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[8-K] SOUTHERN CALIFORNIA EDISON Co Reports Material Event

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Southern California Edison Company announced that it has begun a cash tender offer to purchase any and all of the outstanding 5.45% Fixed-to-Floating Trust Preference Securities issued by SCE Trust V, its Delaware statutory trust subsidiary.

The offer commenced on November 20, 2025 and is scheduled to expire on December 19, 2025 at 5:00 p.m., New York City time, unless it is earlier extended or terminated. The company has filed a tender offer statement on Schedule TO, and holders are directed to the offer to purchase, letter of transmittal and related materials for the full terms and conditions. The company, its directors and the trust do not make any recommendation about whether holders should tender their securities.

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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 20, 2025

Commission
File Number

    

Exact Name of Registrant
as specified in its charter

    

State or Other Jurisdiction of
Incorporation or Organization

    

IRS Employer
Identification Number

1-2313

SOUTHERN CALIFORNIA EDISON COMPANY

California

95-1240335

Graphic

2244 Walnut Grove Avenue

(P.O. Box 800)

Rosemead,

California

91770

(Address of principal executive offices)

(626) 302-1212

(Registrant's telephone number, including area code)

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: None

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.

Item 8.01             Other Events

On November 20, 2025, Southern California Edison Company (the “Company”) issued a press release announcing the commencement of its tender offer (the “Offer”) to purchase for cash any and all of the outstanding 5.45% Fixed-to-Floating Trust Preference Securities (the “Trust Securities”) issued by SCE Trust V, a Delaware statutory trust subsidiary of the Company (the “Trust”). The Offers will expire on December 19, 2025 at 5:00 p.m., New York City time, unless the Company earlier extends or terminates it.

Attached as Exhibit 99.1, and incorporated by reference herein, is a copy of the Company’s press release dated November 20, 2025 related to the Offers.

Tender Offer Statement

This communication is for informational purposes only and is not an offer to buy or the solicitation of an offer to sell any shares of the Trust Securities. A tender offer statement on Schedule TO, including an offer to purchase, a letter of transmittal and related materials, has been filed with the Securities and Exchange Commission by the Company. The solicitation and offer to buy shares of the Trust Securities has been made pursuant to the offer to purchase, the letter of transmittal and the related materials that the Company has filed as part of the Schedule TO. Holders of the Trust Securities should carefully read those materials when they are available because they contain important information, including the various terms and conditions of the Offer. Neither the Company nor its directors nor the Trust make any recommendation as to whether to tender shares of the Trust Securities. Holders of the Trust Securities may obtain free copies of the tender offer statement on Schedule TO, the offer to purchase, the letter of transmittal and the related materials that have been filed by the Company with the Securities and Exchange Commission at the commission’s website at www.sec.gov. Holders of the Trust Securities also may obtain a copy of these documents, without charge, from the information agent for the Offer.

Item 9.01             Financial Statements and Exhibits

(d)        Exhibits

See the Exhibit Index below.

EXHIBIT INDEX

Exhibit No.

    

Description

99.1

Southern California Edison Company Press Release dated November 20, 2025

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SOUTHERN CALIFORNIA EDISON COMPANY

(Registrant)

/s/ Brendan Bond

Brendan Bond

Vice President and Treasurer

Date: November 20, 2025

FAQ

What did Southern California Edison (SCE) announce in this Form 8-K?

Southern California Edison Company announced the commencement of a cash tender offer to purchase any and all outstanding 5.45% Fixed-to-Floating Trust Preference Securities issued by SCE Trust V.

Which securities are included in SCE's tender offer?

The offer covers the outstanding 5.45% Fixed-to-Floating Trust Preference Securities issued by SCE Trust V, a Delaware statutory trust subsidiary of Southern California Edison Company.

What are the key dates for SCE's 5.45% trust securities tender offer?

The tender offer was announced and began on November 20, 2025 and is scheduled to expire on December 19, 2025 at 5:00 p.m., New York City time, unless it is earlier extended or terminated.

Does Southern California Edison recommend that holders tender their 5.45% Trust Preference Securities?

No. The disclosure states that neither the company, its directors, nor the trust makes any recommendation as to whether holders should tender their Trust Preference Securities.

Where can SCE Trust V security holders find the official tender offer documents?

Holders can obtain free copies of the tender offer statement on Schedule TO, the offer to purchase, the letter of transmittal and related materials at the SEC’s website, www.sec.gov, or from the information agent for the offer.

What SEC filing is associated with SCE's tender offer for the 5.45% Trust Preference Securities?

Southern California Edison Company has filed a tender offer statement on Schedule TO, which includes the offer to purchase, letter of transmittal and related materials governing the terms of the offer.

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