Every 8-K that Talen Energy Corporation (TLN) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow TLN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TLN filings page.
Talen Energy Corp. named Terry L. Nutt its next CEO and President, effective January 1, 2027, when he will also join the board. Current CEO Mark “Mac” A. McFarland will step down and leave the board then, serve as senior advisor through March 1, 2027, and retire.
On September 25, Talen Energy Marketing, an indirect wholly owned subsidiary, transferred rights to future cash flows from PJM-cleared capacity for the 2027/2028 and 2028/2029 delivery years: approximately 6.5 GW and 6.0 GW, with aggregate revenues of approximately $1.5 billion. TEM was advanced proceeds equal to the aggregate capacity revenues less a rate of SOFR plus 200 basis points. Talen retains plant operations and the obligation to perform as a PJM generation capacity resource, rights to any earned capacity performance bonuses, and risks associated with deficiency penalties; the transaction excludes energy sales.
Talen entered $1.5 billion accelerated share repurchase agreements and will initially receive approximately 4.0 million shares, about 80% of the expected total using the September 28, 2026 market-close price assumption. Final settlement is expected no later than the first quarter of 2027. The $3.0 billion repurchase authorization runs through December 31, 2028, with $1.5 billion remaining for further repurchases; 47.3 million shares were outstanding as of September 28, 2026.
Talen Energy Corporation filed an amended report to add detailed financial statements and pro forma information for its previously completed Cornerstone Acquisition from Energy Capital Partners. Talen bought three PJM-region natural gas facilities (Lawrenceburg, Waterford, Darby) with a combined nameplate capacity above 2,500 MW.
The aggregate purchase price was $3.5 billion, consisting of $2.6 billion in cash and 2,399,998 Talen common shares valued at $927 million at closing. Cornerstone’s audited 2025 results show $323.2 million in operating revenues, operating income of $62.9 million, and a small net loss of $3.0 million, on total assets of $2.85 billion and long-term debt of about $1.36 billion.
Unaudited Q1 2026 results for Cornerstone show operating revenues of $262.0 million, net income of $33.6 million and cash from operations of $81.7 million, reflecting strong cash generation but also significant use of derivatives, which produced sizable hedge losses recorded in revenue and operating expense. Pro forma combined statements of operations for 2025 and the first half of 2026 are provided to show Talen’s results as if the acquisition had been in place earlier.
Talen Energy Corporation reported Q2 2026 results with a GAAP net loss attributable to stockholders of $92 million, compared with $72 million of income a year earlier, largely due to unrealized losses on derivative instruments and higher interest expense. Underlying performance strengthened, with Adjusted EBITDA at $374 million versus $90 million in Q2 2025 and Adjusted Free Cash Flow at $212 million versus negative $78 million, driven by higher energy and capacity revenues and lower income tax payments.
For the first half of 2026, Adjusted EBITDA reached $847 million and Adjusted Free Cash Flow $562 million. Talen raised its 2026 outlook to Adjusted EBITDA of $2,025–$2,225 million and Adjusted Free Cash Flow of $1,200–$1,350 million, excluding Keystone from July 1, 2026. The company completed the Cornerstone Acquisition, adding about 2.6 GW of generation, issued $4.0 billion of new senior unsecured notes, upsized credit facilities, repurchased 550,000 shares for about $200 million in Q2 (15 million shares since 2024), and reported approximately $1.9 billion of available liquidity as of July 31, 2026, while maintaining a target of net leverage below 3.5x.
Talen Energy Corporation reported its results from the PJM Base Residual Auction for the 2028/2029 planning year.
The company cleared 10,180 megawatts at a clearing price of $325 per megawatt-day across the PJM Interconnection Regional Transmission Organization, which it states equates to approximately $1,208 million in capacity revenues for the planning year running from June 1, 2028 through May 31, 2029.
Talen describes itself as a leading independent power producer and energy infrastructure company that owns and operates approximately 15.6 gigawatts of U.S. power infrastructure, including 2.2 gigawatts of nuclear generation.
Talen Energy Corporation filed a second amendment to an earlier current report to add 2025 unaudited pro forma results reflecting its acquisitions of the Freedom and Guernsey natural gas plants and related financing. The plants add 1,045 MW and 1,836 MW of generation capacity in Pennsylvania and Ohio.
The aggregate purchase price for the acquisitions was $3.8 billion, funded with $1.4 billion unsecured notes due 2034, $1.3 billion unsecured notes due 2036, and a new $1.2 billion senior secured term loan B. Talen also increased its revolving credit facility from $700 million to $900 million and upsized its letter of credit facility from $900 million to $1.1 billion, extending that facility’s maturity to December 2027.
The 2025 unaudited pro forma statement of operations shows combined operating revenues of $3,346 million and a net loss attributable to stockholders of $146 million, or $(3.20) per basic and diluted share, compared with Talen’s historical 2025 loss of $219 million, or $(4.79) per share. Pro forma interest expense includes $211 million associated with the new financing, and the company discloses the impact of changes in interest rates on its variable-rate term loan.
Talen Energy Corporation has closed its previously announced acquisition of three gas-fired plants in Indiana and Ohio from Energy Capital Partners for $3.45 billion, paid with approximately $2.55 billion in cash and 2,399,998 shares of common stock.
The Lawrenceburg, Waterford and Darby facilities add a combined 2,451 MW of generation in the western PJM market and are described as immediately accretive, adding over 15% to cash flow per share and supporting a goal of more than $40 in annual free cash flow per share by 2028.
Funding included April 2026 Senior Unsecured Notes and larger credit facilities, with Talen estimating over $40 million in annual interest savings and nearly $1.00 of added free cash flow per share from related debt refinancing. The equity issued to ECP is subject to registration rights and staged lock-ups of 90 and 180 days.
Talen Energy Corporation disclosed that its subsidiary Talen Energy Supply, LLC amended its credit agreement on May 20, 2026. The amendment reprices an existing $846 million senior secured term loan B facility and extends its maturity from May 2030 to November 2032, reprices an existing $839 million senior secured term loan B facility, and reprices a $900 million senior secured revolving credit facility.
Under the amended terms, the term loan facilities now bear interest at either a base rate plus an Applicable ABR Margin reduced to 0.75%, or Adjusted Term SOFR plus an Applicable Term SOFR Margin reduced to 1.75%. The revolving credit facility will bear interest at a base rate plus an Applicable ABR Margin reduced to 0.50%, or Adjusted Term SOFR plus an Applicable Term SOFR Margin reduced to 1.50%. Other key terms, including covenants, guarantees and events of default, remain substantially the same as before the amendment.
Talen Energy Corporation reported the results of its 2026 Annual Meeting of Stockholders held on May 5, 2026. Stockholders elected seven directors, including Stephen Schaefer and Mark “Mac” McFarland, each receiving over 37.7 million votes in favor, with broker non-votes reported separately.
Stockholders also approved, on a non-binding advisory basis, the Company’s 2025 named executive officer compensation, with 37,249,405 votes for and 1,255,073 against. In addition, they ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026, with 40,647,482 votes for and 94,497 against.
Talen Energy reported a strong turnaround for the first quarter of 2026, with GAAP Net Income of $63 million versus a loss a year earlier. Adjusted EBITDA rose to $473 million and Adjusted Free Cash Flow reached $350 million, driven mainly by higher capacity and energy revenues after fuel costs.
The company reaffirmed its full-year 2026 guidance for Adjusted EBITDA of $1.75 billion–$2.05 billion and Adjusted Free Cash Flow of $980 million–$1.18 billion, excluding its pending Cornerstone Acquisition. That deal adds three gas-fired plants totaling about 2.45 GW in Indiana and Ohio and is expected to close early in the second half of 2026, subject to regulatory approvals.
Talen raised $4 billion of new senior unsecured notes in April to fund the Cornerstone Acquisition and redeem $1.2 billion of 8.625% Senior Secured Notes, expecting more than $40 million in annual interest savings. As of March 31, 2026, total available liquidity was approximately $1.9 billion, and the company had hedged about 85% of expected 2026 generation volumes.
Talen Energy Corporation reported that its subsidiary Talen Energy Supply, LLC has priced two large senior note offerings in private placements. TES will issue $1.5 billion of 6.125% senior notes due 2031 and $2.5 billion of 6.375% senior notes due 2033, with closing expected on April 29, 2026, subject to customary conditions.
The company plans to use the net proceeds mainly to fund a previously announced acquisition of 2,451 megawatts of generation capacity across three gas-fired plants and to redeem in full its outstanding 8.625% Senior Secured Notes due 2030. If the acquisition is not completed by the contractual Outside Date, a large portion of the new notes will be redeemed at 100% of issue price plus accrued interest under a special mandatory redemption feature.
Talen Energy reported a 2025 GAAP net loss attributable to stockholders of $(219) million, down from $998 million in 2024, mainly because 2024 included large asset sale gains and 2025 reflected a $501 million stock-based compensation charge.
Underlying operations strengthened, with 2025 Adjusted EBITDA rising to $1,035 million from $770 million and Adjusted Free Cash Flow increasing to $524 million from $283 million, helped by higher capacity and energy revenues. Management reaffirmed 2026 guidance for Adjusted EBITDA of $1,750–$2,050 million and Adjusted Free Cash Flow of $980–$1,180 million, excluding the Cornerstone Acquisition.
Talen closed the Freedom and Guernsey acquisitions for $3.8 billion in cash, adding about 2.8 GW of baseload capacity funded with new debt. It also agreed to buy the Waterford, Darby and Lawrenceburg plants for $3.45 billion (including $2.55 billion cash and 2,400,000 shares), targeting net leverage below 3.5% net debt-to-Adjusted EBITDA by year-end 2026 and reporting about $2.1 billion of liquidity as of February 20, 2026.
Talen Energy Corporation filed an amended current report to add detailed financial statements and pro forma information for its previously closed power plant acquisitions. Talen bought the Freedom Generating Station (1,045 MW) and Guernsey Power Station (1,836 MW) from Caithness Energy for approximately $3.5 billion.
For the nine months ended September 30, 2025, Moxie Freedom LLC generated $246.8 million in electricity revenue and $51.9 million in net income, while Guernsey Power Holdings, LLC produced $437.0 million in electricity revenue and $71.7 million in net income. The filing also includes unaudited pro forma combined financials showing Talen’s results as if these plants had been owned earlier.
Talen Energy Corporation agreed to acquire Cornerstone Generation Holdings’ parent entities in a $3.45 billion deal. The purchase price includes approximately $2.55 billion in cash, subject to customary adjustments, plus 2,400,000 shares of Talen common stock issued as consideration. Through this transaction, Talen will indirectly own three natural gas power plants: a 480 MW combustion turbine facility in Ohio, a 1,218 MW combined cycle gas facility in Indiana, and an 869 MW combined cycle gas facility in Ohio.
Closing depends on customary conditions, including required regulatory approvals. At closing, Talen and the sellers will enter a registration rights agreement under which Talen will register the resale of the stock portion of the consideration, with additional demand and piggy-back rights and lock-ups of 90 days on half of the shares and 180 days on the rest. Talen also announced the deal in a press release and scheduled an investor call to discuss the acquisition.
Talen Energy Corporation filed a current report to share that it has released information about its results in the PJM Base Residual Auction for the 2027/2028 planning year. The company furnished a press release as an exhibit, which contains the details of those auction results.
The auction outcomes relate to Talen’s participation in the PJM capacity market, which helps determine how its power assets may be compensated for being available to serve future electricity demand. The press release is provided for informational purposes and is expressly furnished rather than filed, meaning it is not subject to certain Exchange Act liability provisions and is not automatically incorporated into other securities law documents.
Talen Energy Corporation is reshaping its senior leadership team and extending key executive employment agreements as part of ongoing succession and retention planning. The board prolonged CEO Mark “Mac” McFarland’s contract through February 2027 with automatic one-year renewals and elevated Terry Nutt to President, Cole Muller to Chief Financial Officer, Brad Berryman to Chief Operating Officer, and Dale Lebsack to Chief Asset Development Officer, all effective immediately. General Counsel John Wander plans to retire at the end of June 2026 and will transition to a Senior Advisor role.
New amended employment agreements set higher pay and performance-linked incentives, including a salary of $1,400,000 for Mr. McFarland with a target short-term bonus of 135% and long-term incentives at 700% of salary. A portion of 2026 PSUs and RSUs will be partially cash-settled and any shares received will be locked up through November 13, 2026. The contracts also define severance and change-of-control protections, with potential cash payouts up to 2.99 times salary and target bonus, and impose non-compete and non-solicitation obligations for one year after employment.
Talen Energy Corporation completed two major power plant acquisitions through its subsidiary Talen Generation. The company closed the purchase of the 1,045 MW Freedom Generating Station in Pennsylvania for approximately $1.5 billion and the 1,836 MW Guernsey Power Station in Ohio for approximately $2.3 billion, with final prices subject to customary post-closing adjustments.
To support these transactions, Talen’s subsidiary Talen Energy Supply entered into a fifth amendment to its credit agreement. This amendment increased the revolving credit facility from $700 million to $900 million, upsized the stand-alone letter of credit facility from $900 million to $1.1 billion, and added a new $1.2 billion senior secured term loan B maturing on November 25, 2032. Net proceeds from this new term loan, together with $2.65 billion of net proceeds from previously issued 2034 and 2036 senior notes, funded the acquisition purchase prices and related closing transactions.
In connection with the closing, the acquired entities also agreed to unconditionally guarantee Talen Energy Supply’s obligations under its 2030, 2034 and 2036 note indentures, strengthening the guarantee structure around these debt instruments.
Talen Energy Corporation (TLN) furnished a press release announcing its third quarter 2025 financial and operating results under Item 2.02. The release is provided as Exhibit 99.1 and is designated as furnished, not filed, under the Exchange Act.
The company’s common stock trades on the Nasdaq Global Select Market under the symbol TLN. An Inline XBRL cover page is included as Exhibit 104.
Talen Energy Corporation reported that its subsidiary, Talen Energy Supply, completed private offerings of $1.40 billion of 6.250% senior notes due 2034 and $1.29 billion of 6.500% senior notes due 2036. The notes are guaranteed by certain current and future wholly owned domestic subsidiaries and include customary negative and affirmative covenants without financial covenants.
The company intends to use the net proceeds, together with a $1.2 billion senior secured term loan B, to fund acquisitions of the 1,045 MW Freedom Energy Center in Pennsylvania and the 1,836 MW Guernsey Power Station in Ohio. The indentures include mandatory redemption provisions if one or both acquisitions are not completed. Interest is payable semi-annually on February 1 and August 1, commencing August 1, 2026, with maturities on February 1, 2034 and February 1, 2036.
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.
Talen Energy Corporation provided an update on major financing and acquisitions. Its subsidiary Talen Energy Supply priced a new $1.2 billion senior secured term loan B, with interest set at the Secured Overnight Financing Rate plus 200 basis points.
The company also reiterated plans to buy the 1,045 MW Freedom Energy Center for $1.46 billion and the 1,836 MW Guernsey Power Station for $2.33 billion, both natural gas-fired plants. After discussions with the U.S. Department of Justice, Talen withdrew and will refile its antitrust notification to restart the review period and provide more information. Either party may terminate if a deal is not closed by July 17, 2026, extendable to January 17, 2027 for pending approvals, with potential termination fees of about $63 million for Freedom and $100 million for Guernsey. The company currently expects both acquisitions to close in the first quarter of 2026, but closing is not assured.
Talen Energy Corp. sold zero-emission nuclear production tax credits generated in 2024 from its Susquehanna plant for $191.2 million in cash, with Citi as placement agent. The sale converts tax-credit value into immediate liquidity.
The company also launched a $1.2B senior secured Term Loan B facility through its subsidiary Talen Energy Supply, LLC (TES). To support the new facility, historical audited and unaudited financial statements for related subsidiaries (Moxie Freedom LLC and Guernsey Power Holdings, LLC) are being furnished as exhibits.
Talen Energy Corporation increased the remaining authorization under its share repurchase program to $2 billion and extended the program’s expiration from December 31, 2026 to December 31, 2028. This includes an additional $1.005 billion of potential common stock repurchases, subject to closing the Freedom and Guernsey acquisitions, which are each expected to close before year end 2025.
Talen has already repurchased approximately 23% of its initially outstanding common shares for a total of $2 billion, excluding transaction costs and excise taxes, and plans to fund further buybacks with cash on hand and cash generated from operations. The company also furnished an investor day presentation, which is available via its investor relations website.