Exelon Corporation

    EXC ·NASDAQ ·Electric & Other Services Combined ·Inc. in PA
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    General
    Corporate Structure and Business and Other Information
    Exelon is a utility services holding company engaged in the energy transmission and distribution businesses through its subsidiaries, ComEd, PECO, BGE, Pepco, DPL, and ACE.
    Name of Registrant  Business  Service Territories
    Commonwealth Edison CompanyPurchase and regulated retail sale of electricityNorthern Illinois, including the City of Chicago
    Transmission and distribution of electricity to retail customers
    PECO Energy CompanyPurchase and regulated retail sale of electricity and natural gasSoutheastern Pennsylvania, including the City of Philadelphia (electricity)
    Transmission and distribution of electricity and distribution of natural gas to retail customersPennsylvania counties surrounding the City of Philadelphia (natural gas)
    Baltimore Gas and Electric CompanyPurchase and regulated retail sale of electricity and natural gasCentral Maryland, including the City of Baltimore (electricity and natural gas)
    Transmission and distribution of electricity and distribution of natural gas to retail customers
    Pepco Holdings LLCUtility services holding company engaged, through its reportable segments: Pepco, DPL, and ACEService Territories of Pepco, DPL, and ACE
    Potomac Electric Power Company  Purchase and regulated retail sale of electricity  District of Columbia and Major portions of Montgomery and Prince George’s Counties, Maryland
    Transmission and distribution of electricity to retail customers
    Delmarva Power & Light CompanyPurchase and regulated retail sale of electricity and natural gasPortions of Delaware and Maryland (electricity)
    Transmission and distribution of electricity and distribution of natural gas to retail customersPortions of New Castle County, Delaware (natural gas)
    Atlantic City Electric CompanyPurchase and regulated retail sale of electricityPortions of Southern New Jersey
    Transmission and distribution of electricity to retail customers
    Business Services
    Through its business services subsidiary, BSC, Exelon provides its subsidiaries with a variety of support services at cost, including legal, human resources, finance, information technology, and supply management services. PHI also has a business services subsidiary, PHISCO, which provides a variety of support services at cost, including legal, finance, engineering, customer operations, transmission and distribution planning, asset management, system operations, and power procurement, to PHI operating Registrants. The costs of BSC and PHISCO are directly charged or allocated to the applicable subsidiaries. The results of Exelon’s corporate operations are presented as “Other” within the consolidated financial statements and include intercompany eliminations unless otherwise disclosed.
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    Utility Registrants
    Utility Operations
    Service Territories and Franchise Agreements
    The following table presents the size of service territories, populations of each service territory, and the number of customers within each service territory for the Utility Registrants as of December 31, 2025:
    ComEdPECOBGEPepcoDPLACE
    Service Territories (in square miles)
    Electric11,450 1,900 2,550 650 5,400 2,700 
    Natural GasN/A1,900 3,050 N/A250 N/A
    Total(a)
    11,450 2,100 3,250 650 5,400 2,700 

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    Financial statements

    data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

    From 10-K filed 2026-02-12 (period ending 2025-12-31).


    Item 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    (Dollars in millions except per share data, unless otherwise noted)
    Exelon
    Executive Overview
    Exelon is a utility services holding company engaged in the energy transmission and distribution businesses through its six reportable segments: ComEd, PECO, BGE, Pepco, DPL, and ACE. See Note 1 — Significant Accounting Policies and Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for additional information regarding Exelon's principal subsidiaries and reportable segments.
    Exelon’s consolidated financial information includes the results of its seven separate operating subsidiary registrants, ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE, which, along with Exelon, are collectively referred to as the Registrants. The following combined Management’s Discussion and Analysis of Financial Condition and Results of Operations is separately filed by Exelon, ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE. However, none of the Registrants makes any representation as to information related solely to any of the other Registrants. For discussion of the Utility Registrants' year ended December 31, 2024 compared to the year ended December 31, 2023, refer to ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the 2024 Form 10-K, which was filed with the SEC on February 12, 2025.
    Financial Results of Operations
    GAAP Results of Operations. The following table sets forth Exelon's GAAP consolidated Net income attributable to common shareholders by Registrant for the year ended December 31, 2025 compared to the same period in 2024. For additional information regarding the financial results for the years ended December 31, 2025 and 2024, see the discussions of Results of Operations by Registrant.
    20252024Favorable (Unfavorable) Variance
    Exelon$2,768 $2,460 $308 
    ComEd1,147 1,066 81 
    PECO814 551 263 
    BGE578 527 51 
    PHI799 741 58 
    Pepco401 390 11 
    DPL224 209 15 
    ACE188 155 33 
    Other(a)
    (570)(425)(145)
    __________
    (a)Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities, and other financing and investing activities.
    Year Ended December 31, 2025 Compared to Year Ended December 31, 2024. Net income attributable to common shareholders increased by $308 million and Diluted earnings per average common share increased to $2.73 in 2025 from $2.45 in 2024 primarily due to:
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    Favorable impacts of rate increases at ComEd, PECO, BGE, and PHI;
    Favorable weather at PECO;
    Higher return on regulatory assets at ComEd;
    Higher AFUDC at ComEd;
    Lower income tax expense at PECO;
    Lower storm costs at BGE; and
    Impacts of the multi-year plan reconciliation at BGE.
    Note that rate increases are associated with updated recovery rates for costs and investments to serve customers. The increases were partially offset by:
    Higher interest expense at PECO, BGE, PHI, and Exelon Corporate;
    Higher depreciation expense at PECO and PHI;
    Higher contracting costs at PECO and PHI;
    Lower transmission peak load due to lower energy demand at ComEd;
    Absence of the Maryland multi-year plan reconciliations at PHI;
    Charitable contributions at Exelon Corporate;
    Lower AFUDC at PHI; and
    Higher income tax expense at Exelon Corporate.
    Adjusted (non-GAAP) operating earnings. In addition to Net income, Exelon evaluates its operating performance using the measure of Adjusted (non-GAAP) operating earnings because management believes it represents earnings directly related to the ongoing operations of the business. Adjusted (non-GAAP) operating earnings exclude certain costs, expenses, gains and losses, and other specified items. This information is intended to enhance an investor’s overall understanding of year-over-year operating results and provide an indication of Exelon’s baseline operating performance excluding items not considered by management to be directly related to the ongoing operations of the business. In addition, this information is among the primary indicators management uses as a basis for evaluating performance, allocating resources, setting incentive compensation targets, and planning and forecasting of future periods. Adjusted (non-GAAP) operating earnings is not a presentation defined under GAAP and may not be comparable to other companies’ presentations or deemed more useful than the GAAP information provided elsewhere in this report.
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    The following table provides a reconciliation between Net income attributable to common shareholders as determined in accordance with GAAP and Adjusted (non-GAAP) operating earnings for the year ended December 31, 2025 compared to 2024: 
    20252024
    (In millions, except per share data)Earnings per
    Diluted Share
    Earnings per
    Diluted Share
    Net income attributable to common shareholders$2,768 $2.73 $2,460 $2.45 
    Asset retirement obligations (net of taxes of $0 and $3, respectively)
    (1)— 0.01 
    Change in FERC audit liability (net of taxes of $1 and $13, respectively)
    — 42 0.04 
    Cost management charge (net of taxes of $0 and $4, respectively)(a)
    (1)— 13 0.01 
    Environmental costs (net of taxes of $5)
    — — (13)(0.01)
    Regulatory matters (net of taxes of $10)(b)
    30 0.03 — — 
    Income tax-related adjustments (entire amount represents tax expense)(c)
    — (3)— 
    Adjusted (non-GAAP) operating earnings$2,801 $2.77 $2,507 $2.50 
    __________
    Note:
    Amounts may not sum due to rounding.
    Unless otherwise noted, the income tax impact of each reconciling item between GAAP Net income and Adjusted (non-GAAP) operating earnings is based on the marginal statutory federal and state income tax rates for each Registrant, taking into account whether the income or expense item is taxable or deductible, respectively, in whole or in part. The marginal statutory income tax rates for 2025 and 2024 ranged from 24.0% to 29.0%.

    (a)Primarily represents severance and reorganization costs related to cost management.
    (b)Represents the disallowance of certain capitalized costs.
    (c)In 2024, reflects the adjustment to state deferred income taxes due to change in DPL's Delaware net operating loss valuation allowance. In 2025, reflects the adjustment to state deferred income taxes due to changes in forecasted apportionment.

    Significant 2025 Transactions and Developments
    At-the-Market Program
    During 2025, Exelon issued approximately 16 million shares of Common Stock at a net weighted-average price of $43.24 per share. The net proceeds from the 2025 issuances were $691 million, which were used for general corporate purposes. See Note 17 — Shareholders' Equity of the Combined Notes to Consolidated Financial Statements for additional information.
    Distribution Base Rate Case Proceedings
    The Utility Registrants file base rate cases with their regulatory commissions seeking increases or decreases to their electric transmission and distribution, and gas distribution rates to recover their costs and earn a fair return on their investments. The outcomes of these regulatory proceedings impact the Utility Registrants’ current and future financial statements.
    The following tables show the Utility Registrants’ completed and pending distribution base rate case proceedings in 2025. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on these and other regulatory proceedings.
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    Completed Distribution Base Rate Case Proceedings
    Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement Increase Approved Revenue Requirement Increase Approved ROEApproval DateRate Effective Date
    ComEd - IllinoisJanuary 17, 2023Electric$1,487 $1,045 8.905%December 19, 2024January 1, 2024
    April 26, 2024 (amended on September 11, 2024)Electric$624 $623 9.89%October 31, 2024January 1, 2025
    PECO - PennsylvaniaMarch 28, 2024Electric$464 $354 N/ADecember 12, 2024January 1, 2025
    Natural Gas$111 $78 
    BGE - MarylandFebruary 17, 2023Electric$313 $179 9.50%December 14, 2023January 1, 2024
    Natural Gas$289 $229 9.45%
    Pepco - District of ColumbiaApril 13, 2023 (amended February 27, 2024)Electric$186 $123 9.50%November 26, 2024January 1, 2025
    Pepco - MarylandMay 16, 2023 (amended February 23, 2024)Electric$111 $45 9.50%June 10, 2024April 1, 2024
    DPL - MarylandMay 19, 2022Electric$38 $29 9.60%December 14, 2022January 1, 2023
    DPL - DelawareDecember 15, 2022 (amended September 29, 2023)Electric$39 $28 9.60%April 18, 2024July 15, 2023
    September 20, 2024 (amended September 5, 2025)Natural Gas$37 $22 9.60%December 17, 2025January 1, 2026
    ACE - New JerseyFebruary 15, 2023 (amended August 21, 2023)Electric$92 $45 9.60%November 17, 2023December 1, 2023
    November 21, 2024Electric$109 $54 9.60%November 21, 2025December 1, 2025
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    Pending Distribution Base Rate Case Proceedings
    Registrant/JurisdictionFiling DateServiceRequested Revenue Requirement IncreaseRequested ROEExpected Approval Timing
    Pepco - MarylandOctober 14, 2025Electric$133 10.50%Third quarter of 2026
    DPL - DelawareDecember 9, 2025Electric$45 10.50%Third quarter of 2027
    Transmission Formula Rates
    The following total increases/(decreases) were included in the Utility Registrants' 2025 annual electric transmission formula rate updates. All rates are effective June 1, 2025 to May 31, 2026, subject to review by interested parties pursuant to review protocols of each Utility Registrants' tariff. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
    RegistrantInitial Revenue Requirement Increase (Decrease)Annual Reconciliation Increase (Decrease)Total Revenue Requirement Increase (Decrease)Allowed Return on Rate BaseAllowed ROE
    ComEd$78 $49 $127 8.13 %11.50 %
    PECO$$13 $22 7.54 %10.35 %
    BGE$21 $21 $35 7.53 %10.50 %
    Pepco$35 $16 $51 7.71 %10.50 %
    DPL$32 $(9)$23 7.48 %10.50 %
    ACE$(11)$(46)$(57)7.16 %10.50 %
    ComEd's FERC Audit
    The Utility Registrants are subject to periodic audits and investigations by FERC. FERC’s Division of Audits and Accounting initiated a nonpublic audit of ComEd in April 2021 evaluating ComEd’s compliance with (1) approved terms, rates and conditions of its federally regulated service; (2) accounting requirements of the Uniform System of Accounts; (3) reporting requirements of the FERC Form 1; and (4) the requirements for record retention. The audit period extended back to January 1, 2017.
    On July 27, 2023, FERC published a final audit report which included, among other things, findings and recommendations related to ComEd's methodology regarding the allocation of certain overhead costs to capitalized construction costs under FERC regulations, including a suggestion that refunds may be due to customers for amounts collected in previous years. On July 30, 2024, ComEd reached an agreement in principle on the contested overhead allocation finding. As a result of the settlement process, ComEd recorded a charge for the probable disallowance of $70 million of certain currently capitalized construction costs to operating expenses, which are not expected to be recovered in future rates. The existing loss estimate was reflected in Exelon and ComEd's financial statements as of December 31, 2024. ComEd and FERC staff jointly filed the settlement agreement with FERC for approval on February 11, 2025. The settlement was approved by FERC on April 4, 2025.
    Other Key Business Drivers and Management Strategies

    Utility Rates and Rate Proceedings
    The Utility Registrants file rate cases with their regulatory commissions seeking increases or decreases to their electric transmission and distribution and gas distribution rates to recover their costs and earn a fair return on their investments. The outcomes of these regulatory proceedings impact the Utility Registrants’ current and future results of operations, cash flows, and financial positions. See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information on these regulatory proceedings.
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    Allocation of Income Taxes to Regulated Utilities (All Registrants)
    In Q2 2024, the IRS issued a series of PLRs, to another taxpayer, providing guidance with respect to the application of the tax normalization rules to the allocation of consolidated tax benefits among the members of a consolidated group associated with NOLC for ratemaking purposes. The rulings provide that for ratemaking purposes the tax benefit of NOLC should be reflected on a separate company basis not taking into consideration the utilization of losses by other affiliates. A PLR issued to another taxpayer may not be relied on as precedent.
    For the Utility Registrants, except for PECO, the methodology prescribed by the IRS in these PLRs could result in a material reduction of the regulatory liability established for EDITs arising from the TCJA corporate tax rate change that are being amortized and flowed through to customers as well as a reduction in the accumulated deferred income taxes included in rate base for ratemaking purposes of approximately $1.2 billion - $1.7 billion.
    The Utility Registrants, except for PECO, filed PLR requests with the IRS confirming the treatment of the NOLC for ratemaking purposes. The Utility Registrants will record the impact, if any, upon receiving the PLR from the IRS.
    Legislative and Regulatory Developments
    Infrastructure Investment and Jobs Act
    On November 15, 2021, the $1.2 trillion IIJA was signed into law. IIJA provides for approximately $550 billion in new federal spending. Categories of funding include funding for a variety of infrastructure needs, including but not limited to: (1) power and grid reliability and resilience, (2) resilience for cybersecurity to address critical infrastructure needs, and (3) electric vehicle charging infrastructure for alternative fuel corridors. The Registrants continue to evaluate programs under the legislation and consider possible opportunities to apply for funding, either directly or in potential collaborations with state and/or local agencies and key stakeholders. The Registrants cannot predict the ultimate timing and success of securing funding from programs under IIJA.
    On January 20, 2025, the Unleashing American Energy Order was issued as a Presidential Executive Order, which required an immediate pause in the disbursement of funds appropriated through the IRA and IIJA pending DOE review. In October 2025, Exelon, ComEd, and BGE received termination notifications from the DOE for their Renewable-Aware Distribution Operations, Deployment of a Community-Oriented Interoperable Control Framework for Aggregating and Integrating Distributed Energy Resources and Other Grid-Edge Devices, and Baltimore Interconnection Readiness & Deployment of Storage (BIRDS) awards, respectively. In the fourth quarter of 2025, Exelon, ComEd, and BGE elected to decline the previously awarded Middle Mile Grant (MMG) and Exelon and PECO elected to decline the previously awarded Creating a Resilient, Equitable, and Accessible Transformation in Energy for Greater Philadelphia (CREATE) grant. There are no material financial statement impacts as a result of the DOE terminations. Exelon, ComEd, PECO, and BGE will continue to evaluate whether to move forward with these projects.
    Next Generation Energy Act (Exelon, BGE, PHI, Pepco, and DPL)
    On May 20, 2025, the Governor of Maryland signed into law legislation that addresses several matters pertaining to electric and gas utilities, including affirming that the MDPSC may approve the use of multi-year rate plans that demonstrate customer benefits, among other things. It also prohibits utilities from filing after January 1, 2025, for the reconciliation of actuals costs and revenues to amounts approved within the multi-year plans. In the second quarter of 2025, BGE derecognized Regulatory assets of $10 million and Regulatory liabilities of $3 million for multi-year plan reconciliations that are no longer eligible to be filed. DPL also derecognized Regulatory liabilities of $0.4 million during the second quarter of 2025 for multi-year reconciliations ineligible to be filed. Multi-year plan reconciliations filed prior to January 1, 2025, remain lawful and will be resolved in their respective proceedings.
    Summer and Winter Rate Mitigation (Exelon, BGE, PHI, Pepco, DPL, and ACE).
    As part of the passing of the Next Generation Energy Act by the Maryland General Assembly, the MDPSC issued an order on June 26, 2025, to implement the Legislative Energy Relief Refund program under which bill credits were distributed to residential customers based on their consumption of electricity supply that was subject to the renewable energy portfolio standard. On July 24, 2025, the MDPSC issued an order accepting BGE, Pepco, and DPL's proposal for the implementation of the program. As a result, BGE, Pepco, and DPL received approximately
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    $49 million, $21 million, and $8 million, respectively, from the MDPSC on August 6, 2025. These amounts were used to reduce residential customer accounts receivable balances within the third quarter of 2025. Additional disbursements from the state of Maryland were received by BGE, Pepco, and DPL on February 3, 2026 for approximately $49 million, $21 million, and $8 million, respectively. These amounts will also be used to reduce residential customer receivables in the first quarter of 2026.
    In response to significant increases in electric supply costs, on April 23, 2025, the NJBPU issued an order directing the State's electric public utilities to file petitions proposing distribution side measures to mitigate residential customer bill impacts during summer months. As a result, on June 18, 2025, the NJBPU approved a stipulation of settlement for ACE to issue a bill credit of $30 per residential customer for the months of July and August 2025, which was deferred to Regulatory assets. The amounts will subsequently be collected from September 2025 through February 2026 at a flat rate of $10 per residential customer. The bill credit and subsequent collections will not be subject to carrying costs. As of December 31, 2025, the Regulatory asset has a remaining balance of $10 million.
    Residential Universal Bill Credit (Exelon and ACE).
    In an effort to further reduce the burden of increased electric supply costs, on August 13, 2025, the NJBPU issued an order to establish the Residential Universal Bill Credit (RUBC), which will be funded by the NJBPU. The program provided a $50 bill credit per eligible residential customer for the months of September and October 2025. ACE received $51 million from the NJBPU on September 25, 2025, which was recognized as a Regulatory liability. ACE subsequently issued all bill credits to residential customers in September and October. As of December 31, 2025, there is no Regulatory liability remaining.
    One Big Beautiful Bill Act (All Registrants).
    On July 4, 2025, the OBBBA was signed into law. The bill permanently extends expiring tax benefits of the TCJA and provides additional tax relief for individuals and businesses while accelerating the phase-out and curtailment for renewable energy tax credits enacted by the IRA. The tax law changes enacted as part of OBBBA will not have a direct material impact on the Registrants’ financial statements.
    Critical Accounting Policies and Estimates
    The preparation of financial statements in conformity with GAAP requires that management apply accounting policies and make estimates and assumptions that affect results of operations and the amounts of assets and liabilities reported in the financial statements. Management believes that the accounting policies described below require significant judgment in their application or incorporate estimates and assumptions that are inherently uncertain and that may change in subsequent periods. Additional information on the application of these accounting policies can be found in the Combined Notes to Consolidated Financial Statements.
    Regulatory Accounting (All Registrants)
    For their regulated electric and gas operations, the Registrants reflect the effects of cost-based rate regulation in their financial statements, which is required for entities with regulated operations that meet the following criteria: (1) rates are established or approved by a third-party regulator; (2) rates are designed to recover the entities’ cost of providing services or products; and (3) a reasonable expectation that rates designed to recover costs can be charged to and collected from customers. Regulatory assets represent incurred costs that have been deferred because of their probable future recovery from customers through regulated rates. Regulatory liabilities represent (1) revenue or gains that have been deferred because it is probable such amounts will be returned to customers through future regulated rates; or (2) billings in advance of expenditures for approved regulatory programs. If it is concluded in a future period that a separable portion of operations no longer meets the criteria discussed above, the Registrants would be required to eliminate any associated regulatory assets and liabilities and the impact, which could be material, would be recognized in the Consolidated Statements of Operations and Comprehensive Income.
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    The following table illustrates gains (losses) to be included in net income that could result from the elimination of regulatory assets and liabilities and charges against OCI related to deferred costs associated with Exelon's pension and OPEB plans that are recorded as Regulatory assets in Exelon's Consolidated Balance Sheets (before taxes) at December 31, 2025:
    (In millions)ExelonComEdPECOBGEPHIPepcoDPLACE
    Gain (loss)$4,482 $6,727 $(758)$(353)$(1,083)$(306)$72 $(467)
    Charge against OCI(a)
    (2,911)— — — — — — — 
    ___________
    (a)Exelon's charge against OCI (before taxes) consists of up to $2.4 billion, $346 million, $298 million, $214 million, and $75 million, related to ComEd's, BGE's, PHI's, Pepco's, and DPL's respective portions of the deferred costs associated with Exelon's pension and OPEB plans. Exelon also has a net regulatory liability (before taxes) of $86 million and $6 million related to PECO's and ACE's portions of the deferred costs associated with Exelon’s OPEB plans that would result in an increase in OCI if reversed.
    See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information regarding regulatory matters, including the regulatory assets and liabilities of the Registrants.
    For each regulatory jurisdiction in which they conduct business, the Registrants assess whether the regulatory assets and liabilities continue to meet the criteria for probable future recovery or refund at each balance sheet date and when regulatory events occur. This assessment includes consideration of recent rate orders, historical regulatory treatment for similar costs in each Registrant's jurisdictions, and factors such as changes in applicable regulatory and political environments. If the assessments and estimates made by the Registrants for regulatory assets and regulatory liabilities are ultimately different than actual regulatory outcomes, the impact in their consolidated financial statements could be material.
    Refer to the revenue recognition discussion below for additional information on the annual revenue reconciliations associated with ICC-approved electric distribution MRP and formula rate mechanisms for ComEd, and FERC transmission formula rate tariffs for the Utility Registrants.
    Revenues (All Registrants)
    Sources of Revenue and Determination of Accounting Treatment. The Registrants earn revenues from the sale and delivery of power and natural gas in regulated markets. The accounting treatment for revenue recognition is based on the nature of the underlying transaction and applicable authoritative guidance. The Registrants primarily apply the Revenue from Contracts with Customers, and Alternative Revenue Program accounting guidance to recognize revenues as discussed in more detail below.
    Revenue from Contracts with Customers. The Registrants recognize revenues in the period in which the performance obligations within contracts with customers are satisfied, which generally occurs when power and natural gas are physically delivered to the customer. Transactions of the Registrants within the scope of Revenue from Contracts with Customers generally include sales to utility customers under regulated service tariffs.
    The determination of the Registrants' power and natural gas sales to individual customers is based on systematic readings of customer meters, generally monthly. At the end of each month, amounts of energy delivered to customers since the date of the last meter reading are estimated, and corresponding unbilled revenue is recorded. The measurement of unbilled revenue is affected by the following factors: daily customer usage measured by generation or gas throughput volume, customer usage by class, losses of energy during delivery to customers and applicable customer rates. Increases or decreases in volumes delivered to the Registrant’s customers and favorable or unfavorable rate mix due to changes in usage patterns in customer classes in the period could be significant to the calculation of unbilled revenue. In addition, revenues may fluctuate monthly as a result of customers electing to use an alternative supplier, since unbilled commodity revenues are not recorded for these customers. Changes in the timing of meter reading schedules and the number and type of customers scheduled for each meter reading date also impact the measurement of unbilled revenue; however, total operating revenues would remain materially unchanged. See Note 1 — Significant Accounting Policies of the Combined Notes to Consolidated Financial Statements for additional information.
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    Alternative Revenue Program Accounting. Certain of the Registrants’ ratemaking mechanisms qualify as ARPs if they (i) are established by a regulatory order and allow for automatic adjustment to future rates, (ii) provide for additional revenues (above those amounts currently reflected in the price of utility service) that are objectively determinable and probable of recovery, and (iii) allow for the collection of those additional revenues within 24 months following the end of the period in which they were recognized. For mechanisms that meet these criteria, the Registrants adjust revenue and record an offsetting regulatory asset or liability once the condition or event allowing additional billing or refund has occurred. The ARP revenues presented in the Registrants’ Consolidated Statements of Operations and Comprehensive Income include both: (i) the recognition of “originating” ARP revenues (when the regulator-specified condition or event allowing for additional billing or refund has occurred) and (ii) an equal and offsetting reversal of the “originating” ARP revenues as those amounts are reflected in the price of utility service and recognized as Revenue from Contracts with Customers.
    ComEd records ARP revenue for its best estimate of the electric distribution, energy efficiency, distributed generation rebates, and transmission revenue impacts resulting from future changes in rates that ComEd believes are probable of approval by the ICC and FERC in accordance with its distribution multi-year rate plan, distribution revenue decoupling mechanisms, and formula rate mechanisms. BGE, Pepco, DPL, and ACE record ARP revenue for their best estimate of the electric and natural gas distribution revenue impacts resulting from future changes in rates that they believe are probable of approval by the MDPSC, DCPSC, and/or NJBPU in accordance with their revenue decoupling mechanisms. PECO, BGE, Pepco, DPL, and ACE record ARP revenue for their best estimate of the transmission revenue impacts resulting from future changes in rates that they believe are probable of approval by FERC in accordance with their formula rate mechanisms. Estimates of the current year revenue requirement are based on actual and/or forecasted costs and investments in rate base for the period and the rates of return on common equity and associated regulatory capital structure allowed under the applicable tariff. The estimated reconciliation can be affected by, among other things, variances in costs incurred, investments made, allowed ROE, and actions by regulators or courts.
    See Note 2 — Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.
    Income Taxes (All Registrants)
    Significant management judgment is required in determining the Registrants’ provisions for income taxes, primarily due to the uncertainty related to tax positions taken, as well as deferred tax assets and liabilities and valuation allowances. The Registrants account for uncertain income tax positions using a benefit recognition model with a two-step approach including a more-likely-than-not recognition threshold and a measurement approach based on the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement. Management evaluates each position based solely on the technical merits and facts and circumstances of the position, assuming the position will be examined by a taxing authority having full knowledge of all relevant information. Significant judgment is required to determine whether the recognition threshold has been met and, if so, the appropriate amount of tax benefits to be recorded in the Registrants’ consolidated financial statements.
    The Registrants evaluate quarterly the probability of realizing deferred tax assets by reviewing a forecast of future taxable income and their intent and ability to implement tax planning strategies, if necessary, to realize deferred tax assets. The Registrants also assess negative evidence, such as the expiration of historical operating loss or tax credit carryforwards, that could indicate the Registrant's inability to realize its deferred tax assets. Based on the combined assessment, the Registrants record valuation allowances for deferred tax assets when it is more-likely-than-not such benefit will not be realized in future periods.
    Actual income taxes could vary from estimated amounts due to the future impacts of various items, including future changes in income tax laws, the Registrants’ forecasted financial condition and results of operations, failure to successfully implement tax planning strategies, as well as results of audits and examinations of filed tax returns by taxing authorities. See Note 11 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information.
    Allowance for Credit Losses on Customer Receivables (All Registrants)
    The Registrants allowance for credit losses on customer receivables is estimated based on historical experience, current conditions, and forward-looking risk factors. Historical experience considered include
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    collection activities and payment history utilized for risk segmentation; current conditions include changes in economic conditions, aging of receivable balances, payment options and programs available to customers, and industry trends for each company; and forward-looking risk factors include assumptions related to the level of write-offs and recoveries. Risk segments represent a group of customers with similar forward-looking credit quality indicators and risk factors that are comprised based on various attributes, including delinquency of their balances and payment history and represent expected, future customer behavior. The Registrants' customer accounts are generally considered delinquent if the amount billed is not received by the time the next bill is issued, which normally occurs on a monthly basis. The Registrants' customer accounts are written off consistent with approved regulatory requirements. The Registrants' allowances for credit losses will continue to be affected by changes in volume, prices, and economic conditions as well as changes in ICC, PAPUC, MDPSC, DCPSC, DEPSC, and NJBPU regulations.
    Depreciable Lives of Property, Plant, and Equipment (All Registrants)
    The Registrants have significant investments in electric and natural gas transmission and distribution assets. These assets are generally depreciated on a straight-line basis, using the group, or composite methods of depreciation. The group approach is typically for groups of similar assets that have approximately the same useful lives and the composite approach is used for heterogeneous assets that have different lives. Under both methods, a reporting entity depreciates the assets over the average life of the assets in the group. The estimation of asset useful lives requires management judgment, supported by formal depreciation studies of historical asset retirement experience. Depreciation studies are conducted periodically and as required by a rate regulator or regulatory action, or changes in retirement patterns indicate an update is necessary.
    Depreciation studies generally serve as the basis for amounts allowed in customer rates for recovery of depreciation costs. Generally, the Registrants adjust their depreciation rates for financial reporting purposes concurrent with adjustments to depreciation rates reflected in customer rates, unless the depreciation rates reflected in customer rates do not align with management’s judgment as to an appropriate estimated useful life or have not been updated on a timely basis. Depreciation expense and customer rates for ComEd, BGE, Pepco, DPL, and ACE include an estimate of the future costs of dismantling and removing plant from service upon retirement. See Note 2 — Regulatory Matters of the Combined Notes to the Consolidated Financial Statements for information regarding regulatory liabilities and assets recorded by ComEd, BGE, Pepco, DPL, and ACE related to removal costs.
    PECO’s removal costs are capitalized to accumulated depreciation when incurred and recorded to depreciation expense over the life of the new asset constructed consistent with PECO’s regulatory recovery method. Estimates for such removal costs are also evaluated in the periodic depreciation studies.
    Changes in estimated useful lives of electric and natural gas transmission and distribution assets could have a significant impact on the Registrants’ future results of operations. See Note 1 — Significant Accounting Policies of the Combined Notes to Consolidated Financial Statements for information regarding depreciation and estimated service lives of the property, plant, and equipment of the Registrants.
    Goodwill (Exelon, ComEd, and PHI)
    As of December 31, 2025, Exelon’s $6.6 billion carrying amount of goodwill consists of $2.6 billion at ComEd and $4 billion at PHI. These entities are required to perform an assessment for possible impairment of their goodwill at least annually or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting units below their carrying amount. A reporting unit is an operating segment or one level below an operating segment (known as a component) and is the level at which goodwill is assessed for impairment. ComEd has a single operating segment and reporting unit. PHI’s operating segments and reporting units are Pepco, DPL, and ACE. See Note 4 — Segment Information of the Combined Notes to Consolidated Financial Statements for additional information. Exelon's and ComEd’s goodwill has been assigned entirely to the ComEd reporting unit. Exelon's and PHI’s goodwill has been assigned to the Pepco, DPL, and ACE reporting units in the amounts of $2.1 billion, $1.4 billion, and $0.5 billion, respectively. See Note 10 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
    Entities assessing goodwill for impairment have the option of first performing a qualitative assessment to determine whether a quantitative assessment is necessary. As part of the qualitative assessments, Exelon, ComEd, and PHI evaluate, among other things, management's best estimate of projected operating and capital
    48

    cash flows for their businesses, outcomes of recent regulatory proceedings, changes in certain market conditions, including the discount rate and regulated utility peer EBITDA multiples, and the passing margin from their last quantitative assessments performed.
    Application of the goodwill impairment assessment requires management judgment, including the identification of reporting units and determining the fair value of the reporting unit, which management estimates using a weighted combination of a discounted cash flow analysis and a market multiples analysis. Significant assumptions used in these fair value analyses include discount and growth rates, utility sector market performance and transactions, and projected operating and capital cash flows for ComEd’s, Pepco's, DPL's, and ACE's businesses and the fair value of debt.
    While the 2025 annual assessments indicated no impairments, certain assumptions used in the assessment are highly sensitive to changes. Adverse regulatory actions or changes in significant assumptions could potentially result in future impairments of Exelon’s, ComEd's, or PHI’s goodwill, which could be material.
    See Note 1 — Significant Accounting Policies and Note 10 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
    Unamortized Energy Contract Liabilities (Exelon and PHI)
    Unamortized energy contract liabilities represent the remaining unamortized balances of non-derivative electricity contracts that Exelon acquired as part of the PHI merger. The initial amount recorded represents the difference between the fair value of the contracts at the time of acquisition and the contract value based on the terms of each contract. Offsetting regulatory assets were also recorded for those energy contract costs that are probable of recovery through customer rates. The unamortized energy contract liabilities and the corresponding regulatory assets, respectively, are amortized over the life of the contract in relation to the expected realization of the underlying cash flows. Amortization of the unamortized energy contract liabilities are recorded through Purchased power and fuel expense. See Note 2 — Regulatory Matters and Note 10 — Intangible Assets of the Combined Notes to Consolidated Financial Statements for additional information.
    Accounting for Loss Contingencies (All Registrants)
    In the preparation of the financial statements, the Registrants make judgments regarding the future outcome of contingent events and record liabilities for loss contingencies that are probable and can be reasonably estimated based upon available information. The amount recorded may differ from the actual expense incurred when the uncertainty is resolved. Such difference could have a significant impact in the Registrants' consolidated financial statements.
    Environmental Costs. Environmental investigation and remediation liabilities are based upon estimates with respect to the number of sites for which the Registrants will be responsible, the scope and cost of work to be performed at each site, the portion of costs that will be shared with other parties, the timing of the remediation work, regulations, and the requirements of local governmental authorities. Annual studies and/or reviews are conducted at ComEd, PECO, BGE, and DPL to determine future remediation requirements for MGP sites and estimates are adjusted accordingly. In addition, periodic reviews are performed at each of the Registrants to assess the adequacy of other environmental reserves. These matters, if resolved in a manner different from the estimate, could have a significant impact in the Registrants’ consolidated financial statements. See Note 16 — Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for additional information.
    Other, Including Personal Injury Claims. The Registrants are self-insured for general liability, automotive liability, workers’ compensation, and personal injury claims to the extent that losses are within policy deductibles or exceed the amount of insurance maintained. The Registrants have reserves for both open claims asserted, and an estimate of claims incurred but not reported (IBNR). The IBNR reserve is estimated based on actuarial assumptions and analysis and is updated annually. Future events, such as the number of new claims to be filed each year, the average cost of disposing of claims, as well as the numerous uncertainties surrounding litigation and possible state and national legislative measures could cause the actual costs to be higher or lower than estimated. Accordingly, these claims, if resolved in a manner different from the estimate, could have a material impact to the Registrants’ consolidated financial statements.
    49

    Retirement Benefits (All Registrants)
    Exelon sponsors defined benefit pension plans and OPEB plans. The measurement of the plan obligations and costs of providing benefits involves various factors, including the development of valuation assumptions and inputs and accounting policy elections. When developing the required assumptions, Exelon considers historical information as well as future expectations. The measurement of benefit obligations and costs is affected by several assumptions including the discount rate, the long-term expected rate of return on plan assets, the anticipated rate of increase of health care costs, Exelon's contributions, the rate of compensation increases, and the long-term expected investment rate credited to employees of certain plans, among others. The assumptions are updated annually and upon any interim remeasurement of the plan obligations.
    Pension and OPEB plan assets include cash and cash equivalents, equity securities, including U.S. and international securities, and fixed income securities, as well as certain alternative investment classes such as private equity, real estate, private credit, and hedge funds.
    Expected Rate of Return on Plan Assets. In determining the EROA, Exelon considers historical economic indicators (including inflation and GDP growth) that impact asset returns, as well as expectations regarding future long-term capital market performance, weighted by Exelon’s target asset class allocations. Exelon calculates the amount of expected return on pension and OPEB plan assets by multiplying the EROA by the MRV of plan assets at the beginning of the year, taking into consideration anticipated contributions and benefit payments to be made during the year. In determining MRV, the authoritative guidance for pensions and postretirement benefits allows the use of either fair value or a calculated value that recognizes changes in fair value in a systematic and rational manner over not more than five years. For the majority of pension plan assets, Exelon uses a calculated value that adjusts for 20% of the difference between fair value and expected MRV of plan assets. Use of this calculated value approach enables less volatile expected asset returns to be recognized as a component of pension cost from year to year. For OPEB plan assets and certain pension plan assets, Exelon uses fair value to calculate the MRV.
    Discount Rate. The discount rates are determined by developing a spot rate curve based on the yield to maturity of a universe of high-quality bonds with similar maturities to the related pension and OPEB obligations. The spot rates are used to discount the estimated future benefit distribution amounts under the pension and OPEB plans. The discount rate is the single level rate that produces the same result as the spot rate curve. Exelon utilizes an analytical tool developed by its actuaries to determine the discount rates.
    Mortality. The mortality assumption is composed of a base table that represents the current expectation of life expectancy of the population adjusted by an improvement scale that attempts to anticipate future improvements in life expectancy. Exelon’s mortality assumption utilizes the SOA 2019 base table (Pri-2012) and MP-2021 improvement scale adjusted to use Proxy SSA ultimate improvement rates.
    50

    Sensitivity to Changes in Key Assumptions. The following tables illustrate the effects of changing certain of the actuarial assumptions discussed above, while holding all other assumptions constant:
    Actual Assumption(Decrease) Increase
    Actuarial AssumptionPensionOPEBChange in
    Assumption
    PensionOPEB

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    Next expected filings

    • ~2026-07-30 10-Q expected by 2026-08-06 (in 45 days)
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    Recent SEC filings

    • 2026-05-06 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2026-05-06 10-Q Quarterly Report
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    • 2026-02-20 8-K Material Agreement Entered; Material Financial Obligation; Financial Statements and Exhibits
    • 2026-02-12 10-K Annual Report
    • 2026-02-12 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2026-02-03 8-K/A Officer/Director Change
    • 2025-12-04 8-K Material Agreement Entered; Material Financial Obligation; Unregistered Equity Sale; Other Events; Financial Statements and Exhibits
    • 2025-11-26 8-K Officer/Director Change; Financial Statements and Exhibits
    • 2025-11-18 8-K Trading Blackout; Financial Statements and Exhibits
    • 2025-11-04 10-Q Quarterly Report
    • 2025-11-04 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2025-07-31 10-Q Quarterly Report
    • 2025-07-31 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
    • 2025-05-02 8-K Material Agreement Entered; Financial Statements and Exhibits