Please sign exactly as name(s) appears hereon. Full title of one signing in representative capacity should be clearly designated
after signature. Names of all joint holders should be written even if signed by only one.
THIS PROXY
IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints John F. Killian, John McAvoy and Michael W. Ranger and each or any
of them with power of substitution, proxies to vote all stock of the undersigned (including any shares held through the Companys Automatic Dividend Reinvestment and Cash Payment Plan) at the Annual Meeting of Stockholders on Monday,
May 21, 2018 at 10:00 a.m. at the Companys Headquarters, 4 Irving Place, New York, NY, or at any adjournments or postponements thereof, as specified on the reverse side in the election of Directors and on the proposals, all as more fully
set forth in the proxy statement, and in their discretion on any matters that may properly come before the meeting or at any adjournments or postponements thereof.
Your vote for the election of Directors may be indicated on the reverse side. Nominees are: 01 - George Campbell, Jr., 02 - Ellen V. Futter, 03 - John F.
Killian, 04 - John McAvoy, 05 - William J. Mulrow, 06 - Armando J. Olivera, 07 - Michael W. Ranger, 08 - Linda S. Sanford, 09 - Deirdre Stanley, and 10 - L. Frederick Sutherland.
THIS PROXY WILL BE VOTED AS DIRECTED ON THE REVERSE SIDE, BUT IF NO CHOICE IS MADE, THIS PROXY WILL BE VOTED FOR THE ELECTION OF THE NOMINEES
FOR DIRECTOR LISTED ABOVE (PROPOSAL 1), AND FOR PROPOSALS 2 AND 3.
(Items to be voted appear on reverse side.)
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Vote by Internet
Go to
www.investorvote.com/ED
Or scan the QR code with your
smartphone
Follow the
steps outlined on the secure website
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Important Notice Regarding the Availability of Proxy Materials for the
Consolidated Edison, Inc. Annual Meeting of Stockholders to be Held on Monday, May 21, 2018
Under Securities and Exchange Commission rules, you are receiving this Notice that the proxy materials for the Consolidated Edison, Inc. annual meeting of
stockholders are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting of stockholders are on the reverse side. Your vote is
important!
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage
you to access and review all of the important information contained in the proxy materials before voting. The Consolidated Edison, Inc. proxy materials are available at:
Easy Online Access A Convenient Way to View Proxy Materials and Vote
When you go online to view materials, you can also vote your shares.
Step 1:
Go to
www.investorvote.com/ED
.
Step 2:
Click on the icon on the right to view current meeting materials.
Step 3:
Return to the investorvote.com window and follow the instructions on the screen to log in.
Step 4:
Make your selection as instructed on each screen to select delivery preferences and vote.
When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.
Obtaining a Copy of the Proxy Materials If you want to receive a copy of these documents, you must request one. There is no charge to
you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before Friday, May 4, 2018 to facilitate timely delivery.
02SG5A
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Consolidated Edison, Inc. Annual Meeting of Stockholders Notice
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Consolidated Edison, Inc. Annual Meeting of Stockholders will be held on Monday, May 21, 2018 at Consolidated Edison, Inc.,
4 Irving Place, New York, NY, 10003 at 10:00 a.m. EDT.
Proposals to be voted on at the Annual Meeting of Stockholders are listed below along with
the Board of Directors recommendations.
The Board of Directors recommends a vote FOR all nominees listed, and FOR Proposals 2 and 3:
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1.
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Election of Directors
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1. George Campbell, Jr.
2. Ellen V. Futter
3. John F.
Killian
4. John McAvoy
5.
William J. Mulrow
6. Armando J. Olivera
7. Michael W. Ranger
8. Linda S.
Sanford
9. Deirdre Stanley
10. L. Frederick Sutherland
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2.
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Ratification of appointment of independent accountants.
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3.
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Advisory vote to approve named executive officer compensation.
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PLEASE NOTE YOU CANNOT VOTE BY
RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the Annual Meeting of Stockholders, please bring this notice with you.
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Directions to the Consolidated Edison, Inc. Annual Meeting of Stockholders are available in the
proxy statement which can be viewed at www.investorvote.com/ED.
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THIS NOTICE IS YOUR ADMISSION TICKET TO THE ANNUAL MEETING OF STOCKHOLDERS
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Heres how to order a copy of the proxy materials and select a future delivery
preference:
Paper copies:
Current and future paper delivery requests can be submitted via the telephone, Internet or
email options below.
Email
copies:
Current and future email delivery requests must be submitted via the
Internet following the instructions below. If you request an email copy of current materials you will receive an email with a link to the materials.
PLEASE
NOTE:
You must use the number in the shaded bar on the reverse side when requesting a set of proxy
materials.
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g
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Interne
t
Go to
ww
w
.investorvote.com/ED
.
Follow the instructions to log in and order a copy of the current meeting materials and submit your preference for
email or paper delivery of future meeting materials.
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g
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T
elephone
Call us free of charge at
1-866-641-4276
and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting. You can also
submit a preference to receive a paper copy for future meetings.
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g
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Email
Send email to
investorvote@computershare.com
with Proxy Materials Consolidated Edison, Inc. in the subject line. Include in the message your full name and address,
plus the number located in the shaded bar on the reverse side, and state in the email that you want a paper copy of current meeting materials. You can also state your preference to receive a paper copy for future meetings.
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To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by Friday, May 4, 2018.
02SG5A
CONSOLIDATED EDISON, INC.
ANNUAL MEETING FOR HOLDERS AS OF 3/23/18
TO BE HELD ON 5/21/18
Your vote is important. Thank you for voting.
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Read the Proxy Statement and have the Voting Instruction form below at
hand. Please note that telephone and Internet voting turns off at 11:59 p.m. Eastern Daylight Time the night before the meeting or cutoff date.
Vote by
Internet:
www.proxyvote.com
Vote by Phone:
1-800-454-8683
Vote by Mail:
Use the envelope
enclosed
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TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS:
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E39562-P04883
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Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders. The following materials are available at www.proxyvote.com:
Notice and Proxy Statement and Annual Report
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The Board of Directors recommends a vote FOR all of the nominees listed (Proposal 1):
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1.
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Election of Directors:
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For
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Against
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Abstain
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1a.
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George Campbell, Jr.
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1b.
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Ellen V. Futter
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1c.
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John F. Killian
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1d.
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John McAvoy
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1e.
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William J. Mulrow
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1f.
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Armando J. Olivera
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1g.
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Michael W. Ranger
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1h.
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Linda S. Sanford
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1i.
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Deirdre Stanley
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☐
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1j.
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L. Frederick Sutherland
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PLEASE X HERE ONLY IF YOU PLAN TO ATTEND THE MEETING AND VOTE THESE SHARES IN PERSON
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☐
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Th
e
Boar
d
o
f
Director
s
recommend
s
a
vote FOR Proposals 2 and 3:
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For
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Against
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Abstain
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2.
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Ratification of appointment of independent accountants.
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☐
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☐
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☐
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3.
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Advisory vote to approve named executive officer compensation.
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☐
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☐
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☐
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Signature [PLEASE SIGN WITHIN BOX]
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Date
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*** Exercise Your
Right
to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Annual Meeting of Stockholders to Be Held on Monday, May 21, 2018.
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Meeting Information
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CONSOLIDATED EDISON, INC.
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Meeting
Type:
Annual Meeting of Stockholders
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For holders as of:
March 23, 2018
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Date:
May 21, 2018
Time:
10:00
AM
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Location:
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4 Irving Place
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New York, NY 10003
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You are receiving this communication because you hold
shares in the company named above.
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This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the
Internet. You may view the proxy materials online at
www.proxyvote.co
m
or easily request a paper copy (see reverse side).
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We encourage you to access and review all of the important information contained in the proxy materials before voting.
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See the reverse
side of this notice to obtain proxy materials and voting instructions.
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Before You Vote
How to Access the Proxy Materials
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Proxy Materials Available to VIEW or RECEIVE:
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NOTICE AND PROXY
STATEMENT ANNUAL REPORT
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How to View Online:
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Have the information that is printed in the box marked by the arrow
(located on the following page) and visit:
www.proxyvote.com.
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How to Request and Receive a PAPER or
E-MAIL
Copy:
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If you want to receive a paper or
e-mail
copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make
your request:
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1)
BY
INTERNET:
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www.proxyvote.com
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2)
BY TELEPHONE:
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1-800-579-1639
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3)
BY E-MAIL*:
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sendmaterial@proxyvote.com
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*
If
requesting materials by
e-mail,
please send a blank
e-mail
with the information that is printed in the box marked by the arrow
(located on the following page) in the subject line.
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Requests, instructions and other inquiries sent to this
e-mail
address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before Monday, May 7, 2018 to facilitate timely delivery.
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How To Vote
Please Choose One of the Following Voting
Methods
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Vote By Internet:
To vote now by Internet, go to
www.proxyvote.com.
Have the information that is printed in the
box marked by the arrow
available and follow the instructions.
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Vote By Mail:
You can vote by mail by requesting a paper copy of the materials,
which will include a voting instruction form.
V
ot
e
I
n
P
erson
:
If you choose to vote these shares in person at the meeting, you must request a
legal proxy
. To do so, please follow the instructions at
www.proxyvote.com
or
request a paper copy of the materials, which will contain the appropriate instructions. Many annual meetings of stockholders have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity
holding the meeting. Please check the meeting materials for any special requirements for meeting attendance.
THIS NOTICE WILL SERVE AS AN ADMISSIONTICKET.
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Voting Items
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The Board of Directors recommends a vote FOR
all of the nominees listed (Proposal 1):
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1. Election of Directors:
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1a.
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George Campbell, Jr.
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The Board of Directors recommends a vote FOR Proposals 2 and 3:
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1b.
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Ellen V. Futter
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2.
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Ratification of appointment of independent accountants.
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1c.
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John F. Killian
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3.
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Advisory vote to approve named executive officer compensation.
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1d.
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John McAvoy
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1e.
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William J. Mulrow
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1f.
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Armando J. Olivera
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1g.
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Michael W. Ranger
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1h.
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Linda S. Sanford
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1i.
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Deirdre Stanley
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1j.
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L. Frederick Sutherland
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Electronic Voting Instructions
Available 24 hours a day, 7 days a week!
Instead of mailing your proxy, you may choose one of the voting methods outlined below to vote your proxy.
VALIDATION DETAILS ARE LOCATED BELOW IN THE TITLE BAR.
Proxies
submitted
by
the
Internet
or
telephone
must
be
received
by
1:00
a.m.,
ED
T
,
on
Monda
y
,
May
21,
2018.
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|
Vote by Internet
Go to
www.investorvote.com/EDESP
Or scan the QR code with your
smartphone
Follow the steps
outlined on the secure website
|
|
|
Vote by telephone
Call toll free
1-800-652-VOTE
(8683)
within the USA, US territories & Canada on a touch tone telephone.
Follow the instructions provided by the recorded message.
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Using a
black ink
pen, mark your votes with an
X
as shown in this example. Please do not write outside the
designated areas.
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IF
YOU
H
A
VE
NOT
VOTED
VIA
THE
INTERNET
OR
TELEPHONE,
FOLD
ALONG
THE
PERFOR
A
TION,
DE
T
ACH
AND
RETURN
THE
BOT
T
OM
PORTION
IN
THE
ENCLOSED
ENVELOPE.
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A
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Proposal
s
Th
e
Boar
d
o
f
Director
s
recommend
s
a
vot
e
FO
R
al
l
nominee
s
listed
,
an
d
FO
R
Proposal
s
2
an
d
3.
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1. Election of Directors
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For
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Against
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Abstain
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For
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Against
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Abstain
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01 - George Campbell, Jr.
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☐
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☐
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☐
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06 - Armando J. Olivera
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☐
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☐
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☐
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For
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Against
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Abstain
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02 - Ellen V. Futter
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☐
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☐
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☐
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07 - Michael W. Ranger
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☐
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☐
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☐
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2.
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Ratification of appointment of independent accountants.
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☐
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☐
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☐
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03 - John F. Killian
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☐
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☐
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☐
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08 - Linda S. Sanford
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☐
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☐
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☐
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3.
|
|
Advisory vote to approve named executive officer compensation.
|
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|
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☐
|
|
☐
|
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☐
|
04 - John McAvoy
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09 - Deirdre Stanley
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05 - William J. Mulrow
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☐
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☐
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☐
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10 - L. Frederick Sutherland
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☐
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☐
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☐
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Change of Address
Please print your new address below.
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Comments
Please print your comments below.
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Meeting Attendance
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Mark the box to the
right if you plan to
attend the Annual
Meeting of
Stockholders.
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☐
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C
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Authorized Signatures This section must be completed for your vote to be counted. Date and Sign Below
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Please sign exactly as name(s) appears hereon. Full title of one signing in representative capacity should be clearly designated
after signature. Names of all joint holders should be written even if signed by only one.
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Date (mm/dd/yyyy) Please print date below.
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Signature 1 Please keep signature within the box.
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Signature 2 Please keep signature within the box.
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/ /
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02SG6A
2018 Annual Meeting Admission Ticket
2018 Annual Meeting of
Consolidated Edison, Inc. Stockholders
Monday, May 21, 2018, 10:00 a.m. EDT
Consolidated Edison, Inc.
4 Irving Place, New York, NY 10003
This ticket admits only the named stockholder(s).
Please bring this admission ticket and a proper form of identification with you if attending the Annual Meeting of Stockholders.
YOUR VOTE
IS
IMPOR
T
ANT!
Please
vote
promptly
by
telephone,
through
the
Internet
or
by
completing
and
returning
the
attached
proxy
card.
IF
YOU
H
A
VE
NOT
VOTED
VIA
THE
INTERNET
OR
TELEPHONE,
FOLD
ALONG
THE
PERFOR
A
TION,
DE
T
ACH
AND
RETURN
THE
BOT
T
OM
PORTION
IN
THE
ENCLOSED
ENVELOPE.
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Consolidated Edison, Inc.
4 Irving Place
New York, NY 10003
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CONFIDENTIAL
VOTING
INSTRUCTIONS
T
O
COMPUTERSHARE
AS
PLAN
AGENT
FOR
THE
CONSOLID
A
TED
EDISON,
INC.
S
T
OCK
PURCHASE
PLAN (S
T
OCK
PURCHASE
PLAN)
CONSOLID
A
TED
EDISON,
INC.
PROXY
SOLICITED
BY THE
BOARD
OF
DIREC
T
ORS
FOR
THE
ANNUAL
MEETING
OF
S
T
OCKHOLDERS
T
O
BE
HELD ON
MOND
A
Y
,
M
A
Y
21,
2018
I hereby instruct Computershare, the Plan Agent for the Stock Purchase Plan, to vote (in person or by proxy) all of the shares of common stock of Consolidated
Edison, Inc. (the Company), which are credited to my account under the Stock Purchase Plan, at the Annual Meeting of Stockholders of the Company to be held on Monday, May 21, 2018, and at any adjournments or postponements thereof on the following
matters, all as more fully set forth in the proxy statement, as checked on the reverse side, and in its discretion upon such other matters as may properly come before the meeting or at any adjournments or postponements thereof. This form provides
Voting Instructions for shares held in the Stock Purchase Plan. If signed, dated and returned, the shares of common stock of the Company represented by the Voting Instructions will be voted in accordance with the specifications given.
(Items to be voted appear on reverse side.)
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CONSOLID
A
TED EDISON, INC.
4 IRVING PLACE - ROOM 16-205
NEW
YORK, NY 10003
A
TTN: JEANMARIE SCHIELER
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VOTING IS IMPORTANT. PLEASE VOTE TODAY.
Vote by Internet, phone or mail. Follow the instructions below.
VOTE BY INTERNET -
www.proxyvote.com
Use the
Internet to transmit these Voting Instructions and for electronic delivery of information up until 11:59 P.M. Eastern Daylight Time on Wednesday, May 16, 2018. Have this Voting Instruction form in hand when accessing the website and then follow
the instructions.
VOTE BY PHONE -
1-800-690-6903
Use any
touch-tone telephone to transmit these Voting Instructions up until
11:59 P.M. Eastern Daylight Time on Wednesday, May 16, 2018. Have this
Voting Instruction form in hand when calling and then follow the instructions.
VOTE BY MAIL
Mark, sign and date this Voting Instruction
form and return it in the postage-paid envelope provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717, by Wednesday, May 16, 2018. Do not vote by mail if Voting Instructions were previously transmitted by
Internet or phone.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK
INK AS FOLLOWS:
E39497-P04848 KEEP THIS PORTION FOR YOUR RECORDS
DETACH AND RETURN THIS PORTION ONLY
THIS VOTING INSTRUCTION FORM IS VALID ONLY WHEN SIGNED AND DATED.
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CONSOLIDATED EDISON, INC.
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The Board of Directors recommends a vote FOR
all of the nominees listed (Proposal 1):
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1.
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Election of Directors:
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For
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Against
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Abstain
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1a.
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George Campbell, Jr.
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☐
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☐
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☐
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1b.
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Ellen V. Futter
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☐
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☐
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☐
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1c.
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John F. Killian
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☐
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☐
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☐
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1d.
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John McAvoy
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☐
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☐
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☐
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1e.
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William J. Mulrow
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☐
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☐
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☐
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1f.
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Armando J. Olivera
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☐
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☐
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☐
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1g.
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Michael W. Ranger
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☐
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☐
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☐
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1h.
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Linda S. Sanford
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☐
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☐
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☐
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1i.
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Deirdre Stanley
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☐
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☐
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☐
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1j.
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L. Frederick Sutherland
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☐
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☐
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☐
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Th
e
Boar
d
o
f
Director
s
recommend
s
a
vot
e
FO
R Proposals 2 and 3:
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For
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Against
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Abstain
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2.
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Ratification of appointment of independent accountants.
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☐
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☐
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☐
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3.
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Advisory vote to approve named executive officer compensation.
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☐
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☐
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☐
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Please
sign exactly as the name(s) appear(s) hereon. When signing as attorney, executor, administrator, or other fiduciary, please give full title as such. Joint owners should each sign personally. All holders must sign. If a corporation or partnership,
please sign in full corporate or partnership name by authorized officer.
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Signature [PLEASE SIGN WITHIN BOX]
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Date
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Signature (Joint Owners)
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Date
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ADMISSION TICKET
Annual Meeting of Stockholders of
CONSOLIDATED EDISON, INC.
MONDAY, MAY 21, 2018 10:00 a.m.
4 Irving Place
New York,
NY 10003
This ticket admits only the named stockholder(s). Please bring this admission ticket and a
proper form of identification with you if attending the meeting.
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders:
The Notice and Proxy Statement and Annual Report are available at
www.proxyvote.com
.
E39498-P04848
CONFIDENTIAL VOTING INSTRUCTIONS
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To Vanguard Fiduciary Trust Company as Trustee under the Consolidated Edison Thrift
Savings Plan (Thrift Savings Plan) and the Con Edison Tax Reduction Act Stock Ownership
Plan (TRASOP Plan)
CONSOLIDATED EDISON, INC.
Annual Meeting of Stockholders
Monday, May 21, 2018
This proxy is solicited by the Board of Directors
Vanguard Fiduciary Trust Company, the Trustee of the Thrift Savings Plan
and TRASOP Plan (together, the Plans), is instructed to vote (in person or by proxy) all of the shares of common stock of Consolidated Edison, Inc. (the Company), which are credited to the account under the Plans, at the Annual Meeting of
Stockholders of the Company to be held on Monday, May 21, 2018, and at any adjournments or postponements thereof, for the matters listed on the reverse side, all as more fully set forth in the proxy statement, as checked on reverse side, and in
its discretion upon such other matters as may properly come before the meeting or any adjournments or postponements thereof. This form provides voting instructions for shares held in the Plans. If signed, dated and returned, the shares of common
stock of the Company represented by these Voting Instructions will be voted in accordance with the specifications given.
If shares are held in the Plans and these Voting Instructions are not returned to the Trustee by Wednesday, May 16, 2018, the shares will be voted in the
same manner and proportions as those shares for which the Trustee has received instructions. If these Voting Instructions are signed, dated and returned with no preference indicated, the shares will be voted on each proposal as recommended by the
Board of Directors.
Continued and to be signed on reverse
side
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