Constellation Energy Corp — Director's Dealing 2022

Apr 5, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Constellation Energy Corp (CEG)
CIK: 0001868275
Period of Report: 2022-03-31

Reporting Person: DE BALMANN YVES C (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-31	Common Stock (Deferred Stock Units)	A	835	$51.32	Acquired	44186	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	636	Direct
Common Stock	203	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Deferred Stock Units	$		Common Stock (49011)	49011	Direct

Footnotes

F1: In connection with the separation of the Issuer from Exelon Corp. effective February 1, 2022 (the "Spin-Off"), as further described in the Constellation Energy Group Inc. ("Constellation") current report on Form 8-K filed on February 2, 2022, each Exelon deferred stock unit ("DSU") held immediately prior to the Spin Off by a Constellation employee or director was replaced with a substitute Constellation DSU in an amount equal to the number of Exelon DSUs multiplied by a fraction, the numerator of which is the volume-weighted average price of Exelon common stock for the five trading days preceding and including February 1, 2022, and the denominator of which is the volume-weighted average price of Constellation common stock ("Common Stock") for the five trading days beginning February 2, 2022. Each substitute Constellation DSU shall vest based on the holder's continued service, and otherwise shall have substantially the same terms and conditions as the corresponding Exelon DSU.

F2: In connection with the Spin-Off, each Exelon Corp. shareholder received a pro-rata dividend in the form of one share of Common Stock for every three shares of Exelon Corp. common stock held by such shareholder on the January 20, 2022 record date. The reporting person acquired these shares of Common Stock in connection with the Spin-Off and such acquisitions were exempt from Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act") pursuant to Rule 16a-9 under the Exchange Act

F3: Balance includes approximately 43,233 DSUs acquired in connection with the Spin-Off in a transaction exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9 under the Exchange Act and approximately 119 shares acquired on March 10, 2022 through automatic dividend reinvestment.

F4: Phantom DSUs converted from the legacy Constellation Deferred Compensation Plan for Non-employee Directors that will be settled in cash on a 1-for-1 basis using the year-end price of Common Stock in the year of termination of the reporting person's service.

F5: Balance includes approximately 48,877 Phantom DSUs acquired in connection with the Spin-Off in a transaction exempt from Section 16 of the Exchange Act pursuant to Rule 16a-9 under the Exchange Act and approximately 134 additional stock units credited on March 10, 2022 through the dividend reinvestment feature of the plan.