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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): April 23, 2020
Commission
File Number
 
Exact Name of Registrant
as specified in its charter
 
State or Other Jurisdiction of
Incorporation or Organization
 
IRS Employer
Identification Number
1-9936
 
EDISON INTERNATIONAL
 
California
 
95-4137452
1-2313
 
SOUTHERN CALIFORNIA EDISON COMPANY
 
California
 
95-1240335

edisoninternational.jpg
 
sce.jpg
2244 Walnut Grove Avenue
 
2244 Walnut Grove Avenue
(P.O. Box 976)
 
(P.O. Box 800)
Rosemead,
California
91770
 
Rosemead,
California
91770
(Address of principal executive offices)
 
(Address of principal executive offices)
(626)
302-2222
 
 
(626)
302-1212
 

(Registrant's telephone number, including area code)
 

(Registrant's telephone number, including area code)

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))

Securities registered pursuant to Section 12(b) of the Act:
Edison International:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, no par value
EIX
NYSE
LLC
Southern California Edison Company:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Cumulative Preferred Stock, 4.08% Series
SCEpB
NYSE American LLC
Cumulative Preferred Stock, 4.24% Series
SCEpC
NYSE American LLC
Cumulative Preferred Stock, 4.32% Series
SCEpD
NYSE American LLC
Cumulative Preferred Stock, 4.78% Series
SCEpE
NYSE American LLC
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.                                                                                          ☐




Item 5.07    Submission of Matters to a Vote of Security Holders.    
At Edison International's ("EIX") and Southern California Edison Company's ("SCE") Annual Meeting of Shareholders on April 23, 2020, four matters for EIX and three matters for SCE were submitted to a vote of the respective shareholders: the election of eleven directors for EIX and twelve directors for SCE; ratification of the independent registered public accounting firm; an advisory vote to approve executive compensation; and a shareholder proposal regarding a shareholder vote on bylaw amendments (EIX only).
Shareholders elected eleven EIX nominees and twelve SCE nominees to the respective Boards of Directors. Each of the eleven EIX Director-nominees and twelve SCE Director-nominees received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum. The final vote results were as follows:
 
For
Against
Abstentions
Broker Non-Votes
Name
EIX
SCE
EIX
SCE
EIX
SCE
EIX
SCE
Jeanne Beliveau-Dunn
298,100,952
440,572,006
5,912,376
320,154
327,276
201,054
19,281,763
14,273,286
Michael C. Camuñez
302,489,767
440,209,732
1,489,144
671,556
361,693
211,926
19,281,763
14,273,286
Vanessa C.L. Chang
283,263,388
440,254,126
20,737,859
630,042
339,357
209,046
19,281,763
14,273,286
James T. Morris
301,763,162
440,561,428
2,235,489
324,762
341,953
207,024
19,281,763
14,273,286
Timothy T. O’Toole
301,799,986
440,561,674
2,211,654
324,642
328,964
206,898
19,281,763
14,273,286
Kevin M. Payne (SCE only)
 
440,604,124
 
278,646
 
210,444
 
14,273,286
Pedro J. Pizarro
303,345,229
440,594,854
620,034
289,254
375,341
209,106
19,281,763
14,273,286
Carey A. Smith
303,531,598
440,455,864
473,754
402,174
335,252
235,176
19,281,763
14,273,286
Linda G. Stuntz
303,003,165
440,344,162
999,573
552,918
337,866
196,134
19,281,763
14,273,286
William P. Sullivan
302,498,974
440,203,792
1,503,117
680,010
338,513
209,412
19,281,763
14,273,286
Peter J. Taylor
303,407,437
440,587,300
573,138
298,530
360,029
207,384
19,281,763
14,273,286
Keith Trent
303,458,126
440,623,546
530,153
282,312
352,325
187,356
19,281,763
14,273,286

Shareholders of each of EIX and SCE voted on proposals to ratify the appointment of the independent registered public accounting firm, PricewaterhouseCoopers LLP, each of which received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum, and was therefore adopted. The final vote results were as follows:
Company
For
Against
Abstentions
Broker Non-Votes
EIX
315,761,742
7,467,870
392,755
N/A
SCE
454,094,290
643,950
628,260
N/A

The advisory vote on each of the EIX's and SCE's executive compensation received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum, and was therefore adopted. The final vote results were as follows:
Company
For
Against
Abstentions
Broker Non-Votes
EIX
289,410,732
14,164,826
765,046
19,281,763
SCE
439,649,446
970,290
473,478
14,273,286










The shareholder proposal regarding a shareholder vote on bylaw amendments (EIX only) did not receive the affirmative vote of a majority of the votes cast and was not adopted. The final vote results were as follows:
Company
For
Against
Abstentions
Broker Non-Votes
EIX
5,315,754
297,991,248
1,033,602
19,281,763










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


 
EDISON INTERNATIONAL
 
(Registrant)
 
 
 
/s/ Aaron D. Moss
 
Aaron D. Moss
 
Vice President and Controller

Date: April 24, 2020


 
SOUTHERN CALIFORNIA EDISON COMPANY
 
(Registrant)
 
 
 
/s/ Aaron D. Moss
 
Aaron D. Moss
 
Vice President and Controller

Date: April 24, 2020