EXELON CORP — Director's Dealing 2016

Jan 19, 2016

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: EXELON CORP (EXC)
CIK: 0001109357
Period of Report: 2015-12-31

Reporting Person: Thayer Jonathan W (Senior EVP and CFO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	36243	Direct
Common Stock (401k Shares)	1727	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Unit Awards	$0		Common Stock (54679)	54679	Direct
Restricted Stock Unit Grant 01/28/2013	$0		Common Stock (30000)	30000	Direct
NQ Stock Option 03/12/2012	$39.81		Common Stock (97000)	97000	Direct
NQ Stock Options 02/24/2012	$39.24		Common Stock (175946)	175946	Direct
NQ Stock Option 02/25/2011	$32.46		Common Stock (125429)	125429	Direct
NQ Stock Option 02/26/2010	$37.71		Common Stock (67304)	67304	Direct
NQ Stock Option 02/27/2009	$21.25		Common Stock (167669)	167669	Direct
NQ Stock Option 02/21/2008	$101.05		Common Stock (8676)	8676	Direct
NQ Stock Option 02/22/2007	$81.56		Common Stock (8342)	8342	Direct

Footnotes

F1: Balance includes the following shares acquired through dividend reinvestment: 131, 123, 143 and 164 shares acquired on March 10, 2015, June 10, 2015, September 10, 2015 and December 10, 2015 respectively.

F2: Shares held as of December 31, 2015 in a multi-fund 401(k) Plan to be settled in cash upon the reporting person's termination of employment for any reason on a 1:1 basis. Shares are acquired through regular periodic contributions, company matching contributions, and the automatic reinvestment of dividends.

F3: Restricted stock unit awards made pursuant to the Exelon Long Term Incentive Plan. Share awards are made annually in January at the Compensation and Leadership Development committee's meeting and vest in 1/3 increments on the date of the committee's January meeting in the first, second and third years after the award was made.

F4: Balance consists of unvested shares remaining from the awards granted in January of the previous three years along with reinvested dividends as follows: 507, 481, 557 and 633 shares acquired on March 10, 2015, June 10, 2015, September 10, 2015 and December 10, 2015 respectively.

F5: Restricted stock grant made pursuant to the Exelon Long Term Incentive Plan. 100% of the shares will vest on January 28, 2018.

F6: Non-qualified employee stock options, awarded pursuant to the Exelon Long Term Incentive Plan. Options vest in 1/4 increments on each of the first four anniversaries of the grant date, referenced in column one, and expire on the tenth anniversay of the grant date.

F7: Non-qualified employee stock options originally granted by Constellation Energy Group that vested and were converted pursuant to the Merger Agreement. Each Constellation option was converted into an option to purchase Exelon common stock at the rate of 0.93 shares of Exelon common stock for each share of Constellation common stock at a strike price equal to the quotient of the original Constellation strike price and 0.93. The grant is fully vested and will expire on the tenth anniversary of the grant date referenced in Column 1.