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Constellation Energy logoConstellation Energy CEG

Constellation announced that management changes will take effect upon the closing of its acquisition of Calpine Corporation on November 21, 2025. The company said the acquisition is expected to close in Q4 2025, subject to clearance by the Department of Justice and other customary closing conditions.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Constellation announced that management changes will take effect upon the closing of its acquisition of Calpine Corporation on November 21, 2025. The company said the acquisition is expected to close in Q4 2025, subject to clearance by the Department of Justice and other customary closing conditions.

  2. Constellation said that at the Effective Time, Daniel Eggers will be promoted to Senior Executive Vice President, Finance and Data Economy and will transition from Chief Financial Officer, and Shane Smith will be promoted to Chief Financial Officer. Smith's annual base salary is $725,000, his annual incentive program target opportunity is 85% of his base salary, and his long-term incentive target is $2,500,000.

  3. Constellation said Kathleen Barrón will retire in mid-2026 and at the Effective Time will transition from Chief Strategy and Growth Officer to Executive Vice President and Senior Advisor to the Constellation Chief Executive Officer. According to the press release, her responsibilities will be divided among other senior leaders upon closing of the acquisition.

  4. Constellation said Andrew Novotny of Calpine will become Senior Executive Vice President, Constellation Power Operations and President and Chief Executive Officer of Calpine, and will lead the Calpine business and Constellation's natural gas, hydro, solar and wind generation facilities. The company also said David Dardis, Bryan Hanson and Jim McHugh were promoted to senior executive vice presidents.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Management Changes Upon Closing of Calpine Acquisition

Constellation announced that management changes will take effect upon the closing of its acquisition of Calpine Corporation on November 21, 2025. The company said the acquisition is expected to close in Q4 2025, subject to clearance by the Department of Justice and other customary closing conditions.

Source · Based on the filing body and exhibits

Chief Financial Officer Transition and New CFO Compensation

Constellation said that at the Effective Time, Daniel Eggers will be promoted to Senior Executive Vice President, Finance and Data Economy and will transition from Chief Financial Officer, and Shane Smith will be promoted to Chief Financial Officer. Smith's annual base salary is $725,000, his annual incentive program target opportunity is 85% of his base salary, and his long-term incentive target is $2,500,000.

Source · Based on the filing body and exhibits

Kathleen Barrón Retirement and Role Transition

Constellation said Kathleen Barrón will retire in mid-2026 and at the Effective Time will transition from Chief Strategy and Growth Officer to Executive Vice President and Senior Advisor to the Constellation Chief Executive Officer. According to the press release, her responsibilities will be divided among other senior leaders upon closing of the acquisition.

Source · Based on the filing body and exhibits

Calpine Leadership Joins Constellation and Executive Promotions

Constellation said Andrew Novotny of Calpine will become Senior Executive Vice President, Constellation Power Operations and President and Chief Executive Officer of Calpine, and will lead the Calpine business and Constellation's natural gas, hydro, solar and wind generation facilities. The company also said David Dardis, Bryan Hanson and Jim McHugh were promoted to senior executive vice presidents.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.