Constellation Energy files 8-K: Regulation FD disclosure
Constellation has scheduled a conference call for 8:00 AM ET on March 31, 2026 to discuss our 2026 Business and Earnings Outlook. To access the call by phone, please follow the registration link available on the Investor Relations page of Constellation’s website: https://investors.constellationenergy.com. The call will also be webcast and archived on the Investor Relations page of Constellation’s website. Media representatives are invited to participate on a listen-only basis. The materials being presented on the call are attached as Exhibit 99.1, are incorporated by reference and are being furnished to, but not filed with, the SEC.
Section 9 – Financial Statements and Exhibits
The Registrants report their financial results in accordance with accounting principles generally accepted in the United States (GAAP).
Constellation supplements the reporting of financial information determined in accordance with GAAP with certain non-GAAP financial measures, including: • Adjusted Operating Earnings (and/or its per share equivalent) exclude certain costs, expenses, gains and losses and other specified items, including mark-to-market adjustments from economic hedging activities, interest rate swaps, and fair value adjustments related to gas imbalances and equity investments, decommissioning related activity, asset impairments, certain amounts associated with plant retirements and divestitures, pension and other post-employment benefits (OPEB) non-service credits, and other items as set forth in the Appendix • Free cash flows before growth (FCFbG) is cash flows from operations less capital expenditures under GAAP for maintenance and nuclear fuel, equity investments, and adjusted for changes in collateral and non-recurring costs-to-achieve (CTA) • Adjusted gross margin is defined as adjusted operating revenues less adjusted purchased power and fuel expense, excluding revenue related to decommissioning, gross receipts tax, variable interest entities, and net of direct cost of sales for certain end-user businesses – Adjusted operating revenues excludes the mark-to-market impact of economic hedging activities due to the volatility and unpredictability of the future changes in commodity prices – Adjusted purchased power and fuel excludes the mark-to-market impact of economic hedging activities and fair value adjustments related to gas imbalances due to the volatility and unpredictability of the future changes in commodity prices • Adjusted operating and maintenance (O&M) excludes direct cost of sales for certain end-user businesses, Asset Retirement Obligation (ARO) accretion expense from unregulated units and decommissioning costs that do not affect profit and loss, the impact from operating and maintenance expense related to variable interest entities at Constellation, and other items as set forth in the reconciliation in the Appendix Due to the forward-looking nature of our Adjusted Operating Earnings guidance, Projected Adjusted Gross Margin, and Projected Free Cash Flow Before Growth, we are unable to reconcile these non-GAAP financial measures to the comparable GAAP measures given the inherent uncertainty required in projecting gains and losses associated with the various fair value adjustments required by GAAP.
These adjustments include future changes in fair value impacting the derivative instruments utilized in our current business operations, as well as the debt and equity securities held within our nuclear decommissioning trusts, which may have a material impact on our future GAAP results. Non-GAAP Financial Measures 3
This information is intended to enhance an investor’s overall understanding of period over period financial results and provide an indication of Constellation’s operating performance by excluding items that are considered by management to be not directly related to the ongoing operations of the business. In addition, this information is among the primary indicators management uses as a basis for evaluating performance, allocating resources, setting incentive compensation targets and planning and forecasting of future periods. These non-GAAP financial measures are not a presentation defined under GAAP and may not be comparable to other companies’ presentations of similarly titled financial measures. Constellation has provided these non-GAAP financial measures as supplemental information and in addition to the financial measures that are calculated and presented in accordance with GAAP. These non-GAAP measures should not be deemed more useful than, a substitute for, or an alternative to the most comparable GAAP measures provided in the materials presented. Non-GAAP financial measures are identified by the phrase “non-GAAP” or an asterisk (*). Reconciliations of these non-GAAP measures to the most comparable GAAP measures are provided in the appendices and attachments to this presentation. Non-GAAP Financial Measures Continued 4
Constellation Leads With Unmatched Opportunity
Positioned for Growth and Powering American Prosperity 6 Strong 20%+ Growth through 2029 • Base EPS* growth of 20%+ from 2026-2029 • Growth outlook excludes potential upside from: – Capturing premium value for 147 million MWhs of annual and available nuclear generation – Securing additional natural gas contracts – Accretive capital allocation • Targeting long-term rolling three-year Base EPS* growth of 10%+ Assets That Cannot be Replicated • Largest fleets of nuclear, natural gas and geothermal generation in the U.S. • Coast-to-coast fleet to support economic growth, electric system reliability and national security • New build cost of our ~55 GW fleet would be more than 3x our current enterprise value Driving Value through Capital Allocation • Strong investment grade balance sheet and growing free cash flow* enables our value-enhancing capital allocation framework: – Increase of share buyback authorization to $5.0B underscoring confidence in our outlook and executing on our future optionality – $3.9B of growth capital in projects at compelling returns – Scale that positions us to potentially bring natural gas, storage capacity and new nuclear uprates to the grid in the near term
~2,300 MWs of various long-term structures that value capacity and reliability to serve end- use customers at premium pricing Hermiston South Point Magic Valley Guadalupe Constellation Has a Proven Track Record of Securing Long-Term Deals 7 835 MWs from nuclear restart under virtual PPA Crane 1,121 MWs including uprate under virtual PPA Clinton >3,000 MWs preserved through ZEC extension to 2050 State of New York 725 MWs of firm geothermal energy under PPA The Geysers Long-term retail transactions for clean, firm MWhs Enterprise Customer Sales >1,100 MWs of agreements under contract for data center development Thad Hill Freestone ~880 MWs of contracted battery storage capacity Nova Pastoria Santa Ana The Geysers (1) (1) The Geysers contracted battery storage includes the West Ford Flat and Bear Canyon sites 5,650+ MWs of Long-Term Clean Energy Deals Long-Term Storage Data Center Deals at Natural Gas Plants Long-Term Agreements at Natural Gas Plants
~25% of Clean, Firm MWhs Under Contract – Largest Opportunity Ahead 8 E xp ec te d G en er at io n (M ill io n M W h s) Note: Items may not sum due to rounding (1) Includes nuclear and geothermal (2) 2029 previous contracted excludes New York ZEC 1.0 program originally slated to expire March 2029 (3) Includes Illinois CMC and ZEC programs (4) Contracted MWhs include long-term agreements and New York ZEC In the last 12 months, ~36 million MWhs (2029) have been committed to long-term agreements 31 31 48 74 74 183 147 81 80 Previous Current 12 Previous (2) Current 186 185 196 195 PTC Support / Available for Long-Term Agreement IL Contracted (3) Contracted (4) Expected Baseload Clean Generation (1) under Long-Term Agreements (January 2025 vs March 2026) 2026 2029 Constellation still has 147 million MWhs receiving PTC support but available to contract Contracting available MWhs at premium pricing will increase Base EPS* growth above 20%