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Close of Nov 06, 2026 · end-of-day data
TLN 8-K filings in 2026
Every material Form 8-K Talen Energy filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Talen Energy reported third quarter 2026 GAAP net income of $138 million alongside $669 million in Adjusted EBITDA. The company also upsized its share repurchase program to $3.0 billion, including a $1.5 billion accelerated share repurchase, and introduced 2027 guidance projecting roughly 26% growth in Adjusted EBITDA at the midpoint.
Third quarter 2026 GAAP net income attributable to stockholders was $138 million, down from $207 million in the third quarter of 2025.
Adjusted EBITDA reached $669 million and Adjusted Free Cash Flow reached $433 million for the third quarter of 2026.
The board upsized the share repurchase program to $3.0 billion, launching a $1.5 billion accelerated share repurchase program funded partly by a $1.5 billion PJM capacity monetization.
The company reaffirmed its full-year 2026 Adjusted EBITDA guidance of $2,050 million to $2,200 million and introduced 2027 guidance of $2,500 million to $2,850 million.
Talen's board named President Terry Nutt as chief executive effective January 1, 2027, succeeding Mac McFarland, who retires March 1, 2027. The same day, Talen entered $1.5 billion of accelerated share repurchase agreements, funded by selling about $1.5 billion of future PJM capacity revenues, and raised its remaining buyback authorization to $3.0 billion. For shareholders, the buyback reduces the share count, but the company says its adjusted free cash flow forecast for 2H 2026 through 2028 falls from about $4 billion to about $2.8 billion after the capacity sale.
Terry Nutt becomes CEO and joins the board on January 1, 2027; his base salary is set at $1,200,000, with a target bonus of 135% of base and a long-term incentive target of 700% of base.
Mac McFarland serves as Senior Advisor from January 1, 2027 until his retirement on March 1, 2027, and will receive $100,000 for those services.
The ASRs with Goldman Sachs & Co. LLC and Banco Santander cost $1.5 billion, with about 4.0 million shares initially received; the company expects them to be completed by the end of the first quarter of 2027 and says they would repurchase m
The capacity monetization covers PJM 2027/2028 and 2028/2029 delivery years, with Citi, at SOFR plus 200 basis points; the company targets net leverage of 3.5x by the second half of 2027.
Talen Energy reported a second quarter 2026 GAAP net loss attributable to stockholders of $92 million, compared with net income of $72 million a year earlier, mainly due to unrealized derivative losses and higher interest expense. Adjusted EBITDA rose to $374 million from $90 million, and the company raised its 2026 Adjusted EBITDA and Adjusted Free Cash Flow guidance after completing the Cornerstone Acquisition in June.
Q2 2026 GAAP net loss attributable to stockholders was $92 million, versus net income of $72 million in Q2 2025.
Q2 2026 Adjusted EBITDA was $374 million, up from $90 million; Adjusted Free Cash Flow was $212 million, compared with a $78 million outflow a year earlier.
2026 Adjusted EBITDA guidance raised to $2,025 million to $2,225 million; Adjusted Free Cash Flow guidance raised to $1,200 million to $1,350 million, excluding Keystone as of July 1, 2026.
Repurchased 550,000 shares for approximately $200 million in Q2 2026, with $1.7 billion of repurchase capacity remaining through December 2028.
Talen Energy completed its acquisition of the Lawrenceburg Power Plant in Indiana and the Waterford Energy Center and Darby Generating Station in Ohio from Energy Capital Partners on June 15, 2026. The purchase price combined about $2.55 billion in cash, subject to post-closing adjustments, with 2,399,998 new shares of Talen common stock, and the company amended its credit facilities to support the deal.
Cash consideration of approximately $2.55 billion, subject to customary adjustments, funded partly by 6.125% notes due 2031 and 6.375% notes due 2033 issued in April 2026
Stock consideration of 2,399,998 shares of common stock issued to the sellers, subject to a 90-day lock-up on 50% of the shares and a 180-day lock-up on the rest
Revolving credit facility increased from $900 million to $1.35 billion, and stand-alone letter of credit facility upsized from $1.1 billion to $1.5 billion, with maturity extended to December 2029
Talen states the acquisition is immediately accretive, adding over 15% to cash flow per share; the filing does not provide a supporting calculation
Talen Energy Supply, LLC, a subsidiary of Talen Energy Corporation, amended its credit agreement on May 20, 2026. The amendment reduces the interest margins on its $846 million and $839 million term loan B facilities and its $900 million revolving credit facility, and extends the $846 million facility's maturity from May 2030 to November 2032. Lower margins reduce the borrowing cost for the company's secured debt, but the filing does not state a dollar amount for the expected savings.
$846 million term loan B facility (due May 2030) repriced and extended to November 2032
$839 million term loan B facility (due December 2031) repriced; term SOFR margin reduced to 1.75%
$900 million revolving credit facility repriced; term SOFR margin reduced to 1.50%
Other fees, covenants and default terms are substantially unchanged from the prior agreement
Talen Energy reported first quarter 2026 GAAP net income of $63 million, compared with a net loss of $135 million a year earlier, and Adjusted EBITDA of $473 million, up from $200 million. The company reaffirmed its 2026 Adjusted EBITDA and Adjusted Free Cash Flow guidance, which excludes the pending Cornerstone Acquisition, and said it raised $4 billion in April to finance that deal.
GAAP net income was $63 million in the first quarter of 2026, versus a net loss of $135 million in the first quarter of 2025
Adjusted EBITDA rose to $473 million from $200 million, and Adjusted Free Cash Flow rose to $350 million from $87 million
2026 guidance reaffirmed: Adjusted EBITDA of $1.75 billion to $2.05 billion and Adjusted Free Cash Flow of $980 million to $1.18 billion, excluding the Cornerstone Acquisition
April 2026 financing of $4 billion funds the Cornerstone Acquisition, expected to close early in the second half of 2026, and redeems $1.2 billion of 8.625% Senior Secured Notes
Talen Energy reported a full-year 2025 GAAP net loss attributable to stockholders of $219 million, compared with net income of $998 million in 2024. The loss reflects a $501 million fourth-quarter charge tied to a change in accounting for certain stock-based awards, while Adjusted EBITDA rose to $1,035 million from $770 million and Adjusted Free Cash Flow reached $524 million. The company reaffirmed its 2026 guidance of $1,750 million to $2,050 million in Adjusted EBITDA, which excludes the pending Cornerstone Acquisition.
Full-year 2025 GAAP net loss attributable to stockholders was $219 million, versus net income of $998 million in 2024.
Full-year 2025 Adjusted EBITDA was $1,035 million, up from $770 million, and Adjusted Free Cash Flow was $524 million, up from $283 million.
The company reaffirmed 2026 Adjusted EBITDA guidance of $1,750 million to $2,050 million and Adjusted Free Cash Flow guidance of $980 million to $1,180 million.
Talen signed a definitive agreement on January 15, 2026 for the Cornerstone Acquisition, with a purchase price of $3.45 billion, expected to close early in the second half of 2026.
Talen Energy agreed to acquire the Lawrenceburg, Waterford and Darby gas-fired plants, about 2.6 gigawatts of capacity in Ohio and Indiana, from Energy Capital Partners for $3.45 billion. The price is about $2.55 billion in cash, which Talen expects to fund with new debt, plus 2.4 million new Talen shares to ECP. The deal is expected to close early in the second half of 2026, subject to regulatory approvals, and the company says it will be accretive to adjusted free cash flow per share.
Purchase price of $3.45 billion: about $2.55 billion in cash and about $900 million in Talen stock (2.4 million shares)
ECP would own about 5% of pro forma combined Talen equity, per the company's estimate
Expected close early in the second half of 2026; requires HSR waiting period expiration and approvals from FERC and the Indiana Utility Regulatory Commission
Resale of the new shares is to be covered by a registration rights agreement, with 90-day and 180-day lock-ups
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Talen Energy filing is on SEC EDGAR ↗. 8-K briefs of other companies →