Constellation Energy (Nasdaq: CEG) names CEO board chair and adds new director
Rhea-AI Filing Summary
Constellation Energy Corporation reports several board leadership changes. Long‑time director Robert Lawless retired from the Board on August 4, 2026. The Board elected President and Chief Executive Officer Joseph (Joe) Dominguez to serve as Chair of the Board, effective the same date.
Charles L. Harrington, Chair of the Corporate Governance Committee, will also serve as Lead Independent Director and receive an additional annual cash retainer of $50,000 for this role. The Board elected Roger Crandall, Chairman, President and CEO of MassMutual, as an independent director effective August 5, 2026, to serve until the 2027 annual meeting of shareholders. Constellation highlights its scale as a Fortune 200 company with 55 gigawatts of generating capacity, enough to power the equivalent of 27 million homes.
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8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Lead Independent Director Retainer: $50,000 annual cash retainer
Generation Capacity: 55 gigawatts
Homes Powered Equivalent: 27 million homes
+4 more
7 metrics
Lead Independent Director Retainer
$50,000 annual cash retainer
Additional compensation for Charles L. Harrington as Lead Independent Director
Generation Capacity
55 gigawatts
Constellation’s fleet generating capacity across nuclear, gas, oil, geothermal, hydro, wind and solar
Homes Powered Equivalent
27 million homes
Equivalent number of homes that can be powered by Constellation’s generating capacity
Share of U.S. Clean Energy
about 10%
Portion of the nation’s clean energy generated by Constellation’s fleet
Customer Accounts
approximately 2.5 million
Number of customer accounts served nationwide, including many large corporates
Fortune 100 Coverage
80%
Share of Fortune 100 companies served by Constellation as a competitive retail supplier
Life Insurance in Force at MassMutual
over $1 trillion
Scale of life insurance in force at MassMutual, led by new director Roger Crandall
Key Terms
Lead Independent Director, corporate governance, Inline XBRL, capital allocation, +1 more
5 terms
Lead Independent Director regulatory
"Charles L. Harrington will serve as Lead Independent Director of the Board"
A lead independent director is a board member who is not part of company management and is chosen to coordinate and represent the other independent directors, often running sessions without the CEO, helping set meeting agendas, and serving as a liaison between shareholders and the board. For investors, this role signals stronger, more balanced oversight—like a neutral referee who helps ensure decisions are fair, transparent and focused on protecting shareholder interests.
corporate governance regulatory
"commitment to strong corporate governance and steadfast support of management"
Corporate governance is the system of rules, roles and oversight that determines how a company is directed and controlled, including the responsibilities of its board, executives and shareholders. Like the steering wheel and map for a car trip, it shapes decisions, sets checks on power and defines who can hold leaders accountable; strong governance reduces risk, builds trust and helps investors judge whether a company is likely to protect capital and deliver reliable returns.
Inline XBRL technical
"Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
capital allocation financial
"deep expertise in capital allocation, risk management, technology transformation and corporate governance"
Capital allocation is the process of deciding how a company or individual uses their money to grow, pay bills, save, or invest. It matters because good decisions can help build wealth and ensure resources are used wisely, while poor choices can limit growth or cause financial problems. Think of it like managing your allowance—deciding whether to spend, save, or invest to meet your goals.
clean and reliable energy financial
"the nation's largest producer of clean and reliable energy"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What board leadership changes did Constellation Energy (CEG) announce?
Constellation Energy announced that Robert Lawless retired from its Board on August 4, 2026, and CEO Joe Dominguez was elected Chair of the Board. Charles L. Harrington became Lead Independent Director, and Roger Crandall joined as an independent director effective August 5, 2026.
When does Roger Crandall’s directorship at Constellation Energy (CEG) begin and how long will he serve?
Roger Crandall’s service on Constellation’s Board begins August 5, 2026. He has been elected to serve as a director until the company’s 2027 annual meeting of shareholders, providing at least one full proxy cycle of board service under this appointment.
What additional compensation will the Lead Independent Director at Constellation Energy (CEG) receive?
In addition to standard director compensation, Lead Independent Director Charles L. Harrington will receive an annual cash retainer of $50,000 for his Lead Independent Director role. This payment supplements the regular board compensation disclosed in Constellation’s proxy statement.
What experience does new Constellation Energy (CEG) director Roger Crandall bring to the Board?
Roger Crandall is Chairman, President and CEO of MassMutual, a Fortune 100 mutual life insurer with over $1 trillion in life insurance in force. He brings nearly four decades of financial services leadership and board experience, including service as Chair of the Federal Reserve Bank of Boston.
How large is Constellation Energy’s (CEG) power generation fleet and customer base?
Constellation’s fleet has 55 gigawatts of capacity from nuclear, gas, oil, geothermal, hydro, wind and solar assets, enough to power about 27 million homes. The company serves approximately 2.5 million customer accounts, including 80% of the Fortune 100 companies nationwide.
What role will Charles L. Harrington play on Constellation Energy’s (CEG) Board?
Charles L. Harrington will continue as Chair of the Corporate Governance Committee and also serve as Lead Independent Director. This role is intended to support independent Board oversight and carries an additional $50,000 annual cash retainer beyond standard director compensation.
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION | |||||||||||
| Washington, D.C. 20549 | |||||||||||
| FORM | |||||||||||
| CURRENT REPORT | |||||||||||
| Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | |||||||||||
| Date of Report (Date of earliest event reported) | |||||||||||
| Commission File Number | Name of Registrant; State or Other Jurisdiction of Incorporation; Address of Principal Executive Offices; and Telephone Number | IRS Employer Identification Number | ||||||||||||
(a | ||||||||||||||
| 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: | |||||
| 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: | ||||||||||||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| CONSTELLATION ENERGY CORPORATION: | ||||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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. ☐ | ||
Section 5 – Corporate Governance and Management
Item 5.02(b). Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 4, 2026, Robert Lawless, Chair of the Board of Directors (the “Board”) of Constellation Energy Corporation (the “Company”), retired from the Board. In connection with the retirement of Mr. Lawless as Chair of the Board, the Board elected Joseph Dominguez, the Company’s President and Chief Executive Officer, to serve as Chair of the Board, effective August 4, 2026. As a result of Mr. Dominguez being named Chair of the Board, Charles Harrington, Chair of the Corporate Governance Committee of the Board, will also serve as Lead Independent Director of the Board. In addition to the standard compensation for directors disclosed in the Company’s proxy statement, Mr. Harrington will receive an annual cash retainer equal to $50,000 for his service as Lead Independent Director.
On August 4, 2026, the Board elected Roger Crandall as a director, effective August 5, 2026, to serve until the Company’s 2027 annual meeting of shareholders. The Board has not yet determined the committee(s) on which Mr. Crandall will be appointed to serve. Mr. Crandall will receive the standard compensation for directors as disclosed in the Company’s proxy statement.
A copy of the press release regarding the foregoing changes to the Board issued on August 5, 2026, is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. | Description | |||||||
99.1 | Press Release | |||||||
101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
104 | The cover page from the Current Report on Form 8-K, formatted as Inline XBRL. | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CONSTELLATION ENERGY CORPORATION | |||||
| /s/ Arden T. Phillips | |||||
| Arden T. Phillips | |||||
| Vice President, Deputy General Counsel and Corporate Secretary | |||||
August 5, 2026
EXHIBIT INDEX
Exhibit No. | Description | |||||||
99.1 | Press Release | |||||||
101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
104 | The cover page from the Current Report on Form 8-K, formatted as Inline XBRL. | |||||||
Contact: Dave Snyder Constellation Communications 667-218-7700 david.snyder@constellation.com FOR IMMEDIATE RELEASE Constellation Announces Board Chairman Transition and New Board Appointment BALTIMORE, Md. — (Aug. 5, 2026)— Constellation (Nasdaq: CEG) today announced that its Board of Directors has elected President and Chief Executive Officer Joe Dominguez to serve as Chairman of the Board, effective Aug. 4, 2026, and appointed Roger Crandall, Chairman, President and Chief Executive Officer of MassMutual, to the Board as an independent director, effective Aug. 5, 2026. Charles L. Harrington will serve as Lead Independent Director, reinforcing the company's strong governance framework and independent Board oversight. Crandall brings nearly four decades of leadership experience in financial services and has served as chief executive officer of MassMutual since 2010. MassMutual, a Fortune 100 company, is one of America’s largest mutual life insurance companies, serving more than four million customers with over $1 trillion in life insurance in force. Under Crandall’s leadership, the 175- year-old company has delivered strong long-term performance and exceptional value to its policyowners. He recently completed service as Chair of the Federal Reserve Bank of Boston and currently serves on several business, educational and nonprofit boards. Crandall earned an MBA from the Wharton School of the University of Pennsylvania and a bachelor's degree in economics from the University of Vermont. "Roger is an exceptional business leader with deep expertise in capital allocation, risk management, technology transformation and corporate governance," said Dominguez. "His perspective and experience will be invaluable as Constellation continues to execute its strategy and meet growing demand for reliable, carbon-free energy." "Constellation plays a critical role in powering economic growth and advancing a more reliable and sustainable energy future," said Crandall. "I look forward to working with the Board and leadership team to support the company's long-term success and value creation, all in service of building a better tomorrow for communities across the country." These appointments follow the resignation of Robert J. Lawless from the Board, effective Aug. 4, 2026. Lawless concludes a distinguished tenure spanning more than two decades of service to Constellation. He served on the board of legacy Constellation Energy Group from 2002 until its merger with Exelon in 2012, on the Exelon Board from 2012 to 2022, and as chairman of
Constellation following its separation from Exelon in 2022. His strategic insight, financial acumen, commitment to strong corporate governance and steadfast support of management helped position Constellation for sustained growth and industry leadership. "Few people have had a greater impact on Constellation's journey than Bob Lawless," said Dominguez. "From his service on the legacy Constellation board to supporting the company through our separation from Exelon, Bob has been a trusted counselor, thoughtful leader and steadfast advocate for our long-term success. His leadership helped lay the foundation for the growth and value creation we have achieved as an independent company, and we are deeply grateful for his service." Mr. Lawless brought decades of executive leadership, strategic planning and corporate governance experience to the Board. As the former chairman, president and chief executive officer of McCormick & Company, he provided valuable insight on issues affecting public companies and helped strengthen Constellation's focus on long-term shareholder value and disciplined leadership. "It has been an honor to serve on Constellation's Board and work alongside such a talented team," said Lawless. "I am proud of what the company has accomplished and confident it is well positioned for continued success." ### About Constellation Constellation Energy Corporation (Nasdaq: CEG), a Fortune 200 company headquartered in Baltimore, is the largest private-sector power producer in the world and the nation's largest producer of clean and reliable energy. With 55 gigawatts of capacity from nuclear, natural gas, oil, geothermal, hydro, wind and solar facilities, our fleet has the generating capacity to power the equivalent of 27 million homes, providing about 10% of the nation’s clean energy and delivering the around-the-clock reliability needed to power America's growing economy. We are also the largest nuclear energy company in the U.S. and a leading competitive retail supplier, serving approximately 2.5 million customer accounts nationwide, including 80% of the Fortune 100. We are committed to investing in innovation and new technologies to drive the transition to a reliable, sustainable and secure energy future. Follow Constellation on LinkedIn and X.