exc-20200728Pennsylvania10 South Dearborn StreetP.O. Box 805379ChicagoIllinois60680-5379(800)483-3220☐0001109357False00011093572020-07-282020-07-28
| | | | | | | | | | | |
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION | | |
| Washington, D.C. 20549 | | |
| FORM | 8-K | |
| | | |
| CURRENT REPORT | | |
| Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | | |
| July 28, 2020 | | |
| Date of Report (Date of earliest event reported) | | |
| | | | | | | | | | | | | | |
Commission File Number | | Name of Registrant; State or Other Jurisdiction of Incorporation; Address of Principal Executive Offices; and Telephone Number | | IRS Employer Identification Number |
| | | | |
001-16169 | | EXELON CORPORATION | | 23-2990190 |
| | (a Pennsylvania corporation) 10 South Dearborn Street P.O. Box 805379 Chicago, Illinois 60680-5379 (800) 483-3220 | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | | |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | |
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| | | | | | | | | | | | | | |
Securities registered pursuant to Section 12(b) of the Act: | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
EXELON CORPORATION: | | | | |
Common Stock, without par value | | EXC | | The Nasdaq Stock Market LLC |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | |
Indicate by check mark whether any of the registrants are emerging growth companies as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). |
Emerging growth company ☐ |
| | |
If an emerging growth company, indicate by check mark if any of the registrants have elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ |
Section 5 – Corporate Governance and Management
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 28, 2020, the board of directors of Exelon Corporation (“Exelon”) increased the size of the board to thirteen (13) and elected Ms. Marjorie Rodgers Cheshire as a director, effective as of July 28, 2020, to serve until the 2021 annual meeting of shareholders. The Exelon board has not yet determined which committees Ms. Cheshire will be appointed to serve on. Ms. Cheshire will receive Exelon’s standard compensation for its directors as disclosed in its proxy statement.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| | | | | | | | |
Exhibit No. | | Description |
| | |
101 | | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
104 | | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | |
| EXELON CORPORATION |
| |
| /s/ Carter Culver |
| Carter Culver |
| Senior Vice President and Deputy General Counsel |
| Exelon Corporation |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
| |
July 28, 2020
EXHIBIT INDEX
| | | | | | | | |
Exhibit No. | | Description |
| | |
101 | | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
104 | | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
Document | | | | | | | | |
Contact: | Paul Adams Exelon Corporate Communications 410-470-4167 paul.adams2@exeloncorp.com | FOR IMMEDIATE RELEASE |
EXELON APPOINTS MARJORIE RODGERS CHESHIRE TO BOARD OF DIRECTORS
President and COO of real estate development firm A&R Development Corp. brings organizational leadership, marketing, compliance and strategic expertise to the board
CHICAGO (July 28, 2020) — Exelon today announced that its board of directors elected Marjorie Rodgers Cheshire as a director. Cheshire, 51, is currently president and chief operating officer of A&R Development Corp., a diversified real estate investment firm that owns large-scale multifamily, commercial and mixed-use properties in the greater Baltimore-Washington region. She is responsible for managing the firm’s business operations, asset management and strategic initiatives.
“Marjorie’s experience in organizational leadership and her deep background in compliance, strategy, marketing and brand development will be an asset to the board,” said Mayo Shattuck, chairman of Exelon. “Her work advising and volunteering for civic organizations focused on business development, education and the arts also will bring a diverse perspective to our work.”
Prior to joining A&R, Cheshire held a number of positions of increasing responsibility in the media and sports industries. Most recently, she served as senior director of Brand and Consumer Marketing for the National Football League. Prior to that, she was vice president of Business Development for television network Oxygen Media and served as a director and special assistant to the chairman and CEO of sports network ESPN. She also was a manager of Strategic Marketing for ABC Daytime and worked as a consultant at The Boston Consulting Group, a strategic consulting firm serving Fortune 500 companies.
Cheshire is a director for Pittsburgh-based PNC Financial Services Group, where she chairs PNC’s Compliance Committee. She also serves as board chair of Baltimore Equitable Insurance. She is a trustee of Johns Hopkins Medicine and Johns Hopkins Hospital in Baltimore and the Baltimore School for the Arts.
Cheshire has a bachelor’s degree in economics from the Wharton School of the University of Pennsylvania and an MBA from the Stanford University Graduate School of Business.
# # #
About Exelon Corporation
Exelon Corporation (Nasdaq: EXC) is a Fortune 100 energy company with the largest number of electricity and natural gas customers in the U.S. Exelon does business in 48 states, the District of Columbia and Canada and had 2019 revenue of $34 billion. Exelon serves approximately 10 million customers in Delaware, the District of Columbia, Illinois, Maryland, New Jersey and Pennsylvania through its Atlantic City Electric, BGE, ComEd, Delmarva Power, PECO and Pepco subsidiaries. Exelon is one of the largest competitive U.S. power generators, with more than 31,000 megawatts of nuclear, gas, wind, solar and hydroelectric generating capacity comprising one of the nation’s cleanest and lowest-cost power generation fleets. The company’s Constellation business unit provides energy products and services to approximately 2 million residential, public sector and business customers, including three fourths of the Fortune 100. Follow Exelon on Twitter @Exelon.