EVERSOURCE ENERGY — Director's Dealing 2018

Feb 9, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EVERSOURCE ENERGY (ES)
CIK: 0000072741
Period of Report: 2018-02-07

Reporting Person: LEMBO PHILIP J (EVP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-02-07	Common Shares, $5.00 par value	A	10682	—	Acquired	33803	Direct
2018-02-07	Common Shares, $5.00 par value	A	1983	—	Acquired	35786	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares, $5.00 par value	2676	Indirect
Common Shares, $5.00 par value	409	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Shares	$		Common Shares, $5.00 par value (3890)	3890	Direct

Footnotes

F1: Grant of restricted share units (RSUs) which vests in three equal installments on February 7, 2019, 2020, and 2021, subject to shareholder approval. Restricted share units are distributable in Eversource Energy common shares on a one-for-one basis. RSU holders are entitled to receive dividend equivalents, exempt from line item reporting under SEC Rule 16a-11, to the same extent dividends are paid on common shares.

F2: Includes restricted share units and dividend equivalents thereon.

F3: Performance shares and dividend equivalent shares for the 2015-2017 Long-Term Incentive Program as determined on February 7, 2018.

F4: Shares held in trust under the Eversource 401k Plan, a qualified plan, according to information supplied by the Plan's record keeper.

F5: Reporting Person's deferred compensation under the Eversource Deferred Compensation Plan, a non-qualified deferred compensation plan, that is nominally invested as common shares. Each phantom share represents the right to receive one Eversource Energy common share upon a distribution event, following vesting. Additional phantom shares are issued upon the automatic reinvestment of dividend-equivalents exempt from line item reporting under SEC Rule 16a-11.