Pennsylvania10 South Dearborn StreetP.O. Box 805379ChicagoIllinois60680-5379(800)483-3220☐0001109357False00011093572021-04-272021-04-27
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
April 27, 2021
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, Illinois60680-5379
(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 5.07. Submission of Matters to a Vote of Security Holders.
Exelon Corporation (“Exelon”) held its annual meeting of shareholders on April 27, 2021. At the 2021 annual meeting, the shareholders:
•Elected all 12 director nominees named in the 2021 Proxy Statement to the Exelon Board of Directors,
•Ratified the appointment of PricewaterhouseCoopers LLP as Exelon’s independent auditor for 2021,
•Approved, on an advisory basis, the compensation of Exelon’s named executive officers as disclosed in the 2021 Proxy Statement, and
•Did not approve the shareholder proposal requesting a report on the impact of Exelon plans involving electric vehicles and charging stations with regard to child labor outside the United States.
The following tables present the final results of voting for each matter submitted to a vote of the shareholders:
1.Election of Directors
DIRECTOR
FOR
AGAINST
ABSTAIN
BROKER NON-VOTE
Anthony Anderson
747,165,784
20,726,449
2,044,502
68,870,339
Ann Berzin
763,173,431
4,797,948
1,965,356
68,870,339
Laurie Brlas
749,141,845
18,829,877
1,965,013
68,870,339
Marjorie Rodgers Cheshire
759,106,570
8,845,278
1,984,887
68,870,339
Christopher Crane
764,295,427
3,861,353
1,779,955
68,870,339
Yves de Balmann
750,888,709
16,731,388
2,316,638
68,870,339
Linda Jojo
754,334,960
13,656,508
1,945,267
68,870,339
Paul Joskow
748,063,328
19,679,180
2,194,227
68,870,339
Robert Lawless
752,463,696
15,399,204
2,073,835
68,870,339
John Richardson
764,409,254
3,534,946
1,992,535
68,870,339
Mayo Shattuck III
695,216,369
72,104,475
2,615,891
68,870,339
John Young
750,854,545
17,029,668
2,052,522
68,870,339
2. Ratification of Independent Auditor
FOR
AGAINST
ABSTAIN
BROKER NON-VOTE
793,699,110
43,847,321
1,260,643
N/A
3. Advisory Vote to Approve Compensation of our Named Executive Officers (Say-on-Pay)
FOR
AGAINST
ABSTAIN
BROKER NON-VOTE
714,645,332
51,291,796
3,999,607
68,870,339
4. Shareholder Proposal
FOR
AGAINST
ABSTAIN
BROKER NON-VOTE
39,325,711
724,081,388
6,529,636
68,870,339
(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.
* * * * *
SIGNATURE
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.
EXELON CORPORATION
/s/ Carter Culver
Carter Culver
Senior Vice President and Deputy General Counsel
Exelon Corporation
April 30, 2021
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.