(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices) |
(Zip Code) |
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)) |
Title of each class |
Trading Symbol |
Name of each exchange on which registered | ||
Consolidated Edison, Inc., | ||||
Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Item 5.07 |
Submission of Matters to a Vote of Security Holders. |
(a) | At the Annual Meeting, Con Edison’s stockholders voted to elect the members of its Board of Directors; to ratify the appointment of its independent accountants; to approve, on an advisory basis, named executive officer compensation; and to approve the Stock Purchase Plan. |
(b) | The name of each director elected, the number of shares voted for or against each director and the number of abstentions as to each director were as shown in the following table. Not included in such amounts were 53,344,112 shares that were broker non-votes. |
Name |
For |
Against |
Abstentions |
|||||||||
Timothy P. Cawley |
206,467,289 | 19,419,994 | 2,887,933 | |||||||||
Ellen V. Futter |
220,755,754 | 7,371,662 | 647,800 | |||||||||
John F. Killian |
209,418,110 | 18,705,666 | 651,440 | |||||||||
Karol V. Mason |
223,446,493 | 4,691,950 | 636,773 | |||||||||
Dwight A. McBride |
224,313,714 | 3,773,914 | 687,588 | |||||||||
William J. Mulrow |
212,076,976 | 16,022,035 | 676,205 | |||||||||
Armando J. Olivera |
222,676,760 | 5,426,034 | 672,422 | |||||||||
Michael W. Ranger |
209,136,234 | 18,990,951 | 648,031 | |||||||||
Linda S. Sanford |
225,614,172 | 2,516,737 | 644,307 | |||||||||
Deirdre Stanley |
220,048,210 | 8,065,883 | 661,123 | |||||||||
L. Frederick Sutherland |
216,772,950 | 11,327,566 | 674,700 | |||||||||
Catherine Zoi |
224,804,197 | 3,335,720 | 635,299 |
(c) | The results of the vote to ratify the appointment of PricewaterhouseCoopers LLP as Con Edison’s independent accountants for 2024 were as follows: 258,944,472 shares were voted for this proposal; 22,312,499 shares were voted against the proposal; and 862,357 shares were abstentions. |
(d) | The results of the advisory vote to approve named executive officer compensation were as follows: 211,863,522 shares were voted for this proposal; 15,471,912 shares were voted against the proposal; 1,439,782 shares were abstentions and 53,344,112 shares were broker non-votes. |
(e) | The results of the vote to approve the Stock Purchase Plan were as follows: 225,598,691 shares were voted for this proposal; 2,204,970 shares were voted against the proposal; 971,555 shares were abstentions and 53,344,112 shares were broker non-votes. |
Item 9.01 |
Financial Statements and Exhibits. |
Exhibit 10 | Consolidated Edison, Inc. Stock Purchase Plan (As Amended and Restated Effective May 20, 2024). | |
Exhibit 99 | Copy of the description of the Consolidated Edison, Inc. Stock Purchase Plan (As Amended and Restated Effective May 20, 2024) incorporated by reference in Item 5.02 this report. | |
Exhibit 104 | Cover Page Interactive Data File - The cover page iXBRL tags are embedded within the inline XBRL document |
CONSOLIDATED EDISON, INC. | ||
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. | ||
By | /s/ Joseph Miller | |
Joseph Miller | ||
Vice President, Controller and Chief Accounting Officer |