01—Abstract
Summary
Summary of the 10-K/A filed September 5, 2001. Cited figures are marked; the original filing is the authoritative source.
This 10-K filing for Exelon Corporation (EXC), filed on September 5, 2001, primarily serves as an amendment to provide information regarding Commonwealth Edison Company (ComEd) and PECO Energy Company (PECO) in response to specific items in Part III.
The filing details directors and executive officers, executive compensation, security ownership, and related transactions for the individual entities and the consolidated Exelon Corporation. Investors can gain insights into the leadership structure, compensation practices, and stock holdings within the Exelon corporate family at the time of this filing, which occurred after the merger of Unicom and PECO in October 2000. The information presented highlights the compensation packages for key executives, including salaries, bonuses, stock options, and long-term incentive plans.
It also details the ownership of Exelon common stock by directors and executive officers of PECO and ComEd. The filing also touches upon retirement plans and employment agreements for senior management, providing a glimpse into executive benefits and retention strategies during a period of significant corporate integration. Additionally, it includes a performance graph comparing PECO/Exelon's stock performance against major indices.
02—Key points
Key Highlights
- The filing is an amendment to provide specific Part III information for ComEd and PECO, with no new information for Exelon itself.
- Details provided on directors and executive officers for Exelon, PECO, and ComEd, including their roles and affiliations.
- Extensive breakdown of executive compensation for top officers across Exelon, PECO, and ComEd, including salary, bonuses, stock awards, and options.
- Information on stock option grants and exercises for executives, including grant date values and year-end valuations.
- Details on retirement plans for executives under both PECO and ComEd, including tables for estimated annual retirement benefits.
- Discussion of employment agreements and change-in-control severance arrangements for key executives.
- Share ownership by directors and executive officers of PECO and ComEd is presented, along with information on beneficial ownership for PECO and ComEd stock.
- A performance graph shows the cumulative total returns of PECO/Exelon stock compared to the S&P 500 and S&P Utility Average from 1995 to 2000.
03—Questions
Frequently Asked Questions
What is the primary purpose of this 10-K filing?
This 10-K filing, specifically a Form 10-K/A (amendment), is primarily to provide information for Commonwealth Edison Company (ComEd) and PECO Energy Company (PECO) concerning Items 10, 11, 12, and 13 in Part III of the original Exelon Corporation 10-K filing. No new information is being filed on behalf of Exelon Corporation itself.
How are the executives compensated, and what is the role of stock options?
Executive compensation includes base salary, cash bonuses, and stock-based compensation. The filing provides detailed tables of annual compensation, long-term compensation, and option grants. Significant stock options were granted to key executives, with details on exercise prices, expiration dates, and estimated grant date values. The value of unexercised options at year-end is also reported, indicating a substantial potential upside for executives.
What is the relationship between Exelon, PECO, and ComEd as presented in this filing?
The filing shows that Exelon Corporation is the parent entity, and PECO Energy Company and Commonwealth Edison Company (ComEd) are its subsidiaries. Exelon beneficially owns all shares of PECO common stock and the vast majority of ComEd's common stock. Many executive officers and directors hold positions across these entities, indicating a high degree of integration.
What information is provided about executive retirement plans?
The filing includes details on retirement plans for executives under both PECO and ComEd. Tables are provided that estimate annual retirement benefits based on highest average earnings and years of service. The documents also mention supplemental executive retirement plans (SERPs) that provide benefits above IRS limits, with specific provisions for named executives.
04—Continue