Cover and table of contents
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Cover and table of contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Quarterly Period Ended September 30, 2025
or
| ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| Commission File Number | Name of Registrant; State or Other Jurisdiction of Incorporation; Address of Principal Executive Offices; and Telephone Number | IRS Employer Identification Number | ||||||||||||
| 001-16169 | EXELON CORPORATION | 23-2990190 | ||||||||||||
| (a Pennsylvania corporation) 10 South Dearborn Street P.O. Box 805379 Chicago, Illinois 60680-5379 (800) 483-3220 | ||||||||||||||
| 001-01839 | COMMONWEALTH EDISON COMPANY | 36-0938600 | ||||||||||||
| (an Illinois corporation) 10 South Dearborn Street Chicago, Illinois 60603-2300 (312) 394-4321 | ||||||||||||||
| 000-16844 | PECO ENERGY COMPANY | 23-0970240 | ||||||||||||
| (a Pennsylvania corporation) 2301 Market Street P.O. Box 8699 Philadelphia, Pennsylvania 19101-8699 (215) 841-4000 | ||||||||||||||
| 001-01910 | BALTIMORE GAS AND ELECTRIC COMPANY | 52-0280210 | ||||||||||||
| (a Maryland corporation) 2 Center Plaza 110 West Fayette Street Baltimore, Maryland 21201-3708 (410) 234-5000 | ||||||||||||||
| 001-31403 | PEPCO HOLDINGS LLC | 52-2297449 | ||||||||||||
| (a Delaware limited liability company) 701 Ninth Street, N.W. Washington, District of Columbia 20068-0001 (202) 872-2000 | ||||||||||||||
| 001-01072 | POTOMAC ELECTRIC POWER COMPANY | 53-0127880 | ||||||||||||
| (a District of Columbia and Virginia corporation) 701 Ninth Street, N.W. Washington, District of Columbia 20068-0001 (202) 872-2000 | ||||||||||||||
| 001-01405 | DELMARVA POWER & LIGHT COMPANY | 51-0084283 | ||||||||||||
| (a Delaware and Virginia corporation) 500 North Wakefield Drive Newark, Delaware 19702-5440 (202) 872-2000 | ||||||||||||||
| 001-03559 | ATLANTIC CITY ELECTRIC COMPANY | 21-0398280 | ||||||||||||
| (a New Jersey corporation) 500 North Wakefield Drive Newark, Delaware 19702-5440 (202) 872-2000 |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| EXELON CORPORATION: | ||||||||||||||
| Common stock, without par value | EXC | The Nasdaq Stock Market LLC | ||||||||||||
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Exelon Corporation | Large Accelerated Filer | x | Accelerated Filer | ☐ | Non-accelerated Filer | ☐ | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| Commonwealth Edison Company | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| PECO Energy Company | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| Baltimore Gas and Electric Company | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| Pepco Holdings LLC | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| Potomac Electric Power Company | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| Delmarva Power & Light Company | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ | ||||||||||||||||||||||
| Atlantic City Electric Company | Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | Non-accelerated Filer | x | Smaller Reporting Company | ☐ | Emerging Growth Company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No x
The number of shares outstanding of each registrant’s common stock as of September 30, 2025 was:
| Exelon Corporation Common Stock, without par value | 1,010,290,316 | ||||
| Commonwealth Edison Company Common Stock, $12.50 par value | 127,021,419 | ||||
| PECO Energy Company Common Stock, without par value | 170,478,507 | ||||
| Baltimore Gas and Electric Company Common Stock, without par value | 1,000 | ||||
| Pepco Holdings LLC | not applicable | ||||
| Potomac Electric Power Company Common Stock, $0.01 par value | 100 | ||||
| Delmarva Power & Light Company Common Stock, $2.25 par value | 1,000 | ||||
| Atlantic City Electric Company Common Stock, $3.00 par value | 8,546,017 |
TABLE OF CONTENTS
| GLOSSARY OF TERMS AND ABBREVIATIONS | ||||||||
| Exelon Corporation and Related Entities | ||||||||
| Exelon | Exelon Corporation | |||||||
| ComEd | Commonwealth Edison Company | |||||||
| PECO | PECO Energy Company | |||||||
| BGE | Baltimore Gas and Electric Company | |||||||
| Pepco Holdings or PHI | Pepco Holdings LLC | |||||||
| Pepco | Potomac Electric Power Company | |||||||
| DPL | Delmarva Power & Light Company | |||||||
| ACE | Atlantic City Electric Company | |||||||
| Registrants | Exelon, ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE, collectively | |||||||
| Utility Registrants | ComEd, PECO, BGE, Pepco, DPL, and ACE, collectively | |||||||
| BSC | Exelon Business Services Company, LLC | |||||||
| Exelon Corporate | Exelon in its corporate capacity as a holding company | |||||||
| PCI | Potomac Capital Investment Corporation and its subsidiaries | |||||||
| PECO Trust III | PECO Energy Capital Trust III | |||||||
| PECO Trust IV | PECO Energy Capital Trust IV | |||||||
| PHI Corporate | PHI in its corporate capacity as a holding company | |||||||
| PHISCO | PHI Service Company | |||||||
| Former Related Entities | ||||||||
| Constellation | Constellation Energy Corporation | |||||||
| Generation | Constellation Energy Generation, LLC (formerly Exelon Generation Company, LLC, a subsidiary of Exelon prior to separation on February 1, 2022) | |||||||
| GLOSSARY OF TERMS AND ABBREVIATIONS | ||||||||
| Other Terms and Abbreviations | ||||||||
| Note - of the 2024 Form 10-K | Reference to specific Combined Note to Consolidated Financial Statements within Exelon's 2024 Annual Report on Form 10-K | |||||||
| ABO | Accumulated Benefit Obligation | |||||||
| AFUDC | Allowance for Funds Used During Construction | |||||||
| AMI | Advanced Metering Infrastructure | |||||||
| AOCI | Accumulated Other Comprehensive Income (Loss) | |||||||
| ARO | Asset Retirement Obligation | |||||||
| ATM | At the market | |||||||
| BGS | Basic Generation Service | |||||||
| BSA | Bill Stabilization Adjustment | |||||||
| CEJA | Climate and Equitable Jobs Act; Illinois Public Act 102-0662 signed into law on September 15, 2021 | |||||||
| CERCLA | Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended | |||||||
| CIP | Conservation Incentive Program | |||||||
| CMC | Carbon Mitigation Credit | |||||||
| CODMs | Chief Operating Decision Makers | |||||||
| DC PLUG | District of Columbia Power Line Undergrounding Initiative | |||||||
| DCPSC | Public Service Commission of the District of Columbia | |||||||
| DEPSC | Delaware Public Service Commission | |||||||
| DOEE | District of Columbia Department of Energy & Environment | |||||||
| DPA | Deferred Prosecution Agreement | |||||||
| DSIC | Distribution System Improvement Charge | |||||||
| EDIT | Excess Deferred Income Taxes | |||||||
| EPA | United States Environmental Protection Agency | |||||||
| ERISA | Employee Retirement Income Security Act of 1974, as amended | |||||||
| ETAC | Energy Transition Assistance Charge | |||||||
| FERC | Federal Energy Regulatory Commission | |||||||
| GAAP | Generally Accepted Accounting Principles in the United States | |||||||
| GCR | Gas Cost Rate | |||||||
| GSA | Generation Supply Adjustment | |||||||
| GWhs | Gigawatt hours | |||||||
| ICC | Illinois Commerce Commission | |||||||
| IIJA | Infrastructure Investment and Jobs Act | |||||||
| Illinois Settlement Legislation | Legislation enacted in 2007 affecting electric utilities in Illinois | |||||||
| IPA | Illinois Power Agency | |||||||
| IRA | Inflation Reduction Act | |||||||
| IRC | Internal Revenue Code | |||||||
| IRS | Internal Revenue Service | |||||||
| MDPSC | Maryland Public Service Commission | |||||||
| MGP | Manufactured Gas Plant | |||||||
| mmcf | Million Cubic Feet | |||||||
| MRP | Multi-Year Rate Plan | |||||||
| MWh | Megawatt hour | |||||||
| N/A | Not Applicable | |||||||
| NAV | Net Asset Value |
| GLOSSARY OF TERMS AND ABBREVIATIONS | ||||||||
| Other Terms and Abbreviations | ||||||||
| NJBPU | New Jersey Board of Public Utilities | |||||||
| NOLC | Tax Net Operating Loss Carryforward | |||||||
| NPNS | Normal Purchase Normal Sale scope exception | |||||||
| NPS | National Park Service | |||||||
| NRD | Natural Resources Damages | |||||||
| OBBBA | One Big Beautiful Bill Act | |||||||
| OCI | Other Comprehensive Income | |||||||
| OPEB | Other Postretirement Employee Benefits | |||||||
| PAPUC | Pennsylvania Public Utility Commission | |||||||
| PGC | Purchased Gas Cost Clause | |||||||
| PJM | PJM Interconnection, LLC | |||||||
| PLR | Private Letter Ruling | |||||||
| POLR | Provider of Last Resort | |||||||
| PP&E | Property, Plant, and Equipment | |||||||
| PRPs | Potentially Responsible Parties | |||||||
| REC | Renewable Energy Credit which is issued for each megawatt hour of generation from a qualified renewable energy source | |||||||
| Regulatory Agreement Units | Nuclear generating units or portions thereof whose decommissioning-related activities are subject to regulatory agreements with the ICC and PAPUC | |||||||
| Rider | Reconcilable Surcharge Recovery Mechanism | |||||||
| ROE | Return on Equity | |||||||
| ROU | Right-of-use | |||||||
| RTO | Regional Transmission Organization | |||||||
| RUBC | Residential Universal Bill Credit | |||||||
| SEC | United States Securities and Exchange Commission | |||||||
| SOFR | Secured Overnight Financing Rate | |||||||
| SOS | Standard Offer Service | |||||||
| TCJA | Tax Cuts and Jobs Act | |||||||
| TSC | Transmission Service Charge | |||||||
| ZEC | Zero Emission Credit |
FILING FORMAT
This combined Form 10-Q is being filed separately by Exelon Corporation, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company, Pepco Holdings LLC, Potomac Electric Power Company, Delmarva Power & Light Company, and Atlantic City Electric Company (Registrants). Information contained herein relating to any individual Registrant is filed by such Registrant on its own behalf. No Registrant makes any representation as to information relating to any other Registrant.
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION
This Report contains certain forward-looking statements within the meaning of federal securities laws that are subject to risks and uncertainties. Words such as “could,” “may,” “expects,” “anticipates,” “will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” "should," and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic and financial performance, are intended to identify such forward-looking statements. Accordingly, any such statements are qualified in their entirety by reference to, and are accompanied by, the following important factors that may cause our actual results or outcomes to differ materially from those contained in our forward-looking statements, including, but not limited to:
-
unfavorable legislative and/or regulatory actions;
-
uncertainty as to outcomes and timing of regulatory approval proceedings and/or negotiated settlements thereof;
-
environmental liabilities and remediation costs;
-
state and federal legislation requiring use of low-emission, renewable, and/or alternate fuel sources and/or mandating implementation of energy conservation programs requiring implementation of new technologies;
-
challenges to tax positions taken, tax law changes, and difficulty in quantifying potential tax effects of business decisions;
-
negative outcomes in legal proceedings;
-
adverse impact of the activities associated with the past DPA and now-resolved SEC investigation on Exelon’s and ComEd’s reputation and relationships with legislators, regulators, and customers;
-
physical security and cybersecurity risks;
-
extreme weather events, natural disasters, operational accidents such as wildfires or natural gas explosions, war, acts and threats of terrorism, public health crises, epidemics, pandemics, or other significant events;
-
disruptions or cost increases in the supply chain, including shortages in labor, materials or parts, or significant increases in relevant tariffs;
-
lack of sufficient capacity to meet actual or forecasted demand or disruptions at power generation facilities owned by third parties;
-
emerging technologies that could affect or transform the energy industry;
-
instability in capital and credit markets;
-
a downgrade of any Registrant’s credit ratings or other failure to satisfy the credit standards in the Registrants’ agreements or regulatory financial requirements;
-
significant economic downturns or increases in customer rates;
-
impacts of climate change and weather on energy usage and maintenance and capital costs; and
-
impairment of long-lived assets, goodwill, and other assets.
New factors emerge from time to time, and it is impossible for us to predict all of such factors, nor can we assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. For more information, see those factors discussed in the 2024 Form 10-K filed by the Registrants, including in Part I, ITEM 1A. Risk Factors, and this Report including in Part II, ITEM 1A. Risk Factors.
Investors are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this Report. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this Report.
WHERE TO FIND MORE INFORMATION
The SEC maintains an Internet site at www.sec.gov that contains reports, proxy and information statements, and other information that the Registrants file electronically with the SEC. These documents are also available to the public from commercial document retrieval services and free of charge at the Registrants' website at www.exeloncorp.com. Information contained on the Registrants' website shall not be deemed incorporated into, or to be a part of, this Report.
PART I. FINANCIAL INFORMATION
Next: Item 1. FINANCIAL STATEMENTS