SEC Form 10-Q filed by Constellation Energy Corporation

5/9/24 11:00:35 AM ET

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ceg-20240331

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission
File Number

Name of Registrant; State or Other Jurisdiction of Incorporation; Address of Principal Executive Offices; and Telephone Number

IRS Employer Identification Number

001-41137

CONSTELLATION ENERGY CORPORATION

87-1210716

(a Pennsylvania corporation)

1310 Point Street

Baltimore, Maryland 21231-3380

(833) 883-0162

333-85496

CONSTELLATION ENERGY GENERATION, LLC

23-3064219

(a Pennsylvania limited liability company)

200 Exelon Way

Kennett Square, Pennsylvania 19348-2473

(833) 883-0162

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading 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 (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Constellation Energy Corporation

Yes

☐

Constellation Energy Generation, LLC

Yes

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Constellation Energy Corporation

Large Accelerated Filer

Accelerated Filer

☐

Non-accelerated Filer

☐

Smaller Reporting Company

☐

Emerging Growth Company

☐

Constellation Energy Generation, LLC

Large Accelerated Filer

☐

Accelerated Filer

☐

Non-accelerated Filer

Smaller Reporting Company

☐

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No x

The number of shares outstanding of each registrant’s common stock as of April 30, 2024 was as follows:


Constellation Energy Corporation Common Stock, without par value			315,234,850
Constellation Energy Generation, LLC			Not applicable

TABLE OF CONTENTS


		Page No.
GLOSSARY OF TERMS AND ABBREVIATIONS		1
FILING FORMAT		4
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION		4
WHERE TO FIND MORE INFORMATION		4
PART I	FINANCIAL INFORMATION	5
ITEM 1.	FINANCIAL STATEMENTS	5
	Constellation Energy Corporation
	Consolidated Statements of Operations and Comprehensive Income	6
	Consolidated Statements of Cash Flows	7
	Consolidated Balance Sheets	8
	Consolidated Statements of Changes in Equity	10
	Constellation Energy Generation, LLC
	Consolidated Statements of Operations and Comprehensive Income	11
	Consolidated Statements of Cash Flows	12
	Consolidated Balance Sheets	13
	Consolidated Statements of Changes in Equity	15
	Combined Notes to Consolidated Financial Statements
	1. Basis of Presentation	16
	2. Mergers, Acquisitions, and Dispositions	16

	3. Revenue from Contracts with Customers	17
	4. Segment Information	18
	5. Government Assistance	20
	6. Accounts Receivable	21

	7. Nuclear Decommissioning	22

	8. Income Taxes	24
	9. Retirement Benefits	25
	10. Derivative Financial Instruments	25
	11. Debt and Credit Agreements	30
	12. Fair Value of Financial Assets and Liabilities	32
	13. Commitments and Contingencies	37

	14. Shareholders' Equity	38
	15. Variable Interest Entities	39
	16. Supplemental Financial Information	42


ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	46
	Executive Overview	46
	Significant Transactions and Developments	46
	Other Key Business Drivers	46
	Critical Accounting Policies and Estimates	47
	Financial Results of Operations	47
	Liquidity and Capital Resources	56
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	62
ITEM 4.	CONTROLS AND PROCEDURES	66
PART II	OTHER INFORMATION	66


ITEM 1.	LEGAL PROCEEDINGS	66
ITEM 1A.	RISK FACTORS	66
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	66
ITEM 4.	MINE SAFETY DISCLOSURES	67
ITEM 5.	OTHER INFORMATION	67
ITEM 6.	EXHIBITS	68
SIGNATURES		69
	Constellation Energy Corporation	69
	Constellation Energy Generation, LLC	70


GLOSSARY OF TERMS AND ABBREVIATIONS
Constellation Energy Corporation and Related Entities
CEG Parent						Constellation Energy Corporation
Constellation						Constellation Energy Generation, LLC (formerly Exelon Generation Company, LLC)
Registrants						CEG Parent and Constellation, collectively
Antelope Valley						Antelope Valley Solar Ranch One

Continental Wind						Continental Wind LLC

CRP						Constellation Renewables Partners, LLC (formerly ExGen Renewables Partners, LLC)


NER						NewEnergy Receivables LLC

RPG						Renewable Power Generation, LLC

STP						South Texas Project nuclear generating station
TMI						Three Mile Island nuclear facility
West Medway II						West Medway Generating Station II


Former Related Entities
Exelon						Exelon Corporation
ComEd						Commonwealth Edison Company
PECO						PECO Energy Company
BGE						Baltimore Gas and Electric Company


GLOSSARY OF TERMS AND ABBREVIATIONS
Other Terms and Abbreviations


AEP Texas						American Electric Power Texas
AESO						Alberta Electric Systems Operator

AOCI						Accumulated Other Comprehensive Income (Loss)

ARC						Asset Retirement Cost
ARO						Asset Retirement Obligation


ASR						Accelerated Share Repurchase




CAISO						California ISO


CenterPoint						CenterPoint Energy Houston Electric, LLC






CODM						Chief Operating Decision Maker




CMC						Carbon Mitigation Credit




DOE						United States Department of Energy


DPP						Deferred Purchase Price









ERCOT						Electric Reliability Council of Texas
ERISA						Employee Retirement Income Security Act of 1974, as amended



ERP						Enterprise Resource Planning



Exchange Act						Securities Exchange Act of 1934, as amended
FERC						Federal Energy Regulatory Commission

Former PECO Units						Limerick, Peach Bottom, and Salem nuclear generating units
Former ComEd Units						Braidwood, Byron, Dresden, LaSalle and Quad Cities nuclear generating units
FRCC						Florida Reliability Coordinating Council

GAAP						Generally Accepted Accounting Principles in the United States


GDP						Gross Domestic Product
GWh						Gigawatt hour

ICE						Intercontinental Exchange
IPA						Illinois Power Agency
IRA						Inflation Reduction Act of 2022

IRS						Internal Revenue Service
ISO						Independent System Operator
ISO-NE						ISO New England Inc.
ITC						Investment Tax Credit










MISO						Midcontinent Independent System Operator, Inc.



MW						Megawatt
MWh						Megawatt hour
Mystic COS						Mystic Cost of Service Agreement
NAV						Net Asset Value
NASDAQ						Nasdaq Stock Market, LLC
NDT						Nuclear Decommissioning Trust


NERC						North American Electric Reliability Corporation
NGX						Natural Gas Exchange, Inc.


Non-Regulatory Agreement Units						Nuclear generating units or portions thereof whose decommissioning-related activities are not subject to contractual elimination under regulatory accounting


NPNS						Normal Purchase Normal Sale scope exception
NRC						Nuclear Regulatory Commission



NYISO						New York ISO


NYMEX						New York Mercantile Exchange

OCI						Other Comprehensive Income
OIESO						Ontario Independent Electricity System Operator
OPEB						Other Postretirement Employee Benefits




Pension Protection Act (the Act)						Pension Protection Act of 2006
PG&E						Pacific Gas and Electric Company
PJM						PJM Interconnection, LLC
PPA						Power Purchase Agreement



PSDAR						Post-shutdown Decommissioning Activities Report
PSEG						Public Service Enterprise Group Incorporated
PTC						Production Tax Credit




Regulatory Agreement Units						Nuclear generating units or portions thereof whose decommissioning-related activities are subject to contractual elimination under regulatory accounting (includes the Former ComEd units, the Former PECO units and STP)




RNF						Operating Revenues Net of Purchased Power and Fuel Expense

ROU						Right-of-use





RTO						Regional Transmission Organization
S&P						Standard & Poor’s Ratings Services

SEC						United States Securities and Exchange Commission
SERC						SERC Reliability Corporation (formerly Southeast Electric Reliability Council)

SNF						Spent Nuclear Fuel

SOFR						Secured Overnight Financing Rate

SPP						Southwest Power Pool


STPNOC						STP Nuclear Operating Company

TMA						Tax Matters Agreement
TSA						Transition Services Agreement



VIE						Variable Interest Entity
WECC						Western Electric Coordinating Council
ZEC						Zero Emission Credit


	Three Months Ended March 31,
(In millions, except per share data)		2024		2023
Operating revenues		$	6,161	$	7,565



Operating expenses
Purchased power and fuel		3,417		5,729

Operating and maintenance		1,486		1,432

Depreciation and amortization		306		267
Taxes other than income taxes		139		132
Total operating expenses		5,348		7,560

Gain (loss) on sales of assets and businesses		—		26


Operating income (loss)		813		31
Other income and (deductions)
Interest expense, net		(127)		(107)

Other, net		362		314
Total other income and (deductions)		235		207
Income (loss) before income taxes		1,048		238
Income tax (benefit) expense		165		131
Equity in income (losses) of unconsolidated affiliates		—		(5)
Net income (loss)		883		102
Net income (loss) attributable to noncontrolling interests		—		6
Net income (loss) attributable to common shareholders		$	883	$	96
Comprehensive income (loss), net of income taxes
Net income (loss)		$	883	$	102
Other comprehensive income (loss), net of income taxes
Pension and non-pension postretirement benefit plans:
Prior service benefit reclassified to periodic benefit cost		(1)		(1)
Actuarial loss reclassified to periodic cost		18		6
Pension and non-pension postretirement benefit plan valuation adjustment		(3)		(53)

Unrealized gain (loss) on foreign currency translation		(3)		—
Other comprehensive income (loss), net of income taxes		11		(48)
Comprehensive income (loss)		894		54
Comprehensive income (loss) attributable to noncontrolling interests		—		6
Comprehensive income (loss) attributable to common shareholders		$	894	$	48

Average shares of common stock outstanding:
Basic		317		328
Assumed exercise and/or distributions of stock-based awards		1		—
Diluted		318		328

Earnings per average common share
Basic		$	2.79	$	0.29
Diluted		$	2.78	$	0.29


	Three Months Ended March 31,
(In millions)	2024		2023
Cash flows from operating activities
Net income (loss)	$	883	$	102
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities
Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization	694		605


Deferred income taxes and amortization of ITCs	9		(33)
Net fair value changes related to derivatives	(186)		273
Net realized and unrealized (gains) losses on NDT funds	(192)		(187)
Net realized and unrealized (gains) losses on equity investments	(47)		5
Other non-cash operating activities	(41)		28
Changes in assets and liabilities:
Accounts receivable	464		513

Inventories	114		168
Accounts payable and accrued expenses	(382)		(1,516)
Option premiums received (paid), net	74		(23)
Collateral received (posted), net	297		(261)
Income taxes	159		163
Pension and non-pension postretirement benefit contributions	(177)		(10)
Other assets and liabilities	(2,392)		(761)
Net cash flows provided by (used in) operating activities	(723)		(934)
Cash flows from investing activities
Capital expenditures	(738)		(660)
Proceeds from NDT fund sales	1,779		1,977
Investment in NDT funds	(1,847)		(2,030)
Collection of DPP, net	1,644		926
Proceeds from sales of assets and businesses	7		24
Acquisitions of assets and businesses	(14)		(17)
Other investing activities	(1)		(1)
Net cash flows provided by (used in) investing activities	830		219
Cash flows from financing activities
Change in short-term borrowings	165		(754)
Proceeds from short-term borrowings with maturities greater than 90 days	200		500
Repayments of short-term borrowings with maturities greater than 90 days	(500)		(200)
Issuance of long-term debt	900		1,353
Retirement of long-term debt	(32)		(30)
Dividends paid on common stock	(112)		(93)
Repurchases of common stock	(499)		(231)
Other financing activities	(38)		(22)
Net cash flows provided by (used in) financing activities	84		523
Increase (decrease) in cash, restricted cash, and cash equivalents	191		(192)
Cash, restricted cash, and cash equivalents at beginning of period	454		528
Cash, restricted cash, and cash equivalents at end of period	$	645	$	336

Supplemental cash flow information
Increase (decrease) in capital expenditures not paid	$	110	$	11
Increase (decrease) in DPP	1,812		794


(In millions)	March 31, 2024		December 31, 2023
ASSETS
Current assets
Cash and cash equivalents	$	562	$	368
Restricted cash and cash equivalents	83		86
Accounts receivable
Customer accounts receivable (net of allowance for credit losses of $57 and $56 as of March 31, 2024 and December 31, 2023, respectively)	1,855		1,934
Other accounts receivable (net of allowance for credit losses of $5 as of March 31, 2024 and December 31, 2023)	472		917
Mark-to-market derivative assets	1,232		1,179


Inventories, net
Natural gas, oil, and emission allowances	179		284
Materials and supplies	1,206		1,216


Renewable energy credits	805		660

Other	2,066		1,655
Total current assets	8,460		8,299
Property, plant, and equipment (net of accumulated depreciation and amortization of $17,476 and $17,423 as of March 31, 2024 and December 31, 2023, respectively)	22,446		22,116
Deferred debits and other assets

Nuclear decommissioning trust funds	16,916		16,398
Investments	623		563
Goodwill	425		425
Mark-to-market derivative assets	774		995




Deferred income taxes	38		52
Other	2,332		1,910
Total deferred debits and other assets	21,108		20,343
Total assets(a)	$	52,014	$	50,758


	Three Months Ended March 31, 2024
	Shareholders' Equity
(In millions, shares in thousands)	Issued Shares	Common Stock		Retained Earnings (Deficit)		Accumulated Other Comprehensive Income (Loss), net		Noncontrolling Interests		Total Equity
Balance, December 31, 2023	317,472	$	12,355	$	761	$	(2,191)	$	361	$	11,286
Net Income (loss)	—	—		883		—		—		883
Employee incentive plans	661	(4)		—		—		—		(4)

Common stock dividends ($0.3525/common share)	—	—		(112)		—		—		(112)
Common stock repurchased	(2,900)	(504)		—		—		—		(504)
Other comprehensive loss, net of income taxes	—	—		—		11		—		11
Balance, March 31, 2024	315,233	$	11,847	$	1,532	$	(2,180)	$	361	$	11,560


	Three Months Ended March 31, 2023
	Shareholders' Equity
(In millions, shares in thousands)	Issued Shares	Common Stock		Retained Earnings (Deficit)		Accumulated Other Comprehensive Income (Loss), net		Noncontrolling Interests		Total Equity
Balance, December 31, 2022	327,130	$	13,274	$	(496)	$	(1,760)	$	354	$	11,372
Net Income (loss)	—	—		96		—		6		102
Employee incentive plans	528	6		—		—		—		6
Changes in equity of noncontrolling interests	—	—		—		—		(2)		(2)
Common stock dividends ($0.2820/common share)	—	—		(93)		—		—		(93)
Common stock repurchased	(3,239)	(251)		—		—		—		(251)
Other comprehensive income (loss), net of income taxes	—	—		—		(48)		—		(48)
Balance, March 31, 2023	324,419	$	13,029	$	(493)	$	(1,808)	$	358	$	11,086


	Three Months Ended March 31, 2024
	Member's Equity
(In millions)	Membership Interest		Undistributed Earnings		Accumulated Other Comprehensive Income (Loss), net		Noncontrolling Interests		Total Equity
Balance, December 31, 2023	$	11,537	$	1,667	$	(2,191)	$	361	$	11,374
Net Income (loss)	—		883		—		—		883


Distributions to member	(499)		(111)		—		—		(610)
Other comprehensive income (loss), net of income taxes	—		—		11		—		11
Balance, March 31, 2024	$	11,038	$	2,439	$	(2,180)	$	361	$	11,658


	2024		2023
Beginning balance as of January 1	$	82	$	130
Amounts reclassified to receivables	(15)		(11)
Revenues recognized	14		31

Ending balance as of March 31	$	81	$	150


	2024		2023
Beginning balance as of January 1	$	40	$	47
Consideration received or due	49		131
Revenues recognized	(55)		(115)
Ending balance as of March 31	$	34	$	63


	2024		2025		2026		2027		2028 and thereafter		Total
Remaining performance obligations	$	105	$	58	$	30	$	18	$	130	$	341













	Three Months Ended March 31, 2024						Three Months Ended March 31, 2023
	RNF from external customers		Intersegment RNF		Total RNF		RNF from external customers		Intersegment RNF		Total RNF
Mid-Atlantic	$	675	$	(1)	$	674	$	722	$	(31)	$	691
Midwest	700		3		703		690		(1)		689
New York	329		15		344		225		36		261
ERCOT	220		(11)		209		53		(1)		52
Other Power Regions	392		(24)		368		256		(8)		248
Total RNF for Reportable Segments	2,316		(18)		2,298		1,946		(5)		1,941
Other(a)	428		18		446		(110)		5		(105)
Total RNF	$	2,744	$	—	$	2,744	$	1,836	$	—	$	1,836






































	Three Months Ended March 31, 2024
	Revenues from external customers
	Contracts with customers		Other(a)		Total		Intersegment Revenues		Total Revenues
Mid-Atlantic	$	1,356	$	(112)	$	1,244	$	(2)	$	1,242
Midwest	1,000		93		1,093		1		1,094
New York	492		6		498		15		513
ERCOT	237		83		320		1		321
Other Power Regions	1,437		202		1,639		(15)		1,624
Total Reportable Segment Power Revenues	4,522		272		4,794		—		4,794
Total Natural Gas Revenues	608		554		1,162		—		1,162
Total Other Revenues(b)	130		75		205		—		205
Total Consolidated Operating Revenues	$	5,260	$	901	$	6,161	$	—	$	6,161


	As of March 31, 2024		As of December 31, 2023
Derecognized receivables transferred at fair value	$	1,525	$	1,516
Less: Cash proceeds received	150		300
DPP	$	1,375	$	1,216


Balance as of December 31, 2023(a)	$	13,891

Accretion expense	164
Costs incurred related to decommissioning plants	(8)
Balance as of March 31, 2024(a)	$	14,047


















	Pension Benefits				OPEB				Total Pension Benefits and OPEB
	Three Months Ended March 31,				Three Months Ended March 31,				Three Months Ended March 31,
	2024		2023		2024		2023		2024		2023
Components of net periodic benefit (credit) cost:
Service cost	$	22	$	22	$	4	$	4	$	26	$	26
Non-service components of pension benefits & OPEB (credit) cost:
Interest cost	95		99		18		18		113		117
Expected return on assets	(124)		(127)		(11)		(11)		(135)		(138)
Amortization of:
Prior service (credit) cost	—		—		(2)		(2)		(2)		(2)
Actuarial (gain) loss	25		12		(2)		(3)		23		9
Settlement charges	3		—		—		—		3		—

Non-service components of pension benefits & OPEB (credit) cost	(1)		(16)		3		2		2		(14)
Net periodic benefit (credit) cost(a)	$	21	$	6	$	7	$	6	$	28	$	12


March 31, 2024	Economic Hedges		Proprietary Trading		Collateral (a)(b)		Netting(a)		Total
Mark-to-market derivative assets (current)	$	7,301	$	1	$	637	$	(6,723)	$	1,216
Mark-to-market derivative assets (noncurrent)	3,615		—		318		(3,160)		773
Total mark-to-market derivative assets	10,916		1		955		(9,883)		1,989
Mark-to-market derivative liabilities (current)	(8,140)		—		750		6,723		(667)
Mark-to-market derivative liabilities (noncurrent)	(4,037)		—		397		3,160		(480)
Total mark-to-market derivative liabilities	(12,177)		—		1,147		9,883		(1,147)
Total mark-to-market derivative net assets (liabilities)	$	(1,261)	$	1	$	2,102	$	—	$	842

December 31, 2023
Mark-to-market derivative assets (current)	$	7,927	$	2	$	703	$	(7,472)	$	1,160
Mark-to-market derivative assets (noncurrent)	3,345		—		330		(2,682)		993
Total mark-to-market derivative assets	11,272		2		1,033		(10,154)		2,153
Mark-to-market derivative liabilities (current)	(9,019)		(2)		922		7,472		(627)
Mark-to-market derivative liabilities (noncurrent)	(3,545)		—		445		2,682		(418)
Total mark-to-market derivative liabilities	(12,564)		(2)		1,367		10,154		(1,045)
Total mark-to-market derivative net assets (liabilities)	$	(1,292)	$	—	$	2,400	$	—	$	1,108


	Three Months Ended March 31,
Income Statement Location	2024		2023
Operating revenues	$	63	$	930
Purchased power and fuel	125		(1,193)
Total	$	188	$	(263)


Rating as of March 31, 2024	Total Exposure Before Credit Collateral		Credit Collateral(a)		Net Exposure		Number of Counterparties Greater than 10% of Net Exposure	Net Exposure of Counterparties Greater than 10% of Net Exposure
Investment grade	$	1,030	$	25	$	1,005	1	$	242
Non-investment grade	24		15		9		—	—
No external ratings
Internally rated — investment grade	73		—		73		—	—
Internally rated — non-investment grade	236		50		186		—	—
Total	$	1,363	$	90	$	1,273	1	$	242


Net Credit Exposure by Type of Counterparty	As of March 31, 2024
Investor-owned utilities, marketers, power producers	$	1,053
Energy cooperatives and municipalities	75
Financial Institutions	36
Other	109
Total	$	1,273


Credit-Risk-Related Contingent Features	March 31, 2024		December 31, 2023
Gross fair value of derivative contracts containing this feature	$	(1,873)	$	(1,894)
Offsetting fair value of in-the-money contracts under master netting arrangements	806		925
Net fair value of derivative contracts containing this feature	$	(1,067)	$	(969)


	March 31, 2024		December 31, 2023
Cash collateral posted(a)	$	2,119	$	2,449
Letters of credit posted(a)	893		777
Cash collateral held(a)	28		64
Letters of credit held(a)	108		61
Additional collateral required in the event of a credit downgrade below investment grade (at BB+/Ba1)(b)(c)(d)	1,949		1,914

SEC Form 10-Q filed by Constellation Energy Corporation

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Facility Type	Aggregate Bank Commitment		Facility Draws		Outstanding Letters of Credit		Outstanding Commercial Paper(a)		Available Capacity as of March 31, 2024
Syndicated Revolver	$	3,500	$	—	$	107	$	1,271	$	2,122
Bilaterals(b)	1,700		—		833		—		867
Liquidity Facility	971		—		877		—		23		(c)
Project Finance	137		—		115		—		22
Total	$	6,308	$	—	$	1,932	$	1,271	$	3,034


Type	Interest Rate		Maturity	Amount
Green Senior Notes(a)	5.75	%	March 2054	$	900
Energy Efficiency Project Financing(b)	2.20% - 4.96%		September 2024 - October 2024	1


Continental Wind Nonrecourse Debt	6.00	%	February 2033	(15)
West Medway II Nonrecourse Debt	1 month SOFR + 3.225%		March 2026	(8)
Antelope Valley DOE Nonrecourse Debt	2.29% - 3.56%		January 2037	(6)
RPG Nonrecourse Debt	4.11	%	March 2035	(3)
Total long-term debt issued (redeemed)				$	869


	March 31, 2024								December 31, 2023
	Carrying Amount		Fair Value						Carrying Amount		Fair Value
			Level 2		Level 3		Total				Level 2		Level 3		Total
Long-Term Debt, including amounts due within one year	$	8,474	$	7,966	$	742	$	8,708	$	7,617	$	7,140	$	774	$	7,914
SNF Obligation	1,313		1,256		—		1,256		1,296		1,222		—		1,222


	As of March 31, 2024								As of December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets
Cash equivalents(a)	$	39	$	—	$	—	$	39	$	42	$	—	$	—	$	42
NDT fund investments
Cash equivalents(b)	248		107		—		355		356		87		—		443
Equities	4,944		1,948		1		6,893		4,574		1,990		1		6,565
Fixed income	2,050		1,594		316		3,960		2,043		1,523		277		3,843
Private credit	—		—		143		143		—		—		151		151
Assets measured at NAV	—		—		—		5,654		—		—		—		5,396

NDT fund investments subtotal(c)	7,242		3,649		460		17,005		6,973		3,600		429		16,398
Rabbi trust investments	50		35		1		86		48		33		1		82
Investments in equities	419		—		—		419		372		—		—		372
Mark-to-market derivative assets
Economic hedges	2,073		5,526		3,335		10,934		2,330		5,821		3,143		11,294
Proprietary trading	—		—		1		1		—		—		2		2
Effect of netting and allocation of collateral(d)	(1,776)		(4,852)		(2,301)		(8,929)		(1,996)		(5,195)		(1,931)		(9,122)
Mark-to-market derivative assets subtotal	297		674		1,035		2,006		334		626		1,214		2,174
DPP consideration	—		1,375		—		1,375		—		1,216		—		1,216
Total assets measured at fair value	8,047		5,733		1,496		20,930		7,769		5,475		1,644		20,284
Total assets	8,047		5,733		1,496		20,930		7,769		5,475		1,644		20,284

Liabilities
Mark-to-market derivative liabilities
Economic hedges	(2,335)		(6,531)		(3,312)		(12,178)		(2,681)		(7,154)		(2,736)		(12,571)
Proprietary trading	—		—		—		—		—		—		(2)		(2)
Effect of netting and allocation of collateral(d)	2,260		5,976		2,795		11,031		2,587		6,542		2,393		11,522
Mark-to-market derivative liabilities subtotal	(75)		(555)		(517)		(1,147)		(94)		(612)		(345)		(1,051)
Deferred compensation obligation	—		(83)		—		(83)		—		(69)		—		(69)
Total liabilities	(75)		(638)		(517)		(1,230)		(94)		(681)		(345)		(1,120)
Total net assets	$	7,972	$	5,095	$	979	$	19,700	$	7,675	$	4,794	$	1,299	$	19,164


	For the Three Months Ended March 31, 2024
	NDT Fund Investments		Mark-to-Market Derivatives			Life Insurance Contracts		Total
Balance as of January 1, 2024	$	429	$	869		$	1	$	1,299

Total realized / unrealized gains (losses)
Included in net income (loss)	—		(306)		(a)	—		(306)
Included in Payable related to Regulatory Agreement Units	3		—			—		3
Change in collateral	—		33			—		33

Purchases, sales, issuances and settlements
Purchases	33		4			—		37
Sales	—		(44)			—		(44)
Settlements	(5)		(2)			—		(7)
Transfers into Level 3	—		9		(b)	—		9
Transfers out of Level 3	—		(45)		(b)	—		(45)
Balance as of March 31, 2024	$	460	$	518		$	1	$	979
The amount of total gains (losses) included in income attributed to the change in unrealized gains (losses) related to assets and liabilities as of March 31, 2024	$	—	$	29		$	—	$	29


	For the Three Months Ended March 31,
	Operating Revenues				Purchased Power and Fuel				Other, net
	2024		2023		2024		2023		2024		2023
Total gains (losses) included in net income	$	(172)	$	547	$	(136)	$	(41)	$	—	$	—
Total unrealized gains (losses)	148		839		(119)		(127)		—		—


Type of trade	Fair Value as of March 31, 2024		Fair Value as of December 31, 2023		Valuation Technique	Unobservable Input	2024 Range & Arithmetic Average				2023 Range & Arithmetic Average
Mark-to-market derivatives—Economic hedges(a)(b)	$	23	$	407	Discounted Cash Flow	Forward power price	$7.99	-	$185	$48	$9.64	-	$216	$48
						Forward gas price	$0.28	-	$12	$3.23	$1.20	-	$14	$3.09
					Option Model	Volatility percentage	21%	-	75%	48%	23%	-	200%	87%


			Expiration within
	Total		2024		2025		2026		2027		2028		2029 and beyond
Letters of credit	$	1,932	$	1,608	$	204	$	1	$	4	$	115	$	—
Surety bonds(a)	816		674		142		—		—		—		—
Total commercial commitments	$	2,748	$	2,282	$	346	$	1	$	4	$	115	$	—


Three Months Ended March 31, 2024	Gains (losses) on Cash Flow Hedges		Pension and Non-Pension Postretirement Benefit Plan Items(a)		Foreign Currency Items		Total
Beginning balance	$	(10)	$	(2,157)	$	(24)	$	(2,191)

OCI before reclassifications	—		(3)		(3)		(6)
Amounts reclassified from AOCI	—		17		—		17
Net current-period OCI	—		14		(3)		11
Ending balance	$	(10)	$	(2,143)	$	(27)	$	(2,180)


	March 31, 2024						December 31, 2023
	Commercial Agreement VIEs		Equity Investment VIEs		Total		Commercial Agreement VIEs		Equity Investment VIEs		Total
Total assets(a)	$	672	$	—	$	672	$	704	$	—	$	704
Total liabilities(a)	64		—		64		77		—		77
Our ownership interest in VIE(a)	—		—		—		—		—		—
Other ownership interests in VIE(a)	608		—		608		627		—		627