Current Report Filing (8-k)

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): May 6, 2019

Consolidated Edison, Inc.

(Exact name of registrant as specified in its charter)



New York	1-14514	13-3965100
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)



4 Irving Place, New York, New York		10003
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 460-4600

Consolidated Edison Company of New York, Inc.

(Exact name of registrant as specified in its charter)



New York	1-1217	13-5009340
( State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)



4 Irving Place, New York, New York		10003
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 460-4600

Securities Registered Pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol	Name of each exchange on which registered
Consolidated Edison, Inc.,	ED	New York Stock Exchange
Common Shares ($.10 par value)

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:



o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 o

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. o



ITEM 8.01	OTHER EVENTS.

On May 6, 2019, Consolidated Edison Company of New York, Inc. (“CECONY”) entered into an underwriting agreement with Barclays Capital Inc., J.P. Morgan Securities LLC and SMBC Nikko Securities America, Inc., as representatives of the underwriters named therein, for the sale of $700 million aggregate principal amount of CECONY’s 4.125% Debentures, Series 2019 A (the “Series 2019 A Debentures”). The Series 2019 A Debentures were registered under the Securities Act of 1933 pursuant to a Registration Statement on Form S-3 (No. 333-226539, effective August 2, 2018).



ITEM 9.01	FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.



Exhibit 1	Underwriting agreement relating to the 2019 A Debentures
Exhibit 4	Form of the Series 2019 A Debentures
Exhibit 5	Opinion of Elizabeth D. Moore, Esq., Senior Vice President and General Counsel of CECONY relating to the 2019 A Debentures
Exhibit 23	Consent of Elizabeth D. Moore, Esq., Senior Vice President and General Counsel of CECONY (included in Exhibit 5)

SIGNATURES

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