Pension Benefits

Con Edison maintains a tax-qualified, non-contributory pension plan that covers substantially all employees of CECONY and O&R and certain employees of the Clean Energy Businesses. The plan is designed to comply with the Internal Revenue Code and the Employee Retirement Income Security Act of 1974. In addition, Con Edison maintains additional non-qualified supplemental pension plans.

Total Periodic Benefit Cost

The components of the Companies’ total periodic benefit costs for 2016, 2015 and 2014 were as follows:



	Con Edison			CECONY
(Millions of Dollars)	2016	2015	2014	2016	2015	2014
Service cost – including administrative expenses	$275	$297	$227	$258	$279	$211
Interest cost on projected benefit obligation	596	575	572	559	538	536
Expected return on plan assets	(947)	(886)	(832)	(898)	(840)	(789)
Recognition of net actuarial loss	596	775	618	565	734	586
Recognition of prior service costs	4	4	4	2	2	2
NET PERIODIC BENEFIT COST	$524	$765	$589	$486	$713	$546
Amortization of regulatory asset (a)	—	1	2	—	1	2
TOTAL PERIODIC BENEFIT COST	$524	$766	$591	$486	$714	$548
Cost capitalized	(214)	(301)	(225)	(203)	(285)	(212)
Reconciliation to rate level	54	(74)	118	58	(74)	108
Cost charged to operating expenses	$364	$391	$484	$341	$355	$444

(a) Relates to an increase in CECONY’s pension obligation of $45 million from a 1999 special retirement program.

Funded Status

The funded status at December 31, 2016, 2015 and 2014 was as follows:



	Con Edison			CECONY
(Millions of Dollars)	2016	2015	2014	2016	2015	2014
CHANGE IN PROJECTED BENEFIT OBLIGATION
Projected benefit obligation at beginning of year	$14,377	$15,081	$12,197	$13,482	$14,137	$11,429
Service cost – excluding administrative expenses	271	293	221	254	274	206
Interest cost on projected benefit obligation	596	575	572	559	538	536
Net actuarial (gain)/loss	(302)	(996)	2,641	(282)	(931)	2,484
Plan amendments	(256)	—	6	(259)	—	—
Benefits paid	(591)	(576)	(556)	(551)	(536)	(518)
PROJECTED BENEFIT OBLIGATION AT END OF YEAR	$14,095	$14,377	$15,081	$13,203	$13,482	$14,137
CHANGE IN PLAN ASSETS
Fair value of plan assets at beginning of year	$11,759	$11,495	$10,755	$11,141	$10,897	$10,197
Actual return on plan assets	829	126	752	787	118	715
Employer contributions	508	750	578	469	697	535
Benefits paid	(591)	(576)	(556)	(551)	(536)	(518)
Administrative expenses	(33)	(36)	(34)	(31)	(35)	(32)
FAIR VALUE OF PLAN ASSETS AT END OF YEAR	$12,472	$11,759	$11,495	$11,815	$11,141	$10,897
FUNDED STATUS	$(1,623)	$(2,618)	$(3,586)	$(1,388)	$(2,341)	$(3,240)
Unrecognized net loss	$3,157	$3,909	$4,888	$2,995	$3,704	$4,616
Unrecognized prior service costs	(244)	16	20	(258)	3	4
Accumulated benefit obligation	12,655	12,909	13,454	11,806	12,055	12,553

The decrease in the pension plan’s projected benefit obligation was the primary cause of the decreased pension liability at Con Edison and CECONY of $995 million and $953 million, respectively, compared with December 31, 2015. For Con Edison, this decrease in pension liability corresponds with a decrease to regulatory assets of $1,002 million for unrecognized net losses and unrecognized prior service costs associated with the Utilities consistent with the accounting rules for regulated operations, a credit to OCI of $5 million (net of taxes) for the unrecognized net losses, and an immaterial change to OCI (net of taxes) for the unrecognized prior service costs associated with the Clean Energy Businesses and RECO.

For CECONY, the decrease in pension liability corresponds with a decrease to regulatory assets of $967 million for unrecognized net losses and unrecognized prior service costs consistent with the accounting rules for regulated operations, a credit to OCI of $1 million (net of taxes) for unrecognized net losses, and an immaterial change to OCI (net of taxes) for the unrecognized prior service costs associated with the Clean Energy Businesses.

A portion of the unrecognized net loss and prior service cost for the pension plan, equal to $579 million and $(16) million, respectively, will be recognized from accumulated OCI and the regulatory asset into net periodic benefit cost over the next year for Con Edison. Included in these amounts are $548 million and $(18) million, respectively, for CECONY.

At December 31, 2016 and 2015, Con Edison’s investments include $273 million and $243 million, respectively, held in external trust accounts for benefit payments pursuant to the supplemental retirement plans. Included in these amounts for CECONY were $246 million and $221 million, respectively. See Note P. The accumulated benefit obligations for the supplemental retirement plans for Con Edison and CECONY were $303 million and $268 million as of December 31, 2016 and $285 million and $249 million as of December 31, 2015, respectively.

Assumptions

The actuarial assumptions were as follows:



	2016		2015		2014
Weighted-average assumptions used to determine benefit obligations at December 31:
Discount rate	4.25	%	4.25	%	3.90	%
Rate of compensation increase
CECONY	4.25	%	4.25	%	4.25	%
O&R	4.00	%	4.00	%	4.00	%
Weighted-average assumptions used to determine net periodic benefit cost for the years ended December 31:
Discount rate	4.25	%	3.90	%	4.80	%
Expected return on plan assets	7.80	%	7.80	%	8.00	%
Rate of compensation increase
CECONY	4.25	%	4.25	%	4.35	%
O&R	4.00	%	4.00	%	4.25	%

The expected return assumption reflects anticipated returns on the plan’s current and future assets. The Companies’ expected return was based on an evaluation of the current environment, market and economic outlook, relationships between the economy and asset class performance patterns, and recent and long-term trends in asset class performance. The projections were based on the plan’s target asset allocation.

Discount Rate Assumption

To determine the assumed discount rate, the Companies use a model that produces a yield curve based on yields on selected highly rated (Aa or higher by either Moody’s Investors Service (Moody’s) or Standard & Poor’s) corporate bonds. Bonds with insufficient liquidity, bonds with questionable pricing information and bonds that are not representative of the overall market are excluded from consideration. For example, the bonds used in the model cannot be callable, they must have a price between 50 percent and 200 percent of the original price, the yield must lie between 1 percent and 20 percent, and the amount of the bond issue outstanding must be in excess of $50 million. The spot rates defined by the yield curve and the plan’s projected benefit payments are used to develop a weighted average discount rate.

Expected Benefit Payments

Based on current assumptions, the Companies expect to make the following benefit payments over the next ten years:



(Millions of Dollars)	2017	2018	2019	2020	2021	2022-2026
Con Edison	$702	$719	$730	$745	$758	$3,990
CECONY	653	670	679	693	705	3,716

Expected Contributions

Based on estimates as of December 31, 2016, the Companies expect to make contributions to the pension plans during 2017 of $423 million (of which $388 million is to be contributed by CECONY). The Companies’ policy is to fund the total periodic benefit cost of the qualified plan to the extent tax deductible and to also contribute to the non-qualified supplemental plans.

Plan Assets

The asset allocations for the pension plan at the end of 2016, 2015 and 2014, and the target allocation for 2017 are as follows:



	Target Allocation Range	Plan Assets at December 31,
Asset Category	2017	2016		2015		2014
Equity Securities	52% - 64%	58	%	57	%	58	%
Debt Securities	28% - 38%	33	%	33	%	32	%
Real Estate	7% - 11%	9	%	10	%	10	%
Total	100%	100	%	100	%	100	%

Con Edison has established a pension trust for the investment of assets to be used for the exclusive purpose of providing retirement benefits to participants and beneficiaries and payment of plan expenses.

Pursuant to resolutions adopted by Con Edison’s Board of Directors, the Management Development and Compensation Committee of the Board of Directors (the Committee) has general oversight responsibility for Con Edison’s pension and other employee benefit plans. The pension plan’s named fiduciaries have been granted the authority to control and manage the operation and administration of the plans, including overall responsibility for the investment of assets in the trust and the power to appoint and terminate investment managers.

The investment objectives of the Con Edison pension plan are to maintain a level and form of assets adequate to meet benefit obligations to participants, to achieve the expected long-term total return on the trust assets within a prudent level of risk and maintain a level of volatility that is not expected to have a material impact on the company’s expected contribution and expense or the company’s ability to meet plan obligations. The assets of the plan have no significant concentration of risk in one country (other than the United States), industry or entity.

The strategic asset allocation is intended to meet the objectives of the pension plan by diversifying its funds across asset classes, investment styles and fund managers. An asset/liability study typically is conducted every few years to determine whether the current strategic asset allocation continues to represent the appropriate balance of expected risk and reward for the plan to meet expected liabilities. Each study considers the investment risk of the asset allocation and determines the optimal asset allocation for the plan. The target asset allocation for 2017 reflects the results of such a study conducted in 2016.

Individual fund managers operate under written guidelines provided by Con Edison, which cover such areas as investment objectives, performance measurement, permissible investments, investment restrictions, trading and execution, and communication and reporting requirements. Con Edison management regularly monitors, and the named fiduciaries review and report to the Committee regarding, asset class performance, total fund performance, and compliance with asset allocation guidelines. Management changes fund managers and rebalances the portfolio as appropriate. At the direction of the named fiduciaries, such changes are reported to the Committee.

In May 2015, the FASB issued ASU 2015-07, Fair Value Measurements (Topic 820):Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or its equivalent), which exempts investments measured using net asset value (NAV) practical expedient in ASC 820, Fair Value Measurement, from categorization within the fair value hierarchy. The guidance requires retrospective application and is effective for public business entities for fiscal years, and interim periods within those years, beginning after December 15, 2015. Accordingly, the amendment was retrospectively applied, resulting in the reclassification of real estate funds, private equity and hedge fund investments from Level III assets on the fair value hierarchy to investments measured at net asset value.

Assets measured at fair value on a recurring basis are summarized below as defined by the accounting rules for fair value measurements (see Note P).

The fair values of the pension plan assets at December 31, 2016 by asset category are as follows:



(Millions of Dollars)	Level 1	Level 2		Total
Investments within the fair value hierarchy
U.S. Equity (a)	$3,466		$—	$3,466
International Equity (b)	3,187	371		3,558
U.S. Government Issued Debt (c)	—	1,337		1,337
Corporate Bonds Debt (d)	—	2,140		2,140
Structured Assets Debt (e)	—	1		1
Other Fixed Income Debt (f)	—	200		200
Cash and Cash Equivalents (g)	147	389		536
Futures (h)	296	68		364
Total investments within the fair value hierarchy	$7,096	$4,506		$11,602
Investments measured at NAV per share (n)
Private Equity (i)				247
Real Estate (j)				1,139
Hedge Funds (k)				229
Total investments valued using NAV per share				$1,615
Funds for retiree health benefits (l)	(165)	(105)		(270)
Funds for retiree health benefits measured at NAV per share (l)(n)				(37)
Total funds for retiree health benefits				$(307)
Investments (excluding funds for retiree health benefits)	$6,931	$4,401		$12,910
Pending activities (m)				(438)
Total fair value of plan net assets				$12,472


(a)	U.S. Equity includes both actively- and passively-managed assets with investments in domestic equity index funds and actively-managed small-capitalization equities.


(b)	International Equity includes international equity index funds and actively-managed international equities.


(c)	U.S. Government Issued Debt includes agency and treasury securities.


(d)	Corporate Bonds Debt consists of debt issued by various corporations.


(e)	Structured Assets Debt includes commercial-mortgage-backed securities and collateralized mortgage obligations.


(f)	Other Fixed Income Debt includes municipal bonds, sovereign debt and regional governments.


(g)	Cash and Cash Equivalents include short term investments, money markets, foreign currency and cash collateral.


(h)	Futures consist of exchange-traded financial contracts encompassing U.S. Equity, International Equity and U.S. Government indices.


(i)	Private Equity consists of global equity funds that are not exchange-traded.


(j)	Real Estate investments include real estate funds based on appraised values that are broadly diversified by geography and property type.


(k)	Hedge Funds are within a commingled structure which invests in various hedge fund managers who can invest in all financial instruments.

(l)

The Companies set aside funds for retiree health benefits through a separate account within the pension trust, as permitted under Section 401(h) of the Internal Revenue Code of 1986, as amended. In accordance with the Code, the plan’s investments in the 401(h) account may not be used for, or diverted to, any purpose other than providing health benefits for retirees. The net assets held in the 401(h) account are calculated based on a pro-rata percentage allocation of the net assets in the pension plan. The related obligations for health benefits are not included in the pension plan’s obligations and are included in the Companies’ other postretirement benefit obligation. See Note F.


(m)	Pending activities include security purchases and sales that have not settled, interest and dividends that have not been received and reflects adjustments for available estimates at year end.


(n)	In accordance with ASU 2015-07, certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy.

The fair values of the pension plan assets at December 31, 2015 by asset category are as follows:



(Millions of Dollars)	Level 1	Level 2		Total
Investments within the fair value hierarchy
U.S. Equity (a)	$3,106		$—	$3,106
International Equity (b)	2,874	346		3,220
U.S. Government Issued Debt (c)	—	2,222		2,222
Corporate Bonds Debt (d)	—	1,356		1,356
Structured Assets Debt (e)	—	1		1
Other Fixed Income Debt (f)	—	170		170
Cash and Cash Equivalents (g)	115	414		529
Futures (h)	161	132		293
Total investments within the fair value hierarchy	$6,256	$4,641		$10,897
Investments measured at NAV per share (n)
Private Equity (i)				170
Real Estate (j)				1,248
Hedge Funds (k)				233
Total investments valued using NAV per share				$1,651
Funds for retiree health benefits (l)	(162)	(120)		(282)
Funds for retiree health benefits measured at NAV per share (l)(n)				(43)
Total funds for retiree health benefits				$(325)
Investments (excluding funds for retiree health benefits)	$6,094	$4,521		$12,223
Pending activities (m)				(464)
Total fair value of plan net assets				$11,759

(a) - (n) Reference is made to footnotes (a) through (n) in the above table of pension plan assets at December 31, 2016 by asset category.

The Companies also offer a defined contribution savings plan that covers substantially all employees and made contributions to the plan as follows:



	For the Years Ended December 31,
(Millions of Dollars)	2016	2015	2014
Con Edison	$36	$34	$32
CECONY	32	29	27

Mortality Table Revision

The Companies adopted revised mortality tables effective December 31, 2014 in the measurement of its pension and other postretirement benefit plan obligations, accounting costs and required contribution amounts. The revised tables reflect the RP-2014 mortality tables published by the Society of Actuaries in October 2014, as adjusted based on the actual experience of the Companies. The new tables incorporate substantial life expectancy improvements relative to the last tables published in 2000 (RP-2000). As a result of the adoption, Con Edison recognized an increase in its pension benefit obligation of approximately $800 million as of December 31, 2014. The Companies, under their current New York rate plans, defer as a regulatory asset or liability, as the case may be, the differences between the actual level of expenses for pension and other postretirement benefits and amounts for those expenses reflected in rates.