Constellation Energy Corp

Filing Date

Jan 9, 2026

Transaction Date

Jan 7, 2026

Accession Number

0000905148-26-000108

Form Type

4

Footnotes

1. (F1)On January 7, 2026, upon consummation of the mergers and internal reorganization set forth in the Agreement and Plan of Merger, dated as of January 10, 2025 (the "Merger Agreement"), by and among the Issuer, Calpine Corporation, a Delaware corporation ("Calpine"), various direct and indirect wholly owned subsidiaries of each of the Issuer and Calpine, and a representative of the stockholders of Calpine, Calpine became an indirect, wholly owned subsidiary of the Issuer. In connection therewith, each common share of Calpine held by the reporting person was converted into the right to receive the Per Share Cash Consideration and Per Share Stock Consideration, each as defined in the Merger Agreement, with cash paid in lieu of any fractional share of the Issuer's Common Stock payable under the Per Share Stock Consideration.
2. (F2)These shares of Common Stock are subject to various restrictions, including lock-up agreements and time-based vesting conditions.