UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 ofor ~~the Securities Exchange Act of 1934~~15(d)

~~Date~~ of ~~Earliest~~the ~~Event~~Securities ~~Reported:~~Exchange ~~April~~Act ~~14,~~of ~~2003~~1934

Date of Report (Date of earliest event reported): December 11, 2023

NIAGARA MOHAWK POWER CORPORATION

(~~exact~~Exact name of registrant as specified in its charter)

New York	~~1-2987~~	151-~~0265555~~2987	15-0265555
(state or other jurisdiction of incorporation)	(Commission File No.)	(I.R.S. Employer Identification No.)
(State or Other Jurisdiction of Incorporation)		(Commission File Number)	(I.R.S. Employer Identification No.)

300 Erie Boulevard West, Syracuse, New York 13202


300 Erie Boulevard West, Syracuse, New York		13202
(Address of principal executive offices)		(Zip Code)

(Address of principal executive offices)

(315) 474-1511

(Registrant'’s telephone number, including area code)

~~Item~~Not ~~5. Other Events~~Applicable

~~As previously reported on Form 8-K on November 29, 2002, during an audit, the New York State Department of Public Service Staff~~ (~~the Staff)~~Former ~~identified~~name ~~reconciliation~~or ~~issues~~former between the rate allowance and actual costs of Niagara Mohawk’s pension and other post-retirement benefits. These reconciliation issues covered the period before the acquisition by National Grid Group. In Novemberaddress, ~~Niagara~~if ~~Mohawk~~changed ~~(the~~since ~~Company)~~last initially projected that the audit would produce an $80 million adjustment to its deferral account and additional interest expense of approximately $10 million annually during calendar years 2001, 2000 and 1999. report)

~~The~~Check ~~Company~~the ~~has~~appropriate ~~reached~~box abelow ~~settlement~~if ~~with~~ the ~~Staff~~Form ~~that resolves all issues associated with its pension and other post~~8-~~retirement benefit~~K ~~obligations~~filing ~~and certain deferral account adjustments for the period prior to the acquisition. The settlement~~ is ~~subject~~intended to ~~public~~ ~~notice~~simultaneously ~~and~~satisfy ~~approval by~~ the ~~full~~filing ~~New~~obligation ~~York State Public Service Commission. Under the settlement, the Company has agreed to credit its deferral account by $55 million for a series~~ of ~~issues including pension and other post-retirement benefits, with~~ the ~~offset~~ ~~recorded~~registrant tounder ~~goodwill~~any ~~($37 million net~~ of ~~tax). Of this $55 million, $32 million relates specifically to other post-retirement benefits and will reduce~~ the ~~Company’s~~following ~~future funding obligations described below.~~ provisions:

In☐ ~~addition,~~Written ~~the~~communications ~~settlement~~pursuant ~~covers the funding of the Company’s pension and post-retirement benefit plans. Under the settlement, the Company has agreed~~ to ~~provide~~Rule ~~$100~~425 ~~million~~under ~~of tax-deductible funding by April 30, 2003. Of this amount, $32 million is offset by~~ the ~~regulatory~~ ~~deferral~~Securities ~~above,~~Act ~~and~~(17 ~~the~~CFR ~~remainder will fund already recorded liabilities~~230. ~~This funding includes $32 million of interest, of which $14 million net of tax has been recorded to goodwill.~~ 425)

~~Finally,~~☐ ~~the~~Soliciting ~~Company~~material ~~has~~pursuant ~~agreed~~ to ~~fund~~Rule ~~an additional $209 million, on a tax~~14a-~~deductible~~12 ~~basis,~~under bythe ~~December~~Exchange ~~31,~~Act ~~2011. This amount includes $18 million of interest, all of which will be recorded to goodwill~~ (~~$11~~17 ~~million~~CFR ~~net of tax)~~240. Prior to the acquisition, the Company had recorded all but the interest portion of the $209 million as a liability on its books. The Company will earn a rate of return of at least 6.60 percent on any portion of the $209 million that it funds before December 31, 2011, plus 80 percent of the amount by which the rate of return on the pension and post14a-~~retirement benefit funds exceeds 5.34 percent.~~ 12)

~~Niagara~~☐ ~~Mohawk will file amendments to its Transition Report on Form 10~~Pre-Kcommencement ~~for~~communications ~~the~~pursuant ~~transition period from January 1, 2002~~ to ~~March~~ ~~31,~~Rule ~~2002, and to its Quarterly Report on Form 10~~14d-Q2(b) ~~for~~under the ~~quarter~~Exchange ~~ended~~Act ~~June~~(17 ~~30,~~CFR ~~2002, its Quarterly Report on Form 10-Q for the quarter ended September 30, 2002, and its Quarterly Report on Form 10-Q for the quarter ended December 31, 2002~~240. ~~The adjustments described above are reflected in those amendments.~~ 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


Title of each class	Trading Symbol	Name of each exchange on which registered
3.6 % Cumulative Preferred Stock	NMK-B	New York Stock Exchange
3.9 % Cumulative Preferred Stock	NMK-C	New York Stock Exchange

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 3.01. Notice of Delisting or Failure to Satisfy a Continuing Listing Rule or Standard; Transfer of Listing.

Delisting and Deregistration of Preferred Stock

Niagara Mohawk Power Company (“NMPC”), an indirect wholly-owned subsidiary of National Grid plc (“NG”), together with NG publicly announced on December 11, 2023 its intention to voluntarily delist its 3.60% Preferred Stock and 3.90% Preferred Stock, which are both guaranteed fully and unconditionally by NG (together with the applicable guarantees by NG, the “Preferred Stock”) from the New York Stock Exchange (the “NYSE”) by filing Form 25 with the U.S. Securities and Exchange Commission (the “SEC”) on or about December 21, 2023. NMPC has provided written notice to the NYSE of such intent to voluntarily delist the Preferred Stock. Approximately ten days after the filing of the Form 25, NMPC and NG also expect to be able to deregister the Preferred Stock from registration with the SEC by filing Form 15 with the SEC.

A copy of the press release announcing the NMPC and NG’s intention to delist and deregister the Preferred Stock is furnished as Exhibit 99.1 hereto. This exhibit shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act and shall not be incorporated by reference in any filing by the Registrant under the U.S. Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.		Description

99.1		Press Release, dated December 11, 2023, issued by National Grid plc.

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

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrant~~Registrant has duly caused this ~~Current~~report ~~Report on Form 8-K~~ to be signed on its behalf by the undersigned ~~thereunto~~hereunto duly authorized.

NIAGARA MOHAWK POWER CORPORATION


	Niagara Mohawk Power Corporation

Dated: December 11, 2023

	By:	/s/ Christina Bostic
	Name:	Christina Bostic
	Title:	Treasurer

By /s/ Edward A. Capomacchio Edward A. Capomacchio Authorized Officer and Controller and Principal Accounting Officer

Date: April 14, 2003

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