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What changed in Exelon's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Exelon's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+450 added−453 removedSource: 10-K (2026-02-12) vs 10-K (2025-02-12)

Top changes in Exelon's 2025 10-K

450 paragraphs added · 453 removed · 383 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

46 edited+12 added−15 removed75 unchanged
Biggest changeGlenn 64 Senior Vice President and General Counsel, ComEd 2022 - Present Senior Vice President and Deputy General Counsel, Energy Regulation, Exelon 2022 - Present Partner, Jenner & Block LLP 2019 - 2022 19 Table of Contents PECO Name Age Position Period Velazquez, David 65 President and Chief Executive Officer, PECO 2024 - Present Executive Vice President, Operations and Technology, Exelon 2023 - 2024 Executive Vice President, Utility Operations, Exelon 2021 - 2023 President and Chief Executive Officer, PHI, Pepco, DPL, and ACE 2016 - 2021 Gay, Anthony 59 Vice President and General Counsel, PECO 2019 - Present Vice President, Governmental and External Affairs, PECO 2016 - 2019 Humphrey, Marissa 45 Senior Vice President, Chief Financial Officer and Treasurer, PECO 2022 - Present Vice President, Regulatory Policy and Strategy (NJ/DE), PHI, DPL, and ACE 2021 - 2022 Vice President, Finance, Exelon Utilities 2019 - 2020 Vice President, Financial Planning and Analysis, PHI, Pepco, DPL, and ACE 2016 - 2019 Levine, Nicole 48 Senior Vice President and Chief Operations Officer, PECO 2022 - Present Vice President, Electrical Operations, PECO 2018 - 2022 Oliver, Douglas 50 Senior Vice President, Governmental, Regulatory and External Affairs, PECO 2023 - Present Vice President, Governmental and External Affairs, PECO 2019 - 2023 Vice President, Communications, PECO 2018 - 2019 20 Table of Contents BGE Name Age Position Period Khouzami, Carim V. 50 President, BGE 2021 - Present Chief Executive Officer, BGE 2019 - Present Cloyd, Michael 54 Senior Vice President, Chief Financial Officer, and Treasurer, BGE 2024 - Present Vice President, Support Services, BGE 2021 - 2024 Dickens, Derrick 60 Senior Vice President and Chief Operating Officer, BGE 2021 - Present Senior Vice President, Customer Operations, PHI, Pepco, DPL, and ACE 2020 - 2021 Vice President, Technical Services, BGE 2016 - 2020 Núñez, Alexander G. 53 Senior Vice President, Governmental, Regulatory and External Affairs, BGE 2021 - Present Senior Vice President, Regulatory Affairs and Strategy, BGE 2020 - 2021 Senior Vice President, Regulatory and External Affairs, BGE 2016 - 2020 Ralph, David 58 Vice President and General Counsel, BGE 2021 - Present Associate General Counsel, BGE 2019 - 2021 Assistant General Counsel, Exelon 2017 - 2019 PHI, Pepco, DPL, and ACE Name Age Position Period Anthony, J.
Biggest changeGlenn 65 Senior Vice President and General Counsel, ComEd 2022 - Present Senior Vice President and Deputy General Counsel, Energy Regulation, Exelon 2022 - Present Partner, Jenner & Block LLP 2019 - 2022 Washington, Melissa 56 Senior Vice President, Governmental, Regulatory and External Affairs, ComEd 2025 - Present Senior Vice President, Customer Operations, ComEd 2021 - 2025 Senior Vice President, Governmental and External Affairs, ComEd 2019 - 2021 PECO Name Age Position Period Vahos, David 53 President and Chief Executive Officer, PECO 2025 - Present Senior Vice President, Chief Financial Officer, and Treasurer, PHI 2024 - 2025 Senior Vice President, Chief Financial Officer, and Treasurer, BGE 2016 - 2024 Gay, Anthony 60 Vice President and General Counsel, PECO 2019 - Present Humphrey, Marissa 46 Senior Vice President, Chief Financial Officer and Treasurer, PECO 2022 - Present Vice President, Regulatory Policy and Strategy (NJ/DE), PHI, DPL, and ACE 2021 - 2022 Levine, Nicole 49 Senior Vice President and Chief Operations Officer, PECO 2022 - Present Vice President, Electrical Operations, PECO 2018 - 2022 Oliver, Douglas 51 Senior Vice President, Governmental, Regulatory and External Affairs, PECO 2023 - Present Vice President, Governmental and External Affairs, PECO 2019 - 2023 19 Table of Contents BGE Name Age Position Period Olivier, Tamla 53 President and Chief Executive Officer, BGE 2025 - Present Senior Vice President and Chief Operating Officer, PHI, Pepco, DPL, and ACE 2021 - 2025 Senior Vice President, Customer Operations, BGE 2020 - 2021 Cloyd, Michael 55 Senior Vice President, Chief Financial Officer, and Treasurer, BGE 2024 - Present Vice President, Support Services, BGE 2021 - 2024 Dickens, Derrick 61 Senior Vice President and Chief Operating Officer, BGE 2021 - Present Senior Vice President, Customer Operations, PHI, Pepco, DPL, and ACE 2020 - 2021 Ralph, David 59 Vice President and General Counsel, BGE 2021 - Present Associate General Counsel, BGE 2019 - 2021 PHI, Pepco, DPL, and ACE Name Age Position Period Anthony, J.
Exelon seeks to leverage its scale and expertise across the utilities platform through enhanced standardization and sharing of resources and best practices to achieve improved operational and financial results. 11 Table of Contents Management continually evaluates growth opportunities aligned with Exelon’s businesses, assets, and markets, leveraging Exelon’s expertise in those areas and offering sustainable returns.
Exelon seeks to 11 Table of Contents leverage its scale and expertise across the utilities platform through enhanced standardization and sharing of resources and best practices to achieve improved operational and financial results. Management continually evaluates growth opportunities aligned with Exelon’s businesses, assets, and markets, leveraging Exelon’s expertise in those areas and offering sustainable returns.
The results of Exelon’s corporate operations are presented as “Other” within the consolidated financial statements and include intercompany eliminations unless otherwise disclosed. 7 Table of Contents Utility Registrants Utility Operations Service Territories and Franchise Agreements The following table presents the size of service territories, populations of each service territory, and the number of customers within each service territory for the Utility Registrants as of December 31, 2024: ComEd PECO BGE Pepco DPL ACE Service Territories (in square miles) Electric 11,450 1,900 2,300 650 5,400 2,700 Natural Gas N/A 1,900 3,050 N/A 250 N/A Total (a) 11,450 2,100 3,250 650 5,400 2,700 Service Territory Population (in millions) Electric 9.1 4.2 3.0 2.4 1.5 1.2 Natural Gas N/A 2.6 2.9 N/A 0.6 N/A Total (b) 9.1 4.2 3.2 2.4 1.5 1.2 Main City Chicago Philadelphia Baltimore District of Columbia Wilmington Atlantic City Main City Population 2.6 1.6 0.6 0.7 0.1 0.1 Number of Customers (in millions) Electric 4.1 1.7 1.3 1.0 0.6 0.6 Natural Gas N/A 0.6 0.7 N/A 0.1 N/A Total (c) 4.1 1.7 1.3 1.0 0.6 0.6 ___________ (a) The number of total service territory square miles counts once only a square mile that includes both electric and natural gas services, and thus does not represent the combined total square mileage of electric and natural gas service territories.
The results of Exelon’s corporate operations are presented as “Other” within the consolidated financial statements and include intercompany eliminations unless otherwise disclosed. 7 Table of Contents Utility Registrants Utility Operations Service Territories and Franchise Agreements The following table presents the size of service territories, populations of each service territory, and the number of customers within each service territory for the Utility Registrants as of December 31, 2025: ComEd PECO BGE Pepco DPL ACE Service Territories (in square miles) Electric 11,450 1,900 2,550 650 5,400 2,700 Natural Gas N/A 1,900 3,050 N/A 250 N/A Total (a) 11,450 2,100 3,250 650 5,400 2,700 Service Territory Population (in millions) Electric 9.5 4.2 3.0 2.5 1.5 1.2 Natural Gas N/A 2.6 2.9 N/A 0.6 N/A Total (b) 9.5 4.2 3.2 2.5 1.5 1.2 Main City Chicago Philadelphia Baltimore District of Columbia Wilmington Atlantic City Main City Population 2.7 1.6 0.6 0.7 0.1 0.1 Number of Customers (in millions) Electric 4.2 1.7 1.4 1 0.6 0.6 Natural Gas N/A 0.6 0.7 N/A 0.1 N/A Total (c) 4.2 1.7 1.4 1 0.6 0.6 ___________ (a) The number of total service territory square miles counts once only a square mile that includes both electric and natural gas services, and thus does not represent the combined total square mileage of electric and natural gas service territories.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Liquidity and Capital Resources, for additional information regarding projected 2025 capital expenditures. Transmission Services The Utility Registrants, as owners of transmission facilities, are required to provide open access to their transmission facilities at cost-based rates pursuant to tariffs approved by FERC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Liquidity and Capital Resources, for additional information regarding projected 2026 capital expenditures. Transmission Services The Utility Registrants, as owners of transmission facilities, are required to provide open access to their transmission facilities at cost-based rates pursuant to tariffs approved by FERC.
Illinois’ climate bill, CEJA, establishes decarbonization requirements for the state to transition to 100% clean energy by 2050 and supports programs to improve energy efficiency, manage energy demand, attract clean energy investment, and accelerate job creation. See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on CEJA.
Illinois’ climate bill, CEJA, establishes decarbonization requirements for the state to transition to 100% clean energy by 2050 and supports programs to improve energy efficiency, manage energy demand, attract clean energy investment, and accelerate job creation. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on CEJA.
ComEd's, BGE's (gas), Pepco DC's, and ACE's rights are generally non-exclusive while PECO's, BGE's (electric), Pepco MD's, and DPL's rights are generally exclusive. Certain authorizations are perpetual while others have varying expiration dates. The Utility Registrants anticipate working with the appropriate governmental bodies to extend or replace the authorizations prior to their expirations.
ComEd's, BGE's (gas), Pepco DC's, and ACE's rights are generally non-exclusive while PECO's, BGE's (electric), Pepco Maryland's, and DPL's rights are generally exclusive. Certain authorizations are perpetual while others have varying expiration dates. The Utility Registrants anticipate working with the appropriate governmental bodies to extend or replace the authorizations prior to their expirations.
If either party terminates and no new agreement is reached between the parties, the parties could continue with ComEd providing electric services within the City with no franchise agreement in place. The City also has an option to terminate and purchase the ComEd system (“municipalize”), which also requires one year notice.
If either party terminates and no new agreement is reached between the parties, the parties could continue with ComEd providing electric services within the City with no franchise agreement in place. The City also has an option to terminate and purchase the ComEd system (municipalize), which also requires one year notice.
PECO's, BGE’s, and DPL's natural gas supplies are purchased from a number of suppliers for terms that currently do not exceed three years. PECO, BGE, and DPL each have annual firm transportation contracts of 437,000 mmcf, 283,000 mmcf, and 44,000 mmcf, respectively, for delivery of gas.
PECO's, BGE’s, and DPL's natural gas supplies are purchased from a number of suppliers for terms that currently do not exceed three years. PECO, BGE, and DPL each have annual firm transportation contracts of 437,000 mmcf, 258,000 mmcf, and 44,000 mmcf, respectively, for delivery of gas.
The Utility Registrants are permitted to recover from retail customers the costs of complying with their state RPS requirements, including the procurement of RECs or other alternative energy resources. See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
The Utility Registrants are permitted to recover from retail customers the costs of complying with their state RPS requirements, including the procurement of RECs or other alternative energy resources. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information. 9 Table of Contents ComEd, Pepco, DPL and ACE customers have the choice to purchase electricity, and PECO and BGE customers have the choice to purchase electricity and natural gas from competitive electric generation and natural gas suppliers.
See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information. 9 Table of Contents ComEd, Pepco, DPL and ACE customers have the choice to purchase electricity, and PECO and BGE customers have the choice to purchase electricity and natural gas from competitive electric generation and natural gas suppliers.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Results of Operations and Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information regarding electric and natural gas distribution services. Procurement of Electricity and Natural Gas Exelon does not generate the electricity it delivers.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Results of Operations and Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information regarding electric and natural gas distribution services. Procurement of Electricity and Natural Gas Exelon does not generate the electricity it delivers.
To supplement gas transportation and supply at times of heavy winter demands and in the event of temporary emergencies, PECO, BGE, and DPL have available storage capacity from the following sources: Peak Natural Gas Sources (in mmcf) LNG Facility Propane-Air Plant Underground Storage Service Agreements (a) PECO 1,200 150 19,400 BGE 1,056 550 22,000 DPL 250 N/A 3,900 ___________ (a) Natural gas from underground storage represents approximately 27%, 40%, and 33% of PECO's, BGE’s, and DPL's 2024-2025 heating season pipeline capacity, respectively.
To supplement gas transportation and supply at times of heavy winter demands and in the event of temporary emergencies, PECO, BGE, and DPL have available storage capacity from the following sources: Peak Natural Gas Sources (in mmcf) LNG Facility Propane-Air Plant Underground Storage Service Agreements (a) PECO 1,200 150 19,400 BGE 1,056 550 22,000 DPL 250 N/A 3,900 ___________ (a) Natural gas from underground storage represents approximately 27%, 44%, and 33% of PECO's, BGE’s, and DPL's 2025-2026 heating season pipeline capacity, respectively.
ComEd, BGE, Pepco, DPL Maryland, and ACE have electric distribution decoupling mechanisms and BGE has a natural gas decoupling mechanism that eliminate the favorable and unfavorable impacts of weather and customer usage patterns on electric distribution and natural gas delivery volumes.
ComEd, BGE, Pepco, DPL Maryland, and ACE have electric distribution decoupling mechanisms and BGE has a natural gas decoupling mechanism that eliminates the favorable and unfavorable impacts of weather and customer usage patterns on electric distribution and natural gas delivery volumes.
Exelon is laying the groundwork by partnering with national labs, universities, and research consortia to research, develop, and pilot clean technologies, as well as working with our states, jurisdictions, and policy makers to understand the scope and scale of energy transformation, and policies and incentives, needed to reach local ambitions for GHG emissions reductions.
Exelon is laying the groundwork by 14 Table of Contents partnering with national labs, universities, and research consortia to research, develop, and pilot clean technologies, as well as working with our states, jurisdictions, and policy makers to understand the scope and scale of energy transformation, and policies and incentives, needed to reach local ambitions for GHG emissions reductions.
Performance of those individuals directly involved in environmental compliance and strategy is reviewed and affects compensation as part of the annual individual performance review process. The Audit and Risk Committee oversees compliance with environmental laws and regulations, including environmental risks related to Exelon's operations and facilities, as well as SEC disclosures related to environmental matters.
Performance of those individuals directly involved in environmental compliance and strategy is reviewed and affects compensation as part of the annual individual performance 13 Table of Contents review process. The Audit and Risk Committee oversees compliance with environmental laws and regulations, including environmental risks related to Exelon's operations and facilities, as well as SEC disclosures related to environmental matters.
The current ComEd Franchise Agreement with the City of Chicago (the City) has been in force since 1992. The Franchise Agreement became terminable on one year notice as of December 31, 2020.
The current ComEd Franchise Agreement with the City of Chicago (the City) has been in effect since 1992. The Franchise Agreement became terminable on one year notice as of December 31, 2020.
Under CERCLA, generators and transporters of hazardous substances, as well as past and present owners and operators of hazardous waste sites, are strictly, jointly, and severally liable for the cleanup costs of hazardous substances at sites, many of which are listed by the EPA on the National Priorities List (NPL).
Under CERCLA, generators and transporters of hazardous substances, as well as past and present owners and operators of hazardous waste sites, are strictly, jointly, and severally liable for the cleanup 16 Table of Contents costs of hazardous substances at sites, many of which are listed by the EPA on the National Priorities List (NPL).
The Utility Registrants invest in rate base that supports service to our customers and the community, including investments that sustain and improve reliability and resiliency and that enhance the service experience of our customers. The Utility Registrants make these investments prudently at a reasonable cost to customers.
The Utility Registrants invest in rate base that supports service to our customers and the community, including investments that sustain and improve affordability, reliability, resiliency, security and safety to enhance the service experience of our customers. The Utility Registrants make these investments prudently at a reasonable cost to customers.
Other Environmental Regulation Water Quality Under the federal Clean Water Act, NPDES permits for discharges into waterways are required to be obtained from the EPA or from the state environmental agency to which the permit program has been delegated, and 16 Table of Contents permits must be renewed periodically.
Other Environmental Regulation Water Quality Under the federal Clean Water Act, NPDES permits for discharges into waterways are required to be obtained from the EPA or from the state environmental agency to which the permit program has been delegated, and permits must be renewed periodically.
ComEd is in the process of pursuing a new agreement with the City. 8 Table of Contents While Exelon and ComEd cannot predict the ultimate outcome, fundamental changes in the agreement or other adverse actions affecting ComEd’s business in the City would require changes in their business planning models and operations and could have a material adverse impact on Exelon’s and ComEd’s consolidated financial statements.
While Exelon and ComEd cannot predict the ultimate outcome, fundamental changes in the agreement or other adverse actions affecting ComEd’s business in the City would require changes in their business planning models 8 Table of Contents and operations and could have a material adverse impact on Exelon’s and ComEd’s consolidated financial statements.
The Utility Registrants are also supporting customers and communities to achieve their clean energy and emissions goals through significant energy efficiency programs. Estimated customer program energy efficiency investments across the Utility Registrants for 2025 — 2028 total $4.9 billion.
The Utility Registrants are also supporting customers and communities to achieve their clean energy and emissions goals through significant energy efficiency programs. Estimated customer program energy efficiency investments across the Utility Registrants for 2026 to 2029 total $4.9 billion.
The amount to be expended in 2025 for activities associated with the environmental investigation and remediation related to contamination at former MGP sites and other gas purification sites is estimated to be approxim ately $14 million, which consists primarily of $9 million at PECO. As of December 31, 2024, the Registrants have established appropriate contingent liabilities for environmental remediation requirements.
The amount to be expended in 2026 for activities associated with the environmental investigation and remediation related to contamination at former MGP sites and other gas purification sites is estimated to be approxim ately $21 million, which consists primarily of $13 million at PECO. As of December 31, 2025, the Registrants have established appropriate contingent liabilities for environmental remediation requirements.
The Utility Registrants anticipate investing approximately $38 billion over the next four years in electric and natural gas infrastructure improvements and modernization projects, including smart grid technology, storm hardening, advanced reliability technologies, new business, and transmission projects, which is projected to result in an increase to current rate base of approximately $20 billion by the end of 2028.
The Utility Registrants anticipate investing approximately $41 billion over the next four years in electric and natural gas infrastructure improvements and modernization projects, including smart grid technology, storm hardening, advanced reliability technologies, new business including data centers, and transmission projects, which is projected to result in an increase to current rate base of approximately $23 billion by the end of 2029.
Exelon is advocating for public policy supportive of vehicle electrification, investing in enabling infrastructure and technology, and supporting customer education and adoption. In addition, the Utility Registrants have a goal to electrify 30% of their own vehicle fleet by 2025, increasing to 50% by 2030.
Exelon is advocating for public policy supportive of vehicle electrification, investing in enabling infrastructure and technology, and supporting customer education and adoption. In addition, the Utility Registrants have achieved their goal to electrify 30% of their vehicle fleet by 2025.
See Note 3 — Regulatory Matters and Note 18 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information regarding the Registrants’ environmental matters, remediation efforts, and related impacts to the Registrants’ Consolidated Financial Statements. 17 Table of Contents Information about our Executive Officers as of February 12, 2025 Exelon Name Age Position Period Butler Jr., Calvin G. 55 President and Chief Executive Officer, Exelon 2022 - Present Chief Operating Officer, Exelon 2021 - 2022 Senior Executive Vice President, Exelon 2019 - 2022 Chief Executive Officer, Exelon Utilities 2019 - 2022 Chief Executive Officer, BGE 2014 - 2019 Glockner, David 64 Executive Vice President, Compliance, Audit and Risk, Exelon 2020 - Present Chief Compliance Officer, Citadel LLC 2017 - 2020 Honorable, Colette 54 Chief Legal Officer and Corporate Secretary 2024 - Present Executive Vice President, Public Policy 2023 - 2024 Chief External Affairs Officer 2023 - 2024 Partner, Reed Smith LLP 2017 - 2023 Innocenzo, Michael A. 59 Executive Vice President and Chief Operating Officer, Exelon 2024 - Present President and Chief Executive Officer, PECO 2018 - 2024 Jones, Jeanne 45 Executive Vice President and Chief Financial Officer, Exelon 2022 - Present Senior Vice President, Corporate Finance, Exelon 2021 - 2022 Senior Vice President and Chief Financial Officer, ComEd 2018 - 2021 Kleczynski, Robert A. 56 Senior Vice President, Controller and Tax, Exelon 2023 - Present Senior Vice President, Exelon 2020 - 2023 Vice President, Exelon 2018 - 2020 General Tax Officer, Exelon 2018 - 2023 18 Table of Contents ComEd Name Age Position Period Quiniones, Gil 58 President, ComEd 2024 - Present Chief Executive Officer, ComEd 2021 - Present President and Chief Executive Officer, New York Power Authority 2011 - 2021 Binswanger, Lewis 65 Senior Vice President, Governmental, Regulatory and External Affairs, ComEd 2022 - Present Vice President, External Affairs, Nicor Gas 2013 - 2022 Levin, Joshua 45 Senior Vice President, Chief Financial Officer & Treasurer, ComEd 2023 - Present Vice President, Financial, Planning and Analysis, ComEd 2021 - 2023 Director of Financial Planning and Analysis, ComEd 2019 - 2021 Perez, David R. 55 Executive Vice President and Chief Operating Officer, ComEd 2024 - Present Senior Vice President, Distribution Operations, ComEd 2019 - 2023 Rippie, E.
See Note 2 — Regulatory Matters and Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information regarding the Registrants’ environmental matters, remediation efforts, and related impacts to the Registrants’ Consolidated Financial Statements. 17 Table of Contents Information about our Executive Officers as of February 12, 2026 Exelon Name Age Position Period Butler Jr., Calvin G. 56 President and Chief Executive Officer, Exelon 2022 - Present Chief Operating Officer, Exelon 2021 - 2022 Senior Executive Vice President, Exelon 2019 - 2022 Chief Executive Officer, Exelon Utilities 2019 - 2022 Honorable, Colette 55 Executive Vice President, Chief Legal Officer, Compliance and Corporate Secretary, Exelon 2026 - Present Chief Legal Officer and Corporate Secretary 2024 - 2025 Executive Vice President, Public Policy 2023 - 2024 Chief External Affairs Officer 2023 - 2024 Partner, Reed Smith LLP 2017 - 2023 Innocenzo, Michael A. 60 Executive Vice President and Chief Operating Officer, Exelon 2024 - Present President and Chief Executive Officer, PECO 2018 - 2024 Jones, Jeanne 46 Executive Vice President, Chief Finance Officer, Audit and Risk, Exelon 2026 - Present Executive Vice President and Chief Financial Officer, Exelon 2022 - 2025 Senior Vice President, Corporate Finance, Exelon 2021 - 2022 Senior Vice President and Chief Financial Officer, ComEd 2018 - 2021 Kleczynski, Robert A. 57 Senior Vice President, Controller and Tax, Exelon 2023 - Present Senior Vice President, Tax, Exelon 2020 - 2023 Peterson, Timothy 49 Executive Vice President, Chief Customer & Technology Officer, Exelon 2026 - Present Senior Vice President, Chief Technology Officer, Xcel Energy 2019-2026 18 Table of Contents ComEd Name Age Position Period Quiniones, Gil 59 President, ComEd 2024 - Present Chief Executive Officer, ComEd 2021 - Present President and Chief Executive Officer, New York Power Authority 2011 - 2021 Levin, Joshua 46 Senior Vice President, Chief Financial Officer & Treasurer, ComEd 2023 - Present Vice President, Corporate Finance, Planning and Analysis 2021 - 2023 Director of Financial Planning and Analysis, ComEd 2019-2021 Perez, David R. 56 Executive Vice President and Chief Operating Officer, ComEd 2024 - Present Senior Vice President, Distribution Operations, ComEd 2019 - 2023 Rippie, E.
Non-emitting resources do not have to purchase or hold these allowances. Broader state programs impact other sectors as well, such as the District of Columbia's Clean Energy DC Omnibus Act and cross-sector GHG reduction plans, which resulted in recent requirements for Pepco to develop a 15-year decarbonization program and strategy.
Broader state programs impact other sectors as well, such as the District of Columbia's Clean Energy DC Omnibus Act and cross-sector GHG reduction plans, which resulted in recent requirements for Pepco to develop a 15-year decarbonization program and strategy.
Climate Change Mitigation and Transition The Registrants support comprehensive federal climate legislation that addresses the urgent need to substantially reduce national GHG emissions while providing appropriate protections for consumers, businesses, and the economy. In the absence of comprehensive federal climate legislation, Exelon supports the EPA moving forward with meaningful regulation of GHG emissions under the Clean Air Act.
Climate Change Mitigation and Transition The Registrants support comprehensive federal climate legislation that addresses the urgent need to substantially reduce national GHG emissions while providing appropriate protections for consumers, businesses, and the economy. In the absence of comprehensive federal climate legislation, Exelon continues to support the EPA's authority to regulate GHG emissions under the Clean Air Act.
Exelon, and its registrants PECO, BGE, and DPL, which own gas distribution assets, are also continuing to explore these other decarbonization opportunities, supporting pilots of emerging energy technologies and clean fuels to support both operational and customer-driven emissions reductions.
Clean fuels and other emerging technologies can also support the transition, lessen the strain on electric system expansion, and support energy system resiliency. Exelon, PECO, BGE, and DPL, which own gas distribution assets, are also continuing to explore these other decarbonization opportunities, supporting pilots of emerging energy technologies and clean fuels to support both operational and customer-driven emissions reductions.
Name of Registrant Business Service Territories Commonwealth Edison Company Purchase and regulated retail sale of electricity Northern Illinois, including the City of Chicago Transmission and distribution of electricity to retail customers PECO Energy Company Purchase and regulated retail sale of electricity and natural gas Southeastern Pennsylvania, including the City of Philadelphia (electricity) Transmission and distribution of electricity and distribution of natural gas to retail customers Pennsylvania counties surrounding the City of Philadelphia (natural gas) Baltimore Gas and Electric Company Purchase and regulated retail sale of electricity and natural gas Central Maryland, including the City of Baltimore (electricity and natural gas) Transmission and distribution of electricity and distribution of natural gas to retail customers Pepco Holdings LLC Utility services holding company engaged, through its reportable segments: Pepco, DPL, and ACE Service Territories of Pepco, DPL, and ACE Potomac Electric Power Company Purchase and regulated retail sale of electricity District of Columbia and Major portions of Montgomery and Prince George’s Counties, Maryland Transmission and distribution of electricity to retail customers Delmarva Power & Light Company Purchase and regulated retail sale of electricity and natural gas Portions of Delaware and Maryland (electricity) Transmission and distribution of electricity and distribution of natural gas to retail customers Portions of New Castle County, Delaware (natural gas) Atlantic City Electric Company Purchase and regulated retail sale of electricity Portions of Southern New Jersey Transmission and distribution of electricity to retail customers On February 21, 2021, Exelon’s Board of Directors approved a plan to separate the Utility Registrants and Generation.
Name of Registrant Business Service Territories Commonwealth Edison Company Purchase and regulated retail sale of electricity Northern Illinois, including the City of Chicago Transmission and distribution of electricity to retail customers PECO Energy Company Purchase and regulated retail sale of electricity and natural gas Southeastern Pennsylvania, including the City of Philadelphia (electricity) Transmission and distribution of electricity and distribution of natural gas to retail customers Pennsylvania counties surrounding the City of Philadelphia (natural gas) Baltimore Gas and Electric Company Purchase and regulated retail sale of electricity and natural gas Central Maryland, including the City of Baltimore (electricity and natural gas) Transmission and distribution of electricity and distribution of natural gas to retail customers Pepco Holdings LLC Utility services holding company engaged, through its reportable segments: Pepco, DPL, and ACE Service Territories of Pepco, DPL, and ACE Potomac Electric Power Company Purchase and regulated retail sale of electricity District of Columbia and Major portions of Montgomery and Prince George’s Counties, Maryland Transmission and distribution of electricity to retail customers Delmarva Power & Light Company Purchase and regulated retail sale of electricity and natural gas Portions of Delaware and Maryland (electricity) Transmission and distribution of electricity and distribution of natural gas to retail customers Portions of New Castle County, Delaware (natural gas) Atlantic City Electric Company Purchase and regulated retail sale of electricity Portions of Southern New Jersey Transmission and distribution of electricity to retail customers Business Services Through its business services subsidiary, BSC, Exelon provides its subsidiaries with a variety of support services at cost, including legal, human resources, finance, information technology, and supply management services.
Various regulatory, legislative, operational, market, and financial factors could affect Exelon's success in pursuing its strategies. Exelon continues to assess infrastructure, operational, policy, and legal solutions to these issues. See ITEM 1A. RISK FACTORS for additional information.
Various regulatory, legislative, operational, market, and financial factors could affect Exelon's success in pursuing its strategies. Exelon continues to assess infrastructure, operational, policy, and legal solutions to these issues. See ITEM 1A. RISK FACTORS for additional information. Employees Human Capital Management Exelon’s workforce is critical to advancing energy transformation and achieving sustainable, long‑term growth.
These emissions are driven primarily by customer demand for electricity and the mix of generation assets supplying energy to the electric grid. The Registrants do not own generation and must comply with applicable legal and regulatory requirements governing procurement of electricity for delivery to retail customers and use of the system to support other transmission transactions.
The Registrants do not own generation and must comply with applicable legal and regulatory requirements governing procurement of electricity for delivery to retail customers and use of the system to support other transmission transactions.
In 2024, BGE, Pepco, and DPL began deferring less energy efficiency and demand response program costs to a regulatory asset. See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
In 2024, BGE, Pepco, and DPL began deferring less energy efficiency and demand response program costs to a regulatory asset as a result of the EmPOWER Maryland Cost Recovery program Beginning January 1, 2026, program costs are no longer being deferred. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
Beginning in 2024 through 2027, ComEd's electric distribution costs are recovered through a multi-year rate plan with case proceedings as filed with the ICC.
Beginning in 2024 through 2027, ComEd's electric distribution costs are recovered in accordance with a multi-year rate plan approved by the ICC and through annual reconciliation proceedings litigated before the ICC.
However, the Registrants do engage in efforts that help to reduce these emissions, including customer programs to drive customer energy efficiency, to help manage peak demands, and to enable distributed solar generation. 14 Table of Contents In August 2021, Exelon announced a Path to Clean goal to collectively reduce its operations-driven GHG emissions 50% by 2030 against a 2015 baseline, and to reach net-zero operations-driven GHG emissions by 2050, while also supporting customers and communities to achieve their clean energy and emissions reduction goals.
In August 2021, Exelon announced a Path to Clean goal to collectively reduce its operations-driven GHG emissions 50% by 2030 against a 2015 baseline, and to reach net-zero operations-driven GHG emissions by 2050, while also supporting customers and communities to achieve their clean energy and emissions reduction goals.
Total Employees Covered by CBAs Number of CBAs CBAs New and Renewed in 2024 (a) Total Employees Under CBAs New and Renewed in 2024 Exelon 8,549 10 3 851 ComEd 3,553 2 — — PECO 1,462 2 — — BGE 1,485 1 — — PHI 2,045 5 3 851 Pepco 818 1 — — DPL 633 2 2 633 ACE 395 2 1 26 Corporate (b) 203 — — 192 __________ (a) Does not include CBAs that were extended in 2024 while negotiations are ongoing for renewal.
Total Employees Covered by CBAs Number of CBAs CBAs New and Renewed in 2025 (a) Total Employees Under CBAs New and Renewed in 2025 Exelon 8,656 10 2 941 ComEd 3,543 2 1 73 PECO 1,524 2 — — BGE 1,495 1 — — PHI 2,094 5 1 868 Pepco 861 1 1 861 DPL 650 2 — — ACE 397 2 — — Corporate (b) 186 — — 7 __________ (a) Does not include CBAs that were extended in 2025 while negotiations are ongoing for renewal.
The majority of these operations-driven emissions are fugitive emissions from the gas delivery systems of Registrants PECO, BGE, and DPL. The remaining 4.9 million metric tons, approximately 92%, are the indirect emissions associated with the electric transmission and distribution system and primarily consists of losses resulting from the Utility Registrant's delivery of electricity to their customers (line losses).
The remaining 4.2 million metric tons, approximately 91%, are the indirect emissions associated with the electric transmission and distribution system and primarily consists of losses resulting from the Utility Registrant's delivery of electricity to their customers (line losses). These emissions are driven primarily by customer demand for electricity and the mix of generation assets supplying energy to the electric grid.
Under the Agreement, which became effective on November 4, 2016, the parties committed to try to limit the global average temperature increase and to develop national GHG reduction commitments.
Under the Agreement, which became effective on November 4, 2016, the parties committed to try to limit the global average temperature increase and to develop national GHG reduction commitments. In January 2025, the current administration issued a Presidential Executive Order instructing the federal government to begin the actions needed to withdraw from the Paris Agreement.
(b) Total employees represents the sum of the aged categories. (c) Exelon includes individuals employed by BSC in addition to those employed by ComEd, PECO, BGE, and PHI. Exelon Corporate does not employ any individuals. (d) PHI includes individuals employed by PHISCO in addition to those employed by Pepco, DPL, and ACE.
Employees Exelon (a) ComEd PECO BGE PHI (b) Pepco DPL ACE Total Employees 20,571 6,688 3,169 3,383 4,422 1,374 945 630 __________ (a) Exelon includes individuals employed by BSC in addition to those employed by ComEd, PECO, BGE, and PHI. Exelon Corporate does not employ any individuals.
In 2023, Exelon's Scope 1 and 2 GHG emissions were just over 5.3 million metric tons carbon dioxide equivalent using the World Resources Institute Corporate Standard Market-based accounting. Of these emissions, 0.4 million metric tons are considered to be operations-driven and in more direct control of our employees and processes.
In 2024, new methods were introduced that resulted in changes to Exelon's verified GHG inventory. Exelon's final verified 2024 Scope 1 and 2 GHG emissions were just over 4.6 million metric tons carbon dioxide equivalent using the World Resources Institute Corporate Standard Market-based accounting.
Tyler 60 President and Chief Executive Officer, PHI, Pepco, DPL, and ACE 2021 - Present Senior Vice President and Chief Operating Officer, PHI, Pepco, DPL, and ACE 2016 - 2021 Bancroft, Anne 58 Vice President and General Counsel, PHI, Pepco, DPL, and ACE 2021 - Present Associate General Counsel, Exelon 2017 - 2021 Oddoye, Rodney 48 Senior Vice President, Governmental, Regulatory and External Affairs, PHI, Pepco, DPL, and ACE 2021 - Present Senior Vice President, Governmental and External Affairs, BGE 2020 - 2021 Vice President, Customer Operations, BGE 2018 - 2020 Olivier, Tamla 52 Senior Vice President and Chief Operating Officer, PHI, Pepco, DPL, and ACE 2021 - Present Senior Vice President, Customer Operations, BGE 2020 - 2021 Senior Vice President, Constellation NewEnergy, Inc. 2016 - 2020 Vahos, David 52 Senior Vice President, Chief Financial Officer, and Treasurer, PHI, Pepco, DPL, ACE 2024 - Present Senior Vice President, Chief Financial Officer, and Treasurer, BGE 2016 - 2024 21 Table of Contents
Tyler 61 President and Chief Executive Officer, PHI, Pepco, DPL, and ACE 2021 - Present Senior Vice President and Chief Operating Officer, PHI, Pepco, DPL, and ACE 2016 - 2021 Bancroft, Anne 59 Vice President and General Counsel, PHI, Pepco, DPL, and ACE 2021 - Present Associate General Counsel, Exelon 2017 - 2021 Oddoye, Rodney 49 Senior Vice President and Chief Operating Officer 2025 - Present Senior Vice President, Governmental, Regulatory and External Affairs, PHI, Pepco, DPL, and ACE 2021 - 2025 Cantler, Jaclyn 46 Senior Vice President, Governmental, Regulatory and External Affairs, PHI, DPL, and ACE 2025 - Present Vice President, Pepco Electric Operations, PHI, Pepco 2024 - 2025 Vice President, Projects and Contracts, PHI, Pepco, DPL, and ACE 2021 - 2024 O'Donnell, Morgan 50 Senior Vice President, Chief Financial Officer, and Treasurer, PHI, Pepco, DPL, and ACE 2025 - Present Vice President, Regulatory Policy and Strategy, PHI, Pepco and DPL 2021 - 2025
A number of states in which the Registrants operate have state and regional programs to reduce GHG emissions and renewable and other portfolio standards, which impact the power sector. See discussion below for additional information on renewable and other portfolio standards.
This withdrawal process will take a year to complete. The United States elected not to participate in the COP meeting (COP 30) in 2025. State Climate Change Legislation and Regulation. A number of states in which the Registrants operate have state and regional programs to reduce GHG emissions and renewable and other portfolio standards, which impact the power sector.
BGE’s electric and gas distribution costs and Pepco’s and DPL Maryland's electric distribution costs are currently recovered through multi-year rate case proceedings, as the MDPSC and the DCPSC allow utilities to file multi-year rate plans. In certain instances, the Utility Registrants use specific recovery mechanisms as approved by their respective regulatory agencies.
BGE’s electric and gas distribution costs and Pepco’s and DPL Maryland's electric distribution costs are currently recovered through multi-year rate case proceedings, as the MDPSC and the DCPSC allow utilities to file multi-year rate plans. In October 2025, Pepco Maryland filed a fully forecasted test year rate case while it awaits the conclusion of the lessons learned process.
Certain northeast and mid-Atlantic states (Connecticut, Delaware, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New York, Rhode Island, Vermont) currently participate in the RGGI. The program requires most fossil fuel-fired power plant owners and operators in the region to hold allowances, purchased at auction, for each ton of CO2 emissions.
The program requires most fossil fuel-fired power plant owners and operators in the region to hold allowances, purchased at 15 Table of Contents auction, for each ton of CO2 emissions. Non-emitting resources do not have to purchase or hold these allowances.
What constitutes a Water of the United States has been subject to varied definition over the past several Administrations. The most recent definitions established under the Biden Administration are subject to pending legal challenge. It is expected that, under the Trump Administration, the Environmental Protection Agency will issue new regulations that reflect a more narrow scope.
What constitutes a Water of the United States has been subject to varied definition over the past several administrations. The current administration has issued notice that the application of Waters of the United States will use a more narrow scope than has been applied historically.
(b) Corporate represents employees employed by BSC or PHISCO. 13 Table of Contents Environmental Matters and Regulation The Registrants are subject to comprehensive and complex environmental legislation and regulation at the federal, state, and local levels, including requirements relating to climate change, air and water quality, solid and hazardous waste, and impacts on species and habitats.
Employees Exelon ComEd PECO BGE PHI Pepco DPL ACE Retirement Age 2.39 % 2.72 % 2.54 % 2.06 % 2.17 % 2.00 % 2.40 % 2.10 % Voluntary 2.58 % 2.40 % 2.06 % 1.82 % 2.78 % 2.82 % 1.29 % 2.58 % Non-Voluntary 0.96 % 0.83 % 1.34 % 1.00 % 1.04 % 1.78 % 0.68 % 0.65 % Environmental Matters and Regulation The Registrants are subject to comprehensive and complex environmental legislation and regulation at the federal, state, and local levels, including requirements relating to climate change, air and water quality, solid and hazardous waste, and impacts on species and habitats.
The following table presents employee information, including information about CBAs, as of December 31, 2024.
(b) PHI includes individuals employed by PHISCO in addition to those employed by Pepco, DPL, and ACE. Approximately 42% of Exelon’s employees participate in CBAs. The following table presents employee information, including information about CBAs, as of December 31, 2025.
Removed
The separation was completed on February 1, 2022, creating two publicly traded companies, Exelon and Constellation. See Note 2 – Discontinued Operations of the Combined Notes to Consolidated Financial Statements for additional information.
Added
In certain instances, the Utility Registrants use specific recovery mechanisms as approved by their respective regulatory agencies.
Removed
Business Services Through its business services subsidiary, BSC, Exelon provides its subsidiaries with a variety of support services at cost, including legal, human resources, finance, information technology, and supply management services.
Added
As the Company competes for critical capabilities in the marketplace, Exelon must attract, develop, and equip its workforce to meet evolving business and industry needs. Accordingly, Exelon’s human capital management strategy is centered on maintaining and enhancing its reputation as an employer of choice within the energy and utility industry.
Removed
Employees The Registrants strive to create a diverse workforce and an inclusive workplace so that they can innovate, grow, and meet the needs of their employees, customers, and community. Therefore, the Registrants take steps to attract, develop, and retain highly qualified talent with a broad range of skills, expertise, and backgrounds who reflect the communities they serve.
Added
Exelon seeks to attract and retain talent by fostering a safe, inclusive, and engaging workplace that offers meaningful work, clearly defined roles, opportunities for professional development, supportive leadership, work‑life balance, and competitive benefits that support employee well‑being across all stages of life. Exelon’s talent strategy supports the attraction, development, engagement, and advancement of employees across all businesses and functions.
Removed
The Registrants strive to foster an environment where all employees are engaged, feel a sense of belonging and can pursue their full potential – providing comprehensive employee development opportunities to build the skills of their workforce and create high performing teams. Employee well-being and safety are a priority.
Added
The Company deploys a comprehensive recruiting approach to address current and future workforce needs, including workforce development initiatives, annual internship and cooperative education programs, targeted recruiting for specialized and hard‑to‑fill roles, and partnerships with colleges, universities, trade schools, and community organizations. Exelon invests in employee development through leadership development programs, technical training, and mentoring.
Removed
The Registrants provide a full suite of wellness benefits targeted at supporting work-life balance, physical, mental, and financial health, and industry-leading paid leave policies. The Registrants typically conduct an employee engagement survey every other year to gain feedback from employees, help identify organizational strengths, and help identify areas of opportunity for growth.
Added
Talent growth and internal mobility are supported through performance development, talent review, and succession planning processes. Employees are encouraged to complete annual individual development plans to identify skill‑building opportunities, supported by managers and Exelon’s development offerings.
Removed
The survey results are reviewed with senior management and the Exelon Board of Directors. Diversity Metrics The following tables show diversity metrics for all employees and management as of December 31, 2024. Management is defined as executive/senior level officials and managers as well as all employees who have direct reports and/or supervisory responsibilities.
Added
Exelon’s total rewards programs support its talent strategy by attracting, retaining, and motivating high‑performing employees while reinforcing the Company’s pay‑for‑performance philosophy and supporting employee well‑being. Compensation is designed to be market‑competitive and is informed by benchmarking many positions using external survey data.
Removed
Employees Exelon (c) ComEd PECO BGE PHI (d) Pepco DPL ACE Female (a) 5,651 1,605 793 845 1,345 339 135 104 People of Color (a) 8,370 2,791 1,093 1,359 1,948 866 236 157 Aged 2,341 784 429 379 440 140 95 61 Aged 30-50 11,348 3,963 1,633 1,993 2,375 751 500 351 Aged >50 6,325 1,800 993 1,037 1,463 424 328 196 Total Employees (b) 20,014 6,547 3,055 3,409 4,278 1,315 923 608 12 Table of Contents Management Exelon (c) ComEd PECO BGE PHI (d) Pepco DPL ACE Female (a) 1,173 253 137 155 254 56 13 18 People of Color (a) 1,314 368 143 202 319 117 35 31 Aged 23 8 2 — 8 3 1 1 Aged 30-50 2,056 554 209 337 457 114 69 44 Aged >50 1,400 377 164 170 282 64 45 40 Total Employees in Management (b) 3,479 939 375 507 747 181 115 85 __________ (a) Information concerning women and people of color is based on self-disclosed information.
Added
All employees participate in an annual incentive program that aligns individual performance with business results and supports a high‑performance culture. 12 Table of Contents Exelon promotes transparency in compensation and performance‑based rewards by providing education, tools, and resources that help leaders and employees understand the Company’s market‑based pay approach and the connection between performance, ratings, and compensation outcomes.
Removed
Turnover Rates As turnover is inherent, management succession planning is performed and tracked for all executives and critical key manager positions. Management frequently reviews succession planning to ensure the Registrants are prepared when positions become available. The table below shows the average turnover rate for all employees for the last three years of 2022 to 2024.
Added
In addition, Exelon offers a comprehensive portfolio of benefit programs that support employees’ emotional, physical, and financial well‑being, enabling employees to perform effectively and supporting overall organizational effectiveness. The following table shows the total number of employees at each Registrant as of December 31, 2025.
Removed
Exelon ComEd PECO BGE PHI Pepco DPL ACE Retirement Age 2.80 % 3.38 % 3.10 % 2.16 % 2.48 % 2.19 % 2.86 % 2.92 % Voluntary 3.00 % 2.64 % 2.65 % 2.06 % 3.15 % 3.43 % 1.61 % 2.81 % Non-Voluntary 1.00 % 0.87 % 1.37 % 1.06 % 1.16 % 1.77 % 0.62 % 0.70 % Collective Bargaining Agreements Approximately 43% of Exelon’s employees participate in CBAs.
Added
(b) Corporate represents employees employed by BSC or PHISCO. The table below shows the average turnover rate for all employees for 2023 to 2025.
Removed
Clean fuels and other emerging technologies can also support the transition, lessen the strain on electric system expansion, and support energy system resiliency.
Added
Of these emissions, 0.4 million metric tons are considered to be operations-driven and in more direct control of our employees and processes. The majority of these operations-driven emissions are fugitive emissions from the gas delivery systems of PECO, BGE, and DPL.
Removed
Though under the first Trump Administration, the United States formally withdrew from the Paris Agreement, on January 20, 2021, President Biden accepted the Agreement, which resulted in the United States’ formal re-entry on February 15 Table of Contents 19, 2021.
Added
However, the Registrants do engage in efforts that help to reduce these emissions, including customer programs to drive customer energy efficiency, to help manage peak demands, and to enable distributed solar generation.
Removed
Following this reentry, the United States set an economy-wide target of reducing its net GHG emissions by 50-52% below 2005 levels by 2030.
Added
See discussion below for additional information on renewable and other portfolio standards. Certain northeast and mid-Atlantic states (Connecticut, Delaware, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New York, Rhode Island, Vermont) currently participate in the RGGI.
Removed
On November 11, 2022, at the UNFCCC Conference of the Parties (COP 27), President Biden recommitted the U.S. to these goals and detailed the significant domestic climate actions the U.S. had taken to spur a new era of clean American manufacturing, enhance energy security, and drive down the costs of clean energy for consumers in the U.S. and around the world.
Removed
In January 2025, President Trump issued an Executive Order instructing the federal government to begin the actions needed to withdraw from the Paris Agreement again. This withdrawal process will take a year to complete.
Removed
President Trump also issued an Executive Order calling for many of the clean energy programs created under IIJA and the IRA to be suspended for 90 days while they are reviewed. State Climate Change Legislation and Regulation.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

52 edited+8 added−9 removed75 unchanged
Biggest changeSuch risks include, but are not limited to, cost recovery, regulatory concerns, cybersecurity, and obsolescence of technology. Such initiatives may not be successful, and failures could result in adverse financial or reputational consequences. Risks Related to Market and Financial Factors The Registrants are potentially affected by emerging technologies that could over time affect or transform the energy industry (All Registrants).
Biggest changeRisks Related to Market and Financial Factors The Registrants are potentially affected by emerging technologies that could over time affect or transform the energy industry (All Registrants). Advancements in power generation technology, including commercial and residential solar generation installations and commercial micro turbine installations, are improving the cost-effectiveness of customer self-supply of electricity.
Under Illinois law, however, ComEd could be required to pay damages to its customers in some circumstances involving extended outages affecting large numbers of its customers, which could be material. The Registrants are subject to physical security and cybersecurity risks (All Registrants). Risks from cybersecurity and physical threats to energy infrastructures are increasing.
Under Illinois law, however, ComEd could be required to pay damages to its customers in some circumstances involving extended outages affecting large numbers of its customers, which could be material. The Registrants are subject to physical security and cybersecurity risks (All Registrants). Risks from cybersecurity and physical threats to energy infrastructures and personnel are increasing.
Changes in the Utility Registrants' respective terms and conditions of service, including their respective rates, along with adoption of new rate structures and constructs, or establishment of new rate cases, are subject to regulatory approval proceedings and/or negotiated settlements that are at times contentious, lengthy, and subject to appeal, which lead to uncertainty as to the ultimate result, and which could result in uncertainties in rate case outcomes, and/or introduce time delays in effectuating rate changes (All Registrants).
Changes in the Utility Registrants' respective terms and conditions of service, including their respective rates, along with adoption of new rate structures and constructs, or establishment of new rate cases, are subject to regulatory approval proceedings and/or negotiated settlements that are at times contentious, lengthy, and subject to appeal, which leads to uncertainty as to the ultimate result, and which could result in uncertainties in rate case outcomes, and/or introduce time delays in effectuating rate changes (All Registrants).
These energy conservation programs, regulated energy consumption reduction targets, and new energy consumption technologies could cause declines in customer energy consumption and lead to a decline in the Registrants' earnings, if timely recovery is not allowed. The Registrants also periodically perform analyses of potential energy system transition pathways to reduce economy-wide GHG emissions to mitigate climate change.
These energy conservation programs, regulated energy consumption reduction targets, and new energy consumption technologies for PECO, could cause declines in customer energy consumption and lead to a decline in the Registrants' earnings, if timely recovery is not allowed. The Registrants also periodically perform analyses of potential energy system transition pathways to reduce economy-wide GHG emissions to mitigate climate change.
Lack of sufficient generation to meet actual or forecasted demand or disruptions at power generation facilities owned by third parties could interrupt transmission and distribution services, impair economic development, cause outages, and result in use limitations or affordability implications for customers. (All Registrants) Exelon does not generate the electricity it delivers.
Lack of sufficient generation and energy storage to meet actual or forecasted demand or disruptions at power generation facilities owned by third parties could interrupt transmission and distribution services, impair economic development, cause outages, and result in use limitations or affordability implications for customers. (All Registrants) Exelon does not generate the electricity it delivers.
In addition, the Registrants have exposure to worldwide financial markets, including Europe, Canada, and Asia. Disruptions in these markets could reduce or restrict the Registrants’ ability to secure sufficient liquidity or secure liquidity at reasonable terms. As of December 31, 2024, approximately 17%, 11%, and 17% of the Registrants’ available credit facilities were with European, Canadian, and Asian banks, respectively.
In addition, the Registrants have exposure to worldwide financial markets, including Europe, Canada, and Asia. Disruptions in these markets could reduce or restrict the Registrants’ ability to secure sufficient liquidity or secure liquidity at reasonable terms. As of December 31, 2025, approximately 17%, 11%, and 17% of the Registrants’ available credit facilities were with European, Canadian, and Asian banks, respectively.
Changes in demographics, including increased numbers of retirements or changes in life expectancy assumptions or changes to Social Security or Medicare eligibility requirements could also increase the costs and funding requirements of the obligations related to the pension and OPEB plans. See Note 14 — Retirement Benefits of the Combined Notes to Consolidated Financial Statements for additional information. ITEM 1B.
Changes in demographics, including increased numbers of retirements or changes in life expectancy assumptions or changes to Social Security or Medicare eligibility requirements could also increase the costs and funding requirements of the obligations related to the pension and OPEB plans. See Note 12 — Retirement Benefits of the Combined Notes to Consolidated Financial Statements for additional information. ITEM 1B.
Additionally, higher interest rates may put pressure on the Registrants’ overall liquidity profile, financial health and impact financial results. See Note 16 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information on the credit facilities.
Additionally, higher interest rates may put pressure on the Registrants’ overall liquidity profile, financial health and impact financial results. See Note 14 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information on the credit facilities.
If any of the Registrants were to experience a downgrade in its credit ratings to below investment grade or otherwise fail to satisfy the credit standards in its agreements with its counterparties or regulatory financial requirements, it would be required to provide significant amounts of collateral that could affect its liquidity and could experience higher borrowing costs (All Registrants).
If any of the Registrants were to experience a downgrade in its credit ratings to below investment grade or otherwise fail to satisfy the credit standards in its agreements with its counterparties or regulatory financial requirements, it would be required to provide significant 27 Table of Contents amounts of collateral that could affect its liquidity and could experience higher borrowing costs (All Registrants).
Third-party power generation may be insufficient to meet our customers’ electricity demand in the short- and medium-term because of extreme weather, fuel security, market procurement, regulatory requirements, operational issues, maintenance outages, inflexibility of demand, or financial uncertainty impacting existing or prospective generation facilities.
Third-party power generation may be insufficient to meet our customers’ electricity demand in the short- and medium-term because of extreme 25 Table of Contents weather, fuel security, market procurement, regulatory requirements, operational issues, maintenance outages, inflexibility of demand, or financial uncertainty impacting existing or prospective generation facilities.
Delays in siting, permitting, and interconnection could defer the introduction of new generation resources that could address resource adequacy concerns. PJM’s systems and operations are designed to ensure the reliable operation of the transmission grid and prevent the operations of one utility from having an adverse impact on the operations of the other utilities.
Delays in siting, permitting, and interconnection could defer the introduction of new generation or energy storage resources that could address resource adequacy concerns. PJM’s systems and operations are designed to ensure the reliable operation of the transmission grid and prevent the operations of one utility from having an adverse impact on the operations of the other utilities.
In addition, the implementation of security guidelines and measures has resulted in and is expected to continue to result in increased costs. The Registrants could be significantly affected by public health crises, including epidemics or pandemics. The Registrants have plans in place to respond to such events.
In addition, the 24 Table of Contents implementation of security guidelines and measures has resulted in and is expected to continue to result in increased costs. The Registrants could be significantly affected by public health crises, including epidemics or pandemics. The Registrants have plans in place to respond to such events.
Instability in the financial markets as a result of terrorism, war, natural disasters, public health crises, epidemics, pandemics, credit crises, recession, or other significant events also could result in a decline in energy consumption or interruption of fuel or the supply chain.
Instability in the financial markets as a result of terrorism, war, natural disasters, public health crises, epidemics, pandemics, credit crises, recession, sustained high inflation, or other significant events also could result in a decline in energy consumption or interruption of fuel or the supply chain.
These factors could affect the Registrants’ consolidated financial statements through, among other things, increased Operating 28 Table of Contents and maintenance expenses, increased capital expenditures, and potential asset impairment charges or accelerated depreciation over shortened remaining asset useful lives. The Registrants could be negatively affected by unstable capital and credit markets (All Registrants).
These factors could affect the Registrants’ consolidated financial statements through, among other things, increased Operating and maintenance expenses, increased capital expenditures, and potential asset impairment charges or accelerated depreciation over shortened remaining asset useful lives. The Registrants could be negatively affected by unstable capital and credit markets (All Registrants).
However, the Registrants’ physical facilities could be at greater risk of damage as changes in the global climate affect temperature and weather patterns, including if 26 Table of Contents such climate changes result in more intense, frequent and extreme weather events, elevated or decreased levels of precipitation, sea level rise, increased surface water temperatures, wildfires and/or other effects.
However, the Registrants’ physical facilities could be at greater risk of damage as changes in the global climate affect temperature and weather patterns, including if such climate changes result in more intense, frequent and extreme weather events, elevated or decreased levels of precipitation, sea level rise, increased temperatures, wildfires and/or other effects.
As is the case for electric utilities generally, potential concerns over transmission capacity or generation facility retirements could result in PJM or FERC requiring the 27 Table of Contents Utility Registrants to upgrade or expand their respective transmission systems through additional capital expenditures.
As is the case for electric utilities generally, potential concerns over transmission capacity or generation facility retirements could result in PJM or FERC requiring the Utility Registrants to upgrade or expand their respective transmission systems through additional capital expenditures.
A security breach of the Registrants' physical assets or information systems or those of the Registrants' competitors, vendors, business partners and interconnected entities (including RTOs and ISOs) could materially impact Registrants by, among other things, impairing the availability of electricity and gas distributed by Registrants and/or the reliability of transmission and distribution systems, damaging grid infrastructure, interrupting critical business functions, impairing the availability of vendor services and materials that the Registrants rely on to maintain their operations, or by leading to the theft or inappropriate release of certain types of information, including critical infrastructure information, system data and architecture, sensitive customer, vendor, or employee data, or other confidential data.
In addition, the rapid evolution and increased adoption of artificial intelligence technologies may intensify the Registrants' cybersecurity risks. 23 Table of Contents A security breach of the Registrants' physical assets or information systems or those of the Registrants' competitors, vendors, business partners and interconnected entities (including RTOs and ISOs) could materially impact Registrants by, among other things, impairing the availability of electricity and gas distributed by Registrants and/or the reliability of transmission and distribution systems, damaging grid infrastructure, interrupting critical business functions, impairing the availability of vendor services and materials that the Registrants rely on to maintain their operations, or by leading to the theft or inappropriate release of certain types of information, including critical infrastructure information, system data and architecture, sensitive customer, vendor, or employee data, or other confidential data.
Equipment, even if maintained in accordance with good utility practices, is subject to operational failure, including events that are beyond the Utility Registrants’ control, and could require significant expenditures to operate efficiently.
The Utility Registrants’ businesses are capital intensive and require significant investments in transmission and distribution infrastructure projects. Equipment, even if maintained in accordance with good utility practices, is subject to operational failure, including events that are beyond the Utility Registrants’ control, and could require significant expenditures to operate efficiently.
Several U.S. government agencies have warned that the energy sector and its supply chains are subject to increasing risks of physical attacks, ransomware attacks and cybersecurity threats, and that the risks may escalate during periods of heightened geopolitical tensions. In addition, the rapid evolution and increased adoption of artificial intelligence technologies may intensify the Registrants' cybersecurity risks.
Several U.S. government agencies have warned that the energy sector and its supply chains are subject to increasing risks of physical attacks, ransomware attacks and cybersecurity threats, and that the risks may escalate during periods of heightened geopolitical tensions.
The Utility Registrants' consolidated financial statements are heavily dependent on the ability of the Utility Registrants to recover their costs associated with the retail purchase, transmission, and distribution of power and natural gas to their customers.
Substantial aspects of the Registrants' businesses are subject to comprehensive Federal or state legislation and/or regulation. The Utility Registrants' consolidated financial statements are heavily dependent on the ability of the Utility Registrants to recover their costs associated with the retail purchase, transmission, and distribution of power and natural gas to their customers.
In addition to potential timing delays, the Registrants also face other uncertainties in rate proceedings that could impact recovery, including not obtaining anticipated allowed rates of return, allowed capital structures, or allowed return on pension assets, and various other factors.
In addition to potential timing delays, the Registrants also face other uncertainties in rate proceedings that could impact recovery, including not obtaining anticipated allowed rates of return, allowed capital structures, or allowed return on pension assets, and various other factors. See Note 2 — Regulatory Matters of the Combined Notes to the Consolidated Financial Statements for additional information.
The Registrants are subject to extensive environmental regulation and legislation by local, state, and Federal authorities. These laws and regulations affect the way the Registrants conduct their operations and make capital expenditures, including how they handle air and water emissions, hazardous and solid waste, and activities affecting surface waters, groundwater, and aquatic and other species.
These laws and regulations affect the way the Registrants conduct their operations and make capital expenditures, including how they handle air and water emissions, hazardous and solid waste, and activities affecting surface waters, groundwater, and aquatic and other species.
Improvements in energy efficiency of lighting, appliances, equipment and building materials will also affect energy consumption by customers. Changes in power generation, storage, and use technologies could have significant effects on customer behaviors and their energy consumption.
Improvements in energy storage technology, including batteries and fuel cells, could also better position customers to meet their around-the-clock electricity requirements. Improvements in energy efficiency of lighting, appliances, equipment and building materials will also affect energy consumption by customers. Changes in power generation, storage, and use technologies could have significant effects on customer behaviors and their energy consumption.
Extreme weather conditions or damage resulting from storms could stress the Utility Registrants' transmission and distribution systems, communication systems, and technology, resulting in increased maintenance and capital costs and limiting each Utility Registrant's ability to meet peak customer demand. First and third quarter financial results, in particular, are substantially dependent on weather conditions, and could make period comparisons less relevant.
Extreme weather conditions or damage resulting from storms could stress the Utility Registrants' transmission and distribution systems, communication systems, and technology, resulting in increased maintenance and capital costs and limiting each Utility Registrant's ability to meet peak customer demand.
The Registrants could be subject to adverse publicity and reputational risks, which make them vulnerable to negative customer perception and could lead to increased regulatory oversight or other consequences (All Registrants). The Registrants could be the subject of public criticism.
Adverse outcomes in these proceedings could require significant expenditures, result in lost revenue, or restrict or disrupt business activities. The Registrants could be subject to adverse publicity and reputational risks, which make them vulnerable to negative customer perception and could lead to increased regulatory oversight or other consequences (All Registrants). The Registrants could be the subject of public criticism.
Changes to current state legislation or the development of Federal legislation that requires the use of low-emission, renewable, and/or alternate fuel sources could significantly impact the Utility Registrants, especially if timely cost recovery is not allowed.
Changes to current state legislation or the development of Federal legislation that requires the use of low-emission, renewable, and/or alternate fuel sources could significantly impact the Utility Registrants, especially if timely cost recovery is not allowed. In addition, where requirements and compliance mechanisms have previously been established, the withdrawal of such requirements can introduce costs and uncertainty.
See Note 1 — Significant Accounting Policies and Note 13 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information. Legal proceedings could result in a negative outcome, which the Registrants cannot predict (All Registrants). The Registrants are involved in legal proceedings, claims, and litigation arising out of their business operations.
Legal proceedings could result in a negative outcome, which the Registrants cannot predict (All Registrants). The Registrants are involved in legal proceedings, claims, and litigation arising out of their business operations. The material legal proceedings, claims, and litigation arising out of business operations are summarized in Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements.
Long-lived assets, goodwill, and other assets could become impaired (All Registrants). Long-lived assets represent the single largest asset class on the Registrants’ statements of financial position. In addition, Exelon, ComEd, and PHI have material goodwill balances.
The frequency in which weather conditions emerge outside the current expected climate norms could contribute to weather-related impacts discussed above. Long-lived assets, goodwill, and other assets could become impaired (All Registrants). Long-lived assets represent the single largest asset class on the Registrants’ statements of financial position. In addition, Exelon, ComEd, and PHI have material goodwill balances.
Employees and contractors throughout the organization work in, and customers and the general public could be exposed to, potentially dangerous environments near the Registrants’ operations.
The Registrants’ electricity and natural gas operations are inherently hazardous and involve significant risks to employees, contractors, customers, and the general public (All Registrants). Employees and contractors throughout the organization work in, and customers and the general public could be exposed to, potentially dangerous environments near the Registrants’ operations.
The Registrants’ businesses are capital intensive, and their assets could require significant expenditures to maintain, are subject to operational failure and could be impacted by lack of availability of labor, materials or parts, which could result in potential liability (All Registrants). The Utility Registrants’ businesses are capital intensive and require significant investments in transmission and distribution infrastructure projects.
The Registrants’ businesses are capital intensive, and their assets could require significant expenditures to maintain, are subject to operational failure and could be impacted by disruptions or cost increases in the supply chain, including shortages in labor, materials or parts, or significant increases in relevant tariffs which could result in potential liability (All Registrants).
The Registrants are particularly affected due to the specialized knowledge required of the technical and support employees needed to conduct Registrants' transmission and distribution operations as well as areas where new technologies are pertinent. The Registrants’ performance could be negatively affected by poor performance of third-party contractors that perform periodic or ongoing work (All Registrants).
The Registrants are particularly affected due to the specialized knowledge required of the technical and support employees needed to conduct Registrants' transmission and distribution operations as well as areas where new technologies are pertinent.
Also, insufficient availability of electric supply to meet customer demand could jeopardize the Utility Registrants' ability to comply with reliability standards and strain customer and regulatory agency relationships.
Demand for electricity within the Utility Registrants' service areas could stress available transmission capacity requiring alternative routing or curtailment of electricity usage. Also, insufficient availability of electric supply to meet customer demand could jeopardize the Utility Registrants' ability to comply with reliability standards and strain customer and regulatory agency relationships.
The continued increase in Federal and state regulatory requirements related to cybersecurity and evolving threat actor-capabilities could require changes to measures currently undertaken by the Registrants or to their business operations and could adversely affect their consolidated financial statements. 25 Table of Contents The Registrants’ electricity and natural gas operations are inherently hazardous and involve significant risks to employees, contractors, customers, and the general public (All Registrants).
The continued increase in Federal and state regulatory requirements related to cybersecurity and evolving threat actor-capabilities could require changes to measures currently undertaken by the Registrants or to their business operations and could adversely affect their consolidated financial statements.
Faster energy demand growth, acceleration of generator retirements, or the limited entry of new generating resources in any of the Utility Registrants’ respective service territories may result in a longer-term power generation capacity shortfall. Exelon has forecast substantial increases in load, driven largely by the increasing use of data processing facilities dedicated to artificial intelligence technologies.
Faster energy demand growth, acceleration of generator retirements, or the limited entry of new generating resources in any of the Utility Registrants’ respective service territories may result in a longer-term power generation capacity shortfall.
The Utility Registrants' respective ability to deliver electricity, their operating costs, and their capital expenditures could be negatively impacted by transmission congestion and failures of neighboring transmission systems (All Registrants). Demand for electricity within the Utility Registrants' service areas could stress available transmission capacity requiring alternative routing or curtailment of electricity usage.
The Utility Registrants' respective ability to deliver electricity, their operating costs, and their capital expenditures could be negatively impacted by the insufficiency of generation or energy storage resources to meet demand, transmission congestion, and failures of neighboring transmission systems (All Registrants).
The Registrants have entered into various agreements with counterparties that require those counterparties to reimburse a Registrant and hold it harmless against specified obligations and claims. To the extent that any of these counterparties are affected by deterioration in their creditworthiness or the agreements are otherwise determined to be unenforceable, the affected Registrant could be held responsible for the obligations.
To the extent that any of these counterparties are affected by deterioration in their creditworthiness or the agreements are otherwise determined to be unenforceable, the affected Registrant could be held responsible for the obligations.
BUSINESS — Environmental Matters and Regulation — Renewable and Clean Energy Standards and "The Registrants are potentially affected by emerging technologies that could over time affect or transform the energy industry" above for additional information. 23 Table of Contents The Registrants could be negatively affected by challenges to tax positions taken, tax law changes, and the inherent difficulty in quantifying potential tax effects of business decisions.
BUSINESS — Environmental Matters and Regulation — Renewable and Clean Energy Standards and "The Registrants are potentially affected by emerging technologies that could over time affect or transform the energy industry" above for additional information.
If the Utility Registrants were found in non-compliance with the Federal or state mandatory reliability standards, they could be subject to remediation costs as well as sanctions, which could include substantial monetary penalties. The Registrants could incur substantial costs to fulfill their obligations related to environmental and other matters (All Registrants).
In addition, the ICC, PAPUC, MDPSC, DCPSC, DEPSC, and NJBPU impose certain distribution reliability standards on the Utility Registrants. If the Utility Registrants were found in non-compliance with the Federal or state mandatory reliability standards, 21 Table of Contents they could be subject to remediation costs as well as sanctions, which could include substantial monetary penalties.
Market performance and other factors could decrease the value of employee benefit plan assets and could increase the related employee benefit plan obligations, which then could require significant additional funding (All Registrants).
In the event of non-performance by those third parties, the Registrants could incur substantial cost to fulfill their obligations under these guarantees. 29 Table of Contents Market performance and other factors could decrease the value of employee benefit plan assets and could increase the related employee benefit plan obligations, which then could require significant additional funding (All Registrants).
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — Liquidity and Capital Resources — Credit Matters and Cash Requirements — Security Ratings for additional information regarding the potential impacts of credit downgrades on the Registrants’ cash flows. 29 Table of Contents The impacts of significant economic downturns or increases in customer rates, could lead to decreased volumes delivered and increased expense for uncollectible customer balances (All Registrants).
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — Liquidity and Capital Resources — Credit Matters and Cash Requirements — Security Ratings for additional information regarding the potential impacts of credit downgrades on the Registrants’ cash flows.
See Note 18 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for more information regarding the DPA and SEC settlement. 24 Table of Contents Risks Related to Operational Factors The Utility Registrants' operating costs are affected by their ability to maintain the availability and reliability of their delivery and operational systems (All Registrants).
Risks Related to Operational Factors The Utility Registrants' operating costs are affected by their ability to maintain the availability and reliability of their delivery and operational systems (All Registrants).
(All Registrants). The Registrants are required to make judgments to estimate their obligations to taxing authorities, which includes general tax positions taken and associated reserves established. Tax obligations include, but are not limited to: income, real estate, sales and use, and employment-related taxes and ongoing appeal issues related to these tax matters.
Tax obligations include, but are not limited to: income, real estate, sales and use, and employment-related taxes and ongoing appeal issues related to these tax matters. All tax estimates could be subject to challenge by the tax authorities.
The Registrants have issued guarantees of the performance of third parties, which obligate the Registrants to perform if the third parties do not perform. In the event of non-performance by those third parties, the Registrants could incur substantial cost to fulfill their obligations under these guarantees.
The Registrants have issued guarantees of the performance of third parties, which obligate the Registrants to perform if the third parties do not perform.
Climate change projections suggest increases to summer temperature and humidity trends, as well as more erratic precipitation and storm patterns over the long-term in the areas where the Utility Registrants have transmission and distribution assets. The frequency in which weather conditions emerge outside the current expected climate norms could contribute to weather-related impacts discussed above.
First and third quarter financial results, in particular, are substantially dependent on weather conditions, and could make period comparisons less relevant. 28 Table of Contents Climate change projections suggest increases to summer temperature and humidity trends, as well as more erratic precipitation and storm patterns over the long-term in the areas where the Utility Registrants have transmission and distribution assets.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — Critical Accounting Policies and Estimates, Note 7 — Property, Plant, and Equipment, Note 11 — Asset Impairments, and Note 12 — Intangible Assets of the Combined Notes to the Consolidated Financial Statements for additional information on long-lived asset impairments and goodwill impairments. 30 Table of Contents The Registrants could incur substantial costs in the event of non-performance by third-parties under indemnification agreements, or when the Registrants have guaranteed their performance (All Registrants).
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS — Critical Accounting Policies and Estimates, Note 6 — Property, Plant, and Equipment, Note N/A — Asset Impairments, and Note 10 — Intangible Assets of the Combined Notes to the Consolidated Financial Statements for additional information on long-lived asset impairments and goodwill impairments.
The Utility Registrants as users, owners, and operators of the bulk power transmission system are subject to mandatory reliability standards promulgated by NERC and enforced by FERC. The standards are based on the functions that need to be performed to ensure the bulk power system operates reliably and are guided by reliability and market interface principles.
The standards are based on the functions that need to be performed to ensure the bulk power system operates reliably and are guided by reliability and market interface principles. Compliance with or changes in the reliability standards could subject the Registrants to higher operating costs and/or increased capital expenditures.
The Registrants rely on third-party contractors to perform operations, maintenance, and construction work. Performance standards typically are included in all contractual obligations, but poor performance may impact capital execution plans or operations, or have adverse financial, regulatory, or reputational consequences.
Performance standards typically are included in all contractual obligations, but poor performance may impact capital execution plans or operations, or have adverse financial, regulatory, or reputational consequences. The Registrants could make acquisitions or investments in new business initiatives and new markets, which may not be successful or achieve the intended financial results (All Registrants).
The Registrants could make acquisitions or investments in new business initiatives and new markets, which may not be successful or achieve the intended financial results (All Registrants). The Utility Registrants face risks associated with regulator-mandated or other new business initiatives, such as smart grids and broader beneficial electrification.
The Utility Registrants face risks associated with regulator-mandated or other new business initiatives, such as smart grids and broader beneficial electrification. Such risks include, but are not limited to, cost recovery, regulatory concerns, cybersecurity, and obsolescence of technology. Such initiatives may not be successful, and failures could result in adverse financial or reputational consequences.
Risks Related to Legislative, Regulatory, and Legal Factors The Registrants' businesses are highly regulated and electric and gas revenue and earnings could be negatively affected by legislative and/or regulatory actions (All Registrants). Substantial aspects of the Registrants' businesses are subject to comprehensive Federal or state legislation and/or regulation.
There may be further risks and uncertainties that are presently known or that are not currently believed to be material that could negatively affect the Registrants' future consolidated financial statements. 20 Table of Contents Risks Related to Legislative, Regulatory, and Legal Factors The Registrants' businesses are highly regulated and electric and gas revenue and earnings could be negatively affected by legislative and/or regulatory actions (All Registrants).
All tax estimates could be subject to challenge by the tax authorities. Additionally, earnings may be impacted due to changes in federal or local/state tax laws, and the inherent difficulty of estimating potential tax effects of ongoing business decisions.
Additionally, earnings may be impacted due to changes in federal or local/state tax laws, and the inherent difficulty of estimating potential tax 22 Table of Contents effects of ongoing business decisions. See Note 1 — Significant Accounting Policies and Note 11 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information.
See Note 3 — Regulatory Matters of the Combined Notes to the Consolidated Financial Statements for additional information. 22 Table of Contents The Registrants could be subject to higher costs and/or penalties related to mandatory reliability standards, including the likely exposure of the Utility Registrants to the results of NERC compliance requirements (All Registrants).
The Registrants could be subject to higher costs and/or penalties related to mandatory reliability standards, including the likely exposure of the Utility Registrants to the results of NERC compliance requirements (All Registrants). The Utility Registrants as users, owners, and operators of the bulk power transmission system are subject to mandatory reliability standards promulgated by NERC and enforced by FERC.
Additionally, the risks should be considered holistically with other information included in this filing and future filings with the SEC. There may be further risks and uncertainties that are presently known or that are not currently believed to be material that could negatively affect the Registrants' future consolidated financial statements.
Additionally, the risks should be considered holistically with other information included in this filing and future filings with the SEC.
Removed
Compliance with or changes in the reliability standards could subject the Registrants to higher operating costs and/or increased capital expenditures. In addition, the ICC, PAPUC, MDPSC, DCPSC, DEPSC, and NJBPU impose certain distribution reliability standards on the Utility Registrants.
Added
The Registrants could incur substantial costs to fulfill their obligations related to environmental and other matters (All Registrants). The Registrants are subject to extensive environmental regulation and legislation by local, state, and Federal authorities.
Removed
The material legal proceedings, claims, and litigation arising out of business operations are summarized in Note 18 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements. Adverse outcomes in these proceedings could require significant expenditures, result in lost revenue, or restrict or disrupt business activities.
Added
The Registrants could be negatively affected by challenges to tax positions taken, tax law changes, and the inherent difficulty in quantifying potential tax effects of business decisions. (All Registrants). The Registrants are required to make judgments to estimate their obligations to taxing authorities, which includes general tax positions taken and associated reserves established.
Removed
The activities associated with the past Deferred Prosecution Agreement and the now resolved associated SEC investigation could have a material adverse effect on Exelon’s and ComEd’s reputation and relationship with legislators, regulators, and customers that could affect their ability to achieve actions and approvals (Exelon and ComEd).
Added
Physical attacks targeting the Registrants' physical assets or personnel could cause injuries, damage, or operational disruptions.
Removed
On July 17, 2020, ComEd entered into a Deferred Prosecution Agreement with the USAO for the Northern District of Illinois to resolve the USAO’s investigation into Exelon’s and ComEd’s lobbying activities in the State of Illinois. Exelon was not made a party to the DPA and no charges were brought against Exelon.
Added
Exelon has forecast substantial increases in load, driven largely by the increasing use of data processing facilities dedicated to cloud services, artificial intelligence technologies, and other applications.
Removed
Under the DPA, the USAO filed a single charge alleging that ComEd improperly gave and offered to give jobs, vendor subcontracts, and payments associated with those jobs and subcontracts for the benefit of the Speaker of the Illinois House of Representatives and the Speaker’s associates, with the intent to influence the Speaker’s action regarding legislation affecting ComEd’s interests.
Added
Energy storage systems provide additional resources for enhancing grid reliability and stability by providing rapid response capabilities, allowing the injection and absorption of power during electric supply and demand imbalances. As forecasted load increases, the lack of sufficient energy storage growth may also lead to greater price volatility and challenges in power services for customers.
Removed
The DPA provided that the USAO would defer any prosecution of such charge and any other criminal or civil case against ComEd in connection with the matters identified therein for a three-year period. That period expired, and the pending charge was dismissed, in July 2023.
Added
The Registrants’ performance could be negatively affected by poor performance of third-party contractors that perform periodic or ongoing work (All Registrants). 26 Table of Contents The Registrants rely on third-party contractors to perform operations, maintenance, and construction work.
Removed
In October 2019, the SEC notified Exelon and ComEd that it had opened an investigation into their lobbying activities in the state of Illinois. On September 28, 2023, Exelon and ComEd reached a settlement with the SEC to fully resolve the matter.
Added
The impacts of significant economic downturns or increases in customer rates, could lead to decreased volumes delivered and increased expense for uncollectible customer balances (All Registrants).
Removed
The DPA and the settlement with the SEC could have a material adverse impact on Exelon’s and ComEd’s reputation or relationships with regulatory and legislative authorities, customers, and other stakeholders. Those impacts could affect, or make more difficult, their efforts to achieve actions or approvals associated with operations.
Added
The Registrants could incur substantial costs in the event of non-performance by third-parties under indemnification agreements, or when the Registrants have guaranteed their performance (All Registrants). The Registrants have entered into various agreements with counterparties that require those counterparties to reimburse a Registrant and hold it harmless against specified obligations and claims.
Removed
Advancements in power generation technology, including commercial and residential solar generation installations and commercial micro turbine installations, are improving the cost-effectiveness of customer self-supply of electricity. Improvements in energy storage technology, including batteries and fuel cells, could also better position customers to meet their around-the-clock electricity requirements.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe CISO manages Exelon's enterprise-wide cybersecurity programs and reports to Exelon’s Chief Information Officer. The CISO has been responsible for assessing and managing material risks from cybersecurity threats at Exelon since 2018 and was named to the current role in 2022.
Biggest changeThe CISO has been responsible for assessing and managing material risks from cybersecurity threats at Exelon since 2018 and was named to the current role in 2022. The CISO has 26 years of information technology and cybersecurity experience in the critical infrastructure sector, of which 24 years have been in the utility industry.
Although the Registrants have not experienced any material cybersecurity events to date, cybersecurity threats could materially affect each Registrant’s business strategy, results of operations, or financial condition, as further discussed in the risk factor entitled “The Registrants are subject to physical and cybersecurity risks" in ITEM 1A. of this report. 33 Table of Contents
Although the Registrants have not experienced any material cybersecurity events to date, cybersecurity threats could materially affect each Registrant’s business strategy, results of operations, or financial condition, as further discussed in the risk factor entitled “The Registrants are subject to physical and cybersecurity risks" in ITEM 1A. of this report. 31 Table of Contents
ITEM 1C. CYBERSECURITY Risk management and strategy Cybersecurity risk for all Registrants is managed at the enterprise-level. Management of material risks from cybersecurity threats is integrated into the Registrants' overall risk management processes and is monitored as 31 Table of Contents an enterprise risk.
ITEM 1C. CYBERSECURITY Risk management and strategy Cybersecurity risk for all Registrants is managed at the enterprise-level. Management of material risks from cybersecurity threats is integrated into the Registrants' overall risk management processes and is monitored as an enterprise risk.
The CISO directs the security incident response team to contain, eradicate, and recover from an active threat. Exelon leverages the expertise of dedicated incident response vendors that can provide timely and specialized support to respond and recover from an event. The CISO and a cross-functional team convene as needed to evaluate cybersecurity events, including third-party events.
Exelon leverages the expertise of dedicated incident response vendors that can provide timely and specialized support to respond and recover from an event. The CISO and a cross-functional team convene as needed to evaluate cybersecurity events, including third-party events.
At each regular quarterly meeting, the Board of Directors engages with the CISO and a cross-functional management team regarding the risks from cybersecurity threats.
At each regular quarterly meeting, the OSCC engages with the CISO and a cross-functional management team regarding the risks from cybersecurity threats, and the Board of Directors receives reports on cybersecurity risks at least annually.
Additionally, those providers are required to report cybersecurity incidents, including the unauthorized use or disclosure of Registrants’ confidential information to Exelon’s security operations center. Third Party Security investigates certain third-party cybersecurity events as part of Exelon’s incident response program. Governance The Exelon Board of Directors is responsible for oversight of risks from cybersecurity threats.
Additionally, those providers are required to report cybersecurity incidents, including the unauthorized use or disclosure of Registrants’ confidential information to Exelon’s security operations center. Third Party Security investigates certain third-party cybersecurity events as part of Exelon’s incident response program.
Exelon applies stringent employee and contractor screening, and advances security awareness through training and monitoring programs that address both cyber and physical threats. Exelon employees are subject to annual mandatory training addressing security awareness, including cybersecurity and phishing. Exelon maintains cyber insurance coverage at limits consistent with the utility industry and reviews policy coverage and limits on an annual basis.
Exelon applies stringent employee and contractor screening, and advances security awareness through training and monitoring programs that address both cyber and physical threats. Exelon employees are subject to annual mandatory training addressing security awareness, including cybersecurity and phishing.
The CISO and professionals from the legal and compliance departments brief the Board of Directors on relevant topics, including information security and operational security, legislative and regulatory developments, and notable external cyber events relevant to Exelon and the industry more broadly. Management engages with the Board of Directors on risks from cybersecurity threats as appropriate outside of the quarterly meetings.
The CISO and professionals from the legal and compliance departments brief the OSCC on relevant topics, including information security and operational security, legislative and regulatory developments, and notable external cyber events relevant to Exelon and the industry more broadly.
Exelon maintains a single, centralized cybersecurity incident response program and plan that aligns with NIST CSF by integrating the identify, determine/classify, escalate and respond functions (which track the lifecycle of an event or incident). Security threats and incidents are identified and assessed to determine potential impact and escalated to senior cybersecurity management and the CISO.
CISS operates a security operations center for monitoring, identifying, and mitigating potential cybersecurity events or incidents. Exelon maintains a single, centralized cybersecurity incident response program and plan that aligns with NIST CSF by integrating the identify, determine/classify, escalate and respond functions (which track the lifecycle of an event or incident).
As part of its responsibility and as documented in the Cybersecurity Oversight Policy, the Board of Directors oversees Exelon's cybersecurity program and Exelon’s enterprise-wide risk related to cybersecurity, including management’s identification, assessment, and mitigation of cybersecurity risks.
Governance The Operations, Safety and Customer Experience Committee (OSCC) and Exelon Board of Directors are responsible for oversight of risks from cybersecurity threats. As documented in the Cybersecurity Oversight Policy, the Board of Directors oversees Exelon's cybersecurity program and Exelon’s enterprise-wide risk related to cybersecurity, including management’s identification, assessment, and mitigation of cybersecurity risks.
In assessing the effectiveness of its cybersecurity risk management program, the CISO makes use of external perspectives from regulatory compliance audits and inspections, external audits of the Registrants' financial systems, and third-party incident response and detection analytics.
Exelon maintains cyber insurance coverage at limits consistent with the utility industry and reviews policy coverage and limits on an annual basis. 30 Table of Contents In assessing the effectiveness of its cybersecurity risk management program, the CISO makes use of external perspectives from regulatory compliance audits and inspections, external audits of the Registrants' financial systems, and third-party incident response and detection analytics.
The programs are aligned to the National Institute of Standards and Technology Cyber Security Framework (NIST CSF) and integrate cyber asset identification; threat assessment; 32 Table of Contents risk assessment; risk management; and risk monitoring. CISS operates a security operations center for monitoring, identifying, and mitigating potential cybersecurity events or incidents.
The CISO leads CISS, which manages centralized information technology and operational technology security programs for the Registrants. The programs are aligned to the National Institute of Standards and Technology Cyber Security Framework (NIST CSF) and integrate cyber asset identification; threat assessment; risk assessment; risk management; and risk monitoring.
Removed
The CISO has 26 years of information technology and cybersecurity experience in the critical infrastructure sector, of which 24 years have been in the utility industry. The CISO leads CISS, which manages centralized information technology and operational technology security programs for the Registrants.
Added
Management engages with the OSCC and the Board of Directors on risks from cybersecurity threats as appropriate outside of the quarterly meetings. The CISO manages Exelon's enterprise-wide cybersecurity programs and reports to Exelon’s Chief Information Officer.
Added
Security threats and incidents are identified and assessed to determine potential impact and escalated to senior cybersecurity management and the CISO. The CISO directs the security incident response team to contain, eradicate, and recover from an active threat.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeThe Utility Registrants' electric distribution system includes the following number of circuit miles of overhead and underground lines: Circuit Miles ComEd PECO BGE Pepco DPL ACE Overhead 35,340 12,982 9,128 4,170 6,022 7,339 Underground 32,993 9,814 18,197 7,385 6,669 3,055 Gas The following table presents PECO’s, BGE’s, and DPL’s natural gas pipeline miles at December 31, 2024: PECO BGE DPL Transmission (a) 6 146 8 Distribution 7,305 7,644 2,225 Service piping 6,533 6,518 1,497 Total 13,844 14,308 3,730 ___________ (a) DPL has a 10% undivided interest in approximately 8 miles of natural gas transmission mains located in Delaware, which are used by DPL for its natural gas operations and by 90% owner for distribution of natural gas to its electric generating facilities. 34 Table of Contents The following table presents PECO’s, BGE’s, and DPL’s natural gas facilities: Registrant Facility Location Storage Capacity (mmcf) Send-out or Peaking Capacity (mmcf/day) PECO LNG Facility West Conshohocken, PA 1,200 195 PECO Propane Air Plant Chester, PA 105 25 BGE LNG Facility Baltimore, MD 1,056 332 BGE Propane Air Plant Baltimore, MD 550 85 DPL LNG Facility Wilmington, DE 250 60 PECO, BGE, and DPL also own 30, 27, and 10 natural gas city gate stations and direct pipeline customer delivery points at various locations throughout their gas service territory, respectively.
Biggest changeRegistrant Facility Location Storage Capacity (mmcf) Send-out or Peaking Capacity (mmcf/day) PECO LNG Facility West Conshohocken, PA 1,200 195 PECO Propane Air Plant Chester, PA 105 25 BGE LNG Facility Baltimore, MD 1,056 332 BGE Propane Air Plant Baltimore, MD 550 85 DPL LNG Facility Wilmington, DE 250 60 PECO, BGE, and DPL also own 30, 27, and 10 natural gas city gate stations and direct pipeline customer delivery points at various locations throughout their gas service territory, respectively.
First Mortgage and Insurance The principal properties of ComEd, PECO, Pepco, DPL, and ACE are subject to the lien of their respective mortgages under which their respective First Mortgage Bonds are issued. See Note 16 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information.
First Mortgage and Insurance The principal properties of ComEd, PECO, Pepco, DPL, and ACE are subject to the lien of their respective mortgages under which their respective First Mortgage Bonds are issued. See Note 14 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information.
See Note 8 — Jointly Owned Electric Utility Plant of the Combined Notes to the Consolidated Financial Statements for additional information.
See Note 7 — Jointly Owned Electric Utility Plant of the Combined Notes to the Consolidated Financial Statements for additional information.
Transmission and Distribution The Utility Registrants’ high voltage electric transmission lines owned and in service at December 31, 2024 were as follows: Voltage Circuit Miles (Volts) ComEd PECO BGE Pepco DPL ACE 765,000 90 — — — — — 500,000 (a) — 188 216 109 16 — 345,000 2,678 — — — — — 230,000 — 550 352 792 472 259 138,000 2,268 135 55 61 587 215 115,000 — — 700 26 — — 69,000 — 177 — — 568 675 ___________ (a) In addition, PECO, DPL, and ACE have an ownership interest located in Delaware and New Jersey.
Transmission and Distribution The Utility Registrants’ high voltage electric transmission lines owned and in service as of December 31, 2025 were as follows: Voltage Circuit Miles (Volts) ComEd PECO BGE Pepco DPL ACE 765,000 90 — — — — — 500,000 (a) — 191 216 109 16 — 345,000 2,678 — — — — — 230,000 — 550 352 794 472 259 138,000 2,268 135 55 61 587 215 115,000 — — 700 26 — — 69,000 — 178 — — 570 675 ___________ (a) In addition, PECO, DPL, and ACE have an ownership interest located in Delaware and New Jersey.
Added
The Utility Registrants' electric distribution system includes the following number of circuit miles of overhead and underground lines as of December 31, 2025: Circuit Miles ComEd PECO BGE Pepco DPL ACE Overhead 35,349 12,972 9,101 4,172 6,014 7,349 Underground 33,180 9,898 18,262 7,412 6,715 3,149 Gas The following table presents PECO’s, BGE’s, and DPL’s natural gas pipeline miles as of December 31, 2025.
Added
PECO BGE DPL Transmission (a) 6 146 8 Distribution 7,349 7,651 2,183 Service piping 6,590 6,556 1,502 Total 13,945 14,353 3,693 ___________ (a) DPL has a 10% undivided interest in approximately 8 miles of natural gas transmission mains located in Delaware, which are used by DPL for its natural gas operations and by 90% owner for distribution of natural gas to its electric generating facilities. 32 Table of Contents The following table presents PECO’s, BGE’s, and DPL’s natural gas facilities as of December 31, 2025.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS All Registrants The Registrants are parties to various lawsuits and regulatory proceedings in the ordinary course of their respective businesses. For information regarding material lawsuits and proceedings, see Note 3 — Regulatory Matters and Note 18 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements. Such descriptions are incorporated herein by these references.
Biggest changeITEM 3. LEGAL PROCEEDINGS All Registrants The Registrants are parties to various lawsuits and regulatory proceedings in the ordinary course of their respective businesses. For information regarding material lawsuits and proceedings, see Note 2 — Regulatory Matters and Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements. Such descriptions are incorporated herein by these references.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe following table sets forth Exelon’s quarterly cash dividends per share paid during 2024 and 2023: 2024 2023 (per share) Fourth Quarter Third Quarter Second Quarter First Quarter Fourth Quarter Third Quarter Second Quarter First Quarter Exelon $ 0.3800 $ 0.3800 $ 0.3800 $ 0.3800 $ 0.3600 $ 0.3600 $ 0.3600 $ 0.3600 38 Table of Contents The following table sets forth PHI's quarterly distributions and ComEd’s, PECO’s, BGE's, Pepco's, DPL's, and ACE's quarterly common dividend payments: 2024 2023 (in millions) 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter ComEd $ 194 $ 194 $ 194 $ 194 $ 187 $ 185 $ 187 $ 187 PECO 100 100 100 100 102 101 101 101 BGE 92 92 92 92 78 79 79 80 PHI 157 267 164 118 103 198 100 112 Pepco 73 133 102 51 52 85 67 48 DPL 58 78 39 45 36 37 18 42 ACE 27 56 22 22 15 75 15 21 First Quarter 2025 Dividend On February 12, 2025, Exelon's Board of Directors declared a regular quarterly dividend of $0.40 per share on Exelon’s Common stock for the first quarter of 2025.
Biggest changeThe following table sets forth Exelon’s quarterly cash dividends per share paid during 2025 and 2024: 2025 2024 (per share) Fourth Quarter Third Quarter Second Quarter First Quarter Fourth Quarter Third Quarter Second Quarter First Quarter Exelon $ 0.4000 $ 0.4000 $ 0.4000 $ 0.4000 $ 0.3800 $ 0.3800 $ 0.3800 $ 0.3800 36 Table of Contents The following table sets forth PHI's quarterly distributions and ComEd’s, PECO’s, BGE's, Pepco's, DPL's, and ACE's quarterly common dividend payments: 2025 2024 (in millions) 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter 4th Quarter 3rd Quarter 2nd Quarter 1st Quarter ComEd $ 203 $ 203 $ 204 $ 203 $ 194 $ 194 $ 194 $ 194 PECO 136 137 136 137 100 100 100 100 BGE 99 98 98 98 92 92 92 92 PHI 162 256 160 132 157 267 164 118 Pepco 60 109 92 66 73 133 102 51 DPL 53 59 44 46 58 78 39 45 ACE 51 88 24 20 27 56 22 22 First Quarter 2026 Dividend On February 12, 2026, Exelon's Board of Directors declared a regular quarterly dividend of $0.42 per share on Exelon’s Common stock for the first quarter of 2026.
No such event has occurred. 37 Table of Contents PECO has agreed, in connection with financings arranged through PEC L.P. and PECO Trust IV, that PECO will not declare dividends on any shares of its capital stock in the event that: (1) it exercises its right to extend the interest payment periods on the subordinated debentures which were issued to PEC L.P. or PECO Trust IV; (2) it defaults on its guarantee of the payment of distributions on the Series D Preferred Securities of PEC L.P. or the preferred trust securities of PECO Trust IV; or (3) an event of default occurs under the Indenture under which the subordinated debentures are issued.
No such event has occurred. 35 Table of Contents PECO has agreed, in connection with financings arranged through PEC L.P. and PECO Trust IV, that PECO will not declare dividends on any shares of its capital stock in the event that: (1) it exercises its right to extend the interest payment periods on the subordinated debentures which were issued to PEC L.P. or PECO Trust IV; (2) it defaults on its guarantee of the payment of distributions on the Series D Preferred Securities of PEC L.P. or the preferred trust securities of PECO Trust IV; or (3) an event of default occurs under the Indenture under which the subordinated debentures are issued.
ACE is also subject to a dividend restriction which requires ACE to notify and obtain the prior approval of the NJBPU before dividends can be paid if its equity as a percent of its total capitalization, excluding securitization debt, falls below 30%. No such event has occurred. Exelon’s Board of Directors approved an updated dividend policy for 2025.
ACE is also subject to a dividend restriction which requires ACE to notify and obtain the prior approval of the NJBPU before dividends can be paid if its equity as a percent of its total capitalization, excluding securitization debt, falls below 30%. No such event has occurred. Exelon’s Board of Directors approved an updated dividend policy for 2026.
ACE As of January 31, 2025, there were 8,546,017 outstanding shares of Common stock, $3.00 par value, of ACE, all of which were indirectly held by Exelon. All Registrants Dividends Under applicable Federal law, ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE can pay dividends only from retained, undistributed, or current earnings.
ACE As of January 31, 2026, there were 8,546,017 outstanding shares of Common stock, $3.00 par value, of ACE, all of which were indirectly held by Exelon. All Registrants Dividends Under applicable Federal law, ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE can pay dividends only from retained, undistributed, or current earnings.
BGE As of January 31, 2025, there were 1,000 outstanding shares of Common stock, without par value, of BGE, all of which were indirectly held by Exelon. PHI As of January 31, 2025, Exelon indirectly held the entire membership interest in PHI.
BGE As of January 31, 2026, there were 1,000 outstanding shares of Common stock, without par value, of BGE, all of which were indirectly held by Exelon. PHI As of January 31, 2026, Exelon indirectly held the entire membership interest in PHI.
Pepco As of January 31, 2025, there were 100 outstanding shares of Common stock, $0.01 par value, of Pepco, all of which were indirectly held by Exelon. DPL As of January 31, 2025, there were 1,000 outstanding shares of Common stock, $2.25 par value, of DPL, all of which were indirectly held by Exelon.
Pepco As of January 31, 2026, there were 100 outstanding shares of Common stock, $0.01 par value, of Pepco, all of which were indirectly held by Exelon. DPL As of January 31, 2026, there were 1,000 outstanding shares of Common stock, $2.25 par value, of DPL, all of which were indirectly held by Exelon.
As of January 31, 2025, in addition to Exelon, there were 280 record holders of ComEd Common stock. There is no established market for shares of the Common stock of ComEd. PECO As of January 31, 2025, there were 170,478,507 outstanding shares of Common stock, without par value, of PECO, all of which were indirectly held by Exelon.
As of January 31, 2026, in addition to Exelon, there were 277 record holders of ComEd Common stock. There is no established market for shares of the Common stock of ComEd. PECO As of January 31, 2026, there were 170,478,507 outstanding shares of Common stock, without par value, of PECO, all of which were indirectly held by Exelon.
Stock Performance Graph The performance graph below illustrates a five-year comparison of cumulative total returns based on an initial investment of $100 in Exelon Common stock, compared with the S&P 500 Stock Index and the S&P Utility Index, for the period 2020 through 2024.
Stock Performance Graph The performance graph below illustrates a five-year comparison of cumulative total returns based on an initial investment of $100 in Exelon Common stock, compared with the S&P 500 Stock Index and the S&P Utility Index, for the period 2021 through 2025.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Exelon Exelon’s common stock is listed on the Nasdaq (trading symbol: EXC). As of January 31, 2025, there were 1,005,217,157 shares of Common stock outstanding and approximately 73,288 record holders of Common stock.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Exelon Exelon’s common stock is listed on the Nasdaq (trading symbol: EXC). As of January 31, 2026, there were 1,022,892,585 shares of Common stock outstanding and approximately 68,884 record holders of Common stock.
The 2025 quarterly dividend will be $0.40 per share. As of December 31, 2024, Exelon had Retained earnings of $6,426 million, ComEd had Retained earnings of $2,664 million, PECO had Retained earnings of $2,170 million, BGE had Retained earnings of $2,403 million, and PHI had Undistributed losses of $240 million.
The 2026 quarterly dividend will be $0.42 per share. As of December 31, 2025, Exelon had Retained earnings of $7,577 million, ComEd had Retained earnings of $2,998 million, PECO had Retained earnings of $2,438 million, BGE had Retained earnings of $2,588 million, and PHI had Undistributed losses of $151 million.
This performance chart assumes: • $100 invested on December 31, 2019 in Exelon Common stock, the S&P 500 Stock Index, and the S&P Utility Index; and • All dividends are reinvested. 36 Table of Contents Value of Investment at December 31, 2019 2020 2021 2022 2023 2024 Exelon Corporation $100.00 $100.22 $141.73 $153.53 $132.08 $144.25 S&P 500 $100.00 $155.68 $200.37 $164.08 $207.21 $259.05 S&P Utilities $100.00 $126.96 $149.39 $151.73 $140.99 $174.02 ComEd As of January 31, 2025, there were 127,021,417 outstanding shares of Common stock, $12.50 par value, of ComEd, of which 127,002,904 shares were indirectly held by Exelon.
This performance chart assumes: • $100 invested on December 31, 2020 in Exelon Common stock, the S&P 500 Stock Index, and the S&P Utility Index; and • All dividends are reinvested. 34 Table of Contents Value of Investment at December 31, 2020 2021 2022 2023 2024 2025 Exelon Corporation $100.00 $141.41 $153.19 $131.78 $143.93 $172.79 S&P 500 $100.00 $128.71 $105.40 $133.10 $166.40 $196.16 S&P Utilities $100.00 $117.67 $119.51 $111.05 $137.07 $159.06 ComEd As of January 31, 2026, there were 127,021,422 outstanding shares of Common stock, $12.50 par value, of ComEd, of which 127,002,904 shares were indirectly held by Exelon.
The dividend is payable on Friday, March 14, 2025, to shareholders of record of Exelon as of 5 p.m. Eastern time on Monday, February 24, 2025. 39 Table of Contents ITEM 6. [RESERVED] 40 Table of Contents
The dividend is payable on Friday, March 13, 2026, to shareholders of record of Exelon as of the close of business on Monday, March 2, 2026. 37 Table of Contents ITEM 6. [RESERVED] 38 Table of Contents

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeConsolidated Statements of Cash Flows 118 Consolidated Balance Sheets 119 Consolidated Statements of Changes in Shareholders' Equity 121 Commonwealth Edison Company Consolidated Statements of Operations and Comprehensive Income 122 Consolidated Statements of Cash Flows 123 Consolidated Balance Sheets 124 Consolidated Statements of Changes in Shareholders' Equity 126 PECO Energy Company Consolidated Statements of Operations and Comprehensive Income 127 Consolidated Statements of Cash Flows 128 Consolidated Balance Sheets 129 Consolidated Statements of Changes in Shareholder's Equity 131 Baltimore Gas and Electric Company Statements of Operations and Comprehensive Income 132 Statements of Cash Flows 133 Balance Sheets 134 Statements of Changes in Shareholder's Equity 136 Pepco Holdings LLC Consolidated Statements of Operations and Comprehensive Income 137 Consolidated Statements of Cash Flows 138 Consolidated Balance Sheets 139 Consolidated Statements of Changes in Member's Equity 141 Potomac Electric Power Company Statements of Operations and Comprehensive Income 142 Statements of Cash Flows 143 Balance Sheets 144 Statements of Changes in Shareholder's Equity 146 Delmarva Power & Light Company Statements of Operations and Comprehensive Income 147 Statements of Cash Flows 148 Balance Sheets 149 Statements of Changes in Shareholder's Equity 151 Atlantic City Electric Company Consolidated Statements of Operations and Comprehensive Income 152 Consolidated Statements of Cash Flows 153 Consolidated Balance Sheets 154 Consolidated Statements of Changes in Shareholder's Equity 156 Combined Notes to Consolidated Financial Statements 1.
Biggest changeConsolidated Statements of Cash Flows 117 Consolidated Balance Sheets 118 Consolidated Statements of Changes in Shareholders' Equity 120 Commonwealth Edison Company Consolidated Statements of Operations and Comprehensive Income 121 Consolidated Statements of Cash Flows 122 Consolidated Balance Sheets 123 Consolidated Statements of Changes in Shareholders' Equity 125 PECO Energy Company Consolidated Statements of Operations and Comprehensive Income 126 Consolidated Statements of Cash Flows 127 Consolidated Balance Sheets 128 Consolidated Statements of Changes in Shareholder's Equity 130 Baltimore Gas and Electric Company Statements of Operations and Comprehensive Income 131 Statements of Cash Flows 132 Balance Sheets 133 Statements of Changes in Shareholder's Equity 135 Pepco Holdings LLC Consolidated Statements of Operations and Comprehensive Income 136 Consolidated Statements of Cash Flows 137 Consolidated Balance Sheets 138 Consolidated Statements of Changes in Member's Equity 140 Potomac Electric Power Company Statements of Operations and Comprehensive Income 141 Statements of Cash Flows 142 Balance Sheets 143 Statements of Changes in Shareholder's Equity 145 Delmarva Power & Light Company Statements of Operations and Comprehensive Income 146 Statements of Cash Flows 147 Balance Sheets 148 Statements of Changes in Shareholder's Equity 150 Atlantic City Electric Company Consolidated Statements of Operations and Comprehensive Income 151 Consolidated Statements of Cash Flows 152 Consolidated Balance Sheets 153 Consolidated Statements of Changes in Shareholder's Equity 155 Combined Notes to Consolidated Financial Statements 1.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 91 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 93 Exelon Corporation Consolidated Statements of Operations and Comprehensive Income 117 Page No.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 89 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 92 Exelon Corporation Consolidated Statements of Operations and Comprehensive Income 116 Page No.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 41 Exelon Corporation 41 Executive Overview 41 Financial Results of Operations 41 Significant 2024 Transactions and Developments 43 Other Key Business Drivers and Management Strategies 45 Critical Accounting Policies and Estimates 47 Results of Operations 55 Commonwealth Edison Company 55 PECO Energy Company 58 Baltimore Gas and Electric Company 62 Pepco Holdings LLC 65 Potomac Electric Power Company 66 Delmarva Power & Light Company 69 Atlantic City Electric Company 73 Liquidity and Capital Resources 75 ITEM 7A.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 39 Exelon Corporation 39 Executive Overview 39 Financial Results of Operations 39 Significant 202 5 Transactions and Developments 41 Other Key Business Drivers and Management Strategies 43 Critical Accounting Policies and Estimates 45 Results of Operations 53 Commonwealth Edison Company 53 PECO Energy Company 56 Baltimore Gas and Electric Company 60 Pepco Holdings LLC 63 Potomac Electric Power Company 64 Delmarva Power & Light Company 67 Atlantic City Electric Company 71 Liquidity and Capital Resources 73 ITEM 7A.
Significant Accounting Policies 157 2. Discontinued Operations 164 Page No. 3. Regulatory Matters 168 4. Revenue from Contracts with Customers 189 5. Segment Information 191 6. Accounts Receivable 199 7. Property, Plant, and Equipment 201 8. Jointly Owned Electric Utility Plant 203 9. Asset Retirement Obligations 204 10. Leases 204 11. Asset Impairments 210 12. Intangible Assets 210 13.
Significant Accounting Policies 156 Page No. 2. Regulatory Matters 164 3. Revenue from Contracts with Customers 184 4. Segment Information 186 5. Accounts Receivable 193 6. Property, Plant, and Equipment 195 7. Jointly Owned Electric Utility Plant 197 8. Asset Retirement Obligations 198 9. Leases 198 10. Intangible Assets 203 11. Income Taxes 205 12. Retirement Benefits 215 13.
Income Taxes 212 14. Retirement Benefits 219 15. Derivative Financial Instruments 231 16. Debt and Credit Agreements 235 17. Fair Value of Financial Assets and Liabilities 243 18. Commitments and Contingencies 250 19. Shareholders' Equity 259 20. Stock-Based Compensation Plans 260 21. Changes in Accumulated Other Comprehensive Income (Loss) 263 22. Supplemental Financial Information 264 23. Related Party Transactions 269
Derivative Financial Instruments 227 14. Debt and Credit Agreements 230 15. Fair Value of Financial Assets and Liabilities 237 16. Commitments and Contingencies 244 17. Shareholders' Equity 253 18. Stock-Based Compensation Plans 255 19. Changes in Accumulated Other Comprehensive Income (Loss) 257 20. Supplemental Financial Information 258 21. Related Party Transactions 263

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

240 edited+38 added−45 removed133 unchanged
Biggest changeCapital Expenditures 82 Table of Contents As of December 31, 2024, estimates of capital expenditures for plant additions and improvements are as follows: (in millions) (a) 2025 Transmission 2025 Distribution 2025 Gas Total 2025 Beyond 2025 (b) Exelon N/A N/A N/A $ 9,075 $ 28,925 ComEd 975 2,225 N/A 3,200 10,650 PECO 200 1,300 375 1,875 5,900 BGE 700 625 525 1,850 5,950 PHI 675 1,400 75 2,150 6,400 Pepco 275 775 N/A 1,050 3,000 DPL 175 325 75 575 1,900 ACE 225 275 N/A 500 1,475 ___________ (a) Numbers rounded to the nearest $25M and may not sum due to rounding.
Biggest changeThe following table presents the incremental collateral that each Utility Registrant would have been required to provide in the event each Utility Registrant lost its investment grade credit rating at December 31, 2025 and available credit facility capacity prior to any incremental collateral at December 31, 2025: PJM Credit Policy Collateral Other Incremental Collateral Required (a) Available Credit Facility Capacity Prior to Any Incremental Collateral ComEd $ 27 $ — $ 985 PECO — 58 595 BGE — 43 575 Pepco 4 — 55 DPL 1 14 139 ACE — — 92 __________ (a) Represents incremental collateral related to natural gas procurement contracts. 80 Table of Contents Capital Expenditures As of December 31, 2025, estimates of future capital expenditures for plant additions and improvements were as follows: (in millions) (a) 2026 Transmission 2026 Distribution 2026 Gas Total 2026 Beyond 2026 (b) Exelon N/A N/A N/A $ 9,950 $ 31,300 ComEd 1,100 2,425 N/A 3,500 11,450 PECO 450 1,375 400 2,225 7,075 BGE 1,075 575 525 2,175 6,100 PHI 725 1,250 50 2,050 6,650 Pepco 325 650 N/A 975 2,925 DPL 225 325 50 625 2,175 ACE 175 275 N/A 450 1,550 ___________ (a) Numbers rounded to the nearest $25M and may not sum due to rounding.
See Note 5 — Segment Information of the Combined Notes to Consolidated Financial Statements for additional information. Exelon's and ComEd’s goodwill has been assigned entirely to the ComEd reporting unit. Exelon's and PHI’s goodwill has been assigned to the Pepco, DPL, and ACE reporting units in the amounts of $2.1 billion, $1.4 billion, and $0.5 billion, respectively.
See Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for additional information. Exelon's and ComEd’s goodwill has been assigned entirely to the ComEd reporting unit. Exelon's and PHI’s goodwill has been assigned to the Pepco, DPL, and ACE reporting units in the amounts of $2.1 billion, $1.4 billion, and $0.5 billion, respectively.
Energy efficiency revenues are under a performance-based formula rate, which requires an annual reconciliation of the revenue requirement in effect to the actual costs the ICC determines are prudently and reasonably incurred in a given year. Energy efficiency revenue varies from year to year based upon fluctuations in the underlying costs, investments being recovered, and allowed ROE.
Energy Efficiency Revenue. Energy efficiency revenues are under a performance-based formula rate, which requires an annual reconciliation of the revenue requirement in effect to the actual costs the ICC determines are prudently and reasonably incurred in a given year. Energy efficiency revenue varies from year to year based upon fluctuations in the underlying costs, investments being recovered, and allowed ROE.
However, Operating revenues from electric distribution in both Maryland and the District of Columbia are not intended to be impacted by abnormal weather or usage per customer as a result of a BSA that provides for a fixed distribution charge per customer by customer class.
However, Operating revenues from electric distribution in both Maryland and the District of Columbia are not intended to be impacted by abnormal weather or usage per customer as a result of a BSA that provides for a fixed distribution charge per customer class in the District of Columbia and per customer by customer class in Maryland.
These estimates are subject to significant variability from period to period.
These estimates are subject to significant variability from period to period.
These estimates are subject to significant variability from period to period.
These estimates are subject to significant variability from period to period.
Unlike the qualified pension plans, Exelon’s non-qualified pension plans are not funded, given they are not subject to statutory minimum contribution requirements. While OPEB plans are also not subject to statutory minimum contribution requirements, Exelon does fund certain of its plans.
Unlike the qualified pension plans, Exelon’s non-qualified pension plans are not funded, given that they are not subject to statutory minimum contribution requirements. While OPEB plans are also not subject to statutory minimum contribution requirements, Exelon does fund certain of its plans.
On July 27, 2023, FERC issued a final audit report which included, among other things, findings and recommendations related to ComEd's methodology regarding the allocation of certain overhead costs to capitalized construction costs under FERC regulations, including a suggestion that refunds may be due to customers for amounts collected in previous years.
On July 27, 2023, FERC published a final audit report which included, among other things, findings and recommendations related to ComEd's methodology regarding the allocation of certain overhead costs to capitalized construction costs under FERC regulations, including a suggestion that refunds may be due to customers for amounts collected in previous years.
(b) Interest payments are estimated based on final maturity dates of debt securities outstanding as of December 31, 2024 and do not reflect anticipated future refinancing, early redemptions, or debt issuances. Includes estimated interest payments due to the PECO financing trusts. (c) Represents commitments to purchase natural gas and related transportation, storage capacity, and services.
(b) Interest payments are estimated based on final maturity dates of debt securities outstanding as of December 31, 2025 and do not reflect anticipated future refinancing, early redemptions, or debt issuances. Includes estimated interest payments due to the PECO financing trusts. (c) Represents commitments to purchase natural gas and related transportation, storage capacity, and services.
See Note 19 — Shareholders' Equity of the Combined Notes to Consolidated Financial Statements for additional information. Distribution Base Rate Case Proceedings The Utility Registrants file base rate cases with their regulatory commissions seeking increases or decreases to their electric transmission and distribution, and gas distribution rates to recover their costs and earn a fair return on their investments.
See Note 17 — Shareholders' Equity of the Combined Notes to Consolidated Financial Statements for additional information. Distribution Base Rate Case Proceedings The Utility Registrants file base rate cases with their regulatory commissions seeking increases or decreases to their electric transmission and distribution, and gas distribution rates to recover their costs and earn a fair return on their investments.
Significant assumptions used in these fair value analyses include discount and growth rates, utility sector market performance and transactions, and projected operating and capital cash flows for ComEd’s, Pepco's, DPL's, and ACE's businesses and the fair value of debt. While the 2024 annual assessments indicated no impairments, certain assumptions used in the assessment are highly sensitive to changes.
Significant assumptions used in these fair value analyses include discount and growth rates, utility sector market performance and transactions, and projected operating and capital cash flows for ComEd’s, Pepco's, DPL's, and ACE's businesses and the fair value of debt. While the 2025 annual assessments indicated no impairments, certain assumptions used in the assessment are highly sensitive to changes.
S&P also affirmed its short-term issuer and commercial paper rating for Exelon and PECO of 'A-2'. 89 Table of Contents Intercompany Money Pool To provide an additional short-term borrowing option that will generally be more favorable to the borrowing participants than the cost of external financing, both Exelon and PHI operate an intercompany money pool.
S&P also affirmed its short-term issuer and commercial paper rating for Exelon and PECO of 'A-2'. 87 Table of Contents Intercompany Money Pool To provide an additional short-term borrowing option that will generally be more favorable to the borrowing participants than the cost of external financing, both Exelon and PHI operate an intercompany money pool.
(c) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between Pepco, DPL, ACE, and PHISCO and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(c) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between Pepco, DPL, ACE, and PHISCO and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
While Operating revenues from electric distribution customers in Maryland are not impacted by abnormal weather or usage per customer, they are impacted by changes in the number of customers. See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on revenue decoupling for DPL Maryland. Weather.
While Operating revenues from electric distribution customers in Maryland are not impacted by abnormal weather or usage per customer, they are impacted by changes in the number of customers. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on revenue decoupling for DPL Maryland. Weather.
(c) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between ComEd and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(c) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between ComEd and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
(d) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between PECO and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(d) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between PECO and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
(c) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between BGE and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(c) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between BGE and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
(b) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between Pepco and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(b) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between Pepco and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
(c) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between DPL and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(c) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between DPL and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
(b) Represents the future estimated value, as of December 31, 2024, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between ACE and third-parties for the provision of services and materials, entered into in the normal course of business not specifically reflected elsewhere in this table.
(b) Represents the future estimated value, as of December 31, 2025, of the cash flows associated with all contracts, both cancellable and non-cancellable, entered into between ACE and third-parties for the provision of services and materials, entered into in the normal course of business, and not specifically reflected elsewhere in this table.
Adverse regulatory actions or changes in significant assumptions could potentially result in future impairments of Exelon’s, ComEd's, or PHI’s goodwill, which could be material. See Note 1 — Significant Accounting Policies and Note 12 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
Adverse regulatory actions or changes in significant assumptions could potentially result in future impairments of Exelon’s, ComEd's, or PHI’s goodwill, which could be material. See Note 1 — Significant Accounting Policies and Note 10 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
(b) Interest payments are estimated based on final maturity dates of debt securities outstanding as of December 31, 2024 and do not reflect anticipated future refinancing, early redemptions, or debt issuances. Variable rate interest obligations are estimated based on rates as of December 31, 2024. Includes estimated interest payments due to ComEd and PECO financing trusts.
(b) Interest payments are estimated based on final maturity dates of debt securities outstanding as of December 31, 2025 and do not reflect anticipated future refinancing, early redemptions, or debt issuances. Variable rate interest obligations are estimated based on rates as of December 31, 2025. Includes estimated interest payments due to ComEd and PECO financing trusts.
Additionally, ComEd is required to purchase CMCs from participating nuclear-powered generating facilities for a five-year period, and all of its costs of doing so will be recovered through a new rider. The price to be paid for each CMC is established through a competitive bidding process.
Additionally, ComEd is required to purchase CMCs from participating nuclear-powered generating facilities for a five-year period, and all of its costs of doing so is recovered through a rider. The price to be paid for each CMC is established through a competitive bidding process.
The payments of dividends to Exelon by its subsidiaries in turn depend on their results of operations and cash flows and other items affecting Retained earnings. See Note 18 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information on dividend restrictions.
The payments of dividends to Exelon by its subsidiaries in turn depend on their results of operations and cash flows and other items affecting Retained earnings. See Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information on dividend restrictions.
See Note 16 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information on the Registrants’ debt and credit agreements. Cash Flows from Operating Activities The Utility Registrants' cash flows from operating activities primarily result from the transmission and distribution of electricity and, in the case of PECO, BGE, and DPL, gas distribution services.
See Note 14 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information on the Registrants’ debt and credit agreements. Cash Flows from Operating Activities The Utility Registrants' cash flows from operating activities primarily result from the transmission and distribution of electricity and, in the case of PECO, BGE, and DPL, gas distribution services.
These matters, if resolved in a manner different from the estimate, could have a significant impact in the Registrants’ consolidated financial statements. See Note 18 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information. Other, Including Personal Injury Claims.
These matters, if resolved in a manner different from the estimate, could have a significant impact in the Registrants’ consolidated financial statements. See Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information. Other, Including Personal Injury Claims.
Transmission Revenue. Under a FERC-approved formula, transmission revenue varies from year to year based upon fluctuations in the underlying costs and capital investments being recovered. Transmission revenue increased for the year ended December 31, 2024 compared to the same period in 2023 primarily due to increases in underlying costs and capital investment.
Transmission Revenue. Under a FERC-approved formula, transmission revenue varies from year to year based upon fluctuations in the underlying costs and capital investments being recovered. Transmission revenue increased for the year ended December 31, 2025 compared to the same period in 2024 primarily due to increases in underlying costs and capital investment.
Transmission Revenue. Under a FERC-approved formula, transmission revenue varies from year to year based upon fluctuations in the underlying costs and capital investments being recovered. Transmission revenue increased for the year ended December 31, 2024 compared to the same period in 2023 primarily due to increases in underlying costs and capital investment.
Under a FERC-approved formula, transmission revenue varies from year to year based upon fluctuations in the underlying costs and capital investments being recovered. Transmission revenue increased for the year ended December 31, 2025 compared to the same period in 2024 primarily due to increases in underlying costs and capital investment.
See the "Credit Matters and Cash Requirements" section below for additional information on projected capital expenditure spending for the Utility Registrants.
See the "Credit Matters and Cash Requirements" section below for additional information on projected capital expenditure spending for the Registrants.
Transmission Revenue. Under a FERC-approved formula, transmission revenue varies from year to year based upon fluctuations in the underlying costs and capital investments being recovered. Transmission revenue increased for the year ended December 31, 2024 compared to the same period in 2023 primarily due to increases in underlying costs and capital investments.
Transmission Revenue. Under a FERC-approved formula, transmission revenue varies from year to year based upon fluctuations in the underlying costs and capital investments being recovered. Transmission revenue increased for the year ended December 31, 2025 compared to the same period in 2024 primarily due to increases in underlying costs and capital investments.
See Note 13 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information regarding the components of the effective income tax rates. Liquidity and Capital Resources All results included throughout the liquidity and capital resources section are presented on a GAAP basis.
See Note 11 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information regarding the components of the effective income tax rates. Liquidity and Capital Resources All results included throughout the liquidity and capital resources section are presented on a GAAP basis.
(b) Interest payments are estimated based on final maturity dates of debt securities outstanding as of December 31, 2024 and do not reflect anticipated future refinancing, early redemptions, or debt issuances. Includes estimated interest payments due to the ComEd financing trust.
(b) Interest payments are estimated based on final maturity dates of debt securities outstanding as of December 31, 2025 and do not reflect anticipated future refinancing, early redemptions, or debt issuances. Includes estimated interest payments due to the ComEd financing trust.
DPL recovers electricity and REC procurement costs from customers with a slight mark-up, and natural gas costs without mark-up. See Note 5 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of DPL's revenue disaggregation.
DPL recovers electricity and REC procurement costs from customers with a slight mark-up, and natural gas costs without mark-up. See Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of DPL's revenue disaggregation.
See Note 14 — Retirement Benefits • Changes in Regulatory assets and liabilities, net, are due to the timing of cash payments for costs recoverable, or cash receipts for costs recovered, under our regulatory mechanisms differs from the recovery period of those costs.
See Note 14 — Retirement Benefits • Changes in Regulatory assets and liabilities, net, are due to the timing of cash payments for costs recoverable, or cash receipts for costs recovered, under our regulatory mechanisms differing from the recovery period of those costs.
As part of the qualitative assessments, Exelon, ComEd, and PHI evaluate, among other things, management's best estimate of projected operating and capital cash flows for their businesses, outcomes of recent regulatory proceedings, changes in certain market conditions, including the discount rate and regulated utility peer EBITDA multiples, and the passing margin from their last quantitative assessments performed.
As part of the qualitative assessments, Exelon, ComEd, and PHI evaluate, among other things, management's best estimate of projected operating and capital 48 Table of Contents cash flows for their businesses, outcomes of recent regulatory proceedings, changes in certain market conditions, including the discount rate and regulated utility peer EBITDA multiples, and the passing margin from their last quantitative assessments performed.
BGE recovers electricity and natural gas procurement costs from customers with a slight mark-up. See Note 5 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of BGE's revenue disaggregation.
BGE recovers electricity and natural gas procurement costs from customers with a slight mark-up. See Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of BGE's revenue disaggregation.
The changes in heating and cooling degree days in DPL’s Delaware service territory for the year ended December 31, 2024 compared to same period in 2023 and normal weather consisted of the following: For the Years Ended December 31, % Change Delaware Electric Service Territory 2024 2023 Normal 2024 vs. 2023 2024 vs.
The changes in heating and cooling degree days in DPL’s Delaware service territory for the year ended December 31, 2025 compared to same period in 2024 and normal weather consisted of the following: For the Years Ended December 31, % Change Delaware Electric Service Territory 2025 2024 Normal 2025 vs. 2024 2025 vs.
Significant operating cash flow impacts for the Registrants for the years ended December 31, 2024 and 2023 were as follows: • See Note 22 —Supplemental Financial Information of the Combined Notes to Consolidated Financial Statements and the Registrants’ Consolidated Statements of Cash Flows for additional information on non-cash operating activities . • Changes in collateral depended upon whether the Registrant was in a net mark-to-market liability or asset position, and collateral may have been required to be posted with or collected from its counterparties.
Significant operating cash flow impacts for the Registrants for the years ended December 31, 2025 and 2024 were as follows: • See Note 20 —Supplemental Financial Information of the Combined Notes to Consolidated Financial Statements and the Registrants’ Consolidated Statements of Cash Flows for additional information on non-cash operating activities . • Changes in collateral depended upon whether the Registrant was in a net mark-to-market liability or asset position and whether collateral may have been required to be posted with or collected from its counterparties.
Exelon’s mortality assumption utilizes the SOA 2019 base table (Pri-2012) and MP-2021 improvement scale adjusted to use Proxy SSA ultimate improvement rates. 49 Table of Contents Sensitivity to Changes in Key Assumptions.
Exelon’s mortality assumption utilizes the SOA 2019 base table (Pri-2012) and MP-2021 improvement scale adjusted to use Proxy SSA ultimate improvement rates. 50 Table of Contents Sensitivity to Changes in Key Assumptions.
The Registrants’ operating and capital expenditures requirements are provided by internally generated cash flows from operations, as well as funds from external sources in the capital markets and through bank borrowings. The Registrants’ businesses are capital intensive and require considerable capital resources.
The Registrants’ operating and capital expenditure requirements are provided by internally generated cash flows from operations, as well as funds from external sources in the capital markets and through bank borrowings. The Registrants’ businesses are capital intensive and require considerable capital resources.
See Note 19 — Shareholders' Equity of the Combined Notes to Consolidated Financial Statements for additional information. • Exelon’s ability to pay dividends on its Common stock depends on the receipt of dividends paid by its operating subsidiaries.
See Note 17 — Shareholders' Equity of the Combined Notes to Consolidated Financial Statements for additional information. • Exelon’s ability to pay dividends on its Common stock depends on the receipt of dividends paid by its operating subsidiaries.
See Note 3 — Regulatory Matters of the Combined Notes to the Consolidated Financial Statements for information regarding regulatory liabilities and assets recorded by ComEd, BGE, Pepco, DPL, and ACE related to removal costs.
See Note 2 — Regulatory Matters of the Combined Notes to the Consolidated Financial Statements for information regarding regulatory liabilities and assets recorded by ComEd, BGE, Pepco, DPL, and ACE related to removal costs.
Historical experience considered include collection activities and payment history utilized for risk segmentation; current conditions include changes in economic conditions, aging of receivable balances, payment options and programs available to customers, and industry trends for each company; and forward-looking risk factors include assumptions related to the level of write-offs and recoveries.
Historical experience considered include 47 Table of Contents collection activities and payment history utilized for risk segmentation; current conditions include changes in economic conditions, aging of receivable balances, payment options and programs available to customers, and industry trends for each company; and forward-looking risk factors include assumptions related to the level of write-offs and recoveries.
However, none of the Registrants makes any representation as to information related solely to any of the other Registrants. For discussion of the Utility Registrants' year ended December 31, 2023 compared to the year ended December 31, 2022, refer to ITEM 7.
However, none of the Registrants makes any representation as to information related solely to any of the other Registrants. For discussion of the Utility Registrants' year ended December 31, 2024 compared to the year ended December 31, 2023, refer to ITEM 7.
Variable rate interest obligations are estimated based on rates as of December 31, 2024. (b) Represents commitments to purchase natural gas and related transportation, storage capacity, and services.
Variable rate interest obligations are estimated based on rates as of December 31, 2025. (b) Represents commitments to purchase natural gas and related transportation, storage capacity, and services.
Variable rate interest obligations are estimated based on rates as of December 31, 2024. (b) Represents commitments to purchase natural gas and related transportation, storage capacity, and services.
Variable rate interest obligations are estimated based on rates as of December 31, 2025. (b) Represents commitments to purchase natural gas and related transportation, storage capacity, and services.
For the Registrants, except for PECO, the methodology prescribed by the IRS in these PLRs could result in a reduction of the regulatory liability established for EDITs arising from the TCJA corporate tax rate change that is being amortized and flowed through to customers as well as a reduction in the accumulated deferred income taxes included in rate base for ratemaking purposes of approximately $1.2 billion - $1.7 billion.
For the Utility Registrants, except for PECO, the methodology prescribed by the IRS in these PLRs could result in a material reduction of the regulatory liability established for EDITs arising from the TCJA corporate tax rate change that are being amortized and flowed through to customers as well as a reduction in the accumulated deferred income taxes included in rate base for ratemaking purposes of approximately $1.2 billion - $1.7 billion.
See Note 1 — Significant Accounting Policies and Note 5 — Segment Information of the Combined Notes to Consolidated Financial Statements for additional information regarding Exelon's principal subsidiaries and reportable segments.
See Note 1 — Significant Accounting Policies and Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for additional information regarding Exelon's principal subsidiaries and reportable segments.
Maximum amounts contributed to and borrowed from the money pool by participant and the net contribution or borrowing as of December 31, 2024, are presented in the following tables.
Maximum amounts contributed to and borrowed from the money pool by participant and the net contribution or borrowing as of December 31, 2025, are presented in the following tables.
While Operating revenues are not impacted by abnormal weather or usage per customer, they are impacted by changes in the number of customers. See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on revenue decoupling for BGE.
While Operating revenues are not impacted by abnormal weather or usage per customer, they are impacted by changes in the number of customers. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on revenue decoupling.
The demand for electricity and natural gas is affected by weather and customer usage. However, Operating revenues are not intended to be impacted by abnormal weather or usage per customer as a result of a monthly rate adjustment that provides for fixed distribution revenue per customer by customer class.
The demand for electricity and natural gas is affected by weather and customer usage. However, Operating revenues are not impacted by abnormal weather or usage per customer as a result of a monthly rate adjustment that provides for fixed distribution revenue per customer by customer class.
The following table sets forth PHI's GAAP consolidated Net income, by Registrant, for the year ended December 31, 2024 compared to the same period in 2023.
The following table sets forth PHI's GAAP consolidated Net income, by Registrant, for the year ended December 31, 2025 compared to the same period in 2024.
The Registrants had access to the commercial paper markets and had availability under their revolving credit facilities during 2024 to fund their short-term liquidity needs, when necessary. Exelon Corporate and the Utility Registrants each have a 5-year revolving credit facility. See Note 16 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information.
During 2025, the Registrants had access to the commercial paper markets and availability under their revolving credit facilities to fund their short-term liquidity needs, when necessary. Exelon Corporate and the Utility Registrants each have a 5-year revolving credit facility. See Note 14 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information.
The impacts of nonperformance and credit risk to date have generally not been material to the Registrants’ financial statements. 51 Table of Contents Interest Rate Derivative Instruments. Exelon Corporate utilizes interest rate swaps to manage interest rate risk on existing and planned future debt issuances.
The impacts of nonperformance and credit risk to date have generally not been material to the Registrants’ financial statements. Interest Rate Derivative Instruments. Exelon Corporate utilizes interest rate swaps to manage interest rate risk on existing and planned future debt issuances.
See Note 15 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for all contracts that are accounted for under NPNS. Commodity Contracts.
See Note 13 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for all contracts that are accounted for under NPNS. Commodity Contracts.
ACE First Mortgage Bonds 5.55% March 20, 2054 75 Repay existing indebtedness and for general corporate purposes. ACE First Mortgage Bonds 5.29% August 28, 2034 75 Repay existing indebtedness and for general corporate purposes.
DPL First Mortgage Bonds 5.55% March 20, 2054 75 Repay existing indebtedness and for general corporate purposes. DPL First Mortgage Bonds 5.55% March 20, 2054 75 Repay existing indebtedness and for general corporate purposes. DPL First Mortgage Bonds 5.29% August 28, 2034 75 Repay existing indebtedness and for general corporate purposes.
The Registrants categorize these derivatives under a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Derivative contracts can be traded in both exchange-based and non-exchange-based markets. Exchange-based derivatives that are valued using unadjusted quoted prices in active markets are generally categorized in Level 1 in the fair value hierarchy.
The 51 Table of Contents Registrants categorize these derivatives under a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Derivative contracts can be traded in both exchange-based and non-exchange-based markets. Exchange-based derivatives that are valued using unadjusted quoted prices in active markets are generally categorized in Level 1 in the fair value hierarchy.
If these conditions deteriorate to the extent that the Registrants no longer have access to the capital markets at reasonable terms, the Registrants have access to credit facilities with aggregate bank commitments of $4.0 billion, as of December 31, 2024.
If these conditions deteriorate to the extent that the Registrants no longer have access to the capital markets at reasonable terms, the Registrants have access to credit facilities with aggregate bank commitments of $4 billion, as of December 31, 2025.
See Note 15 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for additional information. • See Note 13 — Income Taxes of the Combined Notes to Consolidated Financial Statements and the Registrants' Consolidated Statements of Cash Flows for additional information on income taxes. • Changes in Pension and non-pension postretirement benefit contributions relate to Exelon's increased contributions to the Qualified Plans during the year ended December 31, 2024.
See Note 13 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for additional information. • See Note 11 — Income Taxes of the Combined Notes to Consolidated Financial Statements and the Registrants' Consolidated Statements of Cash Flows for additional information on income taxes. • Changes in Pension and non-pension postretirement benefit contributions relate to Exelon's increased contributions to the Qualified Plans during the year ended December 31, 2025.
See Note 14 — Retirement Benefits of the Combined Notes to Consolidated Financial Statements for additional information on pension and OPEB contributions.
See Note 12 — Retirement Benefits of the Combined Notes to Consolidated Financial Statements for additional information on pension and OPEB contributions.
The projected contributions below reflect a funding strategy to make annual contributions with the objective of achieving 100% funded status on an ABO basis over time. This funding strategy helps minimize volatility of future period required pension contributions. Exelon’s estimated annual qualified pension contributions will be $275 million in 2025.
The projected contributions below reflect a funding strategy to make annual contributions with the objective of achieving 100% funded status on an ABO basis over time. This funding strategy helps minimize volatility of future period required pension contributions. Exelon’s estimated annual qualified pension contributions will be $325 million in 2026.
Goodwill (Exelon, ComEd, and PHI) As of December 31, 2024, Exelon’s $6.6 billion carrying amount of goodwill consists of $2.6 billion at ComEd and $4 billion at PHI.
Goodwill (Exelon, ComEd, and PHI) As of December 31, 2025, Exelon’s $6.6 billion carrying amount of goodwill consists of $2.6 billion at ComEd and $4 billion at PHI.
Natural gas volume for the year ended December 31, 2024 compared to the same period in 2023, remained relatively consistent.
Natural gas volume for the year ended December 31, 2025, compared to the same period in 2024, remained relatively consistent.
Conversely, mild weather reduces demand. For the year ended December 31, 2024 compared to the same period in 2023, Operating revenues related to weather increased due to less unfavorable weather conditions in PECO's service territory. Heating and cooling degree days are quantitative indices that reflect the demand for energy needed to heat or cool a home or business.
Conversely, mild weather reduces demand. For the year ended December 31, 2025, compared to the same period in 2024, Operating revenues related to weather increased due to favorable weather conditions in PECO's service territory. Heating and cooling degree days are quantitative indices that reflect the demand for energy needed to heat or cool a home or business.
All rates are effective June 1, 2024 to May 31, 2025, subject to review by interested parties pursuant to review protocols of each Utility Registrants' tariff. See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
All rates are effective June 1, 2025 to May 31, 2026, subject to review by interested parties pursuant to review protocols of each Utility Registrants' tariff. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
See Note 13 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information regarding the components of the effective income tax rates. 64 Table of Contents PHI Results of Operations—PHI PHI’s Results of Operations include the results of its three reportable segments, Pepco, DPL, and ACE.
See Note 11 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information regarding the components of the effective income tax rates. 62 Table of Contents PHI Results of Operations—PHI PHI’s Results of Operations include the results of its three reportable segments, Pepco, DPL, and ACE.
See Note 5 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of ComEd's revenue disaggregation.
See Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of ComEd's revenue disaggregation.
Effective income tax rates were (2.2)% and 3.4% for the years ended December 31, 2024 and 2023, respectively.
Effective income tax rates were 3.4% and (2.2)% for the years ended December 31, 2025 and 2024, respectively.
See Note 5 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of Pepco's revenue disaggregation.
See Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of Pepco's revenue disaggregation.
The credit facilities include $4.0 billion in aggregate total commitments of which $2.6 billion was available to support additional commercial paper as of December 31, 2024, and of which no financial institution has more than 6.2% of the aggregate commitments for the Registrants.
The credit facilities include $4 billion in aggregate total commitments of which $3.3 billion was available to support additional commercial paper as of December 31, 2025, and of which no financial institution has more than 6.2% of the aggregate commitments for the Registrants.
These estimates are subject to significant variability from period to period. See Note 18 — Commitments and Contingencies and Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information of the Registrants’ other commitments potentially triggered by future events.
These estimates are subject to significant variability from period to period. See Note 16 — Commitments and Contingencies and Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information of the Registrants’ other commitments potentially triggered by future events.
The 2025 quarterly dividend will be $0.40 per share. Credit Matters and Cash Requirements The Registrants fund liquidity needs for capital expenditures, working capital, energy hedging, and other financial commitments through cash flows from continuing operations, public debt offerings, commercial paper markets, and large, diversified credit facilities.
The 2026 quarterly dividend will be $0.42 per share. Credit Matters and Cash Requirements The Registrants fund liquidity needs for capital expenditures, working capital, energy hedging, and other financial commitments through cash flows from operations, public debt offerings, commercial paper markets, and large diversified credit facilities.
PECO First Mortgage Bonds 5.25% September 15, 2054 575 Refinance outstanding commercial paper and for general corporate purposes BGE Notes 5.30% June 1, 2034 400 Repay outstanding commercial paper obligations and for general corporate purposes BGE Notes 5.65% June 1, 2054 400 Repay outstanding commercial paper obligations and for general corporate purposes Pepco First Mortgage Bonds 5.20% March 15, 2034 375 Refinance existing indebtedness, refinance outstanding commercial paper obligations, and for general corporate purposes.
PECO First Mortgage Bonds 5.25% September 15, 2054 575 Refinance existing indebtedness, refinance outstanding commercial paper obligations, and for general corporate purposes. BGE Notes 5.30% June 1, 2034 400 Repay outstanding commercial paper obligations, repay existing indebtedness, and for general corporate purposes. BGE Notes 5.65% June 1, 2054 400 Repay existing indebtedness and for general corporate purposes.
Amortization of the unamortized energy contract liabilities are recorded through Purchased power and fuel expense. See Note 3 — Regulatory Matters and Note 12 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
Amortization of the unamortized energy contract liabilities are recorded through Purchased power and fuel expense. See Note 2 — Regulatory Matters and Note 10 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
The estimated reconciliation can be affected by, among other things, variances in costs incurred, investments made, allowed ROE, and actions by regulators or courts. 53 Table of Contents See Note 3 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
The estimated reconciliation can be affected by, among other things, variances in costs incurred, investments made, allowed ROE, and actions by regulators or courts. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
Please refer to Note 3 — Regulatory Matters additional information. Taxes other than income taxes increased $34 million for the year ended December 31, 2024 compared to the same period in 2023, primarily due to increases in utility taxes, which are offset in revenues, and property taxes.
Please refer to Note 2 — Regulatory Matters for additional information. Taxes other than income taxes increased $31 million for the year ended December 31, 2025 compared to the same period in 2024, primarily due to increases in utility taxes, which are offset in revenues, and property taxes.
Additionally, see below for where to find additional information regarding the financial commitments in the tables above in the Combined Notes to the Consolidated Financial Statements: Item Location within Notes to the Consolidated Financial Statements Long-term debt Note 16 — Debt and Credit Agreements Interest payments on long-term debt Note 16 — Debt and Credit Agreements Finance leases Note 10 — Leases Operating leases Note 10 — Leases Long-term renewable energy and REC commitments Note 3 — Regulatory Matters ZEC commitments Note 3 — Regulatory Matters DC PLUG obligation Note 3 — Regulatory Matters Pension contributions Note 14 — Retirement Benefits Credit Facilities Exelon Corporate, ComEd, and BGE meet their short-term liquidity requirements primarily through the issuance of commercial paper.
Additionally, see below for where to find additional information regarding the financial commitments in the tables above in the Combined Notes to the Consolidated Financial Statements: Item Location within Notes to the Consolidated Financial Statements Long-term debt Note 14 — Debt and Credit Agreements Interest payments on long-term debt Note 14 — Debt and Credit Agreements Finance leases Note 9 — Leases Operating leases Note 9 — Leases Long-term renewable energy and REC commitments Note 2 — Regulatory Matters ZEC commitments Note 2 — Regulatory Matters Pension contributions Note 12 — Retirement Benefits Credit Facilities Exelon Corporate, ComEd, and BGE meet their short-term liquidity requirements primarily through the issuance of commercial paper.
However, Operating revenues from electric distribution in New Jersey are not intended to be impacted by abnormal weather or usage per customer as a result of the CIP which became effective, prospectively, in the third quarter of 2021. The CIP compares current distribution revenues by customer class to approved target revenues established in ACE’s most recent distribution base rate case.
However, Operating revenues from electric distribution in New Jersey are not intended to be impacted by abnormal weather or usage per customer as a result of the CIP which compares current distribution revenues by customer class to approved target revenues established in ACE’s most recent distribution base rate case.
See Note 5 – Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of ACE's revenue disaggregation. The increase of $61 million for the year ended December 31, 2024 compared to same period in 2023, in Purchased power expense is fully offset in Operating revenues as part of regulatory required programs .
See Note 4 – Segment Information of the Combined Notes to Consolidated Financial Statements for the presentation of ACE's revenue disaggregation. The increase of $110 million for the year ended December 31, 2025 compared to same period in 2024, in Purchased power expense is fully offset in Operating revenues as part of regulatory required programs .
Other, net increased by $18 million for the year ended December 31, 2024 compared to the same period in 2023, primarily due to increased interest income and higher AFUDC equity. Effective income tax rates were 8.5% and 21.5% for the years ended December 31, 2024 and 2023, respectively.
Other, net increased by $15 million for the year ended December 31, 2025 compared to the same period in 2024, primarily due to increased interest income and higher AFUDC equity. Effective income tax rates were 21.6% and 8.5% for the years ended December 31, 2025 and 2024, respectively.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

11 edited+5 added−0 removed7 unchanged
Biggest changeSecond, the table shows the maturity, by year, of Exelon's and ComEd's commodity contract liabilities giving an indication of when these mark-to-market amounts will settle and require cash. See Note 17 — Fair Value of Financial Assets and Liabilities of the Combined Notes to Consolidated Financial Statements for additional information regarding fair value measurements and the fair value hierarchy.
Biggest changeFirst, the table provides the source of fair value used in determining the carrying amount of Exelon's and ComEd's total mark-to-market liabilities. Second, the table shows the maturity, by year, of Exelon's and ComEd's commodity contract liabilities giving an indication of when these mark-to-market amounts will settle and require cash.
BGE, Pepco, DPL, and ACE have certain full requirements contracts, which are considered derivatives and qualify for NPNS, and as a result are accounted for on an accrual basis of accounting. Other full requirements contracts are not derivatives.
PECO, BGE, Pepco, DPL, and ACE have certain full requirements contracts, which are considered derivatives and qualify for NPNS, and as a result are accounted for on an accrual basis of accounting. Other full requirements contracts are not derivatives.
See Note 14 — Retirement Benefits of the Combined Notes to Consolidated Financial Statements for additional information. • Interest rate risk associated with changes in interest rates for the Registrants’ outstanding long-term debt. This risk is significantly reduced as substantially all of the Registrants’ outstanding debt has fixed interest rates.
See Note 12 — Retirement Benefits of the Combined Notes to Consolidated Financial Statements for additional information. • Interest rate risk associated with changes in interest rates for the Registrants’ outstanding long-term debt. This risk is significantly reduced as substantially all of the Registrants’ outstanding debt has fixed interest rates.
See Note 15 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for a detailed discussion of counterparty credit risk related to derivative instruments. • Equity price and interest rate risk associated with Exelon’s pension and OPEB plan trusts.
See Note 13 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for a detailed discussion of counterparty credit risk related to derivative instruments. • Equity price and interest rate risk associated with Exelon’s pension and OPEB plan trusts.
Hedging programs are utilized to reduce exposure to energy and natural gas price volatility and have no direct earnings impacts as the costs are fully recovered through regulatory-approved recovery mechanisms. 91 Table of Contents Exelon manages these risks through risk management policies and objectives for risk assessment, control and valuation, counterparty credit approval, and the monitoring and reporting of risk exposures.
Hedging programs are utilized to reduce exposure to energy and natural gas price volatility and have no direct earnings impacts as the costs are fully recovered through regulatory-approved recovery mechanisms. Exelon manages these risks through risk management policies and objectives for risk assessment, control and valuation, counterparty credit approval, and the monitoring and reporting of risk exposures.
PECO, BGE, and DPL also have executed derivative natural gas contracts, which qualify for NPNS, to hedge their long-term price risk in the natural gas market. For additional information on these contracts, see Note 3 — Regulatory Matters and Note 15 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements.
PECO, BGE, and DPL also have executed derivative natural gas contracts, which qualify for NPNS, to hedge their long-term price risk in the natural gas market. For additional information on these contracts, see Note 2 — Regulatory Matters and Note 13 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements.
There is inherent interest rate risk related to refinancing maturing debt by issuing new long-term debt. The Registrants use a combination of fixed-rate and variable-rate debt to manage interest rate exposure. See Note 16 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information.
There is inherent interest rate risk related to refinancing maturing debt by issuing new long-term debt. The Registrants use a combination of hybrid, convertible, fixed-rate and variable-rate debt to manage interest rate exposure. See Note 14 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information.
Maturities Within Total Fair Value Commodity derivative contracts (a) : 2025 2026 2027 2028 2029 2030 and Beyond Prices based on model or other valuation methods (Level 3) $ (29) $ (20) $ (18) $ (16) $ (15) $ (34) $ (132) _________ (a) Represents ComEd's net liabilities associated with the floating-to-fixed energy swap contracts with unaffiliated suppliers. 92 Table of Contents
Maturities Within Total Fair Value Commodity derivative contracts (a) : 2026 2027 2028 2029 2030 2031 and Beyond Prices based on model or other valuation methods (Level 3) $ (24) $ (19) $ (20) $ (20) $ (20) $ (28) $ (131) _________ (a) Represents ComEd's net liabilities associated with the floating-to-fixed energy swap contracts with unaffiliated suppliers.
In addition, Exelon Corporate may utilize interest rate derivatives to lock in rate levels in anticipation of future financings, which are typically designated as cash flow hedges, or to lock in rate levels on borrowings, which are typically designated as economic hedges. See Note 15 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for additional information.
In addition, Exelon Corporate may utilize interest rate derivatives to lock in rate levels in anticipation of future financings, which are typically designated as cash flow hedges.
The following table presents maturity and source of fair value for Exelon's and ComEd's mark-to-market commodity contract liabilities. The table provides two fundamental pieces of information. First, the table provides the source of fair value used in determining the carrying amount of Exelon's and ComEd's total mark-to-market liabilities.
The following table presents the maturity and source of fair value for Exelon's and ComEd's mark-to-market commodity contract net liabilities. These net liabilities are associated with ComEd's floating-to-fixed energy swap contracts with unaffiliated suppliers. The table provides two fundamental pieces of information.
The Utility Registrants operate primarily under cost-based rate regulation limiting exposure to the effects of market risk.
See Note 13 — Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for additional information. 89 Table of Contents The Utility Registrants operate primarily under cost-based rate regulation limiting exposure to the effects of market risk.
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See Note 15 — Fair Value of Financial Assets and Liabilities of the Combined Notes to Consolidated Financial Statements for additional information regarding fair value measurements and the fair value hierarchy.
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Credit Risk (All Registrants) Credit risk for the Utility Registrants is governed by credit and collection policies, which are aligned with state regulatory requirements. The Utility Registrants are currently obligated to provide service to all electric customers within their franchised territories.
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The Utility Registrants record an allowance for credit losses, based upon historical experience, current information, and forward-looking risk factors, to provide for the potential loss from nonpayment by these customers. The Utility Registrants will monitor nonpayment from customers and will make any necessary adjustments to the allowance for credit losses.
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See Note 1 — Significant Accounting Policies of 90 Table of Contents the Combined Notes to Consolidated Financial Statements for the allowance for credit losses policy. The Utility Registrants did not have any customers representing over 10% of their revenues as of December 31, 2025.
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See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information. 91 Table of Contents