Welcome to our dedicated page for CONSTELLATION ENERGY SEC filings (Ticker: CEG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Constellation Energy Corporation filings document financial results, Regulation FD disclosures, governance matters, capital-structure actions, and material events for the company and co-registrant Constellation Energy Generation, LLC. Recent Form 8-K records furnish quarterly and annual earnings releases, investor presentation materials, business outlook disclosures, and related exhibits.
The filing record also covers annual meeting voting results, director elections, executive compensation advisory votes, auditor ratification, board changes, and proxy governance disclosure. Material-event filings document the completed Calpine transaction, related financial statements and auditor materials, note exchange and consent-solicitation activity, and disclosures tied to common stock, senior notes, risk factors, and corporate reporting obligations.
Constellation Energy EVP & General Counsel David O. Dardis reported multiple equity award transactions dated February 9, 2026. He acquired 31,011 shares of Common Stock through exercises of vested equity awards, then had 14,682 shares withheld to cover taxes and disposed of 13,444 shares back to the issuer at $272.15 per share. Following these transactions, he directly owned 27,803 shares of Common Stock. Dardis also exercised 4,623 restricted stock units into Common Stock, leaving 3,247 restricted stock units outstanding, received a new grant of 3,638 restricted stock units, and was granted 26,387 performance shares for the 2023–2025 performance period, which were then fully converted into Common Stock.
Novotny Andrew R. reported acquisition or exercise transactions in this Form 4 filing.
Constellation Energy executive Andrew R. Novotny received a grant of 6,791 restricted stock units on February 9, 2026. The award is held directly and each unit represents one share of Constellation Energy common stock when it vests.
The RSUs vest in three equal installments on the dates of the Compensation Committee’s first-quarter meetings in the first, second, and third years after the grant. The units also accrue quarterly dividend equivalents as additional RSUs, which follow the same vesting schedule as the original award.
Constellation Energy Corp EVP & Chief Commercial Officer James McHugh reported multiple equity award transactions dated February 9, 2026. He acquired 34,537 shares of Common Stock through exercises of vested awards under the long-term incentive plan, bringing his direct Common Stock holdings to 88,661 shares before related dispositions.
On the same date, 14,136 shares were disposed of at $272.15 per share to satisfy tax obligations, and 16,940 shares were disposed of to the issuer, leaving 57,585 Common shares directly owned. Derivative activity included exercising 5,098 restricted stock units, a new grant of 4,851 RSUs, and a 29,439-share performance share award that was granted and fully vested for the 2023–2025 performance period.
Constellation Energy EVP & CFO Shane Patrick Smith reported multiple equity transactions on February 9, 2026 involving common stock, restricted stock units (RSUs), and performance shares granted under the company’s long-term incentive plan.
He acquired 5,243 shares of common stock through exercises of equity awards and then disposed of 2,048 shares to cover tax obligations at $272.15 per share and 1,377 shares in a disposition to the issuer at $272.15 per share, leaving 3,685 common shares directly owned.
On the derivative side, he exercised 707 RSUs into common stock, received a new grant of 3,032 RSUs, and was awarded 4,535 performance shares for the 2023–2025 period, which vested immediately and were fully converted into common stock. After these transactions he directly held 3,462 RSUs and 4,535 performance shares.
Constellation Energy Corp SVP & Controller Matthew Bauer reported multiple equity award transactions on February 9, 2026. He acquired 8,088 shares of Common Stock through exercises of equity awards granted under the long-term incentive plan, then disposed of 3,444 shares to cover tax obligations and 3,906 shares in a disposition to the issuer at $272.15 per share. Bauer also exercised 1,161 restricted stock units (RSUs) into Common Stock, received a new grant of 910 RSUs, and was granted 6,927 performance shares for the 2023–2025 period, which vested and were converted into an equal number of Common Stock shares.
Constellation Energy Corp EVP & CFO Daniel L. Eggers reported multiple equity award transactions on Common Stock and related units. He acquired 44,601 shares of Common Stock through exercises of vested equity awards under the long-term incentive plan, then disposed of 21,348 shares at $272.15 per share to cover tax obligations and a further 19,326 shares at $272.15 per share in a disposition to the issuer, leaving 32,967 Common shares held directly.
On the derivative side, he exercised 6,670 restricted stock units and received a new grant of 4,972 restricted stock units, ending with 9,627 RSUs held directly. He also received a 37,931-share performance share award for the 2023–2025 period, which vested immediately and was fully converted into Common Stock.
Constellation Energy Corporation filed an amended current report to update information about new director Alan Armstrong. A prior report covered his election to the Board of Directors, effective January 1, 2026, but did not specify his committee assignments.
This amendment states that on February 10, 2026, Mr. Armstrong was appointed to the Board’s Compensation Committee and Nuclear Oversight Committee, clarifying his specific governance roles within the company’s board structure.
Constellation Energy has completed a major debt restructuring tied to its acquisition of Calpine. The company exchanged Calpine’s outstanding notes for new debt issued by Constellation Energy Generation, LLC, keeping the same interest rates and maturity dates. About $2,289,722,000 aggregate principal amount of Calpine notes were tendered, accepted, and then retired and canceled.
The new Constellation notes consist of 4.625% Senior Notes due 2029, 5.000% Senior Notes due February 1, 2031, and 3.750% Senior Secured Notes due March 1, 2031. Interest payment dates and maturities match the original Calpine notes, and the notes are redeemable at Constellation’s option as described in the note forms. Calpine also entered supplemental indentures that remove most restrictive covenants and non‑payment defaults from the old Calpine indentures.
Constellation Energy Corp reported that a group of affiliated Energy Capital Partners (ECP) entities has filed a Schedule 13G showing a significant passive ownership position in its common stock. ECP ControlCo, LLC reports beneficial ownership of 22,043,724 shares of Constellation Energy common stock, representing 6.1% of the class, based on 362,355,476 shares outstanding as of January 7, 2026 as disclosed by the company. The shares are held through multiple Delaware-organized investment vehicles, including Energy Capital Partners III and IV funds and several ECP Volt and Calpine-related partnerships. ECP ControlCo’s board of managers collectively shares voting and dispositive power over these shares, but all reporting persons and individuals expressly disclaim beneficial ownership beyond their indirect interests. The filers certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Constellation Energy, indicating a passive investment intent under Schedule 13G.
Constellation Energy Corp reported that SVP & Controller Matthew N. Bauer received an award of 8,759 restricted stock units (RSUs) on January 9, 2026. Each RSU gives the right to receive one share of Constellation common stock when it vests, and the award was reported at a price of $0 per unit as typical for equity compensation grants.
The RSUs cliff vest on January 9, 2030, meaning the full grant vests at once on that date rather than in installments. The award also accrues quarterly dividend equivalents in the form of additional RSUs when the company pays common stock dividends approved by the board, and those additional RSUs follow the same vesting schedule as the original grant. After this transaction, Bauer beneficially owned 8,759 derivative securities in the form of RSUs, held directly.