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Talen Energy Corp

For the period ended Sep 30, 2025. Filed Nov 5, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 5, 2025

TLN$363.13+7.2%Stored close · as of Nov 9, 2026

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Contents

15. Stockholders' Equity

  1. Stockholders’ Equity

Share Repurchase Program

As of September 30, 2025, the Company had repurchased approximately 23% of its outstanding shares of common stock for a total of approximately $2 billion, exclusive of transaction costs and excise taxes.

In September 2025, the Board of Directors approved an increase in the existing capacity of the Company’s SRP from $995 million to $2 billion and extended the expiration date from December 31, 2026 to December 31, 2028. The execution of this additional authorization is contingent on the completion of the Freedom and Guernsey Acquisitions.

See Note 18 to the Annual Financial Statements for additional information relating to the SRP.

Summary of activity under the SRP:

Three Months Ended September 30, 2025Nine Months Ended September 30, 2025
Number of SharesShare Price (a)Total AmountNumber of SharesShare Price (a)Total Amount
Share repurchases—$—$—452,130$186.24$85
Share retirements———452,130186.2485

(a)Weighted average price per share, including transaction costs and excise taxes.

Acquisition of Noncontrolling Interests

Purchase of Equity in Cumulus Digital. In March 2024, TES acquired all of the equity of Cumulus Digital held by affiliates of Orion Energy Partners andtwo former members of Talen senior management in exchange for an aggregate of $39 million. Following these transactions, TES owns 100% of the equity of Cumulus Digital.

Accumulated Other Comprehensive Income

Changes in AOCI for the periods were:

Nine Months Ended September 30,
20252024
Beginning balance$(12)$(23)
Gains (losses) arising during the period1426
Reclassifications to Consolidated Statements of Operations(7)(1)
Income tax benefit (expense)(3)(7)
Other comprehensive income (loss)418
Accumulated other comprehensive income (loss)$(8)$(5)

The components of AOCI, net of tax, as of September 30, were:

20252024
Available-for-sale securities unrealized gain (loss), net$3$7
Postretirement benefit prior service credits (costs), net1216
Postretirement benefit actuarial gain (loss), net(23)(28)
Accumulated other comprehensive income (loss)$(8)$(5)

Reclassification adjustments from AOCI to the Consolidated Statements of Operations were non-material amounts for the nine months ended September 30, 2025 and 2024.

The postretirement obligations components of AOCI are not presented in their entirety on the Consolidated Statements of Operations during the periods; rather, they are included in the computation of net periodic defined benefit costs (credits). See Note 12 for additional information.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.