Talen Energy (NASDAQ: TLN) subsidiary prices $2.69B in senior notes due 2034 and 2036

Rhea-AI Filing Summary

Talen Energy Corporation reported that its wholly owned subsidiary, Talen Energy Supply, LLC, has priced two large private senior note offerings. TES plans to issue $1.40 billion of 6.250% senior notes due 2034 and $1.29 billion of 6.500% senior notes due 2036 in offerings exempt from registration under the Securities Act. The company expects these offerings to close on October 27, 2025, subject to customary closing conditions. The terms were announced in a press release that is attached as an exhibit and incorporated by reference.

Insights

Corporate credit and capital structure analyst

Talen’s subsidiary prices $2.69B in high‑coupon long‑dated notes.

Talen Energy Supply, LLC, a wholly owned unit of Talen Energy Corporation, has priced two sizeable senior note tranches: $1.40 billion of 6.250% notes due 2034 and $1.29 billion of 6.500% notes due 2036. These are private offerings exempt from Securities Act registration, with closing expected on October 27, 2025 subject to customary conditions.

The relatively high stated coupons indicate investors are being compensated for perceived credit and/or interest rate risk, but the excerpt does not specify how Talen will use the proceeds, whether for refinancing existing obligations, funding projects, or general purposes. The notes sit at the senior level in the capital structure, which affects recovery expectations for different creditor classes.

The key next reference point is the expected closing on October 27, 2025, after which subsequent disclosures may clarify final terms, allocations, and any impact on debt maturity profiles and interest expense. Overall, this is a capital markets transaction with neutral directional implications based solely on the provided information.

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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

Date of Report (date of earliest event reported): October 10, 2025

Talen Energy Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-37388

47-1197305

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer Identification No.)

2929 Allen Pkwy, Suite 2200

Houston, TX 77019

(Address of principal executive offices) (Zip Code)

(888) 211-6011

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

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

Common stock, par value $0.001 per share

TLN

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 7.01. Regulation FD Disclosure.

On October 10, 2025, Talen Energy Corporation (the “Company”) issued a press release announcing that Talen Energy Supply, LLC (“TES”), a direct wholly owned subsidiary of the Company, had priced its previously announced offerings of $1.40 billion in aggregate principal amount of 6.250% senior notes due 2034 and $1.29 billion in aggregate principal amount of 6.500% senior notes due 2036 (the “Offerings”) in private offerings that are exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). The Offerings are expected to close on October 27, 2025, subject to customary closing conditions.

A copy of the press release announcing the pricing of the Offerings is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information provided under this Item 7.01 and in Exhibit 99.1 hereto is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.			Description.
99.1			Press Release announcing the pricing of the Offerings dated October 10, 2025.
104			Cover Page Interactive Data File (cover page XBRL tags embedded within the Inline XBRL document).

1

SIGNATURES

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.

									TALEN ENERGY CORPORATION
Date:			October 10, 2025			By:			/s/ Terry L. Nutt
						Name:			Terry L. Nutt
						Title:			Chief Financial Officer

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FAQ

What did Talen Energy Corporation (TLN) announce in this 8-K?

Talen Energy Corporation announced that its wholly owned subsidiary, Talen Energy Supply, LLC, has priced two private offerings of senior notes totaling $2.69 billion, with maturities in 2034 and 2036.

What are the details of the new Talen Energy senior notes?

Talen Energy Supply, LLC priced $1.40 billion of 6.250% senior notes due 2034 and $1.29 billion of 6.500% senior notes due 2036 in private offerings exempt from Securities Act registration.

When are Talen Energy’s new senior note offerings expected to close?

The offerings of the 2034 and 2036 senior notes are expected to close on October 27, 2025, subject to customary closing conditions.

Are Talen Energy’s new senior notes publicly registered securities?

No. The senior notes are being issued in private offerings that are exempt from the registration requirements of the Securities Act of 1933.

Which Talen Energy entity is issuing the new senior notes?

The notes are being issued by Talen Energy Supply, LLC, which is a direct wholly owned subsidiary of Talen Energy Corporation.

Where can investors find more details on Talen Energy’s note pricing?

More details are contained in the press release furnished as Exhibit 99.1 to the 8-K, which is incorporated by reference into the filing.