approved an advisory resolution
to approve named executive officer compensation; 4) approved an advisory
resolution to hold future advisory votes on named executive officer compensation
every year; 5) approved an amendment to the 2019 Entergy Corporation Omnibus
Incentive Plan; and 6) approved an amendment to Entergy's Restated Certificate
of Incorporation to include the exculpation of officers. The proposals are
further described in Entergy's Proxy Statement.

The table below sets forth the number of votes cast for and against, and the
number of abstentions and broker non-votes, for each matter voted upon by the
Company's shareholders.


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Proposal 1 - Election of Directors



          Nominee                  Voted For             Voted Against             Abstentions             Broker Non-Votes
Gina F. Adams                     172,841,203              1,035,404                 390,659                  13,395,163
John H. Black                     173,256,900               629,388                  380,978                  13,395,163
John R. Burbank                   172,838,122              1,064,182                 364,962                  13,395,163
Patrick J. Condon                 172,336,524              1,558,124                 372,618                  13,395,163
Kirkland H. Donald                173,193,116               726,175                  347,975                  13,395,163
Brian W. Ellis                    171,307,508              2,606,780                 352,978                  13,395,163
Philip L. Frederickson            172,892,222               983,692                  391,352                  13,395,163
M. Elise Hyland                   172,863,361              1,047,888                 356,017                  13,395,163
Stuart L. Levenick                161,496,529              12,406,973                363,764                  13,395,163
Blanche L. Lincoln                170,106,800              3,743,591                 416,875                  13,395,163
Andrew S. Marsh                   167,395,528              5,927,915                 943,823                  13,395,163
Karen A. Puckett                  170,243,076              3,690,384                 333,806                  13,395,163

Proposal 2 - Ratification of Deloitte & Touche LLP as the Company's Independent Registered Public Accountants for 2023



  Voted For     Voted Against    Abstentions
 180,086,726      7,256,087        319,616

Proposal 3 - Advisory Vote on Named Executive Officer Compensation



  Voted For     Voted Against    Abstentions     Broker Non-Votes
 165,266,411      8,397,800        603,055          13,395,163

Proposal 4 - Advisory Vote on the Frequency of Future Advisory Votes to Approve Named Executive Officer Compensation



  One Year     Two Years   Three Years    Abstentions     Broker Non-Votes
 171,856,387    274,884     1,532,090       603,905          13,395,163



Consistent with the recommendation of the Board and the votes of Entergy's
shareholders, Entergy intends to hold future advisory votes on the compensation
of its named executive officers (or "Say-On-Pay") annually until it next holds
an advisory vote on the frequency of Say-On-Pay votes as required under SEC
rules.

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Proposal 5 - Approval of an Amendment to the 2019 Entergy Corporation Omnibus
Incentive Plan

  Voted For     Voted Against    Abstentions     Broker Non-Votes
 165,695,465      7,925,884        645,917          13,395,163

Proposal 6 - Approval of an Amendment to Entergy's Restated Certificate of Incorporation to Include Exculpation of Officers



  Voted For     Voted Against    Abstentions     Broker Non-Votes
 146,903,498     26,475,880        887,888          13,395,163


Item 8.01 Other Events.

At the Annual Meeting, an amendment to Entergy's Restated Certificate of Incorporation was approved by the Company's shareholders to limit the liability of certain officers in limited circumstances under Section 102(b)(7) of the Delaware General Corporation Law (the "Charter Amendment").



A more detailed summary of the scope and the reasons for the Charter Amendment
can be found in Entergy's Proxy Statement under the heading "Proposal 6 -
Approval of an Amendment to Entergy's Restated Certificate of Incorporation to
Include the Exculpation of Officers." The Company filed a Certificate of
Amendment of Restated Certificate of Incorporation with the Secretary of State
of the State of Delaware on May 9, 2023. The aforementioned description of the
Charter Amendment is qualified in its entirety by reference to the full text of
the Certificate of Amendment, which is filed as Exhibit 3.1 to this current
report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.            Description
        3.1(i)           Certificate of Amendment to the Restated

Certificate of Incorporation,


                       dated May 9, 2023.
         99.1            2019 Entergy Corporation Omnibus Incentive Plan

filed as Appendix B to


                       Entergy's Definitive Proxy Statement filed with the

SEC on March 22, 2019


                       and incorporated herein by reference.
         99.2            Amendment No. 1 to 2019 Entergy Corporation

Omnibus Incentive Plan.


         104           Cover Page Interactive Data File - the cover page

XBRL tags are embedded


                       within the Inline XBRL document.




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