Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.



On July 26, 2022, the Board of Directors (the "Board") of Constellation Energy
Corporation (the "Company") approved amendments to the Company's Bylaws,
effective immediately, to clarify certain procedural requirements required for
shareholders to make director nominations, address certain matters created by
the SEC's "universal proxy" rules, include "proxy access" provisions, and to
make other administrative changes. With respect to shareholder nominees to the
Company's Board, the Amended and Restated Bylaws clarify, among other things,
that (i) both physical and email delivery of the notice of the director
nomination to the Company are required, (ii) shareholders are not entitled to
submit additional or replacement nominees after the nomination deadline, and
(iii) nominating shareholders must identify any supporters of the nominating
shareholder's efforts and disclose any economic interest, including prior short
positions, in any related matter with the Company.

To implement proxy access, Section 3.17 was added to Article III of the Bylaws
to allow a shareholder, or group of up to twenty shareholders, owning at least
three percent of the Company's outstanding capital stock continuously for at
least three years, to nominate and include in the Company's proxy materials for
an annual meeting of shareholders, director nominees constituting up to the
greater of two nominees or twenty percent of the Board, provided that the
shareholder(s) and the director nominee(s) satisfy the requirements set forth in
the Bylaws.

The foregoing summary of the amendments to the Company's Bylaws does not purport
to be complete and is qualified in its entirety by reference to the full text of
the Amended and Restated Bylaws, which are attached as Exhibit 3.1 to this
Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits



(d)  Exhibits.
Exhibit No.              Description
  3.1                      Amended and     R    estated Bylaws
101                      Cover Page Interactive Data File - the cover page XBRL tags are embedded
                         within the Inline XBRL document.
104                      The cover page from this Current Report on Form

8-K, formatted as Inline XBRL.


                                   * * * * *

This report contains certain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995 that are subject to risks
and uncertainties. Words such as "could," "may," "expects," "anticipates,"
"will," "targets," "goals," "projects," "intends," "plans," "believes," "seeks,"
"estimates," "predicts," 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.

The factors that could cause actual results to differ materially from the
forward-looking statements made by the Company include those factors discussed
herein as well as the items discussed in (1) the Company's 2021 Annual Report on
Form 10-K in (a) Part I, ITEM 1A. Risk Factors, (b) Part II, ITEM 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations, and (c) Part II, ITEM 8. Financial Statements and Supplementary
Data: Note 19, Commitments and Contingencies; (2) the Company's First Quarter
2022 Quarterly Report on Form 10-Q in (a) Part II, ITEM 1A. Risk Factors, (b)
Part I, ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations, and (c) Part I, ITEM 1. Financial Statements: Note 14,
Commitments and Contingencies; and (3) other factors discussed in the Company's
other filings with the SEC.

Investors are cautioned not to place undue reliance on these forward-looking
statements, whether written or oral, which apply only as of the date of this
Current Report on Form 8-K. The Company undertakes no obligation to publicly
release any revision to its forward-looking statements to reflect events or
circumstances after the date of this Current Report on Form 8-K.

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