Director Diane Leopold receives 769-share CMS Energy (CMS) stock award

Rhea-AI Filing Summary

CMS Energy Corp director Diane Leopold reported an acquisition of company shares through an equity award. She received 769 shares of common stock at a price of $0.00 per share, increasing her directly owned stake to 769 shares. The award was granted under CMS Energy Corporation's Performance Incentive Stock Plan and is subject to vesting at the next annual meeting date.

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

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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^*

Leopold Diane

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		A		769	A	$0	769(1)	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. Grant pursuant to CMS Energy Corporation's Performance Incentive Stock Plan, and subject to vest at the next annual meeting date.

Remarks:

	Rhonda M. Morris, Attny-in-fact	02/23/2026
	** 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) director Diane Leopold report?

CMS director Diane Leopold reported receiving an equity award of 769 shares of CMS Energy common stock. The shares were granted at $0.00 per share as part of the company’s Performance Incentive Stock Plan, increasing her directly owned holdings to 769 shares.

Was the CMS (CMS) insider transaction a purchase or an award?

The CMS transaction was an equity award, not an open-market purchase. Diane Leopold acquired 769 common shares at $0.00 per share under CMS Energy Corporation's Performance Incentive Stock Plan, reflecting non-cash director compensation rather than a cash investment.

When do Diane Leopold’s awarded CMS (CMS) shares vest?

The 769 CMS Energy shares granted to Diane Leopold are subject to vest at the next annual meeting date. Until that vesting event, the award remains contingent under the terms of CMS Energy Corporation's Performance Incentive Stock Plan for directors.

How many CMS (CMS) shares does Diane Leopold own after this Form 4?

After this reported award, Diane Leopold directly owns 769 shares of CMS Energy common stock. This total reflects the newly granted 769-share award, as disclosed, and represents her direct ownership position following the transaction.

What plan governed the CMS (CMS) stock award to Diane Leopold?

The stock grant to Diane Leopold was made under CMS Energy Corporation's Performance Incentive Stock Plan. The Form 4 notes that the 769-share award is subject to vesting at the next annual meeting date, consistent with the plan’s director compensation provisions.