Cawley Timothy 4

What Happened

• Timothy Cawley, Chairman, President & CEO of Consolidated Edison, had 33,773 performance‑based units converted/exercised and those 33,773 shares were disposed to the issuer at $113.92 per share, generating $3,847,420 on Feb 18, 2026. The filing also shows new grants of 69,000 performance units and 29,600 time‑based restricted stock units (RSUs).
• This transaction reflects award conversion/settlement activity (derivative conversion and disposition), not an open‑market sale. The reporting person elected to receive the value of certain vested Performance Units in cash (see footnote F1).

Key Details

• Transaction date: 2026-02-18; Form 4 filed: 2026-02-20 (timely).
• Disposition: 33,773 shares to issuer at $113.92 = $3,847,420.
• Derivative activity: conversion/exercise of 33,773 performance units (coded M) and immediate disposition (coded D) to issuer.
• Grants: 69,000 performance units (scheduled vest 2029; F4) and 29,600 time‑based RSUs (vest 12/31/2028; F5) were reported as newly awarded.
• Minor plan activity: 104.017 shares acquired under the Stock Purchase Plan since last filing (F2); Thrift Plan balance change noted (F3).
• Shares owned after the transactions: not disclosed in the provided summary of the filing.

Context

• The conversion + disposition pattern and footnote F1 indicate these were performance unit settlements where the reporting person elected cash value (each Performance Unit = economic equivalent of one share). Disposition to the issuer is commonly used to satisfy cash settlement or tax withholding obligations rather than an open‑market sale.
• Grants shown (F4, F5) are ongoing compensation awards that will vest in future years and are contingent on performance/time criteria. These are routine executive compensation events and do not by themselves indicate buy/sell sentiment.