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Form 8-K EXELON CORP For: Jan 15

January 15, 2015 5:05 PM EST

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) January�15, 2015

Commission

File Number

Exact�Name�of�Registrant�as�Specified�in�Its�Charter;�State�of

Incorporation;�Address�of�Principal�Executive�Offices;

and Telephone Number

IRS Employer
Identification�Number

1-16169

EXELON�CORPORATION

(a�Pennsylvania�corporation)

10�South�Dearborn�Street

P.O. Box 805379

Chicago,�Illinois�60680-5379

(312) 394-7398

23-2990190

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))


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 January�15, 2015, Mr.�Nelson A. Diaz, 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 2015 annual meeting of shareholders. Mr.�Diaz�s decision follows his announcement of his candidacy for the office of Mayor of Philadelphia.

* * * * *

Cautionary Statements Regarding Forward-Looking Information

This 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)�Exelon�s 2013 Annual Report on Form 10-K in (a)�ITEM�1A. Risk Factors, (b)�ITEM�7. Management�s Discussion and Analysis of Financial Condition and Results of Operations and (c)�ITEM�8. Financial Statements and Supplementary Data: Note 22; (2)�Exelon�s Third Quarter 2014 Quarterly Report on Form 10-Q in (a)�Part II, Other Information, ITEM�1A. Risk Factors; (b)�Part 1, Financial Information, ITEM�2. Management�s Discussion and Analysis of Financial Condition and Results of Operations and (c)�Part I, Financial Information, ITEM�1. Financial Statements: Note 18; and (3)�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 report.

* * * * *


SIGNATURES

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/ Jonathan W. Thayer

Jonathan W. Thayer

Senior Executive Vice President and

Chief Financial Officer

Exelon Corporation

January�15, 2015



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