SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of
January 29, 2013
Date of Report (Date of earliest event reported)
Exact Name of Registrant as Specified in Its Charter; State
of Incorporation; Address of Principal Executive
Offices; and Telephone Number
(a Pennsylvania corporation)
P.O. Box 805379
Chicago, Illinois 60680-5379
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
||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)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On January 29, 2013, Mr. Don Thompson, a director of
Exelon Corporation (Exelon), informed the board of directors that he will not stand for re-election as a director of Exelon at the 2013 annual meeting of shareholders.
On January 29, 2013, the board of directors of Exelon increased the size of the board of directors to 17 and elected Mr. Anthony K. Anderson to fill the vacancy, to serve until the 2013
annual meeting of shareholders. The Exelon board has not determined on which committees Mr. Anderson will serve. Mr. Anderson will receive Exelons standard compensation for its directors as disclosed in its proxy statement.
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report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, that are subject to risks and uncertainties. The factors that could cause actual results to differ materially from the
forward-looking statements made by Exelon include those factors discussed herein, as well as the items discussed in (1) Exelons 2011 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7.
Managements Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 18; (2) Constellations 2011 Annual Report on Form 10-K in
(a) ITEM 1A. Risk Factors, (b) ITEM 7. Managements Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 12;
(3) Exelons Third Quarter 2012 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations and (c) Part I, Financial Information, ITEM 1. Financial Statements: Note 16; and (4) other factors discussed in filings with the SEC by Exelon. Readers are cautioned not to place undue reliance on
these forward-looking statements, which apply only as of the date of this report. Exelon does not undertake any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
/s/ JONATHAN W. THAYER
|Jonathan W. Thayer|
|Executive Vice President and Chief Financial Officer|
February 1, 2013