[8-K] CONSOLIDATED EDISON INC Reports Material Event

Rhea-AI Filing Summary

Consolidated Edison Company of New York, Inc., a subsidiary of Consolidated Edison, Inc., reported that on November 17, 2025 it entered into an underwriting agreement to sell $900 million aggregate principal amount of its 5.75% Debentures, Series 2025 A due 2055. The debentures are long-term debt securities that bear interest at 5.75% and mature in 2055, providing the company with additional fixed-rate funding. These debentures were registered under the Securities Act of 1933 pursuant to an existing shelf Registration Statement on Form S-3 (No. 333-281192), which was declared effective on August 1, 2024.

Insights

Utility capital structure analyst

$900M long-dated debt adds fixed-rate capital for CECONY.

Consolidated Edison Company of New York, Inc. is issuing $900,000,000 aggregate principal amount of 5.75% Debentures, Series 2025 A due 2055 under an underwriting agreement with major banks. As a regulated utility, long-dated debt is a common way to fund large, long-lived infrastructure and maintain liquidity.

The coupon of 5.75% locks in funding costs on this tranche until the 2055 maturity, which can help align financing with long-term assets. However, it also increases interest expense versus prior lower-rate environments, and the net effect on credit metrics depends on how the proceeds are ultimately used, which is not detailed here.

The debentures are issued off an existing shelf Registration Statement on Form S-3 (No. 333-281192), effective August 1, 2024, which indicates pre-established access to capital markets. Subsequent disclosures in periodic reports can show how this additional debt fits into the broader funding plan and overall leverage profile.

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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): November 17, 2025

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		1-01217		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))

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Consolidated Edison, Inc.,		ED		New York Stock Exchange
Common Shares ($.10 par value)

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. ☐

INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 8.01. Other Events

On November 17, 2025, Consolidated Edison Company of New York, Inc. (“CECONY”) entered into an underwriting agreement with Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the underwriters named therein, for the sale of $900 million aggregate principal amount of CECONY’s 5.75% Debentures, Series 2025 A due 2055 (the “Debentures”). The Debentures were registered under the Securities Act of 1933 pursuant to a Registration Statement on Form S-3 (No. 333-281192, effective August 1, 2024).

ITEM 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit 1		Underwriting agreement relating to the Debentures
Exhibit 4		Form of the Debentures
Exhibit 5		Opinion of Deneen Donnley, Senior Vice President and General Counsel of CECONY relating to the Debentures
Exhibit 23		Consent of Deneen Donnley, Senior Vice President and General Counsel of CECONY (included in Exhibit 5)
Exhibit 104		Cover Page Interactive Data File – The cover page iXBRL tags are embedded within the inline XBRL document

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/ Joseph Miller
Joseph Miller
Vice President, Controller and Chief Accounting Officer

Date: November 19, 2025

FAQ

What did Consolidated Edison (ED) announce in this Form 8-K?

Consolidated Edison Company of New York, Inc. announced it entered into an underwriting agreement to sell $900 million of its 5.75% Debentures, Series 2025 A due 2055 to a syndicate of underwriters.

How much debt is CECONY issuing and at what interest rate?

CECONY is issuing $900 million aggregate principal amount of debentures that bear interest at a fixed rate of 5.75% and mature in 2055.

Which banks are underwriting the new Consolidated Edison debentures?

The underwriting agreement is with Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, acting as representatives of the underwriters named in the agreement.

Under which registration statement are the new CECONY debentures registered?

The 5.75% Debentures, Series 2025 A due 2055 are registered under the Securities Act of 1933 pursuant to Registration Statement on Form S-3 No. 333-281192, which became effective on August 1, 2024.

What exhibits are included with this Consolidated Edison 8-K filing?

The exhibits include the underwriting agreement for the debentures (Exhibit 1), the form of the debentures (Exhibit 4), the legal opinion of CECONY's General Counsel regarding the debentures (Exhibit 5), the related consent (Exhibit 23), and the cover page interactive data file (Exhibit 104).

Which Consolidated Edison entities are covered in this report?

The report covers both Consolidated Edison, Inc. and its subsidiary Consolidated Edison Company of New York, Inc., with the debenture issuance taking place at the CECONY level.