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EXELON CORP Director's Dealing 2017

Feb 1, 2017

30044_dirs_2017-02-01_6b0664d8-c018-41ac-a35b-1d2a68afe808.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELON CORP (EXC)
CIK: 0001109357
Period of Report: 2017-01-30

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-01-30 Common Stock M 104613 $35.04 Acquired 165192 Direct
2017-01-30 Common Stock F 43922 $35.04 Disposed 121270 Direct
2017-01-30 Common stock D 39797 $35.04 Disposed 81473 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-01-30 Restricted Stock Unit Awards $0 A 25444 Acquired Common stock (25444) Direct
2017-01-30 Restricted Stock Unit Awards $0 M 30950 Disposed Common stock (30950) Direct
2017-01-30 Performance Shares- Stock Units $0 A 73663 Acquired Common stock (73663) Direct
2017-01-30 Performance Shares- Stock Units $0 M 73663 Disposed Common stock (73663) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock (401k Shares) 1784 Indirect

Footnotes

F1: Shares withheld by the Issuer for reporting person's tax obligation.

F2: Shares settled in cash on a 1 for 1 basis.

F3: Shares held as of December 31, 2016 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.

F4: 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.

F5: Performance share stock units award made pursuant to the Exelon Long Term Incentive Plan for the three-year performance period from January 1, 2014 to December 31, 2016. Shares vest immediately upon award. This grant was settled in cash on a 1 for 1 basis based on the cash value of the underlying stock on the date of vesting because the reporting person had attained 200% of their required stock ownership target.