[10-K] SOUTHERN CALIFORNIA EDISON Co Files Annual Report
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation or organization of Issuing Entity) |
(I.R.S. Employer Identification No. of Issuing Entity) | |
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(Address and zip code of principal executive offices of Issuing Entity) |
(Registrant’s telephone number, including area code of Issuing Entity) | |
| Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | Smaller reporting company | ||||
| Emerging growth company | ||||||
Auditor name: |
Auditor Firm ID: |
Auditor Location: |
PART I
| Item 1. | Business. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 1A. | Risk Factors. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 1B. | Unresolved Staff Comments. |
None.
| Item 2. | Properties. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 3. | Legal Proceedings. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 4. | Mine Safety Disclosures. |
Not applicable.
PART II
| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 6. | Selected Financial Data. |
Not applicable.
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 8. | Financial Statements and Supplementary Data. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 9A. | Controls and Procedures. |
Omitted pursuant to General Instruction J of Form 10-K.
| Item 9B. | Other Information. |
None.
PART III
| Item 10. | Directors, Executive Officers and Corporate Governance. |
The following are the managers of the Issuing Entity as of the date of this Annual Report on Form 10-K:
| Name |
Age | Background | ||
| Aaron D. Moss | 55 | President and Manager of the Issuing Entity and Senior Vice President and Chief Financial Officer, Southern California Edison Company (“SCE” or “Servicer”) since April 2022. From October 2017 to July 2021, Aaron was Vice President and Controller of SCE. From March 2016 to April 2022, Aaron was Vice President and Controller of SCE’s parent, Edison International. | ||
| Brendan Bond | 42 | Treasurer and Manager of the Issuing Entity since December 2024 and Vice President and Treasurer of SCE since September 2024. From October 2022 to present, Brendan has been the Treasurer of SCE’s parent, Edison International. From December 2021 to October 2022, Brendan was the Assistant Treasurer of both SCE and Edison International. From February 2019 to December 2021, Brendan was the Director of Corporate Finance of Edison International. | ||
| Sean L. Emerick | 59 | Independent Manager of the Issuing Entity since September 2020. Director, Special Services, CT Corporation System. From 2007 to 2011, Sean was the Vice President and General Manager of NRAI Corporate Services. From 2011 to 2014 he was Regional Service Manager, Special Services for CT Corporation. Sean has been a Director, Special Services for CT Corporation from 2014 to present. | ||
SCE Recovery Funding LLC is a wholly-owned subsidiary of SCE, which in turn is a wholly-owned subsidiary of Edison International. The Edison International Employee Code of Conduct is applicable to all officers and employees of Edison International and its subsidiaries. The Code is available on Edison International’s Internet website at www.edisoninvestor.com at “Corporate Governance.” Any amendments or waivers of Code provisions for the Company’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, will be posted on Edison International’s Internet website at www.edisoninvestor.com.
| Item 11. | Executive Compensation. |
Other than the annual independent manager fee of $2,500 paid to CT Corporation, SCE Recovery Funding LLC does not pay any compensation to its managers or executive officers.
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. |
None.
| Item 13. | Certain Relationships and Related Transactions, and Director Independence. |
Manager Sean Emerick is an independent manager and an employee of CT Corporation Staffing, Inc.
| Item 14. | Principal Accounting Fees and Services. |
Omitted pursuant to General Instruction J of Form 10-K.
PART IV
| Item 15. | Exhibits, Financial Statement Schedules. |
| (a) | Documents filed as a part of the report: |
| (1) | Financial statements. |
Omitted pursuant to General Instruction J of Form 10-K as listed under Item 8 of this report.
| (2) | Financial statement schedules. |
Omitted pursuant to General Instruction J of Form 10-K as listed under Item 8 of this report.
| (3) | Exhibits required by Item 601 of Regulation S (exhibits marked with an asterisk are filed herewith and the others are incorporated by reference): |
| 3.1 | Certificate of Formation of SCE Recovery Funding LLC (incorporated by reference to exhibit 3.1 to SCE and SCE Recovery Funding LLC Form SF-1 dated October 26, 2020). | |
| 3.2 | Amended and Restated Limited Liability Company Agreement of SCE Recovery Funding LLC executed as of September 10, 2020 (incorporated by reference to exhibit 3.2 to SCE and SCE Recovery Funding LLC Form SF-1/A dated January 19, 2021). | |
| 3.3 | First Amendment to Amended and Restated Limited Liability Company Agreement of SCE Recovery Funding LLC (incorporated by reference to Exhibit 3.3 included as an exhibit to Issuing Entity’s Form SF-1/A filed on February 4, 2021). | |
| 4.1 | Indenture between SCE Recovery Funding LLC and The Bank of New York Mellon Trust Company , N.A. (including the forms of the bonds) dated as of February 24, 2021 (incorporated by reference to exhibit 4.1 to the SCE and SCE Recovery Funding LLC Form 8-K dated February 24, 2021). | |
| 4.2 | Indenture between SCE Recovery Funding LLC and The Bank of New York Mellon Trust Company , N.A. (including the forms of the bonds) dated as of February 15, 2022 (incorporated by reference to exhibit 4.1 to the SCE and SCE Recovery Funding LLC Form 8-K dated February 15, 2022). | |
| 4.3 | Indenture between SCE Recovery Funding LLC and The Bank of New York Mellon Trust Company , N.A. (including the forms of the bonds) dated as of April 27, 2023 (incorporated by reference to exhibit 4.1 to the SCE and SCE Recovery Funding LLC Form 8-K dated April 28, 2023). | |
| 4.4 | Indenture between SCE Recovery Funding LLC and The Bank of New York Mellon Trust Company , N.A. (including the forms of the bonds) dated as of December 1, 2025 (incorporated by reference to exhibit 4.1 to the SCE and SCE Recovery Funding LLC Form 8-K dated December 1, 2025). | |
| 10.1 | Recovery Property Purchase and Sale Agreement dated as of February 24, 2021, between SCE Recovery Funding LLC and Southern California Edison Company , as seller (incorporated by reference to exhibit 10.2 to the SCE and SCE Recovery Funding LLC Form 8-K dated February 24, 2021). | |
| 10.2 | Recovery Property Purchase and Sale Agreement dated as of February 15, 2022, between SCE Recovery Funding LLC and Southern California Edison Company , as seller (incorporated by reference to exhibit 10.2 to the SCE and SCE Recovery Funding LLC Form 8-K dated February 15, 2022). | |
| 10.3 | Recovery Property Purchase and Sale Agreement dated as of April 27, 2023, between SCE Recovery Funding LLC and Southern California Edison Company , as seller (incorporated by reference to exhibit 10.2 to the SCE and SCE Recovery Funding LLC Form 8-K dated April 28, 2023). | |
| 10.4 | Recovery Property Purchase and Sale Agreement dated as of December 1, 2025, between SCE Recovery Funding LLC and Southern California Edison Company , as seller (incorporated by reference to exhibit 10.2 to the SCE and SCE Recovery Funding LLC Form 8-K dated December 1, 2025). | |
| 10.5 | Recovery Property Servicing Agreement dated as of February 24, 2021, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.1 to SCE Recovery Funding LLC Form 8-K dated February 24, 2021). | |
| 10.5.1 | Amendment to Recovery Property Servicing Agreement dated as of February 15, 2022, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.2.1 to SCE Recovery Funding LLC Form 10-K for the year ended December 31, 2021, dated March 31, 2022). | |
| 10.5.2 | Revision the Annex I to Recovery Property Servicing Agreement between SCE Recovery Funding LLC and Southern California Edison Company , as Servicer, dated February 24, 2021, as amended by Amendment to Recovery Property Servicing Agreement dated as of February 15, 2022, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.1.1 to SCE Recovery Funding LLC Form 10-D dated November 30, 2022) | |
| 10.6 | Recovery Property Servicing Agreement dated as of February 15, 2022, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.1 to SCE Recovery Funding LLC Form 8-K dated February 15, 2022). | |
| 10.6.1 | Revision the Annex I to Recovery Property Servicing Agreement between SCE Recovery Funding LLC and Southern California Edison Company , as Servicer, dated February 15, 2022, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.2.1 to SCE Recovery Funding LLC Form 10-D dated November 30, 2022) | |
| 10.7 | Recovery Property Servicing Agreement dated as of April 27, 2023, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.1 to SCE Recovery Funding LLC Form 8-K dated April 28, 2023). | |
| 10.8 | Recovery Property Servicing Agreement dated as of December 1, 2025, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.1 to SCE Recovery Funding LLC Form 8-K dated December 1, 2025). | |
| 10.9 | Administration Agreement dated as of February 24, 2021, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.3 to SCE Recovery Funding LLC Form 8-K dated February 24, 2021). | |
| 10.10 | Administration Agreement dated as of February 15, 2022, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.3 to SCE Recovery Funding LLC Form 8-K dated February 15, 2022). | |
| 10.11 | Administration Agreement dated as of April 27, 2023, between SCE Recovery Funding LLC and Southern California Edison Company , as servicer (incorporated by reference to exhibit 10.3 to SCE Recovery Funding LLC Form 8-K dated April 28, 2023). | |
| 10.12 | Administration Agreement dated as of December 1, 2025, between SCE Recovery Funding LLC and Southern California Edison Company, as servicer (incorporated by reference to exhibit 10.3 to SCE Recovery Funding LLC Form 8-K dated December 1, 2025). | |
| *31.1 | Certification. | |
| *33.1 | Report on assessment of compliance with servicing criteria for asset-backed issuers for Southern California Edison Company , as servicer. | |
| *33.2 | Report on assessment of compliance with servicing criteria for asset-backed issuers for The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee. | |
| *34.1 | Attestation report on assessment of compliance with servicing criteria for asset-backed securities of PricewaterhouseCoopers LLP on behalf of Southern California Edison Company , as servicer. | |
| *34.2 | Attestation report on assessment of compliance with servicing criteria for asset-backed securities of KPMG LLP on behalf of The Bank of New York Mellon Trust Company , N.A., as Indenture Trustee. | |
| *35.1 | Servicer compliance statement of Southern California Edison Company , as servicer. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| * | Filed herewith |
| (b) | See Item 15(a)(3) |
| (c) | Not applicable. |
| Item 16. | Form 10-K Summary |
None.
Substitute Information Provided in Accordance with General Instruction J to Form 10-K:
Item 1112(b). Significant Obligors of Pool Assets.
None.
Item 1114(b)(2). Credit Enhancement and Other Support, Except for Certain Derivatives Instruments.
None.
Item 1115(b). Certain Derivatives Instruments.
None.
Item 1117. Legal Proceedings.
None.
Item 1119. Affiliations and Certain Relationships and Related Transactions.
SCE Recovery Funding is a wholly-owned subsidiary of SCE, which is the depositor, sponsor and servicer.
Item 1122. Compliance with Applicable Servicing Criteria.
See Exhibits 33.1, 33.2, 34.1 and 34.2 under Item 15.
Item 1123. Servicer Compliance Statement.
See Exhibit 35.1 under Item 15.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| SCE Recovery Funding LLC, as Issuing Entity | ||||||
| Date: March 24, 2026 | By: | Southern California Edison Company, as servicer | ||||
| By: | /s/ Brendan Bond | |||||
| Brendan Bond | ||||||
| Vice President and Treasurer (Senior officer in charge of the servicing function of the servicer) | ||||||
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.
No such annual report, proxy statement, form of proxy or other soliciting material has been sent to the registrant’s security holders. The registrant will not be sending an annual report or proxy material to its security holders subsequent to the filing of this form.