EVERSOURCE ENERGY

Regulatory Filings • May 3, 2023

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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 3, 2023 ( May 3, 2023 )

Commission File Number	Registrant; State of Incorporation Address; and Telephone Number	I.R.S. Employer Identification No.
1-5324	EVERSOURCE
ENERGY (a Massachusetts voluntary association) 300
Cadwell Drive Springfield , Massachusetts 01104 Telephone: ( 800 ) 286-5000	04-2147929
0-00404	THE
CONNECTICUT LIGHT AND POWER COMPANY (a Connecticut corporation) 107
Selden Street Berlin , Connecticut 06037-1616 Telephone: ( 800 ) 286-5000	06-0303850
1-02301	NSTAR
ELECTRIC COMPANY (a Massachusetts corporation) 800
Boylston Street Boston , Massachusetts 02199 Telephone: ( 800 ) 286-5000	04-1278810
1-6392	PUBLIC
SERVICE COMPANY OF NEW HAMPSHIRE (a New
Hampshire corporation) Energy
Park 780
North Commercial Street Manchester , New
Hampshire 03101-1134 Telephone: ( 800 ) 286-5000	02-0181050

Not Applicable

(Former name or former address, if changed since last report)

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 ( see General Instruction A.2. below):

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

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

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-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: — Registrant | Title of each class | Trading Symbol(s) | Name of
each exchange on which registered |
| --- | --- | --- | --- |
| Eversource Energy | Common
Shares, $5.00 par value per share | ES | New
York Stock Exchange |
| The Connecticut Light and Power Company | None | N/A | N/A |
| NSTAR Electric Company | None | N/A | N/A |
| Public Service Company of New Hampshire | None | N/A | N/A |

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 |
| --- | --- |
| Eversource Energy | ¨ |
| The Connecticut Light and Power Company | ¨ |
| NSTAR Electric Company | ¨ |
| Public Service Company of New Hampshire | ¨ |

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.

Eversource Energy	¨
The Connecticut Light and Power Company	¨
NSTAR Electric Company	¨
Public Service Company of New Hampshire	¨

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Section 2 Financial Information

Item 2.02 Results of Operations and Financial Conditions.

On May 3, 2023, Eversource Energy (the “Company”) issued a news release announcing its unaudited results of operations for the three months ended March 31, 2023, and related financial information for certain of its subsidiaries as of and for the same period. A copy of the news release and related unaudited financial reports are attached as Exhibits 99.1 and 99.2, and are incorporated herein by reference thereto.

The information contained in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission (“SEC”) nor incorporated by reference in any registration statement filed by Eversource Energy or any subsidiary thereof under the Securities Act of 1933, as amended (the “Securities Act”), unless specified otherwise.

Section 5 Corporate Governance and Management

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 3, 2023, the Board of Trustees (the “Board”) of Eversource Energy re-appointed Jay S. Buth, Vice President, Controller and Chief Accounting Officer of the Company, as the Company’s principal accounting officer, effective immediately. On September 16, 2022, John M. Moreira, Executive Vice President, Chief Financial Officer and Treasurer of the Company, had been appointed to serve as principal accounting officer on an interim basis.

Item 5.07 Submission of Matters to a Vote of Security Holders.

(a) On May 3, 2023, the Company held its 2023 Annual Meeting.

(b) Shareholders voted on the proposals set forth below. For more information on the following proposals, see the Company’s Proxy Statement dated March 24, 2023. On March 7, 2023, the record date for the Annual Meeting, there were 348,673,173 common shares outstanding and entitled to vote. At the Annual Meeting, 303,238,457 common shares were represented, in person or by proxy, constituting a quorum.

(1) Election of Trustees. The shareholders elected each of the 11 nominees to the Board of Trustees for a one-year term by a majority of the outstanding common shares:

Trustee	For	Against	Abstained	Broker Non-Votes
Cotton M. Cleveland	242,479,108	29,895,778	1,029,937	29,833,633
Francis A. Doyle	263,132,760	9,197,396	1,074,667	29,833,633
Linda Dorcena Forry	265,564,415	6,745,397	1,095,011	29,833,633
Gregory M. Jones	270,394,423	1,843,819	1,166,582	29,833,633
Lorretta D. Keane	271,068,120	1,355,373	981,330	29,833,633
John Y. Kim	270,316,227	2,031,347	1,057,250	29,833,633
Kenneth R. Leibler	258,984,918	13,282,848	1,137,057	29,833,633
David H. Long	265,143,685	7,200,430	1,060,709	29,833,633
Joseph R. Nolan, Jr.	248,894,079	21,865,890	2,644,854	29,833,633
William C. Van Faasen	255,189,835	17,111,962	1,103,027	29,833,633
Frederica M. Williams	262,999,992	9,411,772	993,059	29,833,633

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(2) The shareholders approved, on an advisory basis, the compensation of the Company’s 2022 Named Executive Officers:

For	Against	Abstained	Broker Non-Votes
251,319,385	20,429,081	1,656,357	29,833,633

(3) The shareholders voted for “1 year” on an advisory resolution on the frequency of shareholder votes on executive compensation:

1 Year	2 Years	3 Years	Abstained	Broker Non-Votes
266,250,993	1,105,942	4,539,434	1,508,455	29,833,633

(4) The shareholders approved the First Amendment to the 2018 Eversource Energy Incentive Plan (the “Plan”) to authorize up to an additional 4,200,000 common shares for issuance under the Plan:

For	Against	Abstained	Broker Non-Votes
248,877,743	22,856,964	1,670,116	29,833,633

(5) The shareholders approved an increase to the number of Eversource Energy common shares authorized for issuance by the Board in accordance with Section 19 of the Eversource Energy Declaration of Trust by 30,000,000 common shares, from 380,000,000 authorized common shares to 410,000,000 authorized common shares:

For	Against	Abstained	Broker Non-Votes
294,879,989	5,985,553	2,372,914	0

(6) The shareholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2023:

For	Against	Abstained	Broker Non-Votes
285,948,243	16,254,731	1,035,482	0

Section 7 Regulation FD

Item 7.01 Regulation FD Disclosure.

On May 4, 2023, Eversource Energy will webcast a conference call with financial analysts during which senior management will discuss the Company’s financial performance through the first quarter of 2023. The webcast will be accessible from the Investors section of the Eversource Energy website at www.eversource.com. Attached as Exhibit 99.3 and incorporated herein by reference are the slides to be discussed by Eversource Energy during the conference call.

The information contained in this Item 7.01, including Exhibit 99.3, shall not be deemed “filed” with the SEC nor incorporated by reference into any registration statement filed by Eversource Energy or any subsidiary thereof under the Securities Act, unless specified otherwise.

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Section 9 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

Exhibit Number	Description
99.1	News Release of Eversource Energy dated May 3, 2023.
99.2	Financial Report for the three months ended March 31, 2023.
99.3	May 4, 2023 presentation slides.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

/s/ Jay S. Buth
Jay S. Buth
Vice President, Controller and Chief Accounting Officer

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