Constellation Energy · Earnings release

News Release

Contact:

Linsey Wisniewski

Corporate Communications

Emily Duncan

Investor Relations

CONSTELLATION REPORTS THIRD QUARTER 2025 RESULTS

Earnings Release Highlights

•GAAP Net Income of $2.97 per share and Adjusted (non-GAAP) Operating Earnings of $3.04 per share for the third quarter of 2025

•G1Narrowing full-year 2025 Adjusted (non-GAAP) Operating Earnings guidance range to $9.05 – $9.45 per share

•Conowingo Dam received a water quality certification from the Maryland Department of the Environment (MDE) clearing the way for the re-licensing and continued operation of the dam’s hydroelectric facility

Baltimore (Nov 7, 2025) — Constellation Energy Corporation (Nasdaq: CEG) today reported its financial results for the third quarter of 2025.

“We achieved one of the highest operating quarters for our nuclear fleet and advanced major milestones like our historic settlement with Maryland for continued operations of the Conowingo dam,” said Joe Dominguez, president and CEO of Constellation. “Momentum continues to build around reliable, clean nuclear energy as a cornerstone of America’s energy strategy. With growing recognition of nuclear’s role in powering the data economy and supporting reliability and affordability for consumers, Constellation is positioned to help our regions and nation grow, while continuing to deliver benefits for our customers, communities, and owners.”

“Constellation delivered adjusted operating earnings of $3.04 per share this quarter, up from $2.74 per share in Q3 of last year,” said Dan Eggers, chief financial officer, Constellation. “We continue to execute well operationally and financially, supported by strong nuclear and commercial performance. We are narrowing our full-year adjusted operating earnings guidance range to $9.05 – $9.45 per share. Nuclear energy is core to the nation’s clean energy and reliability goals, and the strength of our existing fleet – including the potential for life extensions and uprates – positions us to meet growing customer demand. As we approach the close of the Calpine transaction, we are excited to bring these two great companies together and harness the capabilities of the combined company to meet the needs of America with clean, reliable power and innovative products for our customers.”

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Our GAAP Net Income for the third quarter of 2025 decreased to $2.97 per share from $3.82 per share in the third quarter of 2024. Adjusted (non-GAAP) Operating Earnings for the third quarter of 2025 increased to $3.04 per share from $2.74 per share in the third quarter of 2024. 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 third quarter of 2025 primarily reflects:

•Favorable market and portfolio conditions and impact of nuclear outages, partially offset by lower nuclear PTC revenue due to higher anticipated gross receipts for the year

Recent Developments and Third Quarter Highlights

•Conowingo Dam: In September 2025, we reached a settlement agreement with MDE, Lower Susquehanna Riverkeeper Association, and Waterkeepers Chesapeake, that resolves all outstanding issues related to obtaining a water quality certification from MDE. As a result, MDE issued a water quality certification, clearing the way for the re-licensing and continued operation of our Conowingo hydroelectric facility. The terms of the agreement include operational improvements and commitments for water quality and resiliency, trash and debris removal, aquatic life passage, freshwater mussel restoration, dredging and invasive species management.

•Nuclear Operations: Our nuclear fleet, including our owned output from the Salem and South Texas Project (STP) Generating Stations, produced 46,477 gigawatt-hours (GWhs) in the third quarter of 2025, compared with 45,510 GWhs in the third quarter of 2024. Excluding Salem and STP, our nuclear plants at ownership achieved a 96.8% capacity factor for the third quarter of 2025, compared with 95.0% for the third quarter of 2024. There were 23 planned refueling outage days in the third quarter of 2025 and 37 in the third quarter of 2024 for sites we operate. There were five non-refueling outage days in the third quarter of 2025 and 20 in the third quarter of 2024 for sites we operate.

•Natural Gas, Oil, and Renewables Operations: The dispatch match rate for our gas and pumped storage fleet was 95.5% in the third quarter of 2025, compared with 98.2% in the third quarter of 2024. Renewable energy capture for our wind, solar and run-of-river hydro fleet was 96.8% in the third quarter of 2025, compared with 96.0% in the third quarter of 2024.

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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. For all adjustments except the NDT fund investment returns, which are included in decommissioning-related activities, the marginal statutory income tax rate was 25.6% and 25.5% for the three months ended September 30, 2025 and 2024, respectively. Under IRS regulations, NDT fund investment returns are taxed at different rates for investments if they are in qualified or non-qualified funds. The effective tax rates for the unrealized and realized gains and losses related to NDT funds were 54.9% and 54.6% for the three months ended September 30, 2025 and 2024, respectively.

(In millions, except per share data)

Earnings Per Share(1)

GAAP Net Income (Loss) Attributable to Common Shareholders

$

$

Unrealized (Gain) Loss on Fair Value Adjustments (net of taxes of $32)

Plant Retirements and Divestitures (net of taxes of $2)

(5)

Decommissioning-Related Activities (net of taxes of $187)

Pension & OPEB Non-Service (Credits) Costs (net of taxes of $3)

9

Acquisition-Related Costs (net of taxes of $10)

Change in Environmental Liabilities (net of taxes of $—)

1

—

Income Tax-Related Adjustments

Noncontrolling Interests

(1)

—

Adjusted (non-GAAP) Operating Earnings

$

$

(In millions, except per share data)

Three Months Ended

Earnings Per Share(1)

GAAP Net Income (Loss) Attributable to Common Shareholders

$

$

Unrealized (Gain) Loss on Fair Value Adjustments (net of taxes of $72)

Plant Retirements and Divestitures (net of taxes of $10)

Decommissioning-Related Activities (net of taxes of $207)

Pension & OPEB Non-Service (Credits) Costs (net of taxes of $1)

(2)

Change in Environmental Liabilities (net of taxes of $2)

5

ERP System Implementation Costs (net of taxes of $—)

1

—

Income Tax Related Adjustments

Noncontrolling Interests

(2)

Adjusted (non-GAAP) Operating Earnings

$

$

_______

(1) Amounts may not sum due to rounding. Earnings per share amount is based on average diluted common shares outstanding of 313 million and 314 million for the three months ended September 30, 2025 and 2024, respectively.

Webcast Information

We will discuss third quarter 2025 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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About Constellation

Constellation Energy Corporation (Nasdaq: CEG), a Fortune 200 company headquartered in Baltimore, is the nation’s largest producer of reliable, emissions-free energy and a leading energy supplier to businesses, homes and public sector customers nationwide, including three-fourths of Fortune 100 companies. With annual output that is nearly 90% carbon-free, our hydro, wind and solar facilities paired with the nation’s largest nuclear fleet have the generating capacity to power the equivalent of 16 million homes, providing about 10% of the nation’s clean energy. We are committed to investing in innovative technologies to drive the transition to a reliable, sustainable and secure energy future. Follow Constellation on LinkedIn and X.

Non-GAAP Financial Measures

We utilize Adjusted (non-GAAP) Operating Earnings (and/or its per share equivalent) in our internal analysis, and in communications with investors and analysts, as a consistent measure for comparing our financial performance and discussing the factors and trends affecting our business. The presentation of Adjusted (non-GAAP) Operating Earnings is intended to complement and should not be considered an alternative to, nor more useful than, the presentation of GAAP Net Income.

The tables above provide 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.

Due to the forward-looking nature of our Adjusted (non-GAAP) Operating Earnings guidance, we are unable to reconcile this non-GAAP financial measure to GAAP Net Income 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.

Cautionary Statements Regarding Forward-Looking Information

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties. Words such as “could,” “may,” “expects,” “anticipates,” “will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic, and financial performance, are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the proposed transaction between Constellation and Calpine Corporation, the expected closing of the proposed transaction and the timing thereof. This includes statements regarding the financing of the proposed transaction and the pro forma combined company and its operations, strategies and plans, enhancements to investment-grade credit profile, synergies, opportunities and anticipated future performance and capital structure, and expected accretion to earnings per share and free cash flow. Information adjusted for the proposed transaction should not be considered a forecast of future results.

Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. The factors that could cause actual results to differ materially from the forward-looking statements made by Constellation Energy Corporation and Constellation Energy Generation, LLC, (the Registrants) include those factors discussed herein, as well as the items discussed in (1) the Registrants' 2024 Annual Report

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on Form 10-K in (a) Part I, ITEM 1A. Risk Factors, (b) Part II, ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part II, ITEM 8. Financial Statements and Supplementary Data: Note 18 — Commitments and Contingencies; (2) the Registrants' Third Quarter 2025 Quarterly Report on Form 10-Q (to be filed on November 7, 2025) in (a) Part II, ITEM 1A. Risk Factors, (b) Part I, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part I, ITEM 1. Financial Statements: Note 14 — Commitments and Contingencies; and (3) other factors discussed in filings with the SEC by the Registrants.

Investors are cautioned not to place undue reliance on these forward-looking statements, whether written or oral, which apply only as of the date of this press release. Neither Registrant undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this press release.

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Table of Contents

Earnings Release Attachments

Table of Contents

Consolidated Statements of Operations

1

Consolidated Balance Sheets

2

Consolidated Statements of Cash Flows

4

GAAP Consolidated Statements of Operations and Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

5

Statistics

7

Table of Contents

Constellation Energy Corporation and Subsidiary Companies

Consolidated Statements of Operations

(unaudited)

(in millions)

Operating revenues

$

$

Operating expenses

Purchased power and fuel

Operating and maintenance

Depreciation and amortization

Taxes other than income taxes

Total operating expenses

Operating income (loss)

Other income and (deductions)

Interest expense, net

Other, net

Total other income and (deductions)

Income (loss) before income taxes

Income tax (benefit) expense

Net income (loss)

Net income (loss) attributable to noncontrolling interests

(1)

4

Net income (loss) attributable to common shareholders

$

$

Operating revenues

$

$

Operating expenses

Purchased power and fuel

Operating and maintenance

Depreciation and amortization

Taxes other than income taxes

Total operating expenses

Gain (loss) on sales of assets and businesses

2

2

Operating income (loss)

Other income and (deductions)

Interest expense, net

Other, net

Total other income and (deductions)

Income (loss) before income taxes

Income tax (benefit) expense

Equity in income (losses) of unconsolidated affiliates

—

(1)

Net income (loss)

Net income (loss) attributable to noncontrolling interests

(4)

(9)

Net income (loss) attributable to common shareholders

$

$

Change in Net income (loss) attributable to common shareholders from 2024 to 2025

$

$

1

Table of Contents

Constellation Energy Corporation and Subsidiary Companies

Consolidated Balance Sheets

(unaudited)

(in millions)

Assets

Current assets

Cash and cash equivalents

$

$

Restricted cash and cash equivalents

Accounts receivable

Customer accounts receivable, net

Other accounts receivable, net

Mark-to-market derivative assets

Inventories, net

Natural gas, oil, and emission allowances

Materials and supplies

Renewable energy credits

Other

Total current assets

Property, plant, and equipment, net

Deferred debits and other assets

Nuclear decommissioning trust funds

Investments

Goodwill

Mark-to-market derivative assets

Other

Total deferred debits and other assets

Total assets

$

$

2

Table of Contents

Liabilities and shareholders’ equity

Current liabilities

Short-term borrowings

$

$

—

Long-term debt due within one year

Accounts payable and accrued expenses

Mark-to-market derivative liabilities

Renewable energy credit obligation

Other

Total current liabilities

Long-term debt

Deferred credits and other liabilities

Deferred income taxes and unamortized ITCs

Asset retirement obligations

Pension and non-pension postretirement benefit obligations

Spent nuclear fuel obligation

Payable related to Regulatory Agreement Units

Mark-to-market derivative liabilities

Other

Total deferred credits and other liabilities

Total liabilities

Commitments and contingencies

Shareholders’ equity

Common stock

Retained earnings (deficit)

Accumulated other comprehensive income (loss), net

Total shareholders’ equity

Noncontrolling interests

Total equity

Total liabilities and shareholders’ equity

$

$

3

Table of Contents

Constellation Energy Corporation and Subsidiary Companies

Consolidated Statements of Cash Flows

(unaudited)

(in millions)

Nine Months Ended September 30,

Cash flows from operating activities

Net income (loss)

$

$

Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities

Depreciation, amortization, and accretion, including nuclear fuel and energy contract amortization

Deferred income taxes and amortization of ITCs

Net fair value changes related to derivatives

Net realized and unrealized (gains) losses on NDT funds

Net realized and unrealized (gains) losses on equity investments

Other non-cash operating activities

Changes in assets and liabilities:

Accounts receivable

Inventories

Accounts payable and accrued expenses

Option premiums received (paid), net

Collateral received (posted), net

Income taxes

Pension and non-pension postretirement benefit contributions

Other assets and liabilities

Net cash flows provided by (used in) operating activities

Cash flows from investing activities

Capital expenditures

Proceeds from NDT fund sales

Investment in NDT funds

Collection of DPP, net

—

Acquisitions of assets and businesses

Other investing activities

3

Net cash flows provided by (used in) investing activities

Cash flows from financing activities

Change in short-term borrowings

—

Proceeds from short-term borrowings with maturities greater than 90 days

Repayments of short-term borrowings with maturities greater than 90 days

—

Issuance of long-term debt

—

Retirement of long-term debt

Dividends paid on common stock

Repurchases of common stock

Other financing activities

(5)

Net cash flows provided by (used in) financing activities

Increase (decrease) in cash, restricted cash, and cash equivalents

Cash, restricted cash, and cash equivalents at beginning of period

Cash, restricted cash, and cash equivalents at end of period

$

$

4

Table of Contents

Constellation Energy Corporation

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions, except per share data)

GAAP (a)

Non-GAAP Adjustments

GAAP (a)

Non-GAAP Adjustments

Operating revenues

$

$

(b),(c)

$

$

(b),(c)

Operating expenses

Purchased power and fuel

2

(b)

(b)

Operating and maintenance

(c),(f),(h),(j)

(c),(e),(f),(h)

Depreciation and amortization

(c)

(c),(f)

Taxes other than income taxes

—

—

Total operating expenses

Gain (loss) on sales of assets and businesses

—

—

2

(2)

(f)

Operating income (loss)

Other income and (deductions)

Interest expense, net

6

(b)

(b)

Other, net

(b),(c),(d)

(b),(c),(d)

Total other income and (deductions)

Income (loss) before income taxes

Income tax (benefit) expense

(b),(c)(d),(f),(i),(j)

(b),(c)(d),(f),(h),(i)

Net income (loss)

Net income (loss) attributable to noncontrolling interests

(1)

1

(g)

(4)

2

(g)

Net income (loss) attributable to common shareholders

$

$

Effective tax rate

%

%

Earnings per average common share

Basic

$

$

Diluted

$

$

Average common shares outstanding

Basic

Diluted

__________

(a)Results reported in accordance with GAAP.

(b)Adjustment for mark-to-market on economic hedges, interest rate swaps, and fair value adjustments related to gas imbalances and equity investments.

(c)Adjustment for all gains and losses associated with Nuclear Decommissioning Trusts (NDT), Asset Retirement Obligation (ARO) accretion, Asset Retirement Cost (ARC) Depreciation, ARO remeasurement, and any earnings neutral impacts of contractual offset for Regulatory Agreement Units.

(d)Adjustment for Pension and Other Postretirement Employee Benefits (OPEB) Non-Service credits.

(e)In 2024, adjustment for costs related to a multi-year Enterprise Resource Program (ERP) system implemented in the first quarter of 2024.

(f)Adjustments related to plant retirements and divestitures.

(g)Adjustment for elimination of the noncontrolling interest related to certain adjustments.

(h)Adjustment for changes in environmental liabilities.

(i)Adjustment to deferred income taxes due to changes in forecasted apportionment.

(j)In 2025, reflects acquisition-related costs associated with the proposed Calpine merger.

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Table of Contents

Constellation Energy Corporation

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions, except per share data)

GAAP (a)

Non-GAAP Adjustments

GAAP (a)

Non-GAAP Adjustments

Operating revenues

$

$

(b),(c)

$

$

(b),(c)

Operating expenses

Purchased power and fuel

(5)

(b)

(b)

Operating and maintenance

(c),(g),(i),(k)

(c),(d),(f),(g),(i)

Depreciation and amortization

(c),(g)

(c),(g)

Taxes other than income taxes

—

—

Total operating expenses

Gain (loss) on sales of assets and businesses

—

—

2

(2)

(g)

Operating income (loss)

Other income and (deductions)

Interest expense, net

(b)

(b)

Other, net

(b),(c),(e)

(b),(c),(e)

Total other income and (deductions)

Income (loss) before income taxes

Income tax (benefit) expense

(b),(c),(e),(g),(i),(j),(k)

(b),(c),(d),(e),(f),(g),(i),(j)

Equity in income (losses) of unconsolidated affiliates

—

—

(1)

—

Net income (loss)

Net income (loss) attributable to noncontrolling interests

4

4

(h)

(9)

5

(h)

Net income (loss) attributable to common shareholders

$

$

Effective tax rate

%

%

Earnings per average common share

Basic

$

$

Diluted

$

$

Average common shares outstanding

Basic

Diluted

__________

(a)Results reported in accordance with GAAP.

(b)Adjustment for mark-to-market on economic hedges interest rate swaps, and fair value adjustments related to gas imbalances and equity investments.

(c)Adjustment for all gains and losses associated with NDTs, ARO accretion, ARC Depreciation, ARO remeasurement, and any earnings neutral impacts of contractual offset for Regulatory Agreement Units.

(d)In 2024, adjustment for certain incremental costs related to the separation (system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the separation), including a portion of the amounts billed to us pursuant to the transition services agreement (TSA).

(e)Adjustment for Pension and OPEB Non-Service credits.

(f)In 2024, adjustment for costs related to a multi-year ERP system implemented in the first quarter of 2024.

(g)Adjustments related to plant retirements and divestitures.

(h)Adjustment for elimination of the noncontrolling interest related to certain adjustments.

(i)Adjustment for changes in environmental liabilities.

(j)Adjustment to deferred income taxes due to changes in forecasted apportionment.

(k)In 2025, reflects acquisition-related costs associated with the proposed Calpine merger.

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Table of Contents

Statistics

Three Months Ended September 30,

Nine Months Ended September 30,

(GWhs)

Nuclear Generation(a)

Mid-Atlantic

Midwest

New York

ERCOT

Total Nuclear Generation

Natural Gas, Oil, and Renewables

Mid-Atlantic

Midwest

ERCOT

Other Power Regions

Total Natural Gas, Oil, and Renewables

Purchased Power

Mid-Atlantic

Midwest

ERCOT

Other Power Regions

Total Purchased Power

Total Supply/Sales by Region

Mid-Atlantic

Midwest

New York

ERCOT

Other Power Regions

Total Supply/Sales by Region

Three Months Ended September 30,

Nine Months Ended September 30,

Outage Days(b)

Refueling

Non-refueling

5

Total Outage Days

__________

(a)Includes the proportionate share of output where we have an undivided ownership interest in jointly-owned generating plants and the total output for fully owned plants.

(b)Outage days exclude Salem and STP.

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Table of Contents

Three Months Ended September 30,

Nine Months Ended September 30,

Electricity Reference Prices(a)

Location (Region)

PJM West (Mid-Atlantic)

$

$

$

$

ComEd (Midwest)

Central (New York)

North (ERCOT)

Southeast Massachusetts (Other)(b)

Three Months Ended September 30,

Nine Months Ended September 30,

Capacity Reference Prices

Location (Region)

Eastern Mid-Atlantic Area Council (Mid-Atlantic)

$

$

$

$

ComEd (Midwest)

Rest of State (New York)

Southeast New England (Other)

Three Months Ended September 30,

Nine Months Ended September 30,

ZEC Reference Prices(a)

State (Region)

New Jersey (Mid-Atlantic)(c)(d)

$

—

$

$

$

Illinois (Midwest)

New York (New York)(c)

__________

(a)Reference prices may not necessarily reflect prices we ultimately realize.

(b)Reflects New England, which comprises the majority of the activity in the Other region.

(c)The NY and NJ state-sponsored programs providing compensation for the emissions-free attributes of generation from certain of our nuclear units include contractual provisions that require us to refund that compensation up to the amount of the nuclear PTC received.

(d)The New Jersey ZEC program ended in May 2025.

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