CMS Energy (NYSE: CMS) CEO receives 123,413 restricted stock award

Rhea-AI Filing Summary

CMS Energy Corporation reported an insider equity award for its President and CEO, Garrick J. Rochow. On January 29, 2026, he was granted 123,413 shares of common stock at a price of $0 per share.

The footnote explains this is restricted stock granted under CMS Energy's Performance Incentive Stock Plan, subject to a three-year "cliff" vesting schedule, meaning the shares vest only after three years. Following this award, Rochow beneficially owns 641,865 shares of CMS Energy common stock directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rochow Garrick J

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	123,413	$0.00	--

Holdings After Transaction: Common Stock — 641,865 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rochow Garrick J

(Last) (First) (Middle)

ONE ENERGY PLAZA

(Street)

JACKSON MI 49201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CMS ENERGY CORP [ CMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/29/2026		A		123,413(1)	A	$0	641,865	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted Stock granted by CMS Energy Corporation ("CMS") pursuant to CMS' Performance Incentive Stock Plan and subject to a three-year "cliff" vesting schedule.

Remarks:

	Rhonda M. Morris, Attny-in-Fact	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CMS (CMS) report in this Form 4?

CMS Energy reported an equity grant to its President and CEO, Garrick J. Rochow. He received 123,413 shares of common stock as restricted stock under the company’s Performance Incentive Stock Plan, with a three-year cliff vesting schedule and a reported price of $0 per share.

How many CMS (CMS) shares were granted to the CEO and at what price?

Garrick J. Rochow was granted 123,413 shares of CMS Energy common stock at a reported price of $0 per share. The grant is characterized as restricted stock under the company’s Performance Incentive Stock Plan, subject to specific vesting conditions over three years.

What is the vesting schedule for the CMS (CMS) restricted stock grant?

The restricted stock granted to Garrick J. Rochow follows a three-year "cliff" vesting schedule. This means none of the 123,413 shares vest gradually; instead, they become fully vested only after three years, as described in the footnote to the Form 4 transaction.

How many CMS (CMS) shares does the CEO own after this transaction?

After the reported restricted stock grant, Garrick J. Rochow beneficially owns 641,865 shares of CMS Energy common stock. The filing indicates this amount is held directly, reflecting his total reported direct ownership following the January 29, 2026 equity award.

What plan was used for the CMS (CMS) restricted stock granted to the CEO?

The restricted stock was granted under CMS Energy Corporation’s Performance Incentive Stock Plan. The Form 4 footnote explains that the 123,413 shares are restricted stock, subject to the plan’s terms and a three-year cliff vesting schedule before they fully vest.

What is Garrick J. Rochow’s role at CMS (CMS) according to the filing?

The filing lists Garrick J. Rochow as both a Director and an Officer of CMS Energy Corporation. His officer title is "President and CEO," indicating he serves as the company’s chief executive while also holding a seat on the board of directors.