Welcome to our dedicated page for CONSTELLATION ENERGY SEC filings (Ticker: CEG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Constellation Energy Corporation (Nasdaq: CEG) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures, along with AI-powered summaries to help interpret complex documents. Constellation is a Fortune 200 utilities company that describes itself as the nation’s largest producer of reliable, emissions-free energy and the largest nuclear energy company in the U.S., making its SEC filings an important resource for investors analyzing CEG stock.
Among the key documents available are Form 8-K current reports, which Constellation uses to disclose material events. Recent 8-Ks include:
- A December 17, 2025 filing reporting the results of the PJM capacity auction for the 2027–2028 planning year, noting that each of the company’s power plants in the PJM market cleared and providing cleared capacity volumes by zone.
- A November 17, 2025 filing describing a DOE-guaranteed loan facility and related agreements with the Federal Financing Bank to support the restart and repowering of the Christopher M. Crane Clean Energy Center, an 835 MW nuclear generating station in Pennsylvania.
- Multiple 8-Ks covering leadership changes, board composition, and quarterly earnings press releases and investor presentations.
These filings complement Constellation’s press releases about its acquisition of Calpine Corporation, nuclear plant license renewals, digital modernization projects and other strategic initiatives. While those press releases appear as exhibits or are referenced in 8-Ks, the filings themselves provide the formal regulatory record of transactions, financing arrangements, capacity auction outcomes and governance changes.
On this page, users can review Constellation’s 8-Ks and, where available, other core SEC forms such as annual reports on Form 10-K, quarterly reports on Form 10-Q and proxy materials. Stock Titan’s AI tools summarize lengthy filings, highlight key terms in financing agreements, and surface notable items such as capacity auction disclosures, loan covenants and board actions, helping readers understand how these details relate to Constellation’s nuclear, natural gas and renewable generation portfolio and its competitive retail supply business.
For investors tracking CEG, this filings archive offers a structured way to examine how Constellation reports material events, regulatory approvals, capital structure changes and project-level financing that support its role in the U.S. electric power sector.
Harrington Charles L. reported acquisition or exercise transactions in this Form 4 filing.
Constellation Energy Corp director Charles L. Harrington received 130 phantom share equivalents tied to Constellation Energy Corp common stock as a compensation award. These deferred compensation units were valued at $279.25 per equivalent and increased his balance to 5,191 phantom share equivalents.
The phantom share equivalents are held in a Constellation Energy Corporation stock fund within a multi-fund, non-qualified deferred compensation plan and will be settled in cash on a 1-for-1 basis when his service ends. The balance can fluctuate with fund performance and also reflects about 7 additional share equivalents from dividend reinvestment on March 20, 2026.
Constellation Energy is outlining its 2026 business and earnings outlook and long‑term growth plan. The company is initiating 2026 adjusted operating earnings guidance of $11.00–$12.00 per share, based on 361 million diluted shares, and targets 20%+ base EPS growth from 2026–2029. Constellation plans about $3.9 billion of growth capital expenditures at double‑digit returns and has increased its total share repurchase authorization to $5.0 billion, alongside a dividend policy targeting 10% annual growth. Management highlights a roughly 55 GW generation fleet, large nuclear, natural gas and geothermal assets, and expects more than $4.0 billion of free cash flow before growth across 2026–2027 to fund deleveraging, growth projects and capital returns.
Constellation Energy Corp ownership update: 03/13/2026 amendment shows The Vanguard Group reports 0 shares beneficially owned of Common Stock, representing 0% of the class. The filing explains an internal realignment on 01/12/2026 that caused certain Vanguard subsidiaries and business divisions to report holdings separately in reliance on SEC Release No. 34-39538.
The disclosure states these subsidiaries pursue the same investment strategies previously used and that The Vanguard Group, Inc. no longer is deemed to beneficially own securities reported by those subsidiaries. The filing is administrative and reflects reporting structure changes rather than a trade.
Constellation Energy Corporation reported a board change. On March 23, 2026, director Alan Armstrong notified the Board of his resignation from the Board of Directors, and his resignation became effective the same day. The filing does not describe any related financial items or other corporate actions.
Constellation Energy Corporation has completed its acquisition of Calpine, making Calpine an indirect, wholly owned subsidiary. On January 7, 2026, Constellation closed the previously announced merger, with total consideration of approximately $22 billion, consisting of 50 million newly issued Constellation shares and $4.5 billion in cash.
Calpine’s 2025 audited statements show operating revenues of $14.3 billion and net income of $1.97 billion, with a large natural gas and geothermal fleet totaling about 28 GW of capacity. The filing also includes unaudited pro forma condensed combined financials for Constellation and Calpine for 2025, giving investors a view of the combined entity’s performance. Required divestitures in PJM and ERCOT, including several plants such as York 2 and Jack Fusco Energy Center, are noted as part of the regulatory approvals tied to the merger.
Constellation Energy Corporation is asking shareholders to vote at its virtual 2026 annual meeting on April 28, 2026, on electing twelve directors, approving executive pay on an advisory basis, ratifying PricewaterhouseCoopers as auditor, and a shareholder proposal the Board recommends voting against.
The company highlights very strong performance since its 2022 separation from Exelon, citing approximately 634% total shareholder return through 2025, and emphasizes a capital allocation plan that includes at least 10% annual dividend growth and $600 million remaining on its share repurchase program. On January 7, 2026, Constellation completed its acquisition of Calpine Corporation, creating a roughly 55 gigawatt fleet that provides about 10% of U.S. clean energy and can power the equivalent of 27 million homes.
The proxy details strategy focused on low‑emissions generation, a large commercial and industrial customer base, and community support, including a 20‑year nuclear power purchase agreement with Meta for 1,121 megawatts and commitments exceeding $340 million for environmental projects at the Conowingo Dam. Governance disclosures stress a nearly fully declassified, majority‑independent Board, four specialized committees, robust shareholder engagement, and a pay‑for‑performance program where most CEO and named executive officer compensation is at risk and tied to operating earnings, nuclear fleet capacity factor, free cash flow before growth, and relative total shareholder return.
Constellation Energy Corp executive Michael Koehler reported several equity award transactions and related share movements. On February 9, 2026, he received 1,941 restricted stock units (RSUs) and a 2023–2025 performance share award of 21,274 units under the company’s long-term incentive plan, then immediately converted the performance shares and other RSUs into a total of 24,650 shares of common stock. Some of these shares were delivered back to the issuer or withheld to cover taxes.
On March 1, 2026, Koehler received an additional 6,063 RSUs that cliff vest on March 1, 2029, and previously granted RSUs vested and were converted into 19,405 shares of common stock. Shares were again withheld for tax liabilities. After these transactions, he directly owned 53,289 shares of Constellation Energy common stock, along with multiple RSU awards that settle in stock over time and accrue dividend equivalents as described.
Constellation Energy Corporation files its annual report describing a large, primarily emissions‑free generation fleet and a transformative acquisition of Calpine Corporation completed on January 7, 2026.
Before the deal, Constellation owned 31,676 MW of capacity as of December 31, 2025, including about 22 GW of nuclear generation that produced 183 TWh of zero‑emissions electricity in 2025. Nuclear power supplied 68% of its total electric supply that year, supported by high fleet capacity factors near 95%.
The Calpine acquisition adds roughly 23 GW of natural gas and geothermal generation, about 62 TWh of additional retail load, and roughly 2,500 employees, creating what the company describes as the world’s largest private‑sector power producer with 55 GW of capacity. The report outlines growth opportunities from data centers, electrification, U.S. manufacturing onshoring, supportive nuclear policy, and state incentives for new dispatchable generation such as Texas’s TEF and Maryland’s Next Generation Energy Act.
Constellation Energy Corporation reported softer GAAP results but higher adjusted performance for 2025 while completing a transformative acquisition. GAAP earnings fell to $7.40 per share from $11.89 in 2024, mainly due to fair value and decommissioning-related items. Adjusted (non-GAAP) operating earnings rose to $9.39 per share from $8.67, reflecting favorable market conditions, higher Illinois banked ZEC revenues and favorable nuclear outages, partly offset by unfavorable nuclear PTC results.
For Q4 2025, GAAP EPS declined to $1.38 from $2.71, while adjusted EPS slipped modestly to $2.30 from $2.44. The company closed its acquisition of Calpine Corporation, expanded data-center agreements including a 380 MW deal with CyrusOne in Texas, and secured $1 billion in DOE loan guarantees to restart the Crane Clean Energy Center under a 20‑year PPA with Microsoft. Constellation also obtained long-term license extensions for its Clinton and Dresden nuclear plants and increased its annual dividend by 10%, declaring a quarterly dividend of $0.4265 per share.