Talen Energy (TLN) grants CAO time- and performance-based stock units

Rhea-AI Filing Summary

Wright Andrew M reported acquisition or exercise transactions in this Form 4 filing.

Talen Energy Corp reported new equity awards to Chief Administrative Officer Andrew M. Wright. On February 26, 2026, he received 3,450 2026 Restricted Stock Units and 16,096 2026 Performance-Based Restricted Stock Units at a stated price of $0.00 per unit.

The RSUs were granted under the company’s 2023 Equity Incentive Plan and each unit represents a contingent right to one share of common stock or its cash equivalent. Portions of the RSUs are scheduled to vest on February 25, 2027, February 25, 2028, and February 25, 2029, subject to continued service.

The performance-based units vest only if both continued service and specific performance goals are met. Performance will be measured as of February 25, 2028 for 6,438 units and February 25, 2029 for 9,658 units. The actual PSUs that vest can range from 0% to 200% of target, with potential additional PSUs tied to a 3% market capitalization pool above the maximum performance level, and the 16,096 units reported reflect the maximum level. Following these awards, Wright’s directly held common stock position is reported as 12,261 shares, which includes 117 shares purchased through the 2025 Employee Stock Purchase Plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Wright Andrew M

Role Chief Administrative Officer

Type	Security	Shares	Price	Value
Grant/Award	2026 Restricted Stock Units	3,450	$0.00	--
Grant/Award	2026 Performance-Based Restricted Stock Units	16,096	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: 2026 Restricted Stock Units — 3,450 shares (Direct); 2026 Performance-Based Restricted Stock Units — 16,096 shares (Direct); Common Stock — 12,261 shares (Direct)

Footnotes (1)

1. Includes 117 shares of common stock, par value $0.001 ("common stock"), of Talen Energy Corporation (the "Company") purchased from the 2025 Talen Energy Corporation Employee Stock Purchase Plan on June 30, 2025. Each Restricted Stock Unit ("RSU") was issued under the Talen Energy Corporation 2023 Equity Incentive Plan (the "Plan") and represents a contingent right to receive one share of common stock of the Company or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Company's Board of Directors (the "Committee") pursuant to the terms of the Plan. Represents 1,380 RSUs that will vest on February 25, 2027, 1,380 RSUs that will vest on February 25, 2028 and 690 RSUs that will vest on February 25, 2029, in each case subject to the reporting person's continued service. Each Performance-Based Restricted Stock Unit ("PSU") was issued under the Plan and represents a contingent right to receive one share of common stock or its cash equivalent, as determined at the time of settlement by the Committee pursuant to the terms of the Plan. Represents PSUs that will vest subject to the reporting person's (i) continued service and (ii) achievement of applicable performance goals. 6,438 of the PSUs will be eligible to vest based on performance as of February 25, 2028 and 9,658 of the PSUs will be eligible to vest based on performance as of February 25, 2029. The number of PSUs that vest can range from 0% to 200% of the target number of PSUs subject to the award, plus, if the maximum performance level is exceeded, an additional number of PSUs in an amount equal to the reporting person's proportionate share among the participating executive officers of 3% of the Company's market capitalization above the maximum performance level. The numbers of PSUs and shares of common stock in this row represent the maximum level of performance (or 200%) for each award.

Form 4 Insider Transactions: What Each Field Means →

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^*

Wright Andrew M

(Last) (First) (Middle)

2929 ALLEN PKWY, SUITE 2200

(Street)

HOUSTON TX 77019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Talen Energy Corp [ TLN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Administrative Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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								12,261(1)	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
2026 Restricted Stock Units	(2)	02/26/2026		A		3,450		(3)	(3)	Common Stock	3,450	$0	3,450	D
2026 Performance-Based Restricted Stock Units	(4)	02/26/2026		A		16,096		(5)	(5)	Common Stock	16,096	$0	16,096	D

Explanation of Responses:

1. Includes 117 shares of common stock, par value $0.001 ("common stock"), of Talen Energy Corporation (the "Company") purchased from the 2025 Talen Energy Corporation Employee Stock Purchase Plan on June 30, 2025.

2. Each Restricted Stock Unit ("RSU") was issued under the Talen Energy Corporation 2023 Equity Incentive Plan (the "Plan") and represents a contingent right to receive one share of common stock of the Company or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Company's Board of Directors (the "Committee") pursuant to the terms of the Plan.

3. Represents 1,380 RSUs that will vest on February 25, 2027, 1,380 RSUs that will vest on February 25, 2028 and 690 RSUs that will vest on February 25, 2029, in each case subject to the reporting person's continued service.

4. Each Performance-Based Restricted Stock Unit ("PSU") was issued under the Plan and represents a contingent right to receive one share of common stock or its cash equivalent, as determined at the time of settlement by the Committee pursuant to the terms of the Plan.

5. Represents PSUs that will vest subject to the reporting person's (i) continued service and (ii) achievement of applicable performance goals. 6,438 of the PSUs will be eligible to vest based on performance as of February 25, 2028 and 9,658 of the PSUs will be eligible to vest based on performance as of February 25, 2029. The number of PSUs that vest can range from 0% to 200% of the target number of PSUs subject to the award, plus, if the maximum performance level is exceeded, an additional number of PSUs in an amount equal to the reporting person's proportionate share among the participating executive officers of 3% of the Company's market capitalization above the maximum performance level. The numbers of PSUs and shares of common stock in this row represent the maximum level of performance (or 200%) for each award.

Remarks:

	/s/ John C. Wander, attorney-in-fact	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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.
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FAQ

What equity awards did Talen Energy (TLN) grant to its Chief Administrative Officer?

Talen Energy granted its Chief Administrative Officer Andrew M. Wright 3,450 Restricted Stock Units and 16,096 Performance-Based Restricted Stock Units. These awards were issued under the 2023 Equity Incentive Plan and each unit represents a contingent right to one share of common stock or an equivalent cash amount.

How do the new RSU awards for Talen Energy (TLN) vest over time?

The 3,450 Restricted Stock Units vest in three tranches: 1,380 units on February 25, 2027, 1,380 units on February 25, 2028, and 690 units on February 25, 2029. Each vesting date requires Andrew M. Wright’s continued service with Talen Energy Corporation.

What performance conditions apply to Talen Energy (TLN) performance-based RSUs?

The 16,096 performance-based RSUs vest only if continued service and specific performance goals are achieved. Performance is evaluated as of February 25, 2028 for 6,438 units and February 25, 2029 for 9,658 units, with actual vesting ranging from 0% to 200% of target.

Why does the Talen Energy (TLN) filing state 16,096 performance-based RSUs as the amount?

The 16,096 performance-based units represent the maximum, or 200%, performance outcome for the awards. The filing explains that actual vesting can range from 0% to 200% of target, with these disclosed numbers reflecting the highest potential number of PSUs for each grant.

Can Talen Energy (TLN) performance-based RSUs exceed the stated maximum amount?

The filing notes that if maximum performance is exceeded, additional PSUs may be earned. That additional amount equals Andrew M. Wright’s proportionate share among participating executives of 3% of the company’s market capitalization above the maximum performance level, increasing potential PSU payouts.

What does the Talen Energy (TLN) Form 4 say about Andrew Wright’s current common stock holdings?

After the reported transactions, Andrew M. Wright directly holds 12,261 shares of Talen Energy common stock. This figure includes 117 shares purchased through the 2025 Talen Energy Corporation Employee Stock Purchase Plan on June 30, 2025, as described in the filing footnotes.

How can Talen Energy (TLN) settle the RSUs and PSUs granted to its CAO?

Each RSU and PSU can be settled in either one share of Talen Energy common stock or its cash equivalent. The Compensation Committee determines the settlement form at the time of settlement, in accordance with the terms of the company’s 2023 Equity Incentive Plan.