Nutt Terry L 4
4 · Talen Energy Corp · Filed Mar 2, 2026
Research Summary
AI-generated summary of this filing
Talen Energy (TLN) President Terry Nutt Receives Equity Awards
What Happened
Terry L. Nutt, President of Talen Energy Corporation, was granted a total of 40,176 derivative equity awards on February 26, 2026. The filing shows two award lines: 7,090 restricted stock units (RSUs) and 33,086 performance-based restricted stock units (PSUs). Both grants were recorded at $0.00 (no cash paid at grant) and are contingent rights to receive common stock (or cash equivalent) upon vesting/settlement.
Key Details
- Transaction date: 2026-02-26; Form 4 filed 2026-03-02 (appears within the normal Form 4 reporting window).
- RSUs: 7,090 units (per Footnote F3). Vesting schedule — 2,836 RSUs vest 2/25/2027, 2,836 RSUs vest 2/25/2028, and 1,418 RSUs vest 2/25/2029, subject to continued service.
- PSUs: 33,086 units (per Footnote F5). PSUs are performance-based; 13,234 are tied to performance measured 2/25/2028 and 19,852 to 2/25/2029. Vesting can range from 0% to 200% of target; the reported number reflects the maximum (200%) treatment and may include an extra pool tied to market-cap outperformance.
- Price/consideration: $0.00 per unit at grant (derivative awards; no immediate cash outlay).
- Prior ownership note: filing includes 74 shares purchased under the 2025 ESPP (Footnote F1). The awards are contingent and not immediately issued as common shares.
- Footnotes: RSUs and PSUs were issued under the 2023 Equity Incentive Plan (F2, F4). PSUs vesting is subject to both continued service and performance goals (F5).
Context
These awards are standard executive compensation—RSUs vest based on continued service, PSUs vest based on performance metrics. Because they are derivative awards (not open‑market purchases or sales), they represent potential future ownership if vesting and performance conditions are met rather than an immediate buy or sell signal.
Insider Transaction Report
- Award
2026 Restricted Stock Units
[F2][F3]2026-02-26+7,090→ 7,090 total→ Common Stock (7,090 underlying) - Award
2026 Performance-Based Restricted Stock Units
[F4][F5]2026-02-26+33,086→ 33,086 total→ Common Stock (33,086 underlying)
- 12,676
Common Stock
[F1]
Footnotes (5)
- [F1]Includes 74 shares of common stock, par value $0.001 ("common stock"), of Talen Energy Corporation (the "Company") purchased from the 2025 Talen Energy Corporation Employee Stock Purchase Plan on December 31, 2025.
- [F2]Each Restricted Stock Unit ("RSU") was issued under the Talen Energy Corporation 2023 Equity Incentive Plan (the "Plan") and represents a contingent right to receive one share of common stock of the Company or its cash equivalent, as determined at the time of settlement by the Compensation Committee of the Company's Board of Directors (the "Committee") pursuant to the terms of the Plan.
- [F3]Represents 2,836 RSUs that will vest on February 25, 2027, 2,836 RSUs that will vest on February 25, 2028 and 1,418 RSUs that will vest on February 25, 2029, in each case subject to the reporting person's continued service.
- [F4]Each Performance-Based Restricted Stock Unit ("PSU") was issued under the Plan and represents a contingent right to receive one share of common stock or its cash equivalent, as determined at the time of settlement by the Committee pursuant to the terms of the Plan.
- [F5]Represents PSUs that will vest subject to the reporting person's (i) continued service and (ii) achievement of applicable performance goals. 13,234 of the PSUs will be eligible to vest based on performance as of February 25, 2028 and 19,852 of the PSUs will be eligible to vest based on performance as of February 25, 2029. The number of PSUs that vest can range from 0% to 200% of the target number of PSUs subject to the award, plus, if the maximum performance level is exceeded, an additional number of PSUs in an amount equal to the reporting person's proportionate share among the participating executive officers of 3% of the Company's market capitalization above the maximum performance level. The numbers of PSUs and shares of common stock in this row represent the maximum level of performance (or 200%) for each award.