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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock options (right to buy) (2) | $ 52.65 | 03/12/2012 | D | 1,700 | (3) | 05/02/2015 | Common Stock | 1,700 | (3) | 0 | D | ||||
Stock options (right to buy) (2) | $ 93.97 | 03/12/2012 | D | 4,660 | (4) | 02/21/2018 | Common Stock | 4,660 | (4) | 0 | D | ||||
Stock options (right to buy) (2) | $ 19.76 | 03/12/2012 | D | 21,030 | (5) | 02/27/2019 | Common Stock | 21,030 | (5) | 0 | D | ||||
Stock options (right to buy) (2) | $ 35.07 | 03/12/2012 | D | 11,860 | (6) | 02/26/2020 | Common Stock | 11,860 | (6) | 0 | D | ||||
Stock options (right to buy) (2) | $ 30.18 | 03/12/2012 | D | 81,280 | (7) | 02/25/2021 | Common Stock | 81,280 | (7) | 0 | D | ||||
Stock options (right to buy) (2) | $ 36.49 | 03/12/2012 | D | 33,760 | (8) | 02/24/2022 | Common Stock | 33,760 | (8) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Wright Bryan P 100 CONSTELLATION WAY BALTIMORE, MD 21202 |
VP, CAO, and Controller |
Sean J. Klein, Attorney-In-Fact | 03/14/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Disposition of common stock pursuant to Agreement and Plan of Merger (the "Merger") between Exelon Corporation ("Exelon"), Bolt Acquisition Corporation, and Constellation Energy Group, Inc. ("Constellation"), whereby each share of Constellation common stock, without par value, converted into the right to receive 0.9300 shares of Exelon common stock, without par value, having a closing market value of $39.81 per share on the effective date of the Merger and a cash payment being made for any fractional shares. |
(2) | These are employee stock options. |
(3) | Pursuant to the Merger, each Constellation stock option vested and converted into an option to purchase 0.9300 shares of Exelon common stock, without par value, at an exercise price of $56.62 per share. |
(4) | Pursuant to the Merger, each Constellation stock option vested and converted into an option to purchase 0.9300 shares of Exelon common stock, without par value, at an exercise price of $101.05 per share. |
(5) | Pursuant to the Merger, each Constellation stock option vested and converted into an option to purchase 0.9300 shares of Exelon common stock, without par value, at an exercise price of $21.25 per share. |
(6) | Pursuant to the Merger, each Constellation stock option vested and converted into an option to purchase 0.9300 shares of Exelon common stock, without par value, at an exercise price of $37.71 per share. |
(7) | Pursuant to the Merger, each Constellation stock option vested and converted into an option to purchase 0.9300 shares of Exelon common stock, without par value, at an exercise price of $32.46 per share. |
(8) | Pursuant to the Merger, each Constellation stock option converted into an option to purchase 0.9300 shares of Exelon common stock, without par value, at an exercise price of $39.24 per share. These stock options were granted on 2/24/12 and will vest on 2/24/13, 2/24/14, and 2/24/15. |