Casulli Edward T. 4

What Happened
Edward T. Casulli, SVP & Chief Nuclear Officer of Talen Energy (TLN), had restricted stock units (RSUs) and performance stock units (PSUs) vest in May 2026. The Form 4 shows conversion/exercise-of-derivative entries for 2,550 and 3,826 shares (acquired) and additional derivative settlement entries of 6,376 and 9,564 shares (reported as $0 value). As part of the vesting/settlement, Casulli remitted 2,774 shares to the company to satisfy tax withholding obligations, valued at $324.21 per share for a total of $899,359. Footnotes state the RSUs and PSUs were granted Aug 1, 2023, vested May 17, 2026, PSUs paid at 200% of target, and 60% of the after‑tax value of awards was settled in cash.

Key Details

• Transaction date(s): Reported period 2026-05-22; Form 4 filed 2026-05-27 (filed 5 days after the transaction date).
• Reported actions/codes: M = exercise/conversion of derivative (RSU/PSU vesting); F = tax withholding (shares remitted).
• Specifics reported: Acquired 2,550 and 3,826 shares (conversion entries); remitted/withheld 2,774 shares for taxes at $324.21 = $899,359; other derivative settlement entries of 6,376 and 9,564 shares reported at $0 (per the filing).
• Shares owned after transaction: Not specified in the excerpt of the filing provided.
• Notable footnotes: RSUs and PSUs granted 8/1/2023, vested 5/17/2026; PSU payout was 200% of target; 60% of after‑tax value settled in cash; shares were remitted to the company under Rule 16b‑3(e) to satisfy tax withholding.
• Filing timeliness: Form 4 was filed 5 days after the transaction date (appears late relative to the usual two-business-day deadline).

Context
This was a vesting/settlement of equity awards (RSUs/PSUs), not an open-market buy or sell. A portion of the award value was paid in cash (per footnotes) and shares were surrendered to cover taxes — a routine administrative step that does not necessarily indicate a change in the insider’s view of the company. The reported derivative conversions and $0-value entries reflect internal award settlement mechanics rather than market sales.