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Constellation Energy files 8-K: results of operations, Regulation FD disclosure

Material-event filing — major agreements, financing, M&A and personnel land here first.
Official disclosureSlicast · May 11, 2026 at 12:00 UTC · US · Source: SEC EDGAR · CEG

Item 2.02. Results of Operations and Financial Condition

We have scheduled the conference call for 10:00 AM ET on May 11, 2026. To access the call by phone, please follow the registration link available on the Investor Relations page of our website: https://investors.constellationenergy.com. The call will also be webcast and archived on the Investor Relations page of our website. Media representatives are invited to participate on a listen-only basis.

Section 9 - Financial Statements and Exhibits

• 460 MW Pin Oak Creek Energy Center achieves commercial operation

• Net metering application for co-location of a data center at our Freestone site approved

• Ranked #1 on Barron's Most Sustainable U.S. Companies for 2026

• Our employees demonstrated their commitment to our communities by volunteering at over 150 events across 15 states and Washington, D.C. during April 2026, in honor of National Volunteer Month

Baltimore (May 11, 2026) — Constellation Energy Corporation (Nasdaq: CEG) today reported its financial results for the first quarter of 2026.

“America needs reliable, clean power and Constellation is built to meet this demand with the strength of our fleet and the solutions we’re delivering for customers,” said Joe Dominguez, president and CEO of Constellation. “Right now, our focus is on execution – operating at a high level, integrating two great companies, bringing new resources to market, and navigating a changing regulatory environment – led by the women and men who power our business every day.”

“Our first-quarter results reflect continued operational excellence from our entire organization,” said Shane Smith, executive vice president and chief financial officer of Constellation. “We are affirming our full-year guidance and the expectation of strong, visible cash flow that supports our strategic capital allocation framework.”

First Quarter 2026 Our GAAP Net Income for the first quarter of 2026 increased to $4.49 per share from $0.38 per share in the first quarter of 2025. Adjusted (non-GAAP) Operating Earnings for the first quarter of 2026 increased to $2.74 per share from $2.14 per share in the first quarter of 2025. For the reconciliations of GAAP Net Income (Loss) to Adjusted (non-GAAP) Operating Earnings, refer to the GAAP/Adjusted (non-GAAP) Operating Earnings Reconciliation section below.

Adjusted (non-GAAP) Operating Earnings in the first quarter of 2026 primarily reflects:

• The addition of Calpine, favorable stock-based compensation, nuclear PTC portfolio and market and portfolio conditions, partially offset by unfavorable nuclear outages

Recent Developments and First Quarter Highlights

• Pastoria Solar Project Comes Online: On April 16, 2026 we celebrated the commissioning of the 105 MW Pastoria Solar Project, the largest renewable energy project contracted by the California Department of Water Resources (DWR) to date in its mission to fully decarbonize its operations by 2035. The Pastoria Solar Project connects to the grid through the interconnection facilities at the highly efficient 750 MW natural gas-fired combined-cycle generating facility. Also, co-located with the Pastoria Solar Project is the 80 MW/320 MWh Battery Energy Storage System, which will be coming online during the spring/summer of 2026. The Pastoria Power Bank is contracted and supported by a 15-year power purchase agreement with Pacific Gas and Electric Company.

• Pin Oak Creek Energy Center Reaches Commercial Operation: On April 30, 2026, our Pin Oak Creek Energy Center achieved commercial operation. Pin Oak is a 460 MW, state-of-the-art natural gas facility designed to provide reliable, dispatchable power to the ERCOT grid. As a peaking facility, it is built to operate when demand is highest and reliability matters most, while also maintaining the flexibility to run longer if system conditions require it. The project is a direct response to Texas’ continued growth and increasing electricity demand across homes, businesses, and industry. Pin Oak Creek will play a critical role in strengthening grid reliability and supporting the state’s economic momentum.

• Freestone Net Metering Application Approved: The PUCT has approved the net metering application for the co-location of a Cyrus One data center at our Freestone site, subject to conditions. In February we signed a 380 MW agreement with Dallas-based CyrusOne, a leading global data center developer and operator, to connect and serve a new data center adjacent to the Freestone Energy Center, in Freestone County, Texas. We also entered into an exclusive agreement to provide power, grid connectivity and site infrastructure for Phase 2, which will be an additional 380 MW.

• Ranked #1 on Barron's Most Sustainable U.S. Companies for 2026: We earned the No. 1 spot on Barron’s annual "Most Sustainable U.S. Companies" rankings, which evaluate the country's 1,000 largest publicly traded companies on 230 performance indicators including environmental impact, workforce development and community support.

• Nuclear Operations: Our nuclear fleet, including our owned output from the Salem and South Texas Project (STP) Generating Stations, produced 44,666 gigawatt-hours (GWhs) in the first quarter of 2026, compared with 45,582 GWhs in the first quarter of 2025. Excluding Salem and STP, our nuclear plants at ownership achieved a 92.3% capacity factor for the first quarter of 2026, compared with 94.1% for the first quarter of 2025. There were 99 planned refueling outage days in the first quarter of 2026 and 88 in the first quarter of 2025 for sites we operate. There were no non-refueling outage days in the first quarter of 2026 and 2025 for sites we operate.

• Natural Gas, Oil, and Renewables Operations: As a result of our expanded fleet following the acquisition of Calpine in January 2026, we now consider Equivalent Forced Outage Factor (EFOF) to be a key operational metric beginning in 2026. EFOF represents the percentage for which a generating unit is not available due to forced outages and forced deratings in a given period. The EFOF of our natural gas, oil, and pumped-storage hydro fleet for the first quarter of 2026 is 4.5%. Renewable energy capture for our wind, solar and run-of-river hydro fleet was 96.7% in the first quarter of 2026, compared with 96.2% in the first quarter of 2025.

GAAP/Adjusted (non-GAAP) Operating Earnings Reconciliation

The table below provides a reconciliation of GAAP Net Income to Adjusted (non-GAAP) Operating Earnings. Adjusted (non-GAAP) Operating Earnings is not a standardized financial measure and may not be comparable to other companies’ presentations of similarly titled measures.

Unless otherwise noted, the income tax impact of each reconciling adjustment between GAAP Net Income (Loss) Attributable to Common Shareholders and Adjusted (non-GAAP) Operating Earnings is based on the marginal statutory federal and state income tax rates, taking into account whether the income or expense item is taxable or deductible, respectively, in whole or in part, which may result in an effective tax rate that differs from the marginal rate. The marginal statutory income tax rate was 25.5% for the three months ended March 31, 2026 and 2025. The following table provides a reconciliation between GAAP Net Income (Loss) Attributable to Common Shareholders and Adjusted (non-GAAP) Operating Earnings for the three months ended March 31, 2026 compared to the same period in 2025.

(a) Amounts may not sum due to rounding. Earnings per share amount is based on average diluted common shares outstanding of 354 million and 314 million for the three months ended March 31, 2026 and 2025, respectively.

(b) Includes unrealized gains and losses on economic hedges, interest rate swaps, and fair value adjustments related to gas imbalances and equity investments.

(c) Reflects all gains and losses associated with NDTs, ARO accretion, ARC depreciation, ARO remeasurement, and impacts of contractual offset for Regulatory Agreement Units. The tax effects of Regulatory Agreement Units result in a 100% effective tax rate under contractual offset accounting. Additionally, the tax effects of NDT investment returns result in different effective tax rates depending on whether the underlying funds are held within qualified or non-qualified trusts.

(d) In 2026, reflects the non-cash impacts of the amortization of certain commodity contracts recorded at fair value associated with the Calpine acquisition.

(e) Reflects costs associated with the completion of the Calpine merger and subsequent integration of its operations. Certain of these transaction-related expenses are not tax deductible.

(f) Represents elimination of the noncontrolling interest portion of certain adjustments included above.

Webcast Information

We will discuss first quarter 2026 earnings in a conference call scheduled for today at 10:00 a.m. Eastern Time. The webcast and associated materials can be accessed at https://investors.constellationenergy.com.

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Constellation Energy files 8-K: results of… · Slicast