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Exelon (EXC) CEO Butler nets large stock awards and sells shares at $43.91

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Exelon Corp President & CEO Calvin Butler Jr. reported multiple equity compensation events on February 2, 2026. Previously granted restricted stock units and performance shares converted into 198,151 shares of common stock, while new awards of 88,306 restricted stock units and 111,956 performance shares were granted under Exelon’s long-term incentive plan.

To cover taxes on these vestings, 82,268 shares of common stock were withheld at $43.91 per share. Butler also disposed of 31,793 common shares at $43.91 per share. After these transactions, he directly owned 262,584 Exelon common shares, plus 4,499 common shares in a 401(k) plan as of December 31, 2025.

Positive

  • None.

Negative

  • None.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
BUTLER CALVIN JR

(Last) (First) (Middle)
10 S DEARBORN STREET
54TH FLOOR

(Street)
CHICAGO IL 60603

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EXELON CORP [ EXC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/02/2026 M 23,558 A (1) 202,052 D
Common Stock 02/02/2026 M 31,986 A (1) 234,038 D
Common Stock 02/02/2026 M 30,651 A (1) 264,689 D
Common Stock 02/02/2026 M 111,956 A (2) 376,645 D
Common Stock 02/02/2026 F 82,268 D $43.91 294,377 D
Common Stock 02/02/2026 D 31,793 D $43.91 262,584 D
Common Stock 401k 4,499(3) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2023 Restricted Stock Units(4) (1) 02/02/2026 M 23,558 (1) (1) Common Stock 23,558 (1) 0 D
2024 Restricted Stock Units(5) (1) 02/02/2026 M 31,986 (1) (1) Common Stock 31,986 (1) 31,986 D
2025 Restricted Stock Units(6) (1) 02/02/2026 M 30,651 (1) (1) Common Stock 30,651 (1) 61,303 D
2026 Restricted Stock Units (1) 02/02/2026 A 88,306 (1) (1) Common Stock 88,306 $0 88,306 D
2023-2025 Performance Shares (2) 02/02/2026 A 111,956 (2) (2) Common Stock 111,956 $0 111,956 D
2023-2025 Performance Shares (2) 02/02/2026 M 111,956 (2) (2) Common Stock 111,956 (2) 0 D
Explanation of Responses:
1. Restricted stock unit (RSU) award granted under the Exelon Long-Term Incentive Plan (LTIP). Award vests in 1/3 increments at the January or February meeting of the Exelon Talent Management and Compensation Committee (TMCC) with each RSU representing the right to receive one share of Exelon common stock upon vesting. The award accrues additional RSUs each quarter through automatic dividend reinvestment, and the additional RSUs vest on the same schedule as the underlying award.
2. Performance share award granted under the LTIP for the three-year performance period referenced in Column 1 based upon the TMCC's determination of performance achieved for the period. Each performance share represents the right to receive one share or the cash equivalent of one share pursuant to the LTIP's terms with respect to individual stock ownership levels. Performance share awards vest immediately on their grant date.
3. Balance as of December 31, 2025.
4. Balance at the time of this vesting includes 843 additional shares acquired through automatic dividend reinvestment during 2025.
5. Balance at the time of this vesting includes 2,291 additional shares acquired through automatic dividend reinvestment during 2025.
6. Balance at the time of this vesting includes 3,292 additional shares acquired through automatic dividend reinvestment during 2025.
Remarks:
David T Skinner, attorney-in-fact for Calvin G Butler 02/04/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Exelon (EXC) CEO Calvin Butler report in this Form 4?

Calvin Butler reported vesting and grants of equity awards plus related share disposals. Several restricted stock unit and performance share awards converted into common stock, new long-term incentive awards were granted, and shares were withheld and sold mainly around tax and settlement for these compensation events.

How many Exelon (EXC) shares vested for Calvin Butler on February 2, 2026?

On February 2, 2026, 198,151 Exelon common shares came from vested awards. These shares resulted from previously granted restricted stock units and performance shares under Exelon’s long-term incentive plan once vesting or performance conditions were met and were settled in common stock.

What new equity awards did Exelon (EXC) grant to its CEO in this filing?

Exelon granted Calvin Butler 88,306 restricted stock units and 111,956 performance shares. These derivative awards were issued under the Exelon Long-Term Incentive Plan, with each unit or performance share representing the right to receive one Exelon common share or equivalent value under the plan’s terms.

How many Exelon (EXC) shares were sold or withheld, and at what price?

A total of 82,268 Exelon shares were withheld at $43.91 per share, primarily for tax obligations on vesting. Separately, 31,793 Exelon common shares were disposed of at the same $43.91 price, reflecting an open-market style sale or similar transaction reported as a disposition.

How many Exelon (EXC) shares does Calvin Butler own after these transactions?

Following the reported transactions, Calvin Butler directly owned 262,584 Exelon common shares. In addition, a separate 401(k) position held 4,499 Exelon common shares as of December 31, 2025, reflecting retirement-plan holdings apart from his direct share ownership.

What are Exelon (EXC) restricted stock units and performance shares in this report?

Restricted stock units and performance shares are equity-based awards granted under Exelon’s Long-Term Incentive Plan. RSUs typically vest over time into one Exelon share each, while performance shares settle in shares or cash based on achieving three-year performance targets and stock ownership guidelines.
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43.79B
1.01B
0.12%
88.84%
2.46%
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