Nachmias Stuart 4

4 · CONSOLIDATED EDISON INC · Filed Feb 20, 2026

AI-generated summary of this filing

Updated Feb 20, 2026

Consolidated Edison (ED) CEO Stuart Nachmias Sells 2,006 Shares

What Happened

Stuart Nachmias, President & CEO of Consolidated Edison (ED), had a net cash transaction on 2026-02-18 in which 2,006 shares were disposed to the issuer at $113.92 per share, generating $228,524. The filing shows these shares arose from the conversion/exercise of derivative awards (performance units) that were then paid out in cash.
On the same date, Nachmias was granted 3,300 performance units (long-term incentive, scheduled to vest in 2029) and 1,400 time‑based restricted stock units (scheduled to vest on 12/31/2028). The filing also notes 29.748 shares acquired under the company’s Employee Stock Purchase Plan since his last filing.

Key Details

Transaction date: 2026-02-18; sale price: $113.92; proceeds: $228,524.
Derivative activity: 2,006 performance‑unit equivalents were converted/exercised and the economic value was received in cash (per footnote F1).
Grants: 3,300 performance units (vest in 2029; F3) and 1,400 time‑based RSUs (vest 12/31/2028; F4).
Small additional purchase: 29.748 shares from the Employee Stock Purchase Plan since last filing (F2).
Shares owned after the transactions: not stated in the provided filing excerpt.
Filing timeliness: Reported on 2026-02-20 for transactions on 2026-02-18 (appears timely under Form 4 rules).

Context

This was effectively a cash payout of vested performance units (converted/exercised and paid to the insider), not an open-market sale. Such transactions often reflect routine vesting/cash elections rather than a direct market-driven sale signal.
The new grants (performance units and RSUs) are long‑term compensation tied to future vesting and performance; they do not represent an immediate purchase of shares.

Form 4

Period: 2026-02-18

President & CEO CET

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-02-18+2,006→ 11,747.819 total
Disposition to Issuer
Common Stock
[F1]
2026-02-18$113.92/sh−2,006$228,524→ 9,741.819 total
Exercise/Conversion
Performance Units
[F1]
2026-02-18−2,006→ 0 total
→ Common Stock (2,006 underlying)
Award
Performance Units
[F3]
2026-02-18+3,300→ 3,300 total
→ Common Stock (3,300 underlying)
Award
Time - Based Restricted Stock Units
[F4]
2026-02-18+1,400→ 1,400 total
From: 2028-12-31Exp: 2028-12-31→ Common Stock (1,400 underlying)

Footnotes (4)

[F1]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.
[F2]Includes 29.748 shares acquired under the Company's Stock Purchase Plan since the reporting person's last filing.
[F3]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.
[F4]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.

Signature

William J. Kelleher; Attorney-in-Fact|2026-02-20

1 file