Constellation Energy Group 8-K 2006
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 14, 2006
CONSTELLATION ENERGY GROUP, INC.
(Exact name of Registrant as specified in its charter)
750 E. Pratt Street
Baltimore, Maryland 21202
(Address of principal executive offices, including zip code, of Registrant)
(Registrants telephone number, including area code)
(Former name or former address, 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:
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
As previously disclosed by Constellation Energy Group, Inc. (Constellation Energy), on August 10, 2006, Frank P. Bramble, Sr., a member of the Board of Directors of Constellation Energy, informed Constellation Energy that he had resigned from the Board of Directors effective as of such date. Mr. Bramble also served on Constellation Energys audit committee, and, accordingly, Mr. Brambles resignation caused Constellation Energys audit committee to have only two members. As a result, on August 14, 2006, the New York Stock Exchange (NYSE) sent a notice to Constellation Energy that it was deficient in meeting the requirements of Section 303A.07(a) the New York Stock Exchange Listed Company Manual, which requires that the audit committee of a listed company have at least three members. The notice stated that Constellation Energy would be noncompliant if it was not able to cure the deficiency by August 21, 2006. On August 14, 2006, the Board of Directors of Constellation Energy appointed Edward A. Crooke, a member of the Board of Directors, to the audit committee and Constellation Energy notified the NYSE that it was no longer deficient in meeting the requirements of Section 303A.07(a). Constellation Energy expects no further action by the NYSE regarding this matter.
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.