CONSTELLATION ENERGY GENERATION LLC
For the period ended Dec 31, 2025. Filed Feb 24, 2026.
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FY2025 · Filed Feb 24, 2026
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
For the Fiscal Year Ended December 31, 2025
or
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
| CommissionFile 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 |
| 333-85496 | CONSTELLATION ENERGY GENERATION, LLC | 23-3064219 |
| (a Pennsylvania limited liability company)200 Energy WayKennett 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 |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
| Constellation Energy Corporation | Yes | x | No | ☐ |
|---|---|---|---|---|
| Constellation Energy Generation, LLC | Yes | ☐ | No | x |
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
| Constellation Energy Corporation | Yes | ☐ | No | x |
|---|---|---|---|---|
| Constellation Energy Generation, LLC | Yes | ☐ | No | x |
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 | x | No | ☐ |
|---|---|---|---|---|
| Constellation Energy Generation, LLC | Yes | x | No | ☐ |
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 and post 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 | x | Accelerated Filer | ☐ | Non-accelerated Filer | ☐ | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ |
|---|---|---|---|---|---|---|---|---|---|---|
| Constellation Energy Generation, LLC | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act by the registered public accounting firm that prepared or issued its audit report.☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ Nox
The estimated aggregate market value of the voting and non-voting common equity held by nonaffiliates of each registrant as of June 30, 2025 was as follows:
| Constellation Energy Corporation | $100,560,269,473 |
|---|---|
| Constellation Energy Generation, LLC | Not applicable |
The number of shares outstanding of each registrant’s common stock as of February 1, 2026 was as follows:
| Constellation Energy Corporation Common Stock, without par value | 361,990,335 |
|---|---|
| Constellation Energy Generation, LLC | Not applicable |
Documents Incorporated by Reference
Portions of the Registrants’ Definitive Proxy Statement relating to the 2026 Annual Meeting of Shareholders are incorporated by reference into Part III of this report. The Registrants expect to file the Definitive Proxy Statement with the Securities and Exchange Commission within 120 days after December 31, 2025.
TABLE OF CONTENTS
| Page No. | ||
|---|---|---|
| GLOSSARY OF TERMS AND ABBREVIATIONS | 1 | |
| FILING FORMAT | 6 | |
| CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION | 6 | |
| AVAILABLE INFORMATION | 6 | |
| PART I | ||
| ITEM 1. | BUSINESS | 7 |
| General | 7 | |
| Strategy and Outlook | 21 | |
| Environmental Matters and Regulation | 23 | |
| Employees | 27 | |
| ITEM 1A. | RISK FACTORS | 29 |
| ITEM 1B. | UNRESOLVED STAFF COMMENTS | 45 |
| ITEM 1C. | CYBERSECURITY | 45 |
| ITEM 2. | PROPERTIES | 47 |
| ITEM 3. | LEGAL PROCEEDINGS | 49 |
| ITEM 4. | MINE SAFETY DISCLOSURES | 49 |
| PART II | ||
| ITEM 5. | MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES | 50 |
| ITEM 6. | RESERVED | 51 |
| ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 52 |
| Executive Overview | 52 | |
| Significant Transactions and Developments | 52 | |
| Other Key Business Drivers | 53 | |
| Critical Accounting Policies and Estimates | 54 | |
| Financial Results of Operations | 62 | |
| Liquidity and Capital Resources | 71 | |
| ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 78 |
| ITEM 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | 82 |
| Management's Report on Internal Control Over Financial Reporting | 82 | |
| Report of Independent Registered Public Accounting Firm | 83 | |
| Constellation Energy Corporation | 87 | |
| Constellation Energy Generation, LLC | 91 | |
| Combined Notes to Consolidated Financial Statements | 95 | |
| 1. Basis of Presentation | 95 | |
| 2. Mergers, Acquisitions, and Dispositions | 101 | |
| 3. Regulatory Matters | 102 | |
| 4. Revenue from Contracts with Customers | 104 | |
| 5. Segment Information | 106 | |
| 6. Government Assistance | 108 | |
| 7. Accounts Receivable | 109 | |
| 8. Property, Plant, and Equipment | 110 | |
| 9. Jointly-Owned Electric Plants | 111 | |
| 10. Asset Retirement Obligations | 111 | |
| 11. Leases | 116 | |
| 12. Intangible Assets | 118 | |
| 13. Income Taxes | 119 | |
| 14. Retirement Benefits | 123 | |
| 15. Derivative Financial Instruments | 131 | |
| 16. Debt and Credit Agreements | 136 | |
| 17. Fair Value of Financial Assets and Liabilities | 142 | |
| 18. Commitments and Contingencies | 150 | |
| 19. Shareholders' Equity | 155 | |
| 20. Stock-Based Compensation Plans | 157 | |
| 21. Variable Interest Entities | 159 | |
| 22. Supplemental Financial Information | 161 | |
| ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | 165 |
|---|---|---|
| ITEM 9A. | CONTROLS AND PROCEDURES | 165 |
| ITEM 9B. | OTHER INFORMATION | 165 |
| ITEM 9C. | DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS | 165 |
| PART III | ||
| ITEM 10. | DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE | 166 |
| ITEM 11. | EXECUTIVE COMPENSATION | 167 |
| ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 168 |
| ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE | 168 |
| ITEM 14. | PRINCIPAL ACCOUNTING FEES AND SERVICES | 168 |
| PART IV | ||
| ITEM 15. | EXHIBITS, FINANCIAL STATEMENT SCHEDULES | 169 |
| SIGNATURES | 178 | |
| Constellation Energy Corporation | 178 | |
| Constellation Energy Generation, LLC | 179 | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.