8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 17, 2020

Consolidated Edison, Inc.

(Exact name of registrant as specified in its charter)

New York	1-14514	13-3965100
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4 Irving Place, New York, New York	10003
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 460-4600

Consolidated Edison Company of New York, Inc.

(Exact name of registrant as specified in its charter)

New York	1-1217	13-5009340
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4 Irving Place, New York, New York	10003
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 460-4600

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Consolidated Edison, Inc., Common Shares ($.10 par value)	ED	New York Stock Exchange

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

This Current Report on Form 8-K is a combined report being filed separately by two different registrants: Consolidated Edison, Inc. (“Con Edison”) and Consolidated Edison Company of New York, Inc. (“Con Edison of New York”). Con Edison of New York is a wholly-owned subsidiary of Con Edison and, as such, the information in this Current Report about Con Edison of New York also applies to Con Edison. Con Edison of New York makes no representation as to the information contained in this Current Report relating to Con Edison or the subsidiaries of Con Edison other than itself.

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On September 17, 2020, the Board of Directors of Con Edison and the Board of Trustees of Con Edison of New York each announced that Timothy Cawley will succeed John McAvoy as President and Chief Executive Officer of Con Edison and as Chief Executive Officer of Con Edison of New York, effective January 1, 2021. Mr. McAvoy will retire from each position effective December 31, 2020 and will continue to serve as Chairman of the Board of Directors of Con Edison and Chairman of the Board of Trustees of Con Edison of New York.

Timothy Cawley, age 55, is currently the president of Con Edison of New York. He joined Con Edison of New York in 1987 and has served in a variety of leadership roles, including serving as president and chief executive officer of Orange and Rockland Utilities, Inc., a subsidiary of Con Edison, and for Con Edison of New York, serving as Senior Vice President of Central Operations, Vice President of Substation Operations, Vice President of Bronx and Westchester Electric Operations, General Manager of Transmission Operations and Section Manager of Auditing.

On September 17, 2020, the Board of Trustees of Con Edison of New York appointed Matthew Ketschke as President of Con Edison of New York, effective January 1, 2021. Mr. Ketschke is currently Senior Vice President of Customer Energy Solutions. He joined Con Edison of New York in 1995 and has previously served as Vice President of Distributed Resource Integration, Vice President of Manhattan Electric Operations, Director of the Learning Center and General Manager of Electric Operations.

As of the date of this report, no new compensatory arrangement has been entered into with Mr. Cawley. If any new compensatory arrangement is entered into, the material terms of such arrangement will be disclosed in a subsequent filing.

A copy of the press release announcing these matters is also filed herewith as Exhibit 99 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99	Press Release, dated September 17, 2020
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CONSOLIDATED EDISON, INC.
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
By:	/s/ Robert Hoglund
	Robert Hoglund
	Senior Vice President and Chief Financial Officer

Date: September 17, 2020

EX-99

Consolidated Edison, Inc.

4 Irving Place

New York, NY 10003

FOR IMMEDIATE RELEASE Contact: Jamie McShane 212-460-4111

September 17, 2020

CON EDISON NAMES TIMOTHY CAWLEY CHIEF EXECUTIVE OFFICER

CON EDISON OF NEW YORK NAMES MATTHEW KETSCHKE PRESIDENT

New York – Consolidated Edison, Inc. (“Con Edison”) (NYSE:ED) today announced that its Board of Directors has elected Tim Cawley as Con Edison’s president and chief executive officer, effective January 1, 2021. Cawley will also serve as chief executive officer of Con Edison’s principal subsidiary, Consolidated Edison Company of New York, Inc.

After 40 years of service, John McAvoy has decided to retire as president and chief executive officer at the end of the year. He will remain the chairman of the board. McAvoy, who is 60, joined the company in 1980 and has served as president and chief executive officer since 2014.

“John has been a remarkable leader during incredibly transformative times in the energy industry. John is a national leader in the clean energy and renewable space. He is one of the most effective CEOs I have ever had the pleasure of working with,” said Mike Ranger, lead director of the Board. “The Board is truly grateful that John has decided to continue to serve as chairman. We are also excited that his focus in succession planning has allowed us to appoint new leadership from within the company.”

“Tim Cawley is an accomplished leader with extensive experience in the energy industry. I have had the pleasure of working with Tim for many years and know he is the right person to lead the company. He understands the needs of our customers, our employees and all of our stakeholders,” McAvoy said. “Tim is an innovator in the clean energy and renewable space and will ably guide the company into the future.”

Cawley, 55, was appointed president of Consolidated Edison Company of New York in 2018. Prior to this position, he served as president and chief executive officer of Orange and Rockland Utilities, Inc. for 4 years. Since joining the company in 1987, Cawley served as senior vice president of Central Operations with responsibilities for steam and electric generation, transmission and substation operations and construction activities. He also held leadership positions in Electric Operations. Cawley holds an MBA from New York University and a BS in electrical engineering from Union College. Tim’s accomplishments are substantial and his strategic thinking is visionary. He is respected by all who know him.

Matt Ketschke, currently senior vice president of Customer Energy Solutions, will be promoted to president of Consolidated Edison of New York, effective January 1,2021. He is a recognized industry leader in areas such as energy efficiency, smart meters, electric vehicles and battery storage. His work has positioned Con Edison in the forefront of the future energy industry. Ketschke, 48, joined the company in 1995 as a management intern. He has held officer positions in Electric Operations and Distributed Resource Integration as well as leadership positions in Electric Construction and System and in Human Resources. He was also the director of the Learning Center. Ketschke holds a BS in mechanical engineering and an MS in management from Stevens Institute of Technology, and completed an Executive MBA at Columbia University. He is a Rockefeller Fellow.

Consolidated Edison, Inc. is one of the nation’s largest investor-owned energy-delivery companies, with approximately $13 billion in annual revenues and $59 billion in assets. The company provides a wide range of energy-related products and services to its customers through the following subsidiaries: Consolidated Edison Company of New York, Inc. (CECONY), a regulated utility providing electric, gas and steam service in New York City and Westchester County, New York; Orange and Rockland Utilities, Inc. (O&R), a regulated utility serving customers in a 1,300-square-mile-area in southeastern New York State and northern New Jersey; Con Edison Clean Energy Businesses, Inc., which through its subsidiaries develops, owns and operates renewable and energy infrastructure projects and provides energy-related products and services to wholesale and retail customers; and Con Edison Transmission, Inc., which through its subsidiaries invests in electric and natural gas transmission projects.

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Cover Page	Sep. 17, 2020
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Sep. 17, 2020
Entity Registrant Name	Consolidated Edison, Inc
Entity Incorporation, State or Country Code	NY
Entity File Number	1-14514
Entity Tax Identification Number	13-3965100
Entity Address, Address Line One	4 Irving Place,
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10003
City Area Code	212
Local Phone Number	460-4600
Title of 12(b) Security	Common Shares ($.10 par value)
Trading Symbol	ED
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001047862
Amendment Flag	false
CECONY
Entity Information [Line Items]
Entity Registrant Name	Consolidated Edison Company of New York, Inc.
Entity Incorporation, State or Country Code	NY
Entity File Number	1-1217
Entity Tax Identification Number	13-5009340
Entity Address, Address Line One	4 Irving Place,
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10003
City Area Code	212
Local Phone Number	460-4600
Entity Central Index Key	0000023632