Talen Energy Corp·4

Mar 2, 5:48 PM ET

Olagues Darren J 4

4 · Talen Energy Corp · Filed Mar 2, 2026

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Talen Energy (TLN) CDO Darren Olagues Receives 19,546-Unit Award

What Happened Darren J. Olagues, Chief Development Officer of Talen Energy Corporation (TLN), received equity awards on Feb 26, 2026: 3,450 Restricted Stock Units (RSUs) and 16,096 Performance-Based Restricted Stock Units (PSUs). Both awards were reported as grants (transaction code A) with $0.00 per-unit acquisition price — these are contingent, derivative awards that convert to shares (or cash equivalent) only upon vesting and/or achievement of performance goals.

The RSUs vest solely based on continued service: 1,380 RSUs on Feb 25, 2027; 1,380 RSUs on Feb 25, 2028; and 690 RSUs on Feb 25, 2029. The PSUs vest based on continued service and achievement of performance goals: 6,438 PSUs are tied to performance measured as of Feb 25, 2028 and 9,658 PSUs to performance as of Feb 25, 2029. The PSU awards report the maximum payout (200% of target) for each award and include a potential extra award equal to the reporting person's pro rata share (3%) of the Company’s market capitalization above the maximum performance level.

Key Details

  • Transaction date: Feb 26, 2026; Form 4 filed Mar 2, 2026 (filed timely).
  • Awards: 3,450 RSUs (service-based vesting) and 16,096 PSUs (performance + service-based vesting) — total 19,546 units.
  • Per-unit acquisition price reported: $0.00 (typical for RSU/PSU grants).
  • RSU vesting schedule: 1,380 on 2/25/2027; 1,380 on 2/25/2028; 690 on 2/25/2029.
  • PSU performance schedule: 6,438 measured as of 2/25/2028; 9,658 measured as of 2/25/2029. Vesting can range 0%–200% of target; potential additional award up to 3% of market cap above max level.
  • Footnote: Filing notes inclusion of 117 shares previously purchased under the 2025 ESPP (purchased 6/30/2025).
  • Shares owned after this transaction: not specified in the Form 4 provided.

Context

  • These are compensation awards, not open-market purchases or sales; they don’t indicate an immediate cash outlay or sale and only convert to shares (or cash) if vesting and/or performance conditions are met. For retail investors, grants like these are common executive compensation and are less direct signals of near-term insider buying or selling than open-market purchases.

Insider Transaction Report

Form 4
Period: 2026-02-26
Olagues Darren J
Chief Development Officer
Transactions
  • Award

    2026 Restricted Stock Units

    [F2][F3]
    2026-02-26+3,4503,450 total
    Common Stock (3,450 underlying)
  • Award

    2026 Performance-Based Restricted Stock Units

    [F4][F5]
    2026-02-26+16,09616,096 total
    Common Stock (16,096 underlying)
Holdings
  • Common Stock

    [F1]
    117
Footnotes (5)
  • [F1]Includes 117 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 June 30, 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 1,380 RSUs that will vest on February 25, 2027, 1,380 RSUs that will vest on February 25, 2028 and 690 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. 6,438 of the PSUs will be eligible to vest based on performance as of February 25, 2028 and 9,658 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.
Signature
/s/ John C. Wander, attorney-in-fact|2026-03-02

Documents

1 file
  • 4
    wk-form4_1772491709.xmlPrimary

    FORM 4