Were the Talen Energy (TLN) insider share dispositions open-market sales?

No, the 2,911-share disposition was an exempt transaction to Talen Energy under Rule 16b-3(e), used to cover tax withholding from RSU vesting. It was not an open-market sale and does not represent discretionary trading in the company’s stock.

Talen Energy (TLN) CDO’s RSUs vest as shares remitted for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Talen Energy Corp Chief Development Officer Darren J. Olagues reported equity compensation activity tied to vested restricted stock units. RSUs granted on October 2, 2024 under the 2023 Equity Incentive Plan cliff vested on May 17, 2026, with 60% of the after-tax value settled in cash. In connection with vesting, he exercised derivative securities into common stock and remitted 2,911 shares to the company to cover tax withholding obligations. After these tax-withholding dispositions, he holds 4,601 shares of Talen Energy common stock directly.

Insider Trade Summary

18,487 shares exercised/converted

Mixed 3 txns

Insider Olagues Darren J

Role Chief Development Officer

Type	Security	Shares	Price	Value
Exercise	2023 Restricted Stock Units	18,487	$0.00	--
Exercise	Common Stock	7,395	$0.00	--
Tax Withholding	Common Stock	2,911	$324.21	$944K

Holdings After Transaction: 2023 Restricted Stock Units — 0 shares (Direct, null); Common Stock — 7,512 shares (Direct, null)

Footnotes (1)

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, par value $0.001 ("common stock") of Talen Energy Corporation (the "Company") or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Company's Board of Directors pursuant to the terms of the Plan. The reporting person's RSUs were granted on October 2, 2024 and the reporting person's RSUs cliff vested on May 17, 2026, with 60% of the after-tax value of such RSUs settled in cash. In an exempt disposition to the Company under Rule 16b-3(e), the reporting person remitted shares to the Company in connection with the satisfaction of tax withholding obligations arising out of the vesting of the RSUs.

Key Figures

Tax-withholding shares: 2,911 shares at $324.21 RSUs exercised: 18,487 units Post-transaction holdings: 4,601 shares +2 more

5 metrics

Tax-withholding shares 2,911 shares at $324.21 Shares remitted to company for tax withholding on May 22, 2026

RSUs exercised 18,487 units 2023 Restricted Stock Units exercised/converted in derivative transaction

Post-transaction holdings 4,601 shares Common stock directly held after tax-withholding disposition

Equity incentive exercise count 1 exercise Derivative exercise/conversion event in transaction summary

Tax withholding count 1 disposition Exempt disposition under Rule 16b-3(e) for withholding

Key Terms

Restricted Stock Unit, 2023 Equity Incentive Plan, Rule 16b-3(e), cliff vested, +1 more

5 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit ("RSU") was issued under the Talen Energy Corporation 2023 Equity Incentive Plan"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

2023 Equity Incentive Plan financial

"issued under the Talen Energy Corporation 2023 Equity Incentive Plan (the "Plan")"

Rule 16b-3(e) regulatory

"In an exempt disposition to the Company under Rule 16b-3(e), the reporting person remitted shares"

cliff vested financial

"the reporting person's RSUs cliff vested on May 17, 2026"

after-tax value financial

"with 60% of the after-tax value of such RSUs settled in cash"

Form 4 Insider Transactions: What Each Field Means →

05/27/2026 - 06:31 PM

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^*

Olagues Darren J

(Last)

(First)

(Middle)

2929 ALLEN PKWY, SUITE 2200

(Street)

HOUSTON

TEXAS

77019

(City)

(State)

(Zip)

UNITED STATES

(Country)

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 Development Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/22/2026		M		7,395	A	⁽¹⁾	7,512	D
Common Stock	05/22/2026		F⁽²⁾		2,911	D	$324.21	4,601	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
2023 Restricted Stock Units	⁽¹⁾	05/22/2026		M			18,487	⁽¹⁾	⁽¹⁾	Common Stock	18,487	$0	0	D

Explanation of Responses:

1. 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, par value $0.001 ("common stock") of Talen Energy Corporation (the "Company") or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Company's Board of Directors pursuant to the terms of the Plan. The reporting person's RSUs were granted on October 2, 2024 and the reporting person's RSUs cliff vested on May 17, 2026, with 60% of the after-tax value of such RSUs settled in cash.

2. In an exempt disposition to the Company under Rule 16b-3(e), the reporting person remitted shares to the Company in connection with the satisfaction of tax withholding obligations arising out of the vesting of the RSUs.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Daniel J. Kelly, attorney-in-fact	05/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Talen Energy Corp (TLN) report for Darren J. Olagues?

Talen Energy Corp reported that Chief Development Officer Darren J. Olagues had restricted stock units vest and convert into common stock, and he remitted 2,911 shares back to the company to satisfy tax withholding obligations, a common feature of equity compensation programs.

How many Talen Energy (TLN) shares does Darren J. Olagues hold after these transactions?

Following the tax-withholding disposition and RSU-related exercises, Chief Development Officer Darren J. Olagues directly holds 4,601 shares of Talen Energy common stock, according to the reported post-transaction ownership figure in the insider filing data provided.

What are the key terms of Darren Olagues’ 2023 RSUs at Talen Energy (TLN)?

Each RSU represents a contingent right to receive one share of common stock or its cash equivalent. The RSUs were granted on October 2, 2024, under the 2023 Equity Incentive Plan and cliff vested on May 17, 2026, with 60% of after-tax value settled in cash.

How many restricted stock units did Darren Olagues exercise at Talen Energy (TLN)?

The filing shows a derivative transaction for 18,487 2023 Restricted Stock Units that were exercised or converted in connection with vesting. These RSUs were granted under Talen Energy’s 2023 Equity Incentive Plan and settled partly in common stock and partly in cash after taxes.

What does Rule 16b-3(e) exemption mean for this Talen Energy (TLN) Form 4?

Rule 16b-3(e) allows certain transactions between an issuer and its officers or directors to be exempt from short-swing profit rules. Here, it applies to Darren Olagues’ remittance of 2,911 shares to Talen Energy to satisfy tax withholding from RSU vesting.