Consolidated Edison (NYSE: ED) GC logs RSU grants, performance units and stock disposition

Rhea-AI Filing Summary

Consolidated Edison Inc. SVP and General Counsel Deneen L. Donnley reported multiple equity-related transactions. On February 18, 2026, she received 4,500 time-based restricted stock units with no purchase price, which are scheduled to vest in full on December 31, 2028 under the company's long-term incentive plan.

She also exercised 6,405 Performance Units, each economically equivalent to one share of common stock, and simultaneously disposed of 6,405 common shares to the issuer at $113.92 per share. According to the footnotes, these Performance Units, originally granted in 2023, vested and the reporting person elected to receive their value in cash.

In addition, she was granted 10,600 new Performance Units under the long-term incentive plan, scheduled to vest in 2029 upon determination of performance criteria. Each unit represents the economic value of one share of common stock, with the final amount of shares or cash equivalents dependent on achieving those performance targets.

Insider Trade Summary

6,405 shares exercised/converted

Mixed 5 txns

Insider Donnley Deneen L

Role SVP and General Counsel

Type	Security	Shares	Price	Value
Exercise	Performance Units	6,405	$0.00	--
Grant/Award	Performance Units	10,600	$0.00	--
Grant/Award	Time - Based Restricted Stock Units	4,500	$0.00	--
Exercise	Common Stock	6,405	$0.00	--
Disposition	Common Stock	6,405	$113.92	$730K

Holdings After Transaction: Performance Units — 0 shares (Direct); Time - Based Restricted Stock Units — 4,500 shares (Direct); Common Stock — 40,759.407 shares (Direct)

Footnotes (1)

1. Represents Performance Units granted in 2023 under the Company's Long Term Incentive Plan (the "LTIP") that vested for which the reporting person elected to receive the value in cash. The number of shares has been adjusted from the original reporting based upon the achievement of the performance criteria. Each Performance Unit is the economic equivalent of one share of Company common stock. Includes 67.803 shares acquired under the Company's Stock Purchase Plan since the reporting person's last filing. Represents a grant of Performance Units granted under the LTIP scheduled to vest in 2029 upon the determination of the performance criteria by the Management Development and Compensation Committee of the Board of Directors of the Company. Each Performance Unit is the economic equivalent of one share of Company common stock. The number of shares (or cash equivalents) ultimately received will be adjusted and determined based upon the achievement of the performance criteria. Represents a grant of time-based restricted stock units under the LTIP scheduled to vest in full on December 31, 2028. Each time-based restricted stock unit is a contingent right to receive one share of Company common stock.

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

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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^*

Donnley Deneen L

(Last) (First) (Middle)

CONSOLIDATED EDISON, INC. C/O SECRETARY

4 IRVING PLACE, SUITE 16-205

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CONSOLIDATED EDISON INC [ ED ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		M		6,405	A	(1)	40,759.407(2)	D
Common Stock	02/18/2026		D		6,405	D	$113.92(1)	34,354.407	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
Performance Units	(1)	02/18/2026		M			6,405	(1)	(1)	Common Stock	0	(1)	0	D
Performance Units	(3)	02/18/2026		A		10,600		(3)	(3)	Common Stock	10,600	(3)	10,600	D
Time - Based Restricted Stock Units	(4)	02/18/2026		A		4,500		12/31/2028	12/31/2028	Common Stock	4,500	(4)	4,500	D

Explanation of Responses:

1. Represents Performance Units granted in 2023 under the Company's Long Term Incentive Plan (the "LTIP") that vested for which the reporting person elected to receive the value in cash. The number of shares has been adjusted from the original reporting based upon the achievement of the performance criteria. Each Performance Unit is the economic equivalent of one share of Company common stock.

2. Includes 67.803 shares acquired under the Company's Stock Purchase Plan since the reporting person's last filing.

3. Represents a grant of Performance Units granted under the LTIP scheduled to vest in 2029 upon the determination of the performance criteria by the Management Development and Compensation Committee of the Board of Directors of the Company. Each Performance Unit is the economic equivalent of one share of Company common stock. The number of shares (or cash equivalents) ultimately received will be adjusted and determined based upon the achievement of the performance criteria.

4. Represents a grant of time-based restricted stock units under the LTIP scheduled to vest in full on December 31, 2028. Each time-based restricted stock unit is a contingent right to receive one share of Company common stock.

	William J. Kelleher; Attorney-in-Fact	02/20/2026
	** Signature of Reporting Person	Date
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FAQ

What new equity awards did ED executive Deneen L. Donnley receive?

Deneen L. Donnley received 4,500 time-based restricted stock units and 10,600 Performance Units under Consolidated Edison’s long-term incentive plan. The RSUs vest December 31, 2028, while the Performance Units are scheduled to vest in 2029 based on performance criteria.

How many Consolidated Edison Performance Units vested for Deneen L. Donnley?

6,405 Performance Units granted in 2023 vested for Deneen L. Donnley. Each unit is economically equivalent to one share of common stock, and she elected to receive their value in cash when they vested, according to the footnote disclosure.

Did Deneen L. Donnley dispose of any Consolidated Edison common stock?

Yes. She disposed of 6,405 shares of Consolidated Edison common stock to the issuer at a price of $113.92 per share. This disposition is linked to the exercise of an equal number of vested Performance Units on February 18, 2026.

When do Deneen L. Donnley’s new Consolidated Edison equity awards vest?

Her 4,500 time-based restricted stock units vest in full on December 31, 2028. The 10,600 Performance Units are scheduled to vest in 2029, subject to the Management Development and Compensation Committee determining performance goal achievement.

What is a Performance Unit in Consolidated Edison’s long-term incentive plan?

A Performance Unit is an award economically equivalent to one share of Consolidated Edison common stock. The number of shares or cash ultimately received is adjusted and determined based on achievement of specified performance criteria set under the long-term incentive plan.

What role does Deneen L. Donnley hold at Consolidated Edison Inc.?

Deneen L. Donnley serves as Senior Vice President and General Counsel of Consolidated Edison Inc. This role is identified in the insider report, which details her equity grants, performance-based awards, and related stock transactions under the company’s incentive plans.