8-KShareholder MattersExhibits & Filings

EXELON CORP 8-K Report, Shareholder Vote Results (Apr 27, 2023)

Filed April 27, 2023For Securities:EXC

Summary

Exelon Corporation (EXC) filed an 8-K on April 27, 2023, to report the outcomes of its Annual Meeting of Shareholders held on April 25, 2023. The primary outcomes included the election of all eight director nominees to the Board of Directors for one-year terms and the ratification of PricewaterhouseCoopers LLP as the company's independent auditor for 2023. Additionally, shareholders approved, on an advisory basis, the compensation of named executive officers ('Say-on-Pay') and the frequency of future 'Say-on-Pay' votes, with the board determining to continue holding the advisory vote annually based on strong shareholder support. This filing is important for investors as it confirms the continuity of the board's leadership and the company's oversight of financial reporting through the ratification of its auditor. The strong shareholder approval for both executive compensation and the annual frequency of such votes indicates general alignment between management and shareholders on compensation practices. The overwhelming vote in favor of an annual 'Say-on-Pay' frequency demonstrates a clear preference from shareholders for ongoing advisory input on executive remuneration.

Key Highlights

  • 1All 8 director nominees were elected to the Board of Directors for a one-year term, ensuring continuity in leadership.
  • 2PricewaterhouseCoopers LLP was ratified as Exelon's independent auditor for 2023, reinforcing confidence in financial reporting integrity.
  • 3Shareholders approved, on an advisory basis, the compensation of named executive officers (Say-on-Pay), indicating general shareholder support for current compensation practices.
  • 4The advisory vote on the frequency of executive compensation votes resulted in strong support for an annual vote.
  • 5Based on overwhelming shareholder preference (approximately 98.9% for annual vote), Exelon's board will continue to hold an advisory vote on executive compensation annually.
  • 6The filing provides detailed voting results for director elections, auditor ratification, executive compensation approval, and frequency of compensation votes.

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