Document
 
 
 
 
 
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): May 21, 2018
 
 
 
 
 
 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
 
 
 
 
 
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))



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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.    ¨

 
 
 
 
 

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Item 5.07
Submission of Matters to a Vote of Security Holders.

CON EDISON

(a)
At the Annual Meeting of Stockholders of Consolidated Edison, Inc. (“Con Edison”) on May 21, 2018, Con Edison’s stockholders voted to elect the members of its Board of Directors; to ratify the appointment of its independent accountants; and to approve, on an advisory basis, named executive officer compensation.

(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 are 76,462,406 shares that were broker non-votes.
Name
For
 
Against
 
Abstentions
George Campbell, Jr.
173,416,799

 
10,663,856

 
931,790

Ellen V. Futter
179,830,498

 
4,310,480

 
871,467

John F. Killian
182,051,798

 
2,048,949

 
910,527

John McAvoy
172,495,315

 
7,997,543

 
4,517,568

William J. Mulrow
182,482,520

 
1,587,805

 
940,121

Armando J. Olivera
182,532,202

 
1,523,003

 
957,240

Michael W. Ranger
178,356,264

 
5,730,046

 
926,135

Linda S. Sanford
182,461,004

 
1,675,096

 
876,345

Deirdre Stanley
182,539,556

 
1,551,751

 
920,855

L. Frederick Sutherland
180,255,454

 
3,853,397

 
903,594


(c)
The results of the vote to ratify the appointment of PricewaterhouseCoopers LLP as Con Edison’s independent accountants for 2018 were as follows: 250,135,662 shares were voted for this proposal; 9,892,838 shares were voted against the proposal; and 1,446,184 shares were abstentions.

(d)
The results of the advisory vote to approve named executive officer compensation were as follows: 171,731,491 shares were voted for this proposal; 11,059,822 shares were voted against the proposal; 2,221,132 shares were abstentions and 76,462,406 shares were broker non-votes.


CECONY

At the Annual Meeting of Stockholders of Consolidated Edison Company of New York, Inc. (“CECONY”) on May 21, 2018, all 235,488,094 outstanding shares of CECONY’s common stock, which are owned by Con Edison, were voted to elect as the members of CECONY’s Board of Trustees the same persons who, as indicated above, were elected as members of Con Edison’s Board of Directors.


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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 Muccilo
 
 
Robert Muccilo
 
 
Vice President and Controller
Date: May 24, 2018




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