Alan Armstrong elected to Constellation Energy (NASDAQ: CEG) board of directors

Rhea-AI Filing Summary

Constellation Energy Corporation reported a change in its board of directors. On September 23, 2025, the board increased its size to thirteen members and elected Alan Armstrong as a new director, effective January 1, 2026. He will serve until Constellation’s 2026 annual meeting of shareholders.

The board has not yet decided which committee or committees Mr. Armstrong will join. He will receive Constellation’s standard director compensation as previously described in its proxy statement. The company issued a press release about his election on September 29, 2025, which is included as an exhibit to this report.

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.

Understanding 8-K Material Events →

Pennsylvania1310 Point StreetBaltimoreMaryland21231-3380(833)883-0162☐0001868275False00018682752025-09-292025-09-29

			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
			September 23, 2025
			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

001-41137

CONSTELLATION ENERGY CORPORATION

87-1210716

(a Pennsylvania corporation) 1310 Point Street Baltimore, Maryland 21231-3380 (833) 883-0162

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:

Common Stock, without par value

CEG

The Nasdaq Stock Market LLC

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

On September 23, 2025, the Board increased the size of the Board to thirteen members and elected Alan Armstrong as a director, effective as of January 1, 2026, to serve until Constellation’s 2026 annual meeting of shareholders. The Constellation board of directors has not yet determined the committee(s) on which Mr. Armstrong will be appointed to serve. Mr. Armstrong will receive Constellation’s standard compensation for its directors as disclosed in its proxy statement.

A copy of the press release regarding the election of Mr. Armstrong, issued on September 29, 2025, 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

September 29, 2025

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.

FAQ

What did Constellation Energy (CEG) disclose in this 8-K filing?

Constellation Energy disclosed that its board increased to thirteen members and elected Alan Armstrong as a director effective January 1, 2026, to serve until the 2026 annual meeting of shareholders.

When does Alan Armstrong’s term as a Constellation Energy (CEG) director begin and end?

Alan Armstrong’s term as a director begins on January 1, 2026 and continues until Constellation Energy’s 2026 annual meeting of shareholders.

Has Constellation Energy (CEG) assigned Alan Armstrong to any board committees?

No. The filing states that the Constellation Energy board of directors has not yet determined the committee or committees on which Alan Armstrong will serve.

How will Alan Armstrong be compensated as a director of Constellation Energy (CEG)?

Alan Armstrong will receive Constellation’s standard compensation for directors, as described in the company’s proxy statement.

Did Constellation Energy (CEG) issue a press release about Alan Armstrong’s election?

Yes. Constellation Energy issued a press release regarding Alan Armstrong’s election on September 29, 2025, which is attached as Exhibit 99.1.

What exhibits are included with this Constellation Energy (CEG) 8-K?

The exhibits include Exhibit 99.1 (press release), Exhibit 101 (cover page interactive data file with Inline XBRL tags), and Exhibit 104 (the cover page formatted as Inline XBRL).