EXC 10-K Annual Report Dec. 31, 2021 | Alphaminr
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EXC 10-K Fiscal year ended Dec. 31, 2021

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EXELON CORP
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TABLE OF CONTENTS
Part IItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety Disclosuresnot ApplicableItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsNote 17 Debt and Credit AgreementsNote 11 LeasesNote 19 Commitments and ContingenciesNote 3 Regulatory MattersNote 15 Retirement BenefitsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Significant Accounting PoliciesNote 24 Supplemental Financial Information For Taxes That Are Presented on A Gross BasisNote 2 Mergers, Acquisitions, and DispositionsNote 4 Revenue From Contracts with CustomersNote 5 Segment InformationNote 6 Accounts ReceivableNote 7 Early Plant RetirementsNote 8 Property, Plant, and EquipmentNote 10 Asset Retirement ObligationsNote 12 Asset ImpairmentsNote 13 Intangible AssetsNote 14 Income TaxesNote 16 Derivative Financial InstrumentsNote 18 Fair Value Of Financial Assets and LiabilitiesNote 20 Shareholders' EquityNote 21 Stock-based Compensation PlansNote 22 Changes in Accumulated Other Comprehensive IncomeNote 23 Variable Interest EntitiesNote 24 Supplemental Financial InformationNote 25 Related Party TransactionsNote 26 SeparationItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2-1 Separation Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation (File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 2.1) 3-1 Amended and Restated Articles of Incorporation of Exelon Corporation, as amended July 24, 2018 (File No. 001-16169, Form 8-K dated July 27, 2018, Exhibit 3.1). 3-2 Exelon Corporation Amended and Restated Bylaws, as amended on August 3, 2020 (File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 3.1). 3-3 Restated Articles of Incorporation of Commonwealth Edison Company Effective February20, 1985, including Statements of Resolution Establishing Series, relating to the establishment of three new series of Commonwealth Edison Company preference stock known as the $9.00 Cumulative Preference Stock, the $6.875 Cumulative Preference Stock and the $2.425 Cumulative Preference Stock (File No. 001-01839, Form 10-K dated March 30, 1995, Exhibit 3.2). 3-4 Commonwealth Edison Company Amended and Restated By-Laws, Effective February 22, 2021(File 001-01839, Form 10-K datedFebruary 24, 2021, Exhibit 3.6). 3-6 PECO Energy Company Amended and Restated Bylaws dated August 3, 2020 (File 000-16844, Form 10-Q dated August 4, 2020, Exhibit 3.3). 3-7 Articles of Restatement to the Charter of Baltimore Gas and Electric Company, restated as of August 16, 1996. (File No. 001-01910, Form 10-Q dated November 14, 1996, Exhibit 3). 3-8 Articles of Amendment to the Charter of Baltimore Gas and Electric Company as of February 2, 2010. (File No. 001-01910, Form 8-K dated February 4, 2010, Exhibit 3.1). 3-9 Amended and Restated Bylaws of Baltimore Gas and Electric Company dated August 3, 2020 (File No. 001-01910, Form 10-Q dated August 4, 2020, Exhibit 3.4). 3-10 Certificate of Formation of Pepco Holdings LLC, dated March 23, 2016 (File No. 001-31403, Form 8-K dated March 24, 2016, Exhibit 3.2). 3-11 Amended and Restated Limited Liability Company Agreement of Pepco Holdings LLC, dated August 3, 2020 (File No. 001-31403, Form 10-Q dated August 4, 2020, Exhibit 3.5). 3-12 Potomac Electric Power Company Restated Articles of Incorporation and Articles of Restatement of (as filed in the District of Columbia) (File No. 001-31403, Form 10-Q dated May 5, 2006, Exhibit 3.1). 3-13 Potomac Electric Power Company Restated Articles of Incorporation and Articles of Restatement of (as filed in Virginia) (File No. 001-01072, Form 10-Q dated November 4, 2011, Exhibit 3.3). 3-14 Delmarva Power & Light Company Articles of Restatement of Certificate and Articles of Incorporation (filed in Delaware and Virginia 02/22/07) (File No. 001-01405, Form 10-K dated March 1, 2007, Exhibit 3.3). 3-15 Atlantic City Electric Company Restated Certificate of Incorporation (filed in New Jersey on August 9, 2002) (File No. 001-03559, Amendment No. 1 to Form U5B dated February 13, 2003, Exhibit B.8.1). 3-16 Bylaws of Potomac Electric Power Company (File No. 001-01072, Form 10-Q dated May 5, 2006, Exhibit 3.2). 3-17 Bylaws of Delmarva Power & Light Company (File No. 001-01405, Form 10-Q dated May 9, 2005, Exhibit 3.2.1). 3-18 Bylaws of Atlantic City Electric Company (File No. 001-03559, Form 10-Q dated May 9, 2005, Exhibit 3.2.2). April 15, 2004 000-16844,Form 10-Q dated September30,2004 4-1-1 September 15, 2006 000-16844, Form 8-K dated September 25, 2006 4.1 March 1, 2007 000-16844, Form8-K dated March19, 2007 4.1 September 1, 2012 000-16844, Form 8-K dated September 17, 2012 4.1 September 1, 2014 000-16844, Form 8-K dated September 15, 2014 4.1 September 15, 2015 000-16844, Form 8-K dated October 5, 2015 4.1 September 1, 2017 000-16844, Form 8-K dated September 18, 2017 4.1 February 1, 2018 000-16844, Form 8-K dated February 23, 2018 4.1 September 1, 2018 000-16844, Form 8-K dated September 11, 2018 4.1 August 15, 2019 000-16844, Form 8-K dated September 10, 2019 4.1 June 1, 2020 000-16844, Form 8-K dated June 8, 2020 4.1 February 15, 2021 000-16844, Form 8-K dated March 8, 2021 4.1 September 1, 2021 000-16844, Form 8-K, dated September 14, 2021 4.1 4-2 Exelon Corporation Direct Stock Purchase Plan (Registration Statement No.333-206474, Form S-3, Prospectus). February 22, 2006 001-01839, Form 8-K dated March6, 2006 4.1 March 1, 2007 001-01839, Form8-K dated March23, 2007 4.1 December 20, 2007 001-01839, Form 8-K dated January 16, 2008 4.1 September 17, 2012 001-01839, Form 8-K dated October 1, 2012 4.1 August 1, 2013 001-01839, Form 8-K dated August 19, 2013 4.1 January 2, 2014 001-01839, Form 8-K dated January 10, 2014 4.1 October 28, 2014 001-01839, Form 8-K dated November 10, 2014 4.1 February 18, 2015 001-01839, Form 8-K dated March 2, 2015 4.1 November 4, 2015 001-01839, Form 8-K dated November 19, 2015 4.1 June 15, 2016 001-01839, Form 8-K dated June 27, 2016 4.1 August 9, 2017 001-01839, Form 8-K dated August 23, 2017 4.1 February 6, 2018 001-01839, Form 8-K dated February 20, 2018 4.1 July 26, 2018 001-01839, Form 8-K dated August 14, 2018 4.1 February 7, 2019 001-01839, Form 8-K dated February 19, 2019 4.1 October 29, 2019 001-01839, Form 8-K dated November 12, 2019 4.1 February 10, 2020 001-01839, Form 8-K dated February25, 2020 4.1 February 16, 2021 001-01839, Form 8-K dated March 9, 2021 4.1 August 2, 2021 001-01839, Form 8-K dated August 12, 2021 4.1 4-5 Instrument dated as of January 31, 1996, under the provisions of the Mortgage of Commonwealth Edison Company dated July 1, 1923 and Indentures Supplemental thereto, regarding individual trustee (File No. 001-01839, Form 10-K dated March 29, 1996, Exhibit 4.29). 4-7 Form of 2.80% Senior Note due 2022 issued by Baltimore Gas and Electric Company. (File No. 001-01910, Form 8-K dated August 17, 2012, Exhibit 4.1). 4-8 Form of 3.35% Senior Note due 2023 Baltimore Gas and Electric Company. (File No. 001-01910, Form 8-K dated June17, 2013, Exhibit 4.1). 4-11 Indenture dated May 1, 2001 between Exelon Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee (File No. 001-16169, Form 10-Q dated July 26, 2005, Exhibit4.10). 4-12 Form of $500,000,000 5.625% senior notes due 2035 dated June 9, 2005 issued by Exelon Corporation (File No. 001-16169, Form 8-K dated June 9, 2005, Exhibit 99.3). 4-13 Indenture dated as of July 24, 2006 between Baltimore Gas and Electric Company and Deutsche Bank Trust Company Americas, as trustee. (File No. 333-135991, Registration Statement on Form S-3 dated July 24, 2006, Exhibit 4(b)). 4-14 Indenture, dated as of June 17, 2014, between Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee. (File No. 001-16169, Form 8-K dated June 23, 2014, Exhibit 4.1). 4-14-1 First Supplemental Indenture, dated as of June 17, 2014, between Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee. (File No. 001-16169, Form 8-K dated June 23, 2014, Exhibit 4.2). 4-14-2 Second Supplemental Indenture, dated April3, 2017, between Exelon and The Bank of New York Mellon Trust Company, N.A., as trustee, to that certain Indenture (For Unsecured Subordinated Debt Securities), dated June17, 2014 (FileNo.001-16169,Form8-K dated April4, 2017, Exhibit 4.3). 4-15 Indenture, dated as of June 11, 2015, among Exelon Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee (File No. 001-16169, Form 8-K dated June 11, 2015, Exhibit 4.1). 4-15-1 First Supplemental Indenture, dated as of June 11, 2015, among Exelon Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee (File No. 001-16169, Form 8-K dated June 11, 2015, Exhibit 4.2). 4-15-2 Second Supplemental Indenture, dated as of December 2, 2015, among Exelon Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee (File No. 001-16169, Form 8-K dated December 2, 2015, Exhibit 4.1). 4-15-3 Third Supplemental Indenture, dated as of April 7, 2016, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee (File No. 001-16169, Form 8-K dated April7, 2016, Exhibit 4.2). 4-15-4 Fourth Supplemental Indenture, dated as of April 1, 2020, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee (File No. 001-16169, Form 8-K dated April 1, 2020, Exhibit 4.2). 4-16 Form of Conversion Supplemental Indenture, dated March 23, 2016 (File No. 001-31403, Form 8-K dated March 24, 2016, Exhibit 4.1). March 16, 2004 001-01072, Form8-K dated March 23, 2004 4.3 May 24, 2005 001-01072, Form 8-K dated May 26, 2005 4.2 November13, 2007 001-01072, Form 8-K dated November 15, 2007 4.2 March 24, 2008 001-01072, Form 8-K dated March 28, 2008 4.1 December 3, 2008 001-01072, Form 8-K dated December 8, 2008 4.2 March 28, 2012 001-01072, Form 8-K dated March 29, 2012 4.2 March 11, 2013 001-01072, Form 8-K dated March 12, 2013 4.2 November 14, 2013 001-01072, Form 8-K dated November 15, 2013 4.2 March 11, 2014 001-01072, Form 8-K dated March 12, 2014 4.2 March 9, 2015 001-01072, Form 8-K dated March 10, 2015 4.3 May 15, 2017 001-01072, Form 8-K dated May 22, 2017 4.2 June 1, 2018 001-01072, Form 8-K dated June 21, 2018 4.2 May 2, 2019 001-01072, Form 8-K dated June 13, 2019 4.2 February 12, 2020 001-01072, Form 8-K dated February 25, 2020 4.2 February 15, 2021 001-01072, Form 8-K dated March 30, 2021 4.2 November 7, 2013 001-01405, Form 8-K dated November 8, 2013 4.2 June 2, 2014 001-01405, Form 8-K dated June 3, 2014 4.3 May4, 2015 001-01405, Form 8-K dated May 5, 2015 4.2 December 5, 2016 001-01405, Form 8-K dated December 12, 2016 4.2 June 1, 2018 000-01405, Form 8-K dated June 21, 2018 4.2 May 2, 2019 001-01405, Form 8-K dated December 12, 2019 4.2 March 18, 2020 001-01405, Form 10-Q dated May 8, 2020 4.4 June 1, 2020 001-01405, Form 8-K dated June 9, 2020 4.4 February 15, 2021 001-01405, Form 8-K dated March 30, 2021 4.4 February 15, 2022 001-01405, Form 8-K dated February 15, 2022 4.4 April 1, 2004 001-03559, Form 8-K dated April 6, 2004 4.3 March 8, 2006 001-03559, Form8-K dated March 17, 2006 4 March 29, 2011 001-03559, Form 8-K dated April 1, 2011 4.2 August 18, 2014 001-03559, Form 8-K dated August 19, 2014 4.2 December 1, 2015 001-03559, Form 8-K dated December 2, 2015 4.2 October 9, 2018 001-03559, Form 8-K dated October 16, 2018 4.1 May 2, 2019 001-03559, Form 8-K dated May 21, 2019 4.3 June 1, 2020 001-03559, Form 8-K dated June 9, 2020 4.2 February 15, 2021 001-03559, Form 8-K dated March 10, 2021 4.1 November 1, 2021 001-03559, Form 8-K dated November 16, 2021 4.2 February 15, 2022 001-03559, Form 8-K dated February 15, 2022 4.2 4-20 Form of 2.400% notes due 2026 (File No. 001-01910, Form 8-K dated August 18, 2016, Exhibit4.1). 4-21 Form of 3.500% notes due 2046 (File No. 001-01910, Form 8-K dated August 18, 2016, Exhibit4.2). 4-22 Form of Exelon Corporation 3.497% junior subordinated notes due 2022(FileNo.001-16169,Form8-Kdated April4, 2017, Exhibit 4.4). 4-23 Form ofPepcoFirst Mortgage Bond, 4.15% Series due March 15, 2043 (File No. 001-01072, Form 8-K dated May 22, 2017, Exhibit 4.2). 4-24 Form of 3.750%BGEnotes due 2047 (File No. 001-01910, Form 8-K dated August 24, 2017, Exhibit 4.1). 4-25 Exempt Facilities Loan Agreement dated as of June 1, 2019 between the Maryland Economic Development Corporation and Potomac Electric Power Company (File No. 001-01072, Form 8-K dated June 27, 2019, Exhibit 4.1). 4-26 Indenture, dated as of September 1, 2019, between Baltimore Gas and Electric Company and U.S. Bank National Association, as trustee (File No. 001-01910, Form 8-K dated September 12, 2019, Exhibit 4.1). 4-27 Description of Exelon Securities (File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 4.63). 4-28 Description of PECO Securities (File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 4.64). 4-29 Description of ComEd Securities (File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 4.65). 4-30 Pollution Control Facilities Loan Agreement, dated as of June 1, 2020, between The Pollution Control Financing Authority of Salem County and Atlantic City Electric (File No. 001-03559, Form 8-K dated June 2, 2020, Exhibit 4.1). 4-31 Gas Facilities Loan Agreement, dated as of July 1, 2020, between The Delaware Economic Development Authority and Delmarva Power& LightCompany(File No. 001-01405, Form 8-K dated July 1, 2020, Exhibit 4.1). 10-1 Exelon Corporation Non-Employee Directors Deferred Stock Unit Plan (As Amended and Restated Effective April 28, 2020). (File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.1). 10-2 Form of Exelon Corporation Unfunded Deferred Compensation Plan for Directors (as amended and restated Effective March 12, 2012) * (File No.001-16169, Form 10-K dated February 10, 2016, Exhibit 10.3). 10-3 Form of Restricted Stock Award Agreement under the Exelon Corporation Long-Term Incentive Plan* (File No. 1-16169, Form 10-Q dated October 31, 2019, Exhibit 10.2). 10-4 Unicom Corporation Deferred Compensation Unit Plan, as amended (File No. 001-11375, Form 10-K dated March 29, 1996, Exhibit 10.12). 10-5 Amendment Number One to the Unicom Corporation Deferred Compensation Unit Plan, as amended January1, 2008 * (File No. 001-16169, Form 10-K dated February 6, 2009, Exhibit 10.16). 10-6 Exelon Corporation Supplemental Management Retirement Plan (As Amended and Restated Effective January 1, 2009) * (File No. 001-16169, Form 10-K dated February 6, 2009, Exhibit10.19). 10-7 PECO Energy Company Supplemental Pension Benefit Plan (As Amended and Restated Effective January 1, 2009) (File No. 000-16844, Form 10-K dated February 6, 2009, Exhibit 10.20). 10-8 Exelon Corporation Annual Incentive Plan for Senior Executives (As Amended Effective January 1, 2014 * (File No. 001-16169, Proxy Statement dated April 1, 2014, Appendix A). 10-9 Exelon Corporation Employee Stock Purchase Plan, as amended and restated effective September 25, 2019 (File No. 001-16169, Form 10-Q dated October 31, 2019, Exhibit 10.3). 10-11 Form of Stock Option Grant Instrument under the Exelon Corporation 2006 Long-Term Incentive Plan (File No. 001-16169, Form 8-K dated January 27, 2006, Exhibit 99.2). 10-12 Exelon Corporation Employee Stock Purchase Plan for Unincorporated Subsidiaries, as amended and restated effective September 25, 2019 (File No. 001-16169, Form 10-Q dated October 31, 2019, Exhibit 10.4). 10-13 Exelon Corporation Senior Management Severance Plan (As Amended and Restated Effective January 1, 2020) * (File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 10.13). 10-14 Exelon Corporation Executive Death Benefits Plan dated as of January 1, 2003 * (File No.001-16169, Form 10-K dated February 13, 2007, Exhibit 10.52). 10-15 First Amendment to Exelon Corporation Executive Death Benefits Plan, Effective January1, 2006 * (File No. 001-16169, Form 10-K dated February 13, 2007, Exhibit 10.53). 10-16 Amendment Number One to the Exelon Corporation 2006 Long-Term Incentive Plan, Effective December4, 2006 (File No. 001-16169, Form 10-K dated February 13, 2007, Exhibit 10.54). 10-17 Exelon Corporation Deferred Compensation Plan (As Amended and Restated Effective January 1, 2005) (File No. 001-16169, Form 10-K dated February 13, 2007, Exhibit 10.56). 10-18 Exelon Corporation Stock Deferral Plan (As Amended and Restated Effective September 25, 2019) (File No. 001-16169, Form 10-Q dated October 31, 2019, Exhibit 10.5). 10-19 Restricted stock unit award agreement (File 001-16169, Form 8-K dated August 31, 2007, Exhibit 99.1). 10-20 Form of Exelon Corporation 2011 Long-Term Incentive Plan, as amended effective December 18, 2014. * (File No.001-16169, Form 10-K dated February 10, 2016, Exhibit 10.34). 10-20-1 Form of Exelon Corporation Long-Term Incentive Program, as amended and restated as of January 1, 2020. * (File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 10.21). 10-20-2 Amendment Number Two to the Exelon Corporation 2011 Long-Term Incentive Plan (As Amended and Restated Effective January 21, 2014), Effective October 26, 2015. * (File No.001-16169, Form 10-K dated February 10, 2016, Exhibit 10.34.3). 10-21 Form of Separation Agreement under Exelon Corporation Senior Management Severance Plan (As Amended and Restated Effective January 1, 2020) (File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 10.21). 10-22 Credit Agreement for $500,000,000 dated as of March 23, 2011 between Exelon Corporation and Various Financial Institutions (File No. 001-16169, Form 8-K dated March 23, 2011, Exhibit 99.1). 10-23 Bond Purchase Agreement, dated December1, 2015, among Atlantic City Electric Company and the purchasers signatory thereto (File No. 001-03559, Form 8-K dated December 2, 2015, Exhibit 1.1). 10-24 2016 Form of Exelon Corporation Change in Control Agreement (File No. 001-16169, Form 10-Q dated October 26, 2016, Exhibit 10.1). 10-25 Letter Agreement, dated May 7, 2018, between Exelon Corporation and Denis P. OBrien (File No. 001-16169, Form 10-Q dated August 2, 2018, Exhibit 10.3). 10-26 Letter Agreement, dated May 7, 2018, between Exelon Corporation and Jonathan W. Thayer (File No. 001-16169, Form 10-Q dated August 2, 2018, Exhibit 10.4). 10-27 Exelon Corporation 2020 Long-Term Incentive Plan (Effective April 28, 2020) (File No. 001-16169, Proxy Statement dated March 18, 2020, Appendix A). 10-28 Exelon Corporation 2020 Long-Term Incentive Plan Prospectus, dated May 27, 2020 (File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.3). 10-29 Form of Restricted Stock Unit Award Notice and Agreement under the Exelon Corporation 2020 Long-Term Incentive Plan (File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.4). 10-30 Form of Performance Share Award Notice and Agreement under the Exelon Corporation 2020 Long-Term Incentive Plan (File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.5). 10-31 Letter Agreement, dated June4, 2020, between Exelon Corporation and William A. Von Hoene, Jr. (File 001-16169, Form 10-K datedFebruary 24, 2021, Exhibit 10.74) 10-32 Deferred Prosecution Agreement, dated July 17, 2020, between Commonwealth Edison Company and the U.S. Department of Justice and the U.S. Attorney for the Northern District of Illinois (File No. 001-16169, Form 8-K dated July 17, 2020, Exhibit 10.1). 10-33 Transition Services Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation (File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 10.1) 10-34 Tax Matters Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation (File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 10.2) 10-35 Employee Matters Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation (File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 10.3) 10-36 Credit Agreement for $300,000,000 dated January 21, 2022, between Exelon Corporation, various financial institutions, and Sumitomo Mitsui Banking Corp** 10-37 Credit Agreement for $300,000,000 dated January 21, 2022, between Exelon Corporation, various financial institutions, and U.S. Bank** 10-38 Credit Agreement for $1,150,000,000 dated January 24, 2022, between Exelon Corporation and Barclays Bank PLC** 10-39 Credit Agreement for $250,000,000 dated January 24, 2022, between Exelon Corporation, various financial institutions and PNC Bank** 10-40 Credit Agreement for $900,000,000 dated February 1, 2022, between Exelon Corporation and various financial institutions** 10-41 Credit Agreement for $600,000,000 dated February 1, 2022, between Baltimore Gas and Electric Company and various financial institutions** 10-42 Credit Agreement for $1,000,000,000 dated February 1, 2022, between Commonwealth Edison Company and various financial institutions** 10-43 Credit Agreement for $600,000,000 dated February 1, 2022, between PECO Energy Company and various financial institutions** 10-44 Credit Agreement for $900,000,000 dated February 1, 2022, between Potomac Electric Power Company, Delmarva Power & Light Company, Atlantic City Electric Company and various financial institutions** 14 Exelon Code of Conduct, as amended March 12, 2012 (File No. 1-16169, Form 8-K dated March 14, 2012, Exhibit No. 14-1). 21-1 Exelon Corporation 21-2 Commonwealth Edison Company 21-3 PECO Energy Company 21-4 Baltimore Gas and Electric Company 21-5 Pepco Holdings LLC 21-6 Potomac Electric Power Company 21-7 Delmarva Power & Light Company 21-8 Atlantic City Electric Company 23-1 Exelon Corporation 23-2 Commonwealth Edison Company 23-3 PECO Energy Company 23-4 Baltimore Gas and Electric Company 23-5 Potomac Electric Power Company 23-6 Delmarva Power & Light Company 23-7 Atlantic City Electric Company 24-1 Anthony K. Anderson 24-2 Ann C. Berzin 24-3 W. Paul Bowers 24-4 Marjorie Rodgers Cheshire 24-5 Christopher M. Crane 24-6 Carlos Gutierrez 24-7 Linda P. Jojo 24-8 Paul Joskow 24-9 Mayo A. Shattuck III 24-10 John F. Young 24-11 Calvin G. Butler, Jr. 24-12 Christopher M. Crane 24-13 Nicholas DeBenedictis 24-14 Ricardo Estrada 24-15 Zaldwaynaka Scott 24-16 Smita Shah 24-17 Gil C. Quiniones 24-18 Calvin G. Butler, Jr. 24-19 Christopher M. Crane 24-20 NicholasDeBenedictis 24-21 Nelson A. Diaz 24-22 John S. Grady 24-23 Rosemarie B. Greco 24-24 Michael A. Innocenzo 24-25 Charisse R. Lillie 24-26 Ann C. Berzin 24-27 Calvin G. Butler, Jr. 24-28 Christopher M. Crane 24-29 Michael E. Cryor 24-30 James R. Curtiss 24-31 JosephHaskins, Jr. 24-32 Carim V. Khouzami 24-33 Amy Seto 24-34 Maria Harris Tildon 24-35 Antoine Allen 24-36 J. Tyler Anthony 24-37 Calvin G. Butler, Jr. 24-38 Christopher M. Crane 24-39 Linda W. Cropp 24-40 Michael E. Cryor 24-41 Debra P. DiLorenzo 24-42 J. Tyler Anthony 24-43 Phillip S. Barnett 24-44 Calvin G. Butler, Jr. 24-45 Christopher M. Crane 24-46 Rodney Oddoye 24-47 Elizabeth O'Donnell 24-48 Tamla Olivier 24-49 J. Tyler Anthony 24-50 Calvin G. Butler, Jr. 24-51 J. TylerAnthony 31-1 Filed by Christopher M. Crane for Exelon Corporation 31-2 Filed by Joseph Nigro for Exelon Corporation 31-3 Filed byGil C. Quiniones for Commonwealth Edison Company 31-4 Filed byJoseph R. Trpik forCommonwealth Edison Company 31-5 Filed byMichael A. Innocenzo for PECO Energy Company 31-6 Filed by Robert J. Stefani for PECO Energy Company 31-7 Filed by Carim V. Khouzami for Baltimore Gas and Electric Company 31-8 Filed by David M. Vahos for Baltimore Gas and Electric Company 31-9 Filed byJ. Tyler Anthony for Pepco Holdings LLC 31-10 Filed by Phillip S. Barnett for Pepco Holdings LLC 31-11 Filed by J. Tyler Anthony for Potomac Electric Power Company 31-12 Filed by Phillip S. Barnett for Potomac Electric Power Company 31-13 Filed byJ. Tyler Anthony for Delmarva Power & Light Company 31-14 Filed by Phillip S. Barnett forDelmarva Power & Light Company 31-15 Filed byJ. Tyler Anthony for Atlantic City Electric Company 31-16 Filed by Phillip S. Barnett forAtlantic CityElectric Company 32-1 Filed by Christopher M. Crane for Exelon Corporation 32-2 Filed by Joseph Nigro for Exelon Corporation 32-3 Filed by Gil C. Quiniones for Commonwealth Edison Company 32-4 Filed by Joseph R. Trpik for Commonwealth Edison Company 32-5 Filed by Michael A. Innocenzo for PECO Energy Company 32-6 Filed by Robert J. Stefani for PECO Energy Company 32-7 Filed by Carim V. Khouzami for Baltimore Gas and Electric Company 32-8 Filed by David M. Vahos for Baltimore Gas and Electric Company 32-9 Filed byJ. Tyler Anthony for Pepco Holdings LLC 32-10 Filed byPhillip S. Barnett for Pepco Holdings LLC 32-11 Filed byJ. Tyler Anthony for Potomac Electric Power Company 32-12 Filed by Phillip S. Barnett forPotomac Electric Power Company 32-13 Filed byJ.Tyler Anthony for Delmarva Power & Light Company 32-14 Filed by Phillip S. Barnett forDelmarva Power& Light Company 32-15 Filed byJ. Tyler Anthony for Atlantic City Electric Company 32-16 Filed by Phillip S. Barnett forAtlantic CityElectric Company