Talen Energy Corporation

12/29/2025 | Press release | Distributed by Public on 12/29/2025 17:19

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Casulli Edward T.
2. Date of Event Requiring Statement (Month/Day/Year)
12/15/2025
3. Issuer Name and Ticker or Trading Symbol
Talen Energy Corp [TLN]
(Last) (First) (Middle)
2929 ALLEN PKWY, SUITE 2200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & Chief Nuclear Officer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
HOUSTON, TX 77019
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
2023 Restricted Stock Units (1) (1) Common Stock 6,376 (2) D
2023 Performance-Based Restricted Stock Units (3) (3) Common Stock 9,564 (4) D
2025 Restricted Stock Units (5) (5) Common Stock 1,875 (2) D
2025 Performance-Based Restricted Stock Units (6) (6) Common Stock 2,902 (4) D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Casulli Edward T.
2929 ALLEN PKWY
SUITE 2200
HOUSTON, TX 77019
SVP & Chief Nuclear Officer

Signatures

/s/ John C. Wander, attorney-in-fact 12/29/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents Restricted Stock Units ("RSUs") that, subject to the reporting person's continued service, will vest on May 17, 2026.
(2) Each 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, par value $0.001 ("common stock"), of Talen Energy Corporation (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
(3) Represents Performance-Based Restricted Stock Units ("PSUs") that, subject to the reporting person's (i) continued service and (ii) achievement of applicable performance goals, will vest on May 17, 2026. The number of PSUs that vest can range from 0% to 200% of the target number of PSUs subject to the award. The numbers of PSUs and shares of common stock in this row represent the maximum level of performance (or 200%).
(4) Each 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.
(5) Represents RSUs that, subject to the reporting person's continued service, will vest on February 28, 2027.
(6) Represents PSUs that, subject to the reporting person's (i) continued service and (ii) achievement of applicable performance goals, will vest on February 28, 2027. The number of PSUs that vest can range from 0% to 200% of the target number of PSUs subject to the award. The numbers of PSUs and shares of common stock in this row represent the maximum level of performance (or 200%).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Talen Energy Corporation published this content on December 29, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on December 29, 2025 at 23:19 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]