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    Constellation Energy Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/1/25 3:24:31 PM ET
    $CEG
    Electric Utilities: Central
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    Get the next $CEG alert in real time by email
    ceg-20250429
    Pennsylvania1310 Point StreetBaltimoreMaryland21231-3380(833)883-0162Pennsylvania200 Exelon WayKennett SquarePennsylvania19348-2473(833)883-0162☐00018682750001168165False00018682752025-04-292025-04-290001868275ceg:ConstellationEnergyGenerationLLCMember2025-04-292025-04-29

    UNITED STATES SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
    FORM8-K
    CURRENT REPORT
    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
    April 29, 2025
    Date of Report (Date of earliest event reported)
    Commission
    File Number
    Name of Registrant; State or Other Jurisdiction of Incorporation; Address of Principal Executive Offices; and Telephone NumberIRS Employer Identification Number
    001-41137CONSTELLATION ENERGY CORPORATION87-1210716
    (a Pennsylvania corporation)
    1310 Point Street
    Baltimore, Maryland 21231-3380
    (833) 883-0162
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
    ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
    Securities registered pursuant to Section 12(b) of the Act:
    Title of each classTrading Symbol(s)Name of each exchange on which registered
    CONSTELLATION ENERGY CORPORATION:
    Common Stock, without par value
    CEG
    The Nasdaq Stock Market LLC
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




    Section 5 – Corporate Governance and Management
    Item 5.07. Submission of Matters to a Vote of Security Holders

    The Annual Meeting of Shareholders (“Annual Meeting”) of Constellation Energy Corporation (“Constellation”) was held on April 29, 2025. Shareholders of record as of March 5, 2025, were entitled to receive notice and vote at the Annual Meeting.

    At the Annual Meeting, the shareholders:
    1.Elected five Class III director nominees to the Board of Directors, each for a term of one year;
    2.Approved, on an advisory basis, the approval of the compensation paid the named executive officers as disclosed in Constellation’s 2025 proxy statement; and
    3.Ratified the appointment of PricewaterhouseCoopers LLP as Constellation’s independent registered public accounting firm for 2025.
    The following tables present the votes cast with respect to each item of business presented at the meeting:

    Proposal 1. Election of Class III Directors
    DIRECTOR
    FOR
    WITHHOLD
    ABSTAIN
    BROKER NON-VOTE
    Yves de Balmann
    226,411,17816,710,035—29,314,667
    Robert Lawless
    216,021,02427,100,189—29,314,667
    Peter Oppenheimer
    240,711,0632,410,150—29,314,667
    Eileen Paterson
    239,839,3293,281,884—29,314,667
    John Richardson
    228,837,58814,283,625—29,314,667

    Proposal 2. Advisory Vote to Approve Compensation of our Named Executive Officers (Say-on-Pay)
    FOR
    AGAINST
    ABSTAIN
    BROKER NON-VOTE
    229,180,65313,030,845909,71529,314,667

    Proposal 3. Ratification of Independent Registered Public Accounting Firm
    FOR
    AGAINST
    ABSTAIN
    BROKER NON-VOTE
    271,284,216778,542373,122—







    SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
    CONSTELLATION ENERGY CORPORATION
    /s/ Arden T. Phillips
    Arden T. Phillips
    Corporate Secretary

    May 1, 2025


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