- Current report filing (8-K)
December 09 2009 - 5:09PM
Edgar (US Regulatory)
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
Date of Report
(Date of earliest event reported):
December 9, 2009
Commission
File Number
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Exact name of registrant as specified in its charter
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IRS Employer
Identification No.
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1-12869
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CONSTELLATION
ENERGY GROUP, INC.
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52-1964611
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MARYLAND
(State of
Incorporation of registrant)
100
CONSTELLATION WAY, BALTIMORE, MARYLAND
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21202
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(Address of
principal executive office)
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(Zip Code)
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410-783-2800
(Registrants telephone
number, including area code)
NOT APPLICABLE
(Former name, former address
and former fiscal year, if changed since last report)
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:
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
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
Each
of the following executive officers of Constellation Energy Group, Inc. (Constellation
Energy) has consented to the termination of his change-in-control agreement
with Constellation Energy, effective December 9, 2009:
Mayo
A. Shattuck III
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Chairman,
President and Chief Executive Officer
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Michael
J. Wallace
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Vice
Chairman
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Henry
B. Barron, Jr.
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Executive
Vice President
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From
the date of termination, each change-in-control agreement is null and void and
neither the executive officer nor Constellation Energy has any further rights
or obligations under such agreement.
The consents of the
executive officers to terminate the change-in-control agreements are attached
as Exhibits 10.1 through 10.3 and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No.
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Description
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10.1
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Consent of Mayo A.
Shattuck III to termination of change-in-control agreement.
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10.2
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Consent of Michael J.
Wallace to termination of change-in-control agreement.
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10.3
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Consent of Henry B.
Barron, Jr. to termination of change-in-control agreement.
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2
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.
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CONSTELLATION
ENERGY GROUP, INC.
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(Registrant)
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Date:
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December 10, 2009
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/s/ Charles A.
Berardesco
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Charles A. Berardesco
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Senior
Vice President and General Counsel
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3
EXHIBIT INDEX
Exhibit No.
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Description
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10.1
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Consent of Mayo A.
Shattuck III to termination of change-in-control agreement.
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10.2
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Consent of Michael J.
Wallace to termination of change-in-control agreement.
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10.3
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Consent of Henry B.
Barron, Jr. to termination of change-in-control agreement.
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4
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