Form 8-K - Current report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 3, 2024

Talen Energy Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-37388

47-1197305

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer Identification No.)

2929 Allen Pkwy, Suite 2200

Houston, TX 77019

(Address of principal executive offices) (Zip Code)

[phone]

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.001 per share

TLN

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

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Item 7.01. Regulation FD Disclosure.

On November 3, 2024, Talen Energy Corporation (“Talen”) issued a press release discussing a recent Federal Energy Regulatory Commission order rejecting the requested amendment of an Interconnection Service Agreement to increase co-located load capacity at Talen’s Susquehanna nuclear power generation facility from 300 megawatts to 480 megawatts. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”) and is incorporated herein by reference.

The information under this Item 7.01 and in Exhibit 99.1 to this Report is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information under this Item 7.01 and in Exhibit 99.1 to this Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.			Description
99.1			Press Release dated November 3, 2024.
104			Cover Page Interactive Data File (cover page XBRL tags embedded within the Inline XBRL document).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

									TALEN ENERGY CORPORATION
Date:			November 3, 2024			By:			/s/ Terry L. Nutt
						Name:			Terry L. Nutt
						Title:			Chief Financial Officer

Talen Energy Statement on FERC Order Rejecting Susquehanna ISA

HOUSTON, Nov. 3, 2024 (GLOBE NEWSWIRE) -- Talen Energy Corporation ("Talen") (NASDAQ: TLN) released the following statement in response to Friday’s Federal Energy Regulatory Commission (the “FERC”) order rejecting the amended Susquehanna Interconnection Service Agreement (“ISA”) between PJM Interconnection (“PJM”), PPL Electric Utilities (“PPL”), and Talen which would increase co-located load capacity at Talen’s Susquehanna nuclear power generation facility from 300 megawatts to 480 megawatts:

On Friday, FERC issued an order denying PJM, PPL, and Talen’s Susquehanna ISA. Talen believes FERC erred and we are evaluating our options, with a focus on commercial solutions. We believe this ISA amendment is just and reasonable and in the best interest of consumers. FERC’s decision will have a chilling effect on economic development in states such as Pennsylvania, Ohio, and New Jersey.

Importantly, the existing ISA allows for 300 megawatts of co-located load at Susquehanna, and development of the first phases of the Amazon Web Services (“AWS”) data center campus can proceed using those 300 megawatts while Talen continues to pursue approval of the amended ISA.

Contrary to the Commission’s ruling, Talen’s co-location arrangement with AWS is part of the solution to issues raised on November 1 at the FERC technical conference on large co-located load. It brings service to the customer quickly and without expensive transmission upgrades necessary to serve large-load demand. But our direct-connect configuration is just one of several commercial solutions to the demand of large loads, and we are exploring other solutions as we move forward. The data center economy will require an all-of-the-above approach to satisfy the increased demand, including co-location such as Talen’s arrangement with AWS, hybrids that co-locate primary power behind the meter while using grid power for back-up, and front-of-the-meter connections to utility transmission. Talen looks forward to the continued dialogue.

About Talen

Talen Energy (NASDAQ: TLN) is a leading independent power producer and energy infrastructure company dedicated to powering the future. We own and operate approximately 10.7 gigawatts of power infrastructure in the United States, including 2.2 gigawatts of nuclear power and a significant dispatchable fossil fleet. We produce and sell electricity, capacity, and ancillary services into wholesale U.S. power markets, with our generation fleet principally located in the Mid-Atlantic and Montana. Our team is committed to generating power safely and reliably, delivering the most value per megawatt produced and driving the energy transition. Talen is also powering the digital infrastructure revolution. We are well-positioned to capture this significant growth opportunity, as data centers serving artificial intelligence increasingly demand more reliable, clean power. Talen is headquartered in Houston, Texas. For more information, visit https://www.talenenergy.com/.

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Investor Relations:

Ellen Liu

Senior Director, Investor Relations

[e-mail]

Media:

Taryne Williams

Director, Corporate Communications

[e-mail]

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the federal securities laws, which statements are subject to substantial risks and uncertainties. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this communication, or incorporated by reference into this communication, are forward-looking statements. Throughout this communication, we have attempted to identify forward-looking statements by using words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "forecasts," "goal," "intend," "may," "plan," "potential," "predict," "project," "seek," "should," "will," or other forms of these words or similar words or expressions or the negative thereof, although not all forward-looking statements contain these terms. Forward-looking statements address future events and conditions concerning, among other things capital expenditures, earnings, litigation, regulatory matters, hedging, liquidity and capital resources and accounting matters. Forward-looking statements are subject to substantial risks and uncertainties that could cause our future business, financial condition, results of operations or performance to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this communication. All of our forward-looking statements include assumptions underlying or relating to such statements that may cause actual results to differ materially from expectations, and are subject to numerous factors that present considerable risks and uncertainties.

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Cover	Nov. 03, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 03, 2024
Entity Registrant Name	Talen Energy Corporation
Entity Incorporation, State or Country Code	DE
Entity File Number	001-37388
Entity Tax Identification Number	47-1197305
Entity Address, Address Line One	2929 Allen Pkwy, Suite 2200
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77019
City Area Code	888
Local Phone Number	211-6011
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.001 per share
Trading Symbol	TLN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001622536

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