STOCK TITAN

Constellation Energy (CEG) director receives new deferred stock units award

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Constellation Energy Corp director Robert J. Lawless reported a compensation-related award of 556 shares of Common Stock (Deferred Stock Units) at $305.71 per share equivalent. These units are deferred stock-based compensation rather than an open-market purchase or sale.

After this award, Lawless held 51,340 deferred stock units of common stock directly and 1,091 shares of common stock, including approximately 262 shares acquired through quarterly automatic dividend reinvestments. He also held cash-settled phantom positions tied to Constellation Energy common stock, including 54,398 phantom share equivalents in a non-qualified deferred compensation plan and 56,111 phantom deferred stock units. Balances in these phantom accounts increase over time through additional credits from quarterly automatic dividend reinvestment features.

Positive

  • None.

Negative

  • None.
Insider LAWLESS ROBERT J
Role null
Type Security Shares Price Value
Grant/Award Common Stock (Deferred Stock Units) 556 $305.71 $170K
holding Phantom Deferred Stock Units -- -- --
holding Deferred Compensation - Phantom Share Equivalents -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock (Deferred Stock Units) — 51,340 shares (Direct, null); Phantom Deferred Stock Units — 56,111 shares (Direct, null); Deferred Compensation - Phantom Share Equivalents — 54,398 shares (Direct, null); Common Stock — 1,091 shares (Direct, null)
Footnotes (1)
  1. Balance includes approximately 262 shares acquired through quarterly automatic dividend reinvestments. Phantom deferred stock units converted from the legacy Constellation Energy Group Inc. Deferred Compensation Plan for Non-employee Directors (the "Plan") that will be settled in cash on a 1-for-1 basis using the year-end price of Constellation Energy Corporation common stock in the year of termination of the reporting person's service. Balance updated to reflect approximately 85 additional stock units credited through the quarterly automatic dividend reinvestment feature of the Plan. Phantom share equivalents acquired in the reporting person's Constellation Energy Corporation stock fund account that is part of a multi-fund, non-qualified deferred compensation plan and will be settled in cash on a 1-for-1 basis upon termination of the reporting person's service. The balance of phantom share equivalents may fluctuate due to periodic changes in the fund composition. Balance also reflects approximately 70 share equivalents accrued through quarterly automatic dividend reinvestments.
Deferred stock units granted 556 shares Common Stock (Deferred Stock Units) grant at $305.71
Grant reference price $305.71 per share Deferred Stock Units grant value
Deferred stock units held 51,340 units Common Stock (Deferred Stock Units) after transaction
Common shares held 1,091 shares Direct Constellation Energy common stock holding
Phantom share equivalents 54,398 equivalents Deferred Compensation - Phantom Share Equivalents underlying shares
Phantom deferred stock units 56,111 units Phantom Deferred Stock Units underlying shares
Dividend reinvestment common shares 262 shares Approximate shares from quarterly automatic dividend reinvestments
Additional phantom units from reinvestment 85 and 70 units Approximate additional phantom units from dividend reinvestments in two plans
Phantom deferred stock units financial
"Phantom deferred stock units converted from the legacy Constellation Energy Group Inc. Deferred Compensation Plan for Non-employee Directors"
Phantom deferred stock units are promises by a company to pay the cash value (or sometimes actual shares) tied to its stock at a future date rather than issuing real shares now; think of them as an IOU that tracks the company’s share price. They matter to investors because they create a future cash or accounting cost for the company without diluting existing ownership immediately, affecting reported profits and future cash flow when the promises become payable.
non-qualified deferred compensation plan financial
"stock fund account that is part of a multi-fund, non-qualified deferred compensation plan and will be settled in cash"
An arrangement where an employer agrees to pay part of an employee’s salary or bonus at a later date, often to attract or keep key staff. Think of it as a company IOU or a delayed paycheck held on the company’s books rather than in a protected retirement account; investors care because these promises create future cash obligations that are typically unsecured and depend on the company’s financial health, affecting risk, liabilities, and cash-flow planning.
automatic dividend reinvestments financial
"Balance includes approximately 262 shares acquired through quarterly automatic dividend reinvestments"
Deferred Compensation Plan for Non-employee Directors financial
"converted from the legacy Constellation Energy Group Inc. Deferred Compensation Plan for Non-employee Directors"
phantom share equivalents financial
"Phantom share equivalents acquired in the reporting person's Constellation Energy Corporation stock fund account"
SEC Form 4
FORM 4UNITED 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*
LAWLESS ROBERT J

(Last)(First)(Middle)
1310 POINT STREET

(Street)
BALTIMORE MARYLAND 21231

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Constellation Energy Corp [ CEG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock (Deferred Stock Units)04/28/2026A556A$305.7151,340(1)D
Common Stock1,091D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Deferred Stock Units(2) (2) (2)Common Stock56,111(2)56,111(2)D
Deferred Compensation - Phantom Share Equivalents(3) (3) (3)Common Stock54,398(3)54,398(3)D
Explanation of Responses:
1. Balance includes approximately 262 shares acquired through quarterly automatic dividend reinvestments.
2. Phantom deferred stock units converted from the legacy Constellation Energy Group Inc. Deferred Compensation Plan for Non-employee Directors (the "Plan") that will be settled in cash on a 1-for-1 basis using the year-end price of Constellation Energy Corporation common stock in the year of termination of the reporting person's service. Balance updated to reflect approximately 85 additional stock units credited through the quarterly automatic dividend reinvestment feature of the Plan.
3. Phantom share equivalents acquired in the reporting person's Constellation Energy Corporation stock fund account that is part of a multi-fund, non-qualified deferred compensation plan and will be settled in cash on a 1-for-1 basis upon termination of the reporting person's service. The balance of phantom share equivalents may fluctuate due to periodic changes in the fund composition. Balance also reflects approximately 70 share equivalents accrued through quarterly automatic dividend reinvestments.
/s/ Brian Buck, Attorney-in-Fact for Robert J. Lawless04/30/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did CEG director Robert J. Lawless report?

Robert J. Lawless reported receiving 556 shares of Common Stock as Deferred Stock Units at a value of $305.71 per share. This was a grant or award of stock-based compensation, not an open-market trade, and increases his deferred equity exposure to Constellation Energy.

How many Constellation Energy (CEG) deferred stock units does Robert J. Lawless hold?

Following the latest grant, Robert J. Lawless directly holds 51,340 Deferred Stock Units tied to Constellation Energy common stock. These units represent deferred director compensation and accumulate over time, including additional credits from quarterly automatic dividend reinvestment according to the plan footnotes.

How many Constellation Energy (CEG) common shares does Robert J. Lawless own directly?

Robert J. Lawless directly holds 1,091 shares of Constellation Energy common stock. This balance includes approximately 262 shares acquired through quarterly automatic dividend reinvestments, showing that a portion of his holdings grows automatically as dividends are reinvested under the applicable program.

What are the phantom deferred stock units reported by CEG director Robert J. Lawless?

Lawless holds 56,111 Phantom Deferred Stock Units and 54,398 Deferred Compensation Phantom Share Equivalents, each linked 1-for-1 to Constellation Energy common stock. These positions are part of non-qualified deferred compensation plans and will be settled in cash upon termination of his board service.

Did the CEG Form 4 for Robert J. Lawless disclose any stock sales?

The Form 4 for Robert J. Lawless did not report any open-market sales or purchases of Constellation Energy stock. It primarily shows a grant of 556 Deferred Stock Units and updated balances in his common stock, deferred stock units, and cash-settled phantom share equivalent accounts.