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ES 10-K & 10-Q changes, risk factors and insider trading

Eversource Energy · NYSE · Electric Services · CIK 72741 · All filings on SEC.gov

Everything below is quoted or computed from Eversource Energy's public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

14 / 10risk-factor paragraphs added / removed in latest 10-K
4new risk-factor headings
1Form 4 filings reporting open-market purchases (last 180 days)
2Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-17 (period ending 2025-12-31) with 10-K filed 2025-02-14 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

14new paragraphs
10removed paragraphs
32reworded paragraphs
6,165 → 6,076words in section

New heading “We are increasingly integrating artificial intelligence (AI) into our operations, and while these technologies offer operational benefits, they also introduce significant risks that could adversely impact our business and results of operations.”

New heading “Rate Regulation, Cost Recovery and Affordability”

New heading “State-Level Risks”

New heading “Federal-Level Risks”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: fine, penalt, sanction, inflation
“Adverse publicity of this nature could harm our reputation and the reputation of our subsidiaries; may make state legislatures, utility commissions and other regulatory authorities less likely to view us in a favorable light; and may cause us to be subject to less favorable legislative and regulatory outcomes, legal claims or increased regulatory oversight. …”
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New text topics: litigation, fine, penalt, ai
“We deploy AI tools and models in areas such as weather forecasting, grid planning, asset management, customer service and internal support functions. This deployment is overseen by an internal governance and oversight committee, which has established policies and procedures and reviews and approves the use of AI throughout the organization. AI systems may produce inaccurate, biased or otherwise unreliable forecasts or recommendations due to flawed algorithms, limited training data or unforeseen conditions which could result in service disruptions, regulatory penalties and reputational harm. …”
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New text topics: fine, penalt, sanction, climate
“Our electric, natural gas and water utility subsidiaries serve large customer bases and are subject to adverse publicity regarding service safety, reliability and response times to outages, leaks or other interruptions, including those related to storms or climate change. Negative publicity can harm our reputation, influence legislative and regulatory bodies, and result in unfavorable outcomes, such as stricter operational standards, vegetation management requirements, fines, penalties or other sanctions.”
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New text topics: penalt, tariff, credit rating
“Regulatory commissions may challenge the reasonableness or prudency of operating expenses (including storm restoration costs) incurred or capital investments made by our regulated operating companies and deny the full recovery of cost of service in rates. Established rates are subject to subsequent prudency reviews by state regulators, whereby various portions of rates could be adjusted, subject to refund or disallowed, including cost recovery mechanisms. …”
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Removed text topics: fine, penalt, credit rating
“The federal, state and local political and economic environment currently has, and may in the future have, an adverse effect on regulatory decisions with negative consequences for us. These regulatory decisions currently, and may in the future, require us to cancel, reduce, or delay planned development activities or other planned capital expenditures or investments or otherwise incur costs that we may not be able to recover through rates. …”
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Removed text topics: tariff, credit rating
“Under state and federal law, our electric, natural gas and water companies are entitled to charge rates that are sufficient to allow them an opportunity to recover their prudently incurred operating and capital costs and a reasonable rate of return on invested capital, to attract needed capital and maintain their financial integrity, while also protecting relevant public interests. Our electric, natural gas and water companies are required to engage in regulatory approval proceedings as a part of the process of establishing the terms and rates for their respective services. …”
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Full comparison: every changed paragraph (56)

Green = added, red = removed. Unchanged paragraphs, 1 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

Cybersecurity Threats and AttacksRisks:

Reworded

Cyberattacks,Cyber events, including acts of war or terrorism, targeted directly on or indirectly affecting our systems or the systems of third parties on which we rely, could severely impair operations, negatively impact our business, lead to the disclosure of confidential information and adversely affect our reputation.

Reworded

Cyberattacks that seek to exploit potential vulnerabilities in the utility industry and seek to disrupt electric, natural gas and water transmission and distribution systems are increasing in sophistication,sophistication including artificial intelligence, magnitude and frequency. Various geo-political conflicts and acts of war around the world continue to result in increased cyberattacks against critical infrastructure. In addition to intentional attacks, we also face risks from other cybersecurity events, such as software defects, misconfigurations, system integration failures and problematic third-party software or firmware updates that can cause widespread outages or disruptions even in the absence of a deliberate attack. A successful cyberattack onor theother informationsignificant cyber event affecting technology systems that control our transmission, distribution, natural gas and water systems or other assets could impair or prevent us from managing these systems and facilities, operating our systems effectively, or properly managing our data, networks and programs. The breach or failure of certain information or operational technology systems could adversely affect our ability to correctly record, process and report financial information. A major cyber incidentevent could result in significant expenses to investigate and to repair system damage or security breaches and could lead to litigation, fines, other remedial action, heightened regulatory scrutiny and damage to our reputation.

Reworded

We have instituted safeguards to protect our information technology systems and assets.assets; however, we cannot guarantee that our security efforts will prevent or deter cyberattacks. We deploy substantial technologies to system and application security, encryption and other measures to protect our computer systems and infrastructure from unauthorized access or misuse.misuse and to detect and respond to cyber events. Specifically, regarding vulnerabilities, we patch systems timely where patches are available to deploy,deploy and have technologies that detect exploits of vulnerabilities and proactively block the exploit when it happens. We also interface with numerous external entities to improve our cybersecurity situational awareness. The FERC, through the North American Electric Reliability Corporation (NERC), requires certain safeguards to be implemented to deter cyberattacks. These safeguards may not always be effective due to the evolving nature of cyberattacks. We maintain cyber insurance to cover damages, potential ransom and defense costs related to breaches of networksnetwork or operational technology, but it may be insufficient in limits and coverage exclusions to cover all losses.

Removed

Any such cyberattacks could result in loss of service to customers and a significant decrease in revenues, which could have a material adverse impact on our financial position, results of operations, and cash flows.

Reworded

In the regular course of business, we, and our third-party suppliers, rely on information technology to maintain sensitive Company, customer, employee, financial and system operating information. We are required by various federal and state laws to safeguard this information. Cyber intrusions, security breaches, theft or loss of this information by cybercrime or otherwise could lead to the release of critical operating information or confidential Company, customer or employee information, which could adversely affect our business operations or adversely impact our reputation,reputation and could result in significant costs, fines and litigation. We employ system controls to prevent the dissemination of certain confidential information and periodically train employees on phishing risks. We maintain cyber insurance to cover damages, costs related to a system disruption, potential ransom and defense costs arising from unauthorized disclosure of, or failure to protect, private information, as well as costs for notification to, or for credit monitoring of, customers, employees and other persons in the event of a breach of private information. This insurance covers amounts paid to address a network attack or the disclosure of personal information,information and costs of a qualified forensics firm to determine the cause, source and extent of a network attack or to investigate, examine and analyze our network to find the cause, source and extent of a data breach, but it may be insufficient to cover all losses. While we have implemented measures designed to prevent network attacks and mitigate their effects should they occur, these measures may not be effective due to the continually evolving nature of efforts to access confidential information.

Added

We are increasingly integrating artificial intelligence (AI) into our operations, and while these technologies offer operational benefits, they also introduce significant risks that could adversely impact our business and results of operations.

Added

We deploy AI tools and models in areas such as weather forecasting, grid planning, asset management, customer service and internal support functions. This deployment is overseen by an internal governance and oversight committee, which has established policies and procedures and reviews and approves the use of AI throughout the organization. AI systems may produce inaccurate, biased or otherwise unreliable forecasts or recommendations due to flawed algorithms, limited training data or unforeseen conditions which could result in service disruptions, regulatory penalties and reputational harm. Evolving AI regulations may impose new compliance and reporting obligations or restrict usage and stakeholders may raise concerns about transparency, bias, and accountability. Despite implementing a governance framework and policies and controls in place related to AI use, including human oversight of critical decisions and outputs, these risks could negatively affect operations, expose us to litigation or regulatory penalties or fines, increase costs and impair our ability to meet customer expectations, which could have a material adverse impact on our financial position, results of operations, and cash flows.

Added

Rate Regulation, Cost Recovery and Affordability

Added

Our electric, natural gas, and water utility companies are subject to regulation by federal and state agencies and each is required to engage in regulatory approval proceedings as a part of the process of establishing the terms and rates for service. Our regulated companies are entitled to charge rates that are sufficient to recover prudently incurred costs and a reasonable return on investment on invested capital. Regulatory decisions may require us to cancel, delay, or reduce planned investments or incur costs we cannot recover. Rates are subject to prudency reviews, refunds or disallowances and may not align with the timing of costs incurred. Adverse outcomes, including reductions in allowed rate of return, disallowance of costs or delays in rate adjustment, could adversely affect our financial position, results of operations and cash flows.

Added

Customer affordability concerns, driven by volatility in energy supply costs, evolving public policy mandates and inflationary pressures, may limit our ability to recover costs or fund infrastructure upgrades. Regulators may respond by imposing stricter cost recovery standards, delaying or denying rate increases or cost recovery or requiring alternative funding mechanisms increasing financial uncertainty. Heightened political and public scrutiny of rate-setting processes may also lead to additional compliance obligations or reputational risk. These factors could adversely affect our financial position, results of operations and cash flows.

Added

State-Level Risks

Added

State commissions regulate rates, operations, accounting and certain financing activities. Rates are set in comprehensive base rate proceedings based on an analysis of invested capital, expenses and other factors, subject to periodic review and adjustments. Regulatory proceedings typically involve multiple parties who have differing concerns and can challenge our current or future rates, and these proceedings can be contentious, lengthy, and subject to appeal. This may lead to uncertainty as to the ultimate result of those proceedings.

Added

Regulatory commissions may challenge the reasonableness or prudency of operating expenses (including storm restoration costs) incurred or capital investments made by our regulated operating companies and deny the full recovery of cost of service in rates. Established rates are subject to subsequent prudency reviews by state regulators, whereby various portions of rates could be adjusted, subject to refund or disallowed, including cost recovery mechanisms. The ultimate outcome and timing of regulatory rate proceedings or challenges to certain provisions in our distribution tariffs could have a significant effect on our ability to recover costs timely, or at all, or earn an adequate return. We have incurred significant storm restoration costs that are not yet approved by the regulatory commissions, and though we believe those costs were prudently incurred, it is possible that some amount may be disallowed. Regulators may also impose penalties or reduce allowed returns, which would adversely affect our financial condition. Additionally, catastrophic events at other utilities could lead to new requirements that increase costs. We continue to monitor the evolving regulatory environment in Connecticut, including changes in the composition of PURA, which may affect our electric, natural gas and water businesses in that state. Adverse decisions in our proceedings could adversely affect our credit ratings, financial position, results of operations, and cash flows.

Added

Regulatory approval is also required for certain dispositions of property and plant, mergers and consolidations and issuances of long-term securities, and construction and operation of facilities. Failure to obtain required approvals on a timely basis, or at all, could result in increased costs, the postponement or cancellation of planned transactions or projects, changes in financing strategies, and an adverse effect on our financial condition, results of operations, and ability to implement our business strategy.

Added

Federal-Level Risks

Removed

The rates that our electric, natural gas and water companies charge their customers are determined by their state regulatory commissions. These commissions also regulate the companies' accounting, operations, the issuance of certain securities and certain other matters. The FERC regulates the transmission of electric energy, the sale of electric energy at wholesale, accounting, issuance of certain securities and certain other matters, including reliability standards through the NERC. The regulatory process may be adversely affected by the political, regulatory and economic environment in the states in which we operate.

Removed

Under state and federal law, our electric, natural gas and water companies are entitled to charge rates that are sufficient to allow them an opportunity to recover their prudently incurred operating and capital costs and a reasonable rate of return on invested capital, to attract needed capital and maintain their financial integrity, while also protecting relevant public interests. Our electric, natural gas and water companies are required to engage in regulatory approval proceedings as a part of the process of establishing the terms and rates for their respective services. Each of these companies prepares and submits periodic rate filings with their respective state regulatory commissions for review and approval, which allows for various entities to challenge our current or future rates, structures or mechanisms and could alter or limit the rates we are allowed to charge our customers. These proceedings typically involve multiple parties, including governmental bodies and officials, consumer advocacy groups, and various consumers of energy, who have differing concerns. Any change in rates, including changes in allowed rate of return, are subject to regulatory approval proceedings that can be contentious, lengthy, and subject to appeal. This may lead to uncertainty as to the ultimate result of those proceedings. Established rates are also subject to subsequent prudency reviews by state regulators, whereby various portions of rates could be adjusted, subject to refund or disallowed, including cost recovery mechanisms. The ultimate outcome and timing of regulatory rate proceedings or challenges to certain provisions in our distribution tariffs could have a significant effect on our ability to recover costs timely or at all or earn an adequate return. Adverse decisions in our proceedings could adversely affect our credit ratings, financial position, results of operations, and cash flows.

Removed

The federal, state and local political and economic environment currently has, and may in the future have, an adverse effect on regulatory decisions with negative consequences for us. These regulatory decisions currently, and may in the future, require us to cancel, reduce, or delay planned development activities or other planned capital expenditures or investments or otherwise incur costs that we may not be able to recover through rates. There can be no assurance that regulators will approve the recovery of all costs incurred by our electric, natural gas and water companies, including costs for construction, operation and maintenance, and storm restoration. The inability to recover a significant amount of operating costs in a timely manner or at all could have an adverse effect on our credit ratings, financial position, results of operations, and cash flows. Changes to rates may occur at times different from when costs are incurred. Additionally, catastrophic events at other utilities could result in our regulators and legislators imposing additional requirements that may lead to additional costs for the companies. In addition to the risk of disallowance of incurred costs, regulators may also impose downward adjustments in a company’s allowed ROE as well as assess penalties and fines. These actions would have an adverse effect on our credit ratings, financial position, results of operations, and cash flows.

Removed

We continue to experience challenges related to the regulatory environment in Connecticut with respect to our electric distribution, natural gas, and water businesses. S&P recently downgraded the credit ratings of Eversource and its regulated utilities as a result of the challenging regulatory environment in Connecticut.

Reworded

The FERC has jurisdiction over our transmission costscost recovery and our allowed ROEs.ROEs on transmission investments. If FERC changes its methodology on developing ROEs,ROEs thereor eliminates certain transmission incentives, it could be a negativenegatively impact onour ourfinancial position, results of operations and cash flows. From time to time, various matters are pending before FERC relating to transmission rates, incentives, interconnections and transmission planning. Depending on the outcome, any of these matters could materially impact our results of operations and financial condition. Additionally, certain outside parties have filed four complaints against transmission-owning electric companies within ISO-NEISO-NE, alleging that our allowed ROEs are unjust and unreasonable. An adverse decision in any of these four complaints could adversely affect our financial position, results of operations,operations and cash flows.

Removed

The FERC also has jurisdiction over our transmission rate incentives such as the regional transmission organization (RTO) participation ROE incentive adder, CWIP in rate base incentive and the abandoned plant incentive. If the FERC changes its policies regarding these incentives, there could be a negative impact on our financial position, results of operations, and cash flows. Additionally, the FERC issued a Supplemental Notice of Proposed Rulemaking (NOPR) on Transmission Incentives that proposes to eliminate the existing RTO ROE incentive adder for utilities that have been participating in an RTO for more than three years. A FERC decision approving this proposal could adversely affect our financial position, results of operations, and cash flows.

Reworded

Further, FERC's policy has encouraged competition for transmission projects, even within existing service territories of electric companies,projects as it looks to expand the transmission system to accommodate state and federal policy goals to utilize more renewable energy resources as well as to enhance reliability and resilience for extreme weather events.events while lowering costs. Implementation of FERC's goals, including within our service territories,goals may expose us to competition for construction of transmission projects, which could result in being exposed to cost caps or a reduced ROE in order to win a project bid, additional regulatory considerations,considerations and potential delay with respect to future transmission projects, which may adversely affect our results of operations and lower rate base growth.

Added

New processes and planning frameworks, including ISO-NE’s Longer-Term Transmission Planning (LTTP) competitive solicitation process and advisory role as asset condition reviewer, introduce uncertainty around project timing, scope and cost recovery. Competitive solicitations for certain transmission projects may require us to compete against non-incumbent developers, rather than relying on traditional cost-of-service recovery. Failure to secure projects through these processes could reduce transmission investment opportunities and associated incentives, adversely affecting our financial position, results of operations and cash flows.

Reworded

Changes in tax laws, as well as the potential tax effects of business decisions or other actions by the federal government such as Presidential executive orders could negatively impact our business, financial position, results of operations,operations and cash flows.

Added

Our electric, natural gas and water utility subsidiaries serve large customer bases and are subject to adverse publicity regarding service safety, reliability and response times to outages, leaks or other interruptions, including those related to storms or climate change. Negative publicity can harm our reputation, influence legislative and regulatory bodies, and result in unfavorable outcomes, such as stricter operational standards, vegetation management requirements, fines, penalties or other sanctions.

Added

We also depend on third-party suppliers for power and natural gas. Factors such as inflation, tariffs, geopolitical conflicts, rising energy demand, supply costs, and public policy charges contribute to high customer bills in New England. In extreme cases, ISO-NE may require load shed if regional power capacity is insufficient. High customer bills or failure to meet energy needs could reduce customer satisfaction adversely affecting our business, reputation, financial position, results of operations, and cash flows.

Removed

Because utility companies, including our electric, natural gas and water utility subsidiaries, have large customer bases, they are subject to adverse publicity focused on the safety and reliability of their distribution services and the speed with which they are able to respond to electric outages, natural gas leaks and similar interruptions caused by storm damage or other unanticipated events, including those related to climate change.

Removed

Adverse publicity of this nature could harm our reputation and the reputation of our subsidiaries; may make state legislatures, utility commissions and other regulatory authorities less likely to view us in a favorable light; and may cause us to be subject to less favorable legislative and regulatory outcomes, legal claims or increased regulatory oversight. Unfavorable regulatory outcomes can include more stringent laws and regulations governing our operations, such as reliability and customer service quality standards or vegetation management requirements, as well as fines, penalties or other sanctions or requirements. Further, we rely upon purchased power and purchased natural gas supply from third parties to meet customers’ energy requirements. Due to a variety of factors, including the inflationary economic environment, geo-political conflicts, increased customer energy demand, the cost of energy supply, and public benefit charges assessed by our regulators, customer bills in New England remain high. We also may be required to implement rolling blackouts by ISO-NE, the region’s independent grid operator if enough capacity is not available in the area to meet peak demand needs. Significant cost increases, as well as any failure to meet customer energy requirements, could negatively impact the satisfaction of our customers and our customers’ ability to pay their utility bills, which could have an adverse impact on our business, reputation, financial position, results of operations, and cash flows.

Reworded

Addressing any adverse publicity, regulatory scrutinyactions or enforcement or other legal proceedings is time consumingcostly and expensivetime-consuming and, regardless of the factual basis for the assertions being made,and can have a negativenegatively impact on the reputation of our business, on theemployee morale and performance of our employees and on our relationships with respective regulators, customers and counterparties. We are unable to predict futureFuture legislative or regulatory changes,changes initiativesare or interpretations or other legal proceedings,unpredictable, and therewe cancannot be no assurance thatensure we will beare able to respond adequately to such actions.adequately. The direct and indirect effects of negative publicity, and the demands of responding to and addressing it,publicity may havematerially a material adverse effect onaffect our financial position, results of operations, and cash flows.

Removed

Our subsidiaries’ operations are subject to extensive and increasing federal, state and local environmental statutes, rules and regulations that govern, among other things, water quality (including treatment of PFAS (Per- and Polyfluoroalkyl Substances) and lead), water discharges, the management of hazardous material and solid waste, and air emissions including greenhouse gases. Compliance with these requirements requires us to incur significant costs relating to environmental permitting, monitoring, maintenance and upgrading of facilities, remediation, and reporting. For our water business, compliance with water quality regulations, including those for PFAS and lead, could require the construction of facilities and replacement of customer lead service lines, respectively.

Reworded

The costs of compliance with existing legal requirements or legal requirements not yet adopted may increase in the future. Although we have recorded liabilities for known environmental obligations, these costs can be difficult to estimate due to uncertainties aboutsuch as the extent of contamination, remediation alternatives, the remediation levels required by state and federal agencies, change in environmental regulations, and the financial ability of other potentially responsible parties. An increase in such costs, unless promptly recovered, could have an adverse impact on our business and our financial position, results of operations,operations and cash flows.

Added

Our subsidiaries’ operations are also subject to extensive and increasing federal, state and local environmental statutes, rules and regulations that govern, among other things, water quality (including treatment of PFAS (Per- and Polyfluoroalkyl Substances) and lead), water discharges, the management of hazardous material and solid waste, and air emissions including greenhouse gases. Compliance with these requirements requires us to incur significant costs relating to environmental permitting, monitoring, maintenance and upgrading of facilities, remediation, and reporting. For our water business, compliance with water quality regulations, including those for PFAS and lead, could require the construction of facilities and replacement of customer lead service lines, respectively.

Reworded

In each of the states that we operate, there are requirements for purchases of renewable energy credits from the generation of renewable energy. As the requirement for credits increaseincreases and outpace the renewable energy coming online, we may be required to pay higher prices and make alternative compliance payments to the states. Unless renewable energy availability is increased to meet these credit requirements, we will face the risk of increasing costs.

Reworded

Variability in the costs and final investment returns of the Revolution Wind and South Fork Wind offshore wind projects no longer owned by Eversource and the inability to monetize investment tax credits and investment tax credit adders could have an adverse impact on our financial position, results of operations, and cash flows.

Reworded

We completed the sales of our offshore wind investments in 2024. Following the sale of our 50 percent ownership share in the South Fork Wind and Revolution Wind projects, we have continuing financial exposure as it relates to the purchase price post-closing adjustment payments under the terms of the sale agreement with Global Infrastructure Partners (GIP) for these projects. Our future obligations under the sale terms primarily include a capital expenditure overrun sharing obligation, an obligation to maintain GIP’s internal rate of return through the construction period for each project, and obligation for other future costs.costs prior to commercial operation. Post-closing purchase price adjustment payments willare be madeowed following the commercial operation of Revolution Wind. Factors that could increase the post-closing adjustment payments owed to GIP include the ultimate cost of construction and timing and extent of cost overruns for Revolution Wind, delays in construction,construction such as from federal governmental stop work orders, damage to equipment, and weather conditions, which would also impact the economics associated with the purchase price adjustment, and Revolution Wind’s eligibility for federal investment tax credits (ITCs) at a value lower value than assumed and included in the purchase price. New information that becomes available or future developments that arise as the construction of Revolution Wind progresses and as cost estimates are reviewed and revised could result in increased costs of the project that would ultimately be owed to GIP. Adverse changes in facts and circumstancescircumstances, regulations or Presidential executive orders could increase the obligation under the sale agreement above the amount accrued and result in additional losses, which could have a material adverse effect on our financial position, results of operations, and cash flows.

Reworded

Additionally, we hold a tax equity investment in South Fork Wind that is expected to result in cash flow benefits from ITCs at a 30 percent level. The tax deductibilitytreatment of the ITCs could be challenged.challenged and is subject to audit by the IRS. If the project does not meet the qualifications under federal tax law, we may be unable to monetize the ITCs that support this investment, which could have a material adverse effect on our financial position, results of operations, and cash flows.

Reworded

The effects of climate change, including severe storms, could cause significant damage to any of our facilities or assets requiring extensive expenditures, the recovery for which is subject to approval by regulators.

Reworded

Climate change creates physical and financial risks to our operations. Physical risks from climate change may include an increase in sea levels and changes in weather conditions, such as changes in precipitation, extreme heat and weather events, including the effects of significantly stronger wind-related events. Customers’ energy and water needs vary with weather conditions, primarily related to temperature and humidity. For residential customers, heating and cooling represent their largest energy use. For water customers, conservation measures imposed by the communities we serve could impact water usage. To the extent weather conditions are affected by climate change, customers’ energy and water usage could increase or decrease depending on the duration and magnitude of the changes.

Reworded

Severe weather induced by climate change, such as extreme and frequent ice and snowstorms, tornadoes, micro-bursts, hurricanes, floods, droughts, wildfires, landslides, excess humidity and other natural or weather-related phenomenon, may cause outages and property damage, which may require us to incur additional costs that may not be recoverable from customers. The cost of repairing damagedamages to our operating subsidiaries' facilities and the potential disruption of their operations due to the increase in frequency and severity of storms, natural disasters or other catastrophic events could be substantial, particularly as regulators and customers demand better and quicker response times to outages. If, upon review, any of our state regulatory authorities finds that our actions were imprudent, some of those restoration costs may not be recoverable from customers and could result in penalties or fines. The inability to recover a significant amount of such costs could have an adverse effect on our financial position, results of operations,operations and cash flows. We maintain property insurance, but it may be insufficient in limits and coverage exclusions to cover all losses. Additionally, these types of weather events risk interruption of the supply chain and could disrupt the delivery of goods and services required for our operations.

Reworded

Initiatives to mitigate the impacts of climate change, support a transition to cleaner energy, and reduce emissions, may have a material adverse financial impact toon our business. These impacts include the costs associated with the development and implementation of new technologies to maintain system reliability and resiliency and lower emissions, including grid modernization and energy storage. An increase in such costs, unless promptly recovered, could have an adverse impact on our financial position, results of operations, and cash flows. There may also be financial and reputational risks if we fail to meet evolving customer expectations, including enabling the integration of residential renewables and providing low carbon solutions, such as electric vehicle infrastructure and energy efficiency services. Additionally, actions to mitigate climate change may result in a transition in our workforce that must adapt to meet the need for new job skills. Associated costs include training programs for existing employees and workforce development as we transition to new technologies and clean energy solutions. Further, the view of natural gas as an attractive fuel source for heating and power generation may be at risk. Certain environmental activist groups, investors and governmental entities continue to oppose natural gas delivery and infrastructure investments because of perceived environmental impacts associated with the natural gas supply chain and end use.

Reworded

Our water business faces an inherent strategic risk related to adequacy of supply (i.e., water scarcity). Water scarcity risk is heightened by multiple factors. We expect that climate change will cause both an increase in demand due to increasing temperatures and a potential for a decrease ofin available supply due to shifting rainfall and recharge patterns. Regulatory constraints also present challenges to permit new sources of supply in the region. In Connecticut, where the vast majoritymost of our dams are located, impounded waterways are required to release minimum downstream flow. New regulations are being phased into effect over the next one to five years that will increase the volume of downstream releases required across our Connecticut service territory, depleting the volume of supply in storage that is used to meet customer demands. This combination of factors may cause an increased likelihood of drought emergencies and water use restrictions that could adversely affect our ability to provide water to our customers, and reputational/brand damage that could negatively impact our water business.

Reworded

Our water supplies, including water provided to our customers, are also subject to possible contamination from naturally occurring compounds and elements or non-organic substances, including PFAS. Our water systems include impounding dams and reservoirs and groundwater sources (e.g. wells and aquifers) of various sizes. Although we believe our water supply facilities, dams, reservoirs, and groundwater sources are structurally sound and well-maintained, significant damage to these facilities, or a significant decrease in the water supplies (reservoirs and groundwater), could adversely affect our ability to provide water to our customers until the facilities and a sufficient amount ofenough water can be restored. A failure of a dam could result in personal injuries and downstream property damage for which we may be liable. The failure of a dam would also adversely affect our ability to supply water in sufficient quantities tofor our customers. Any losses or liabilities incurred due to a failure of one of our dams may not be recoverable in rates and may have a material adverse effect on our financial position, results of operations, and cash flows. We maintain liability insurance, but it may be insufficient in limits and coverage exclusions to cover all losses.

Reworded

Physical attacks, including acts of war or terrorism, both threatened and actual, that damage our transmission and distribution systems or other assets could negatively impact our ability to transmit or distribute energy, water, natural gas, or operate our systems efficiently or at all. Because our electric transmission systems are part of an interconnected regional grid, we face the risk of widespread blackouts due to grid disturbances or disruptions on a neighboring interconnected system. Similarly, our natural gas distribution system is connected to transmission pipelines not owned by Eversource. If there was an attack on the transmission pipelines, it could impact our ability to deliver natural gas. If our assets were physically damaged and were not recovered in a timely manner, it could result in a loss of service to customers, a significant decrease in revenues, significant expense to repair system damage, costs associated with governmental actions in response to such attacks,attacks and liability claims, all of which could have a material adverse impact on our financial position, results of operations,operations and cash flows. We maintain property and liability insurance, but it may be insufficient in limits and coverage exclusions to cover all losses. In addition, physical attacks against third-party providers could have a similar effect on the operation of our systems.

Reworded

We are pursuing investment opportunities in electric transmission facilities, distributed generation and other clean-energy infrastructure, including interconnection facilities. The development of these projects involveinvolves numerous significant risks including federal, state and local permitting and regulatory approval processes, scheduling or permitting delays, increased costs, tax strategies and changes to federal tax laws, new legislation impacting the industry, including clean energy programs, economic events or factors, environmental, community, and customer affordability concerns, design and siting issues,issues and difficulties in obtaining required rights of way, and competition from incumbent utilities and other entities.way. Also, supply constraints in New England have led to significant increases in commodity costs which may impact our ability to accomplish our strategic objectives. Further, regional clean energy goals may not be achieved if local, state,state and federal policy is not in alignmentaligned with integrated planning of our infrastructure investments.investments or if goals result in a significant increase to customer rates.

Reworded

Our ability to safely and properly operate our transmission and distribution systems is critical to the financial performance of our business. Our transmission and distribution businesses face several operational risks, including the breakdown, failure of, or damage to operating equipment, information technology systems, or processes, especially due to age; labor disputes; disruptions in the delivery of electricity, natural gas and water; increased capital expenditure requirements, including those due to environmental regulation; catastrophic events resulting from equipment failures such as wildfires and explosions, or external events such as a solar event, an electromagnetic event, or other similar occurrences; increasingly severe weather conditions due to climate change beyond equipment and plant design capacity; human error; global supply chain disruptions; and potential claims for property damage or personal injuries beyond the scope of our insurance coverage. Many of our transmission projects are expected to alleviate identified reliability issues and reduce customers' costs. However, ifIf the in-service date for one or more of theseour transmission projects is delayed due to economic events or factors, or regulatory or other delays, including permitting and siting, the risk of failures in the electric transmission system may increase. We also implement new information technology systems from time to time, which may disrupt operations. Any failure of our transmission and distribution systems to operate as planned may result in increased capital costs, reduced earnings or unplanned increases in operations and maintenance costs. The inability to recover a significant amount of such costs could have an adverse effect on our financial position, results of operations, and cash flows.

Reworded

Advances in technology that reduce the costs of alternative methods of producing electric energy to a level that is competitive with that of current electric production methods, could result in loss of market share and customers,customers and may require us to make significant expenditures to remain competitive. These changes in technology, including micro-grids and advances in energy or battery storage, could also alter the channels through which electric customers buy or utilize energy, which could reduce our revenues or increase our expenses. Economic downturns or periods of high energy supply costs typically can lead to the development of legislative and regulatory policy designed to promote reductions in energy consumption and increased energy efficiency and self-generation by customers. Additionally, in response to risks posed by climate change, we may need to make investments in our system including upgrades or retrofits to meet enhanced design criteria, which can incur additional costs over conventional solutions.

Reworded

We outsource certain services to third parties in areas including information technology, transaction processing, human resources, payroll and payroll processing and certain operational areas. Outsourcing of services to third parties could expose us to substandard quality of service delivery or substandard deliverables,delivery, which may result in missed deadlines or other timeliness issues, non-compliance (including with applicable legal requirements and industry standards) or reputational harm, which could negatively impact our results of operations. Our contractual arrangements with these contractors typically include performance standards, progress payments, insurance requirements and security for performance. The global supply chain of goods and services generally has stabilized; however, certain specialized equipment has long lead times and inflated prices.prices, as well as competition from within and outside the utility industry. Additionally, rising geo-political tensions could negatively impact the global supply chain. If significant difficulties in the global supply chain cycle or inflationary impacts were to reemerge, they could adversely affect our results of operations, or adversely affect our ability to work with regulators, unions, customers or employees.

Removed

Additionally, rising geo-political tensions could negatively impact the global supply chain. If significant difficulties in the global supply chain cycle or inflationary impacts were to reemerge, they could adversely affect our results of operations, or adversely affect our ability to work with regulators, unions, customers or employees.

Reworded

Our operations depend on the continued efforts of our employees. Retaining key employees and maintaining the ability to attract new employees are important to both our operational and financial performance. We cannot guarantee that any member of our management or any key employee at the Eversource parent or subsidiary level will continue to serve in any capacity for any particular period of time.period. Our workforce in our subsidiaries includes many workers with highly specialized skills safely maintaining and servicing the electric, natural gas and water infrastructure that cannot be quickly replaced due to the technically complex work they perform. We have developed strategic workforce plans to identify key functions and proactively implement plans to assureensure a ready and qualified workforce, but we cannot predict the impact of these plans on our ability to hire and retain key employees. Labor disputes, work stoppages or an inability to negotiate future collective bargaining agreements on commercially reasonable terms, as well as the increased competition for talent or the intentional misconduct of employees or contractors, may also have an adverse effect on our business, financial position and results of operations.

Reworded

We use short-term debt and the long-term capital markets as a significant source of liquidity and funding for capital requirements not obtained from our operating cash flow. If access to these sources of liquidity becomes constrained, our ability to implement our business strategy could be adversely affected. InInterest addition,rate interest rates may increase in the future. As a result, interest ratesincreases on future credit facilities and debt offerings could be higher than current levels, causing our financing costs to increase accordingly, which could adversely impact our financial position, results of operations,operations and cash flows. S&P recently downgraded the credit ratings of Eversource and its regulated utilities as a result of the challenging regulatory environment in Connecticut. Downgrades of our credit ratings or events beyond our control, such as a disruption in global capital and credit markets, could increase our cost of borrowing and cost of capital or restrict our ability to access the capital markets and negatively affect our ability to maintain and to expand our businesses.

Reworded

We provide a defined benefit pension plan and other postretirement benefits for a substantial number of employees, former employees and retirees. Our future pension obligations, costs and liabilities are highly dependent on a variety of factors, many of which are beyond our control. These factors include estimated investment returns, interest rates, discount rates, health care cost trends, benefit changes, salary increases and the demographics of plan participants. If our assumptions prove to be inaccurate, our future costs could increase significantly. In addition, various factors, including underperformance of plan investments and changes in law or regulation, could increase the required contribution amount of contributions required to fund our pension plan in the future. Additional large funding requirements, when combined with the financing requirements of our construction program, could impact the timing, amounts, and number of future financings and negatively affect our financial position, results of operations,operations and cash flows.

Reworded

Goodwill, investments in equity method investments,Goodwill and long-lived assets if impaired and written down, could adversely affect our future operating results and total capitalization.

Reworded

We assess our investments (recorded as either long-lived assets or equity method investments) for impairment whenever events or circumstances indicate that the carrying amount of the investment may not be recoverable. To the extent the value of the investment becomes impaired, the impairment charge could have a material adverse effect on our financial position and results of operations.

Reworded

We are exposed to the risk that counterparties to various arrangements that owe us money, have contracted to supply us with energy or other commodities or services, or that work with us as strategic partners,partners including on significant capital projects, will not be able to perform their obligations, will terminate such arrangements or, with respect to our credit facilities, fail to honor their commitments. Should any of these counterparties fail to perform their obligations or terminate such arrangements, we might be forced to replace the underlying commitment at higher market prices and/or have to delay the completion of, or cancel, a capital project. Should any lenders under our credit facilities fail to perform, the level of borrowing capacity under those arrangements could decrease. In any such events, our financial position, results of operations,operations or cash flows could be adversely affected.

Reworded

Eversource parent is a holding company and as such,such has no revenue-generating operations of its own. Its ability to meet its debt service obligations and to pay dividends on its common shares is largely dependent on the ability of its subsidiaries to pay dividends to, or repay borrowings from, Eversource parent, and/or Eversource parent's ability to access its commercial paper program or the long-term debt and equity capital markets. Prior to funding Eversource parent, the subsidiary companies have financial obligations that must be satisfied, including among others, their operating expenses, debt service, preferred dividends of certain subsidiaries, and obligations to trade creditors. Should the subsidiary companies not be able to pay dividends or repay funds due to Eversource parent,parent or if Eversource parent cannot access its commercial paper programs or the long-term debt and equity capital markets, Eversource parent's ability to pay interest, dividends and its own debt obligations would be restricted.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

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Removed heading “Base Distribution Revenues:”

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New text topics: impairment, goodwill
“For the Water Distribution reporting unit, in the fourth quarter of 2024, we concluded that the likely sale of Aquarion at a loss resulted in the requirement to perform an interim goodwill impairment test for Water Distribution goodwill. We compared the estimated fair value of the business from the anticipated transaction to its carrying value. Assumptions used in the valuation were the future cash flows from the sale, including the estimated income tax impacts as a result of the transaction. …”
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New text topics: impairment, goodwill
“As of October 1, 2025, our annual goodwill impairment test date, the goodwill of the Water Distribution reporting unit was classified within Assets Held for Sale, and the disposal group was carried at fair value less cost to sell. Based on PURA’s November 19, 2025 denial of the Aquarion sale and the uncertainty of the ultimate outcome, the Aquarion water distribution business no longer met the criteria to be classified as held for sale. …”
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Removed text topics: downgrade, credit rating
“The projected capital expenditures reflect a reduction in planned capital expenditures for Connecticut’s electric and natural gas distribution businesses due to regulatory policies in Connecticut that discourage investment, including ensuring the timely recovery of costs and the ability to earn a fair return. The continuing pattern of adverse regulatory outcomes for Connecticut utilities and associated credit downgrades from our credit rating agencies necessitated a reduction to Connecticut’s electric and natural gas distribution projected capital expenditures. …”
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Removed text topics: downgrade, credit rating
“In June 2024, Moody’s revised the outlook from stable to negative for CL&P citing a weaker financial profile and a challenging Connecticut regulatory environment. In December 2024, S&P downgraded the ratings for Eversource parent and its subsidiaries primarily due to S&P's negative assessment of the Connecticut regulatory construct for Eversource’s Connecticut utilities. …”
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Removed text topics: impairment, goodwill
“In the fourth quarter of 2024, we concluded that the likely sale of Aquarion at a loss resulted in the requirement to perform an interim goodwill impairment test for Water Distribution goodwill. We compared the estimated fair value of the business from the anticipated transaction to its carrying value. Assumptions used in the valuation were the future cash flows from the sale, including the estimated income tax impacts as a result of the transaction. …”
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Reworded topics: impairment, goodwill

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We performedcompleted theour annual goodwill impairment assessment of goodwill as of October 1, 2024 for the Electric Distribution, Electric Transmission,Transmission and Natural Gas Distribution reporting units as of October 1, 2025 and Waterdetermined Distributionit reportingwas units.more Ourlikely qualitativethan not that their fair value exceeded carrying value and no impairment existed. The annual goodwill assessment included ana qualitative evaluation of multiple factors that impact the fair value of the reporting units, including general, macroeconomic and market conditions, and entity-specific assumptions that affect the future cash flows of the reporting units. Key considerations include discount rates, utility sector market performance and merger transaction multiples, the Company's share price and credit ratings, analyst reports, financial performance, cost and risk factors, internal estimates and projections of future cash flows and net income, long-term strategy, the timing and outcome of rate cases, and recent regulatory and legislative proceedings.
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Reworded

The only common equity securities that are publicly traded are common shares of Eversource. Our earnings discussion includes financial measures that are not recognized under GAAP (non-GAAP) referencing our earnings and EPS excluding losses onassociated thewith salesour and impairments of theprevious offshore wind equity method investments, a loss on the pending sale of the Aquarion water distribution business, and a loss on the disposition of land that was initially acquired to construct the Northern Pass Transmission project and was subsequently abandoned, and certain transaction and transition costs.abandoned. EPS by business is also a non-GAAP financial measure and is calculated by dividing the Net Income Attributable to Common Shareholders of each business by the weighted average diluted Eversource common shares outstanding for the period. The earnings and EPS of each business do not represent a direct legal interest in the assets and liabilities of such business, but rather represent a direct interest in our assets and liabilities as a whole.

Reworded

We use these non-GAAP financial measures to evaluate and provide details of earnings results by business and to more fully compare and explain our results without including these items. This information is among the primary indicators we use as a basis for evaluating performance and planning and forecasting of future periods. We believe the impacts of the losses onassociated thewith our previous offshore wind equity method investments, the loss on the pending sale of the Aquarion water distribution business, and the loss on the disposition of land associated with an abandoned project, and transaction and transition costsproject are not indicative of our ongoing costs and performance. We view these charges as not directly related to the ongoing operations of the business and therefore not an indicator of baseline operating performance. Due to the nature and significance of the effect of these items on Net Income Attributable to Common Shareholders and EPS, we believe that the non-GAAP presentation is a more meaningful representation of our financial performance and provides additional and useful information to readers of this report in analyzing historical and future performance of our business. These non-GAAP financial measures should not be considered as alternatives to reported Net Income Attributable to Common Shareholders or EPS determined in accordance with GAAP as indicators of operating performance.

Reworded

•We earned $1.69 billion, or $4.56 per share, in 2025, compared with $811.7 million, or $2.27 per share, in 2024,2024. comparedOur with2025 aresults lossinclude an aggregate, net after-tax charge resulting from our previous offshore wind investments of $442.2$75.0 million, or $1.26$0.20 per share, in 2023.share. Our 2024 results include an aggregate, net after-tax loss on the salessale of our offshore wind investments of $524.0 million, or $1.47 per share,share. These 2025 and 2024 charges were recorded within Eversource Parent and Other Companies. Our 2024 results also include an after-tax loss resulting from the expected sale of Aquarion of $298.3 million, or $0.83 per share. OurThis 20232024 resultscharge includedwas after-taxrecorded impairmentwithin chargesthe onWater ourDistribution offshore wind investments of $1.95 billion, or $5.58 per share. Our 2023 results also included after-tax land abandonment and other charges of $6.9 million, or $0.02 per share.segment. Excluding these charges, our 2025 non-GAAP earnings were $1.77 billion, or $4.76 per share, and our 2024 non-GAAP earnings of $1.63 billion, or $4.57 per share, in 2024, compared with non-GAAP earnings of $1.52 billion, or $4.34 per share, in 2023.share.

Reworded

•Cash totaled $135.4 million as of December 31, 2025, compared with $26.7 million as of December 31, 2024, compared with $53.9 million as of December 31, 2023.2024. Our available borrowing capacity under our commercial paper programs totaled $607.2$1.12 millionbillion as of December 31, 2024.2025.

Added

•On May 30, 2025, we entered into an equity distribution agreement pursuant to which we may offer and sell up to $1.2 billion of our common shares from time to time through an “at-the-market” (ATM) equity offering program. In 2025, we issued 7,130,134 common shares, which resulted in proceeds of $465.4 million, net of issuance costs.

Reworded

StrategicRegulatory Developments:

Added

•On July 25, 2025, the NHPUC issued its decision in the PSNH distribution rate case and approved a permanent rate increase of $100.7 million, effective August 1, 2025, inclusive of the temporary rate increase that went into effect in August 2024. The order established an authorized regulatory ROE of 9.5 percent with a 50 percent common equity ratio for PSNH’s capital structure. The NHPUC approved an alternative regulatory framework that authorizes formulaic annual revenue adjustments on August 1st of 2026, 2027 and 2028.

Added

•On November 3, 2025, EGMA, NSTAR Electric, and the Massachusetts Office of the Attorney General reached a joint settlement agreement that resolved outstanding issues in multiple open Pension Adjustment Mechanism (PAM) dockets and open Resiliency Tree Work (RTW) dockets at NSTAR Electric and allows recovery of transaction and integration costs related to Eversource’s acquisition of EGMA. The settlement agreement was approved by the DPU on December 1, 2025. The settlement resulted in a net pre-tax benefit to earnings of $64.8 million on the Eversource income statement in the fourth quarter of 2025.

Added

•On November 5, 2025, PURA issued a final decision in the Yankee Gas distribution rate case that included a distribution rate increase of $95.7 million, which excluded a previously recorded non-firm margin rate credit of $13.5 million to be refunded annually over three years, effective November 1, 2025. The final decision also established an authorized net regulatory ROE of 9.32 percent and a 53 percent common equity ratio for Yankee Gas’ capital structure. Yankee Gas filed motions to request PURA reconsider the disallowances of certain capitalized overhead costs, certain computational errors, and other issues identified in its final decision. A final decision on the reconsideration is expected from PURA by March 15, 2026.

Added

•On November 19, 2025, PURA denied an application to approve the sale of the Aquarion Water Company, finding that the transaction did not meet managerial suitability and responsibility requirements due to concerns with governance and oversight structure over Aquarion and its consumer advocate. On January 15, 2026, the Connecticut Superior Court issued a decision on the appeal of PURA’s denial, sustaining the appeal and remanding back to PURA. A final decision is expected by PURA on March 25, 2026.

Added

•On December 30, 2025, NSTAR Gas and the Massachusetts Office of the Attorney General reached a joint settlement agreement that allowed for the reinstatement of a rate base reset of $45.0 million increase to base distribution rates effective January 1, 2026 and for continuation of NSTAR Gas’ PBR program through November 1, 2030. The settlement agreement also required NSTAR Gas to provide credits to customers and a concession to the Office of the Attorney General, among other items. The DPU approved the settlement agreement on January 16, 2026. The settlement agreement resulted in a pre-tax charge to earnings of $12.2 million in the fourth quarter of 2025.

Added

•On January 30, 2026, the New Hampshire Department of Energy filed a notice of appeal with the New Hampshire Supreme Court challenging certain aspects of the PSNH distribution rate case decision approved by the NHPUC on July 25, 2025, including the alternative regulatory framework and the revenue requirement. On February 6, 2026, the Office of the Consumer Advocate filed a notice of cross-appeal challenging other aspects of the rate case decision. Eversource is currently evaluating the appeals.

Removed

•On January 27, 2025, Eversource entered into a definitive agreement to sell Aquarion. Subject to certain closing adjustments, the aggregate enterprise value of the sale is approximately $2.4 billion in cash, which includes approximately $1.6 billion for the equity and $800 million of net debt that will be extinguished at closing. The sale is subject to regulatory and other approvals and is expected to close in late 2025. Eversource plans to use the net proceeds from the pending sale to pay down parent company debt.

Removed

•In the third quarter of 2024, Eversource completed the sale of its 50 percent ownership share in the Sunrise Wind project to Ørsted for adjusted proceeds of $152 million and completed the sale of its 50 percent ownership share in the South Fork Wind and Revolution Wind projects to GIP for adjusted gross proceeds of $745 million. Eversource recognized an aggregate net after-tax loss on the sales of its offshore wind investments of $524 million. Eversource recorded a contingent liability of $365 million, reflecting its estimate of the future obligations under the GIP sale terms, which include an expected cost overrun sharing obligation, expected obligation to maintain GIP’s internal rate of return, and obligation for other future costs. Eversource does not have any ongoing financial obligations associated with Sunrise Wind.

Reworded

(1) In 2025, we recorded a pre-tax charge of $284 million associated with increasing our offshore wind contingent liability for expected future payments under the terms of the 2024 sale agreement with Global Infrastructure Partners (GIP) for the South Fork Wind and Revolution Wind projects, offset by expected tax benefits from the offshore wind sale of $209 million. In 2024, we recorded a pre-tax loss on the sales of our offshore wind equityinvestments methodof investments.$464 million and a $60 million increase in income tax expense, resulting in an after-tax loss of $524 million. In 2023, we recorded impairment charges resulting from the expected sales of these offshore wind investments. For further information, see the "Business Development and Capital Expenditures – Offshore Wind BusinessSale and Contingent Liability" section below included in this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Reworded

(2) The 2024 loss includes an impairment charge of $297 million to write down the carrying value of the water business to fair value resulting from the expected sale of Aquarion, as well as transaction costs. For further information, see "Business Development and Capital Expenditures – PendingAquarion Sale ofStatus Aquarionand Regulatory Denial" included in this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Added

The impact of higher shares outstanding resulted in $0.17 earnings per share dilution in 2025, as compared to 2024.

Removed

(4) Transaction costs in 2022 primarily include costs associated with the transition of systems as a result of our purchase of the assets of Columbia Gas of Massachusetts (CMA) on October 9, 2020 and integrating the CMA assets onto Eversource’s systems.

Reworded

Our electric distribution segment earnings increased $23.7$35.4 million in 2024,2025, as compared to 2023,2024, due primarily to higher revenues from base distribution rate increases at PSNH effective August 1, 2024 and August 1, 2025 and at NSTAR Electric effective January 1, 2024 and at PSNH effective August 1, 20242025 and from CL&P's capital tracking mechanism due to increased electric system improvements,improvements. Earnings also benefited from a lower effective tax rate and anthe increaseimpact of the PSNH rate case decision in interestJuly income primarily on regulatory deferrals.2025. Those earnings increases were partially offset by higher interest expense, higher operations and maintenance expense primarily driven byexpense, higher employeeproperty benefit costs, higher interesttax expense, higher depreciation expense, the absence of a prior year benefit at PSNH related to the establishment of a new regulatory tracking mechanism that allowed for the recovery of previously incurred operating expenses associated with poles acquired on May 1, 2023, higher property tax expense, and a highercharge effectivefor taxcustomer rate.credits at NSTAR Electric as a result of the joint settlement agreement approved in Massachusetts on December 1, 2025.

Reworded

Our electric transmission segment earnings increased $81.2$52.1 million in 2024,2025, as compared to 2023,2024, due primarily to a higher transmission rate base as a result of our continued investment in our transmission infrastructure and thelower impactinterest of the annual rate reconciliation filing with FERC, partially offset by a higher effective tax rate.expense.

Reworded

Our natural gas distribution segment earnings increased $66.2$69.5 million in 2024,2025, as compared to 2023,2024, due primarily to higher revenues from base distribution rate increases effective November 1, 2024 and November 1, 2025 at both EGMA and NSTAR Gas, effective November 1, 20242025 at Yankee Gas, and November 1, 2023 at NSTAR Gas andfrom capital tracking mechanisms due to continued investments in natural gas infrastructure. Earnings also benefited from lower operations and maintenance expense, the absence of a prior year unfavorable regulatory adjustment resulting from NSTAR Gas’ GSEP reconciliation filing, and a lower effective tax rate. Those earnings increases were partially offset by higher operations and maintenance expense, higher depreciation expense, higher interest expense, andthe impact of the NSTAR Gas settlement agreement in December 2025, higher property tax expense.expense, and the impact of the Yankee Gas rate case decision in November 2025.

Reworded

Our water distribution segment recognized a $297 million impairment charge in 2024 as a result of writing down the carrying value of the business to fair value due to the expected sale of Aquarion. Excluding the 2024 impairment charge and transaction costs associated with the expected sale, water distribution segment earnings increaseddecreased $11.5$0.4 million in 2024,2025, as compared to 2023, due primarily to an after-tax benefit of $11.6 million recorded in 2024 to recognize the impacts of the Aquarion Water Company of Connecticut’s rate case decision from PURA. The impacts of PURA’s rate case decision on March 15, 2023 were recorded beginning in March 2024 as a result of the State of Connecticut Superior Court’s decision on the rate case appeal on March 25, 2024. The impacts primarily include a reduction to depreciation expense to reflect lower depreciation rates ordered by PURA in its final decision, partially offset by lower authorized revenues.

Added

Eversource Parent and Other Companies: Eversource parent and other companies’ losses decreased $425.8 million in 2025, as compared to 2024, due primarily to an after-tax charge of $524.0 million recorded in 2024 resulting from the sale of Eversource parent’s offshore wind investments, as compared to an aggregate net after-tax charge of $75.0 million recorded in 2025 resulting from an increase to the offshore wind contingent liability, net of tax benefits associated with the tax losses on the sales of its offshore wind investments.

Added

Excluding these charges, Eversource parent and other companies losses increased $23.2 million due to higher interest expense from the absence in 2025 of capitalized interest as a result of the sale of our offshore wind projects in the third quarter of 2024 and higher interest costs from short-term debt, partially offset by the allowed recovery of previously expensed acquisition-related and integration costs of EGMA as part of the joint settlement agreement approved in Massachusetts on December 1, 2025.

Added

Offshore Wind Sale and Contingent Liability: On July 9, 2024, Eversource completed the sale of its 50 percent ownership share of Sunrise Wind to Ørsted. On September 30, 2024, Eversource completed the sale of its 50 percent ownership share in the South Fork Wind and Revolution Wind projects to GIP. Eversource recorded a contingent liability relating to expected future payments to GIP as part of the sale of the South Fork Wind and Revolution Wind projects. As part of the definitive agreement with GIP, Eversource is responsible for certain post-closing purchase price adjustments. This obligation includes an expected cost overrun sharing obligation, an expected obligation to maintain GIP’s internal rate of return, and an obligation for other future costs prior to commercial operation. Eversource recognized an aggregate after-tax loss on the sales of its offshore wind investments of $524 million, which included a net $60 million increase in income tax expense including an increase in the valuation allowance for unused capital losses, in 2024.

Added

In the third quarter of 2025, Eversource received an updated report from GIP on the construction status of Revolution Wind, which included revised projections of total construction costs. The revised cost projections reflected known and quantifiable cost increases, including those associated with the impacts of damage to the wind turbine installation vessel, insurance costs, tariff impacts, and costs incurred as a result of the stop-work order for Revolution Wind received on August 22, 2025 from the Bureau of Ocean Energy Management that halted all offshore wind construction activities through September 22, 2025. Based on those developments, Eversource recognized a pre-tax charge of $284.0 million in the third quarter of 2025 as a result of the aggregate impact of these items to increase the liability for purchase price adjustments associated with the offshore wind projects.

Added

Payments made in 2025 reduced the contingent liability and are reflected within investing activities on the statement of cash flows. These payments included cost overruns for the Revolution Wind project paid to GIP, insurance payments, and the purchase price adjustment payment related to the South Fork Wind project paid to GIP.

Added

Eversource continually evaluates the contingent liability and will reassess the balance as new information becomes available. Based on most recent updates from GIP on the construction status of Revolution Wind, factoring in estimated costs incurred as a result of a second stop-work order for Revolution Wind received on December 22, 2025 and removed on January 12, 2026, revised insurance costs, and other information currently available, Eversource believes that the contingent liability balance as of December 31, 2025 is a reasonable estimate to cover this contingent liability for purchase price adjustments. As of December 31, 2025, the contingent liability totaled $448.2 million and is recorded as a current liability on Eversource’s balance sheet, based upon the timing of expected payments to GIP. The contingent liability totaled $365.0 million as of December 31, 2024.

Added

Eversource relies on information that it receives from the project owners for the construction-related, delay-related, and insurance-related costs of Revolution Wind. Eversource uses its judgment to adjust, as needed, its expected obligations to GIP while construction of Revolution Wind is completed.

Added

New information or future developments that arise as the construction of Revolution Wind progresses will necessitate a reassessment of the estimated liability to GIP. The Company reviews available projections of total construction costs, including the latest cost estimates and project timeline, to determine if any changes to this liability are warranted.

Added

It is reasonably possible that as additional updated cost estimates become available, and if additional cost overruns materialize or other adverse changes in facts, regulations and circumstances occur, it could result in additional losses and increases to the offshore wind contingent liability, which could be material. The Company will continue to monitor developments and evaluate potential exposures related to this contingency and will revise its estimated liability as additional information becomes available.

Added

Contingencies are evaluated using the best information available at the time the financial statements are published, and this assessment involves judgments and assumptions about future events. Factors that could increase the obligation to GIP include construction cost overruns for Revolution Wind as well as the timing and extent of construction delays, which would impact the economics associated with the purchase price adjustment, and the eligibility for federal investment tax credits for Revolution Wind at a value lower than assumed and included in the purchase price. The purchase price of Revolution Wind included the sales value related to a 40 percent level of federal investment tax credits. A change in the expected value or qualification of investment tax credit adders could result in a significant loss in a future period.

Added

Eversource recognized an aggregate, net after-tax charge of $75.0 million, or $0.20 per share, in 2025 resulting from our previous offshore wind investments. This charge consists of the pre-tax $284 million increase to the offshore wind contingent liability, offset by $209 million of tax benefits associated with tax losses on the sale of the South Fork Wind and Revolution Wind projects that Eversource expects to realize.

Removed

Eversource Parent and Other Companies: Eversource parent and other companies’ losses decreased $1.37 billion in 2024, as compared to 2023, due primarily to the loss on the sale of Eversource parent’s offshore wind investments in 2024, which resulted in an after-tax charge of $524.0 million, as compared to an impairment charge on these investments in 2023 of $1.95 billion. Results for 2023 also include a loss on the disposition of land that was initially acquired to construct the Northern Pass Transmission project and was subsequently abandoned and other charges recorded of $6.9 million. Excluding these charges, Eversource parent and other companies earnings decreased by $66.3 million due primarily to higher interest expense and the absence of a benefit in 2023 from the liquidation of Eversource parent’s equity method investment in a renewable energy fund, partially offset by the absence of a charitable contribution made in 2023 with a portion of the proceeds from the liquidation, and a lower effective tax rate.

Reworded

Eversource, CL&P, NSTAR Electric and PSNH each uses its available capital resources to fund its respective construction expenditures, meet debt requirements, pay operating costs, including storm-related costs, pay dividends, and fund corporate obligations. Eversource's regulated companies recover their electric, natural gas and water distribution construction expenditures as the related project costs are depreciated over the life of the assets. This impacts the timing of the revenue stream designed to fully recover the total investment plusincluding a return on the equity and debt used to finance the investments. Eversource's regulated companies spend a significant amount of cash on capital improvements and construction projects that have a long-term return on investment and recovery period. These factors have resulted in current liabilities exceeding current assets by $1.64$2.73 billion, $291.7$268.6 million, $9.0 million and $112.0$19.6 million at Eversource, CL&P, NSTAR Electric and PSNH, respectively, as of December 31, 2024.2025.

Reworded

As of December 31, 2024,2025, $1.40$1.39 billion of Eversource's long-term debt, including $600.0$1.00 millionbillion at Eversource parent, $400.0 million at CL&Pparent and $250.0$300.0 million at NSTAR Electric, matures within the next 12 months. Eversource, with its current credit ratings, has several options available in the financial markets to repay or refinance these maturities with the issuance of new long-term debt. Eversource, CL&P, NSTAR Electric and PSNH will reduce their short-term borrowings with operating cash flows or with the issuance of new long-term debt, determined by considering capital requirements and maintenance of Eversource's credit rating and profile.

Added

Cash totaled $135.4 million as of December 31, 2025, compared with $26.7 million as of December 31, 2024.

Removed

Eversource is currently in the process of selling its Aquarion water distribution business. For information regarding the pending sale and use of proceeds, see "Business Development and Capital Expenditures - Pending Sale of Aquarion" included in this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Removed

Cash totaled $26.7 million as of December 31, 2024, compared with $53.9 million as of December 31, 2023.

Reworded

Short-Term Debt - Commercial Paper Programs and Credit Agreements: Eversource parent has a $2.00 billion commercial paper program allowing Eversource parent to issue commercial paper as a form of short-term debt. Eversource parent, CL&P, PSNH, NSTAR Gas, Yankee Gas, EGMA and Aquarion Water Company of Connecticut are parties to a five-year $2.00 billion revolving credit facility,facility. which terminates onEffective October 11, 2029.2025, the revolving credit facility’s termination date was extended for one additional year to October 11, 2030, pursuant to the extension provisions contained in the existing credit agreement. This revolving credit facility serves to backstop Eversource parent's $2.00 billion commercial paper program.

Reworded

NSTAR Electric has a $650 million commercial paper program allowing NSTAR Electric to issue commercial paper as a form of short-term debt. NSTAR Electric is also a party to a five-year $650 million revolving credit facility,facility. which terminates onEffective October 11, 2029,2025, thatthe revolving credit facility’s termination date was extended for one additional year to October 11, 2030, pursuant to the extension provisions contained in the existing credit agreement. This revolving credit facility serves to backstop NSTAR Electric's $650 million commercial paper program.

Reworded

Amounts outstanding under the commercial paper programs are included in Notes Payable and classified in current liabilities on the Eversource and NSTAR Electric balance sheets, as all borrowings are outstanding for no more than 364 days at one time. As a result of the CL&P long-term debt issuance in January 2024, $207.3 million of commercial paper borrowings under the Eversource parent commercial paper program were reclassified to Long-Term Debt on Eversource parent’s balance sheet as of December 31, 2023.

Reworded

Intercompany Borrowings: Eversource parent uses its available capital resources to provide loans to its subsidiaries to assist in meeting their short-term borrowing needs. Eversource parent records intercompany interest income from its loans to subsidiaries, which is eliminated in consolidation. Intercompany loans from Eversource parent to its subsidiaries are eliminated in consolidation on Eversource's balance sheets. As of December 31, 2025 and 2024, there were intercompany loans from Eversource parent to PSNH of $49.3 million and $131.1 million, respectively. As of December 31, 2024, there were intercompany loans from Eversource parent to CL&P of $280.0 million and to PSNH of $131.1 million. As of December 31, 2023, there were intercompany loans from Eversource parent to CL&P of $457.0 million and to PSNH of $233.0 million. Eversource parent charges interest on these intercompany loans at the same weighted-average interest rate as its commercial paper program. Intercompany loans from Eversource parent are included in Notes Payable to Eversource Parent and classified in current liabilities on the respective subsidiary's balance sheets, as these intercompany borrowings are outstanding for no more than 364 days at one time. As a result of the CL&P long-term debt issuance in January 2024, $207.3 million of CL&P’s intercompany borrowings were reclassified to Long-Term Debt on CL&P’s balance sheet as of December 31, 2023.

Reworded

Availability under Long-Term Debt Issuance Authorizations: On May 1, 2024, the DPU approved NSTAR Electric’s request for authorization to issue up to $2.40 billion in long-term debt through December 31, 2026. On July 24, 2024, PURA approved CL&P’s request for authorization to issue up to $1.00 billion in long-term debt through December 31, 2025. On August 12, 2024, the DPU approved EGMA’s request for authorization to issue up to $325 million in long-term debt through December 31, 2026. On December 18, 2024, the DPU approved NSTAR Gas’ request for authorization to issue up to $475 million in long-term debt through December 31, 2027. On JanuaryMarch 28,26, 2025, PURA approved Yankee GasGas’ submittedrequest an application to PURA requestingfor authorization to issue up to $360 million in long-term debt through December 31, 2026. PSNH has utilized its long-term debt authorizations in place with NHPUC. CL&P has no long-term debt authorization remaining with PURA.

Removed

As a result of the CL&P long-term debt issuance in January 2025, $397.1 million of current portion of long-term debt was reclassified to Long-Term Debt on Eversource’s and CL&P’s balance sheets as of December 31, 2024.

Reworded

Common Share Issuances and Equity Distribution Agreement: On May 30, 2025, Eversource hadentered into an equity distribution agreement pursuant to which it couldmay offer and sell up to $1.2 billion of its common shares from time to time through an “at-the-market” (ATM) equity offering program. In 2024,2025, Eversource issued 15,740,2947,130,134 common shares, which resulted in proceeds of $989.4$465.4 million, net of issuance costs. Eversource used the net proceeds received for general corporate purposes. In 2023, no shares were issued under this agreement. Eversource completed the program in October 2024.

Added

Cash Flows: Cash flows from operating activities primarily result from the transmission and distribution of electricity, and the distribution of natural gas and water. Cash flows provided by operating activities totaled $4.11 billion in 2025, compared with $2.16 billion in 2024. Operating cash flows were favorably impacted by an improvement in regulatory recoveries driven primarily by the timing of collections for CL&P’s non-bypassable FMCC, CL&P’s SBC, energy efficiency costs, wholesale and retail transmission costs, and other regulatory tracking mechanisms. The CL&P non-bypassable FMCC retail rates in effect for 2025 were higher than those set in 2024 and the net Millstone and Seabrook contract cash flows were higher in 2025 as compared to 2024. These higher collections within the non-bypassable FMCC resulted in an improvement to operating cash flows of $428.2 million for the year. Higher collections from CL&P’s SBC mechanism resulted in a cash flow improvement of $113.3 million. The impacts of regulatory collections are included in both Regulatory Recoveries and Amortization on the statements of cash flows. Additionally, CL&P received general obligation bond proceeds from the State of Connecticut for the reimbursement of hardship costs and for electric vehicle charging program costs of $107.8 million in 2025, which are reflected in Regulatory Recoveries. Operating cash flows were also favorably impacted by a $321.4 million decrease in cash payments to vendors for storm costs, the timing of cash collections on our accounts receivable, the timing of cash payments made on our accounts payable, a $19.1 million decrease in cost of removal expenditures, and the timing of other working capital items. These favorable impacts were partially offset by an increase in capitalized implementation costs for cloud-based service arrangements and a $21.2 million decrease in income tax refunds received in 2025 as compared to 2024.

Removed

Cash Flows: Cash flows from operating activities primarily result from the transmission and distribution of electricity, and the distribution of natural gas and water. Cash flows provided by operating activities totaled $2.16 billion in 2024, compared with $1.65 billion in 2023. Operating cash flows were favorably impacted by the timing of cash payments made on our accounts payable, a $108.8 million increase due to income tax refunds received in 2024 as compared to income tax payments made in 2023, an improvement in regulatory under-recoveries driven primarily by the timing of collections for the CL&P non-bypassable FMCC and other regulatory tracking mechanisms partially offset by the unfavorable impact in the timing of collections for energy supply costs, a $20.7 million decrease in cost of removal expenditures, a $12.4 million decrease in cash payments to vendors for storm costs, and the timing of other working capital items. The impacts of regulatory collections are included in both Regulatory Recoveries and Amortization on the statements of cash flows. These favorable impacts were partially offset by the timing of cash collections on our accounts receivable.

Reworded

In 2025, we paid cash dividends of $1.09 billion and issued non-cash dividends of $23.4 million in the form of treasury shares, totaling dividends of $1.12 billion, or $3.01 per common share. In 2024, we paid cash dividends of $1.00 billion and issued non-cash dividends of $23.5 million in the form of treasury shares, totaling dividends of $1.03 billion, or $2.86 per common share. In 2023, we paid cash dividends of $919.0 million and issued non-cash dividends of $23.4 million in the form of treasury shares, totaling dividends of $942.4 million, or $2.70 per common share. Our quarterly common share dividend payment was $0.7525 per share in 2025, as compared to $0.715 per share in 2024, as compared to $0.675 per share in 2023.2024. On January 29,27, 2025,2026, our Board of Trustees approved a common share dividend payment of $0.7525$0.7875 per share, payable on March 31, 20252026 to shareholders of record as of March 4,5, 2025.2026.

Removed

In June 2024, Moody’s revised the outlook from stable to negative for CL&P citing a weaker financial profile and a challenging Connecticut regulatory environment. In December 2024, S&P downgraded the ratings for Eversource parent and its subsidiaries primarily due to S&P's negative assessment of the Connecticut regulatory construct for Eversource’s Connecticut utilities. These credit ratings and outlook changes reflect higher regulatory risk in Connecticut with the regulatory construct and adverse regulatory developments, including recent rate orders and the passage of Senate Bill 7, negatively impacting the credit quality of Eversource and its subsidiaries.

Reworded

Greater Cambridge Energy Program: The Greater Cambridge Energy Program will construct Eversource’s first underground transmission substation in Cambridge, Massachusetts, along with associated transmission and distribution lines. The project will address the increased electric demand in the region, enhance the resiliency of the transmission system, and ensure a flexible grid to reliably serve customers. The flexibility to transmit and distribute mixed energy sources will support the decarbonization and electrification goals of both the City of Cambridge and the state of Massachusetts. The new 115/13.8-kV, 35,000 square foot substation will be located in an underground vault and includes three distribution power transformers supplying thirty-six distribution circuits. The project also includes five underground duct banks housing eight new 115-kV transmission lines. The Massachusetts Energy Facilities Siting Board approved the project on June 28, 2024. Environmental permits are acquired to support ongoing construction activities. Additional required environmentalpermits permitsfor transmission line trenchless crossings, including a license from the MA DEP, are expected to be approved by the end of 2025, as well as a license from the MA DEP expected to be approved by the end of the second quarter of 2026. The initial in-service date for the project is June 2029, which includes two 115-kV transmission lines and the transmission portion of the substation. The first distribution circuits and substation distribution will be placed in-service by the end of 2029. The remaining transmission and distribution circuits will be placed in-service throughout 2030 and into 2031. The total estimated project cost is approximately $1.84 billion, with $1.38 billion allocated for transmission and $460 million for distribution. As of December 31, 2024,2025, $100.1$200.9 million has been spent on the project, with $70$154.7 million for transmission and $30.1$46.2 million for distribution.

Reworded

For the electric distribution business, basic business includes the purchase of meters, tools, vehicles, information technology, transformer replacements, equipment facilities, and the relocation of plant. Aging infrastructure relates to reliability and the replacement of overhead lines, plant substations, underground cable replacement, and equipment failures. Load growth and other includes requests for new business and capacity additions on distribution lines and substation additions and expansions. We are also focused on making strategic AI investments currently in outage discovery, maintenance management and data analytics to better maintain our system and provide value to our customers.

Reworded

PendingAquarion Sale ofStatus Aquarionand Regulatory Denial: In early 2024, Eversource initiated an exploratory assessment of the potential sale of the Aquarion water distribution business. In December 2024, final bids were received, and Eversource obtained approval from its Board of Trustees to sell the Aquarion water distribution business. On January 27, 2025, Eversource entered into a definitive agreement to sell Aquarion.Aquarion to the Aquarion Water Authority (AWA), a quasi-public corporation and political subdivision of the State of Connecticut and a standalone, newly created water authority alongside the South Central Connecticut Regional Water Authority. In June 2024, a Connecticut law chartered AWA and enabled it to acquire, own and operate Aquarion as a not-for-profit water authority. Subject to certain closing adjustments, the aggregate enterprise value of the sale is approximately $2.4 billion in cash, which includesincluded approximately $1.6 billion for the equity and $800 million of net debt that will either be extinguished at closing.closing or transferred to the buyer. The sale is subject torequires approval by PURA, DPUPURA and the NHPUC,DPU, as well as other approvals pursuant to the Hart-Scott-Rodino Antitrust Improvements ActAct, for which the relevant waiting period has expired, as well as other customary closing conditions. TheRegulatory sale is expected to closeapprovals in lateNew 2025.Hampshire and Maine were received. Eversource plans to use the net proceeds from the pending sale to pay down parent company debt.

Reworded

In the fourth quarter of 2024, upon classifying the assets and liabilities as held for sale, Eversource concluded that the likely sale of Aquarion at a loss resulted in the requirement to test water distribution goodwill for impairment. Eversource performed an impairment test by comparing the fair value of the business to its carrying value and recorded a goodwill impairment of $297 million, as the estimated fair value of the business based on the anticipated sale was less than the carrying value. The fair value included future cash outflows of approximately $140 million of estimated income taxes as a result of the transaction. The goodwill impairment charge iswas presented separately within Operating Income on the Eversource statement of income for the year ended December 31, 2024.

Added

On November 19, 2025, PURA denied the application to approve the sale, finding that the transaction did not meet managerial suitability and responsibility requirements due to concerns with governance and oversight structure over Aquarion and its consumer advocate. On December 2, 2025, the denial was appealed to the Connecticut Superior Court. On January 15, 2026, the Court issued its decision, sustaining the appeal and remanding back to PURA, finding that PURA acted illegally in denying the application as those disputed governance elements were mandated under Connecticut law. The Court upheld that operational aspects of the consumer advocate were within PURA’s statutory authority and regulatory discretion. A final decision is expected by PURA on March 25, 2026.

Added

Based on PURA’s November 19, 2025 denial of the sale and the uncertainty of the ultimate outcome, the Aquarion water distribution business no longer met the criteria to be classified as held for sale and its assets and liabilities were reclassified as held and used on the balance sheet as of December 31, 2025. The reclassification to held and used did not result in an adjustment to Aquarion’s carrying values.

Added

Additionally, investments for the water distribution business are expected to total approximately $1.3 billion from 2026 through 2030.

Removed

The projected capital expenditures reflect a reduction in planned capital expenditures for Connecticut’s electric and natural gas distribution businesses due to regulatory policies in Connecticut that discourage investment, including ensuring the timely recovery of costs and the ability to earn a fair return. The continuing pattern of adverse regulatory outcomes for Connecticut utilities and associated credit downgrades from our credit rating agencies necessitated a reduction to Connecticut’s electric and natural gas distribution projected capital expenditures. These capital reductions do not impact Eversource’s commitment to safety, reliability, or critical staffing structure.

Removed

Projected capital expenditures for the water distribution business of $130 million are expected until the time of sale in late 2025 and have been factored into the water business impairment recorded as of December 31, 2024.

Removed

Offshore Wind Business: Eversource’s previous offshore wind business included 50 percent ownership interests in each of North East Offshore and South Fork Class B Member, LLC. During 2024, Eversource sold its interest in these entities, and in doing so, sold its interests in the Revolution Wind project, the South Fork Wind project, and the Sunrise Wind project. Eversource’s current offshore wind business is now comprised only of a noncontrolling tax equity investment in South Fork Wind through a 100 percent ownership in South Fork Wind Holdings, LLC Class A interests.

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What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-03 (period ending 2026-06-30) with 10-Q filed 2026-05-07 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

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Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

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Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: tariff
“On October 17, 2024, PURA issued a proposed final decision on recovery of the costs for AMI implementation. On October 31, 2024, CL&P filed written exceptions focused on three main aspects of the proposed decision, which included (1) clarifying the prudence standard to be used in evaluating AMI investments, (2) timing of prudency reviews, and (3) cost recovery related to incremental O&M expenses. On December 4, 2024, PURA issued a final decision on the recovery of costs for AMI implementation. …”
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New text topics: tariff
“ISO-NE Longer-Term Transmission Planning RFP: On March 31, 2025, ISO-NE issued the 2025 Longer-Term Transmission Planning Request for Proposal (RFP) to address longer-term needs that the New England States Committee on Electricity (NESCOE) identified in a December 13, 2024 request for ISO-NE to issue a longer-term transmission RFP. Following a full evaluation of the transmission tariff and RFP requirements, on July 22, 2026, ISO-NE selected a joint proposal submitted by Eversource (for NSTAR Electric and PSNH) and Central Maine Power as the preliminary preferred solution. …”
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New text topics: tariff
“FERC Connecticut RTO Adder Complaint: On June 11, 2026, DEEP, Connecticut Office of Consumer Counsel, PURA, and the Connecticut Attorney General (collectively, the CT Agencies) filed a complaint at FERC against CL&P and The United Illuminating Company, requesting FERC to: (1) find that CL&P’s and UI’s collection of the 50-basis points ROE adder for Regional Transmission Organization (RTO) participation is unjust and unreasonable because Connecticut law now requires RTO membership and such an incentive should not be awarded for behavior required by law; …”
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New text topics: goodwill
“As a result of the sale, Eversource recognized a non-cash, after-tax charge of $111.4 million in the second quarter of 2026, which is presented separately within Operating Expenses on the Eversource statement of income. The carrying value of the water distribution reporting unit included net property, plant and equipment of approximately $2.0 billion and goodwill of $662.4 million that was derecognized upon sale. …”
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New text topics: tariff
“On July 1, 2026, PURA issued a final decision rescinding the previously approved December 2024 interim AMI cost recovery tariff framework resulting from the delay in AMI implementation, CL&P’s impending base distribution rate proceeding and the passing of legislation permitting the securitization of AMI costs. On July 14, 2026, CL&P formally submitted its AMI implementation and cost recovery proposals in conjunction with its base distribution rate case filing. …”
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New text topics: inflation
“•On July 14, 2026, CL&P filed an application with PURA to request an increase in base distribution rates to provide additional revenues of approximately $451 million annually, exclusive of the impact of catastrophic storms and pre‑staging events occurring between January 2018 and March 2025. As part of the rate case, CL&P proposes to implement a performance-based multi-year rate plan that would adjust rates annually over a four-year term from July 1, 2027 through June 30, 2031, with a corresponding stay out provision. …”
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Reworded

The following discussion and analysis should be read in conjunction with our unaudited condensed consolidated financial statements and related combined notes included in this combined Quarterly Report on Form 10-Q, the combined Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, as well as the Eversource 2025 combined Annual Report on Form 10-K. References in this combined Quarterly Report on Form 10-Q to "Eversource," the "Company," "we," "us," and "our" refer to Eversource Energy and its consolidated subsidiaries. All per-share amounts are reported on a diluted basis. The unaudited condensed consolidated financial statements of Eversource, NSTAR Electric and PSNH and the unaudited condensed financial statements of CL&P are herein collectively referred to as the "financial statements."

Reworded

The only common equity securities that are publicly traded are common shares of Eversource. Our earnings discussion includes financial measures that are not recognized under GAAP (non-GAAP) referencing our first quarter 2026 earnings and EPS excluding a charge foron the sale of the Aquarion water distribution business, a charge associated with increasing our offshore wind contingent liability, and a charge related to the March 2026 FERC decision in the FERC base ROE complaints. EPS by business is also a non-GAAP financial measure and is calculated by dividing the Net Income Attributable to Common Shareholders of each business by the weighted average diluted Eversource common shares outstanding for the period. The earnings and EPS of each business do not represent a direct legal interest in the assets and liabilities of such business, but rather represent a direct interest in our assets and liabilities as a whole.

Reworded

We use these non-GAAP financial measures to evaluate and provide details of earnings results by business and to more fully compare and explain our results without including thisthese item.items. This information is among the primary indicators we use as a basis for evaluating performance and planning and forecasting of future periods. We believe the impactcharge on the sale of the Aquarion water distribution business, the charge associated with increasing our offshore wind contingent liability, and the charge related to the March 2026 FERC decision in the FERC base ROE refundcomplaints charge isare not indicative of our ongoing costs and performance. We view thisthese chargecharges as not directly related to the ongoing operations of the business and therefore not an indicatorindicators of baseline operating performance. Due to the nature and significance of the effect of thisthese itemitems on Net Income Attributable to Common Shareholders and EPS, we believe that the non-GAAP presentation is a more meaningful representation of our financial performance and provides additional and useful information to readers of this report in analyzing historical and future performance of our business. These non-GAAP financial measures should not be considered as alternatives to reported Net Income Attributable to Common Shareholders or EPS determined in accordance with GAAP as indicators of operating performance.

Reworded

We do not provide a reconciliation of guidance from non-GAAP recurring earnings or non-GAAP recurring EPS to the most directly comparable GAAP measure of EPSmeasures because we are not able to predict with reasonable certainty the amount or nature of all items that will be included in our Net Income Attributable to Common Shareholders or non-GAAP recurring earningsEPS for the year ending December 31, 2026. These items are uncertain, depend on many factors and could have a material impact on our Net Income Attributable to Common Shareholders and non-GAAP recurring earningsEPS for the year ending December 31, 2026, and therefore cannot be made available without unreasonable effort.

Removed

•adequacy, contamination of, or disruption in, our water supplies,

Reworded

•physical attacks or grid disturbances that may damage and disrupt our electric transmission and electric,electric and natural gas, and watergas distribution systems,

Reworded

Eversource Energy is a public utility holding company primarily engaged, through its wholly-owned regulated utility subsidiaries, in the energy delivery business. Eversource Energy's wholly-owned regulated utility subsidiaries consist of CL&P, NSTAR Electric and PSNH (electric utilities), and Yankee Gas, NSTAR Gas and EGMA (natural gas utilities). andOn June 30, 2026, Eversource completed the sale of the Aquarion (water utilities).distribution business, which comprised its water distribution reportable segment. Eversource is organized into the electric distribution, electric transmission, and natural gas distribution,distribution reportable segments, and the water distribution reportable segments.segment until the Aquarion sale.

Added

•We earned $53.7 million, or $0.14 per share, in the second quarter of 2026, compared with $352.7 million, or $0.96 per share, in the second quarter of 2025. We earned $660.5 million, or $1.75 per share, in the first half of 2026, compared with $903.5 million, or $2.45 per share, in the first half of 2025.

Reworded

•WeOur earnedsecond $606.8quarter of 2026 and first half of 2026 results include a non-cash, after-tax charge of $111.4 million, or $1.61$0.30 per share, inresulting from a loss on the firstJune quarter30, 2026 sale of 2026,Aquarion, comparedwhich withwas $550.8recorded within the Water Distribution segment. Those results also include an after-tax charge of $164.0 million, or $1.50$0.43 per share, inresulting thefrom firstincreasing quarterour offshore wind contingent liability for expected future payments under a 2024 sale agreement of 2025.our previous offshore wind investments. This charge was recorded within Eversource Parent and Other Companies. Our first quarterhalf of 2026 results also include an after-tax charge of $43.9 million, or $0.12 per share, for estimated refunds resulting from FERC’s March 19, 2026 order in the NETO ROE complaint proceedings, which was recorded within the Transmission segment. Excluding thisthese charge,charges, our non-GAAP earnings were $650.7$329.1 million, or $1.73$0.87 per shareshare, in the second quarter of 2026 and $979.8 million, or $2.60 per share, in the first quarterhalf of 2026.

Reworded

•We revisedreaffirmed our projection to earn within a 2026 non-GAAP recurring earnings guidance to be in the range of between $4.57 per share and $4.72 per shareshare, takingwhich into accountincludes the impact of the prospective reduction to the transmission ROE resulting from the March 19, 2026 FERC order and the potentialabsence of Aquarion sale.earnings in the second half of the year. We also expectreaffirmed that our cumulative long-term earnings per share growth rate will be within the range of 5 to 7 percent through 2030, using the adjusted 2026 non-GAAP earnings guidance mid-point of $4.65 per share as the base year. We expect annual earnings growth towards the upper half of the long-term guidance by 2028.

Reworded

•Cash flows provided by operating activities totaled $1.32$2.41 billion in the first quarterhalf of 2026, compared with $1.04$2.10 billion in the first quarterhalf of 2025. Investments in property, plant and equipment totaled $1.01$2.02 billion in the first quarterhalf of 2026, compared with $1.01$2.05 billion in the first quarterhalf of 2025.

Reworded

•Cash and Cash Equivalents totaled $270.2$1.82 millionbillion as of MarchJune 31,30, 2026, compared with $135.4 million as of December 31, 2025. Our available borrowing capacity under our commercial paper programs totaled $2.12$2.16 billion as of MarchJune 31,30, 2026.

Reworded

•In the first quarterhalf of 2026, we issued $1.50$2.40 billion of new long-term debt and we repaid $250$1.62 millionbillion of long-term debt.

Reworded

•On May 6, 2026, our Board of Trustees approved a common share dividend payment of $0.7875 per share, payable on June 30, 2026 to shareholders of record as of May 18, 2026. On January 27, 2026, our Board of Trustees approved a common share dividend payment of $0.7875 per share, paid on March 31, 2026 to shareholders of record as of March 5, 2026.

Added

•On June 30, 2026, Eversource completed the sale of Aquarion consistent with all regulatory terms and requirements. The total transaction purchase price was approximately $2.4 billion, which included approximately $650 million of long-term debt that was either repaid at closing or transferred to the buyer. The adjusted net equity proceeds of approximately $1.7 billion will be used to reduce Eversource parent debt. As a result of the sale, Eversource recognized a non-cash, non-recurring charge, after-tax charge of $111.4 million in the second quarter of 2026.

Added

•On July 14, 2026, CL&P filed an application with PURA to request an increase in base distribution rates to provide additional revenues of approximately $451 million annually, exclusive of the impact of catastrophic storms and pre‑staging events occurring between January 2018 and March 2025. As part of the rate case, CL&P proposes to implement a performance-based multi-year rate plan that would adjust rates annually over a four-year term from July 1, 2027 through June 30, 2031, with a corresponding stay out provision. The plan includes a revenue-cap formula adjusted for inflation, a supplemental capital adjustment formula to support CL&P’s planned capital infrastructure improvements, an exogenous events recovery mechanism, performance metrics and an earnings sharing mechanism, among other proposals. The proposed revenue requirement includes a regulatory return on equity of 10.25 percent with a 53.86 percent common equity ratio for CL&P’s capital structure. A decision by PURA is expected by June 29, 2027.

Added

•On July 29, 2026, PURA issued a final decision on CL&P’s request for recovery of deferred storm costs totaling $974.2 million plus carrying costs. PURA approved the vast majority of requested storm costs totaling $869.4 million of catastrophic storms and pre‑staging events occurring between January 1, 2018 and December 31, 2023 and postponed review of $63.3 million of storm costs to a future proceeding. The final decision also authorized the accrual of carrying costs on unrecovered, approved storm costs beginning on the date of the final decision. CL&P is currently evaluating the impact of costs not allowed for recovery in the decision and potential legal courses of action. The impact of the decision will be recorded in the third quarter of 2026.

Removed

•On March 19, 2026, FERC issued an order in the NETO ROE proceedings, attempting to resolve all four pending complaints dating back to 2011. In the decision, FERC applied a revised ROE methodology and found the NETOs’ then-existing base ROE of 11.14 percent was unjust and unreasonable and established a replacement base ROE of 9.57 percent, with an incentive cap of 12.09 percent, for the first complaint period (October 1, 2011 through December 31, 2012), and prospectively effective October 16, 2014. FERC directed the NETOs to issue refunds with interest for applicable refund periods, subsequently extended the refund deadline to May 20, 2027, and dismissed the remaining complaints. As a result of the FERC decision, we determined that a loss is probable and estimated a range of reasonably possible pre-tax losses of $60.4 million to $932 million. We recorded a current regulatory liability of $60.4 million (pre-tax) as of March 31, 2026, which represents the low end of the range as no amount within this range is considered a better estimate. The NETOs have filed a request for rehearing with FERC. Eversource and Avangrid have filed a joint motion requesting a stay of the retroactive refund obligation applicable to the period October 16, 2014 through March 19, 2026 with the U.S. Court of Appeals for the D.C. Circuit Court. While we continue to challenge the March 19, 2026 FERC decision, we cannot predict the ultimate outcome of these proceedings.

Removed

•On April 30, 2026, the NETOs submitted a Federal Power Act Section 205 filing to FERC proposing a replacement base ROE of 11.39 percent, resulting in a cap of 12.89 percent including incentives, based on current market data utilizing FERC’s revised ROE methodology. The NETOs requested an effective date of June 30, 2026. FERC has 60 days to act on the rate proposal and can suspend the proposed rate change for up to five months after the initial 60-day notice. If a settlement is not reached among the parties to the FERC proceeding, Eversource would begin billing the proposed ROE by December 2026 on a subject-to-refund basis after the completion of a hearing on the matter.

Removed

•On March 25, 2026, PURA approved the sale of the Aquarion water business to the Aquarion Water Authority following remand from the Connecticut Superior Court. The closing of the transaction remains subject to appeals, regulatory processes, and customary closing conditions.

Reworded

(1) In the firstsecond quarter of 2026, we recorded a pre-taxnon-cash, after-tax charge of $60.4$111.4 million asresulting afrom resultthe loss on the June 30, 2026 sale of the March 19, 2026 FERC decision in the FERC base ROE complaints. The charge reflects estimated refunds associated with the fifteen-month first complaint period, including interest accrued through March 31, 2026.Aquarion. For further information, see the “FERCBusiness RegulatoryDevelopment Mattersand Capital Expenditures - Sale of Aquarion Water Distribution Business” section included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Added

(2) In the second quarter of 2026, we recorded a pre-tax charge of $194 million ($164 million after-tax) associated with increasing our offshore wind contingent liability for expected future payments under the terms of the 2024 sale agreement with GIP for the Revolution Wind project. For further information, see the “Offshore Wind Contingent Liability” section below included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Added

(3) In the first half of 2026, we recorded a pre-tax charge of $60.4 million ($43.9 million after-tax) as a result of the March 19, 2026 FERC decision in the FERC base ROE complaints. The charge reflects a liability recorded for refunds associated with the fifteen-month first complaint period (October 1, 2011 – December 31, 2012), including interest accrued from the refund period through March 31, 2026. For further information, see the “FERC Regulatory Matters” section included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Reworded

The impact of higher shares outstanding resulted in $0.04 earnings per share dilution in the first quarterhalf of 2026, as compared to the first quarterhalf of 2025.

Reworded

Our electric distribution segment earnings increased $14.4$8.9 million and $23.1 million in the second quarter and the first quarterhalf of 2026, respectively, as compared to the second quarter and the first quarterhalf of 2025, due primarily to higher revenues from base distribution rate increases at NSTAR Electric effective January 1, 2026 and at PSNH effective August 1, 2025, and higher revenues from CL&P'sP’s capital tracking mechanism due to increased electric system improvements and from NSTAR Electric’s Advanced Metering Infrastructure (AMI) capital tracking mechanism. ThoseThese earnings increasesbenefits were partially offset by higher interest expense, higher depreciation expense, higher operations and maintenance expense and higher property tax expense.taxes.

Reworded

Our electric transmission segment earnings decreased $19.0$24.3 million in the firstsecond quarter of 2026, as compared to the firstsecond quarter of 2025, due primarily to the $43.9prospective millionimpact after-tax charge forfrom the March 19, 2026 FERC decision in the FERC base ROE complaints.complaints Excludingthat this charge, our electric transmission segment earnings increased $24.9 million inlowered the firstallowed quarterROE offrom 2026,10.57 percent to 9.57 percent, as comparedwell to the first quarter of 2025, due primarily to aas higher transmissioninterest rateexpense, basepartially asoffset a result of ourby continued investment in our transmission infrastructure and higher non-refundable transmission revenues, partially offset by higher interest expense.infrastructure.

Added

Our electric transmission segment earnings decreased $43.4 million in the first half of 2026, as compared to the first half of 2025, due primarily to the first quarter 2026 after-tax charge of $43.9 million resulting from the March 19, 2026 FERC decision in the FERC base ROE complaints in which the Company recorded a liability for refunds for the fifteen-month first complaint period, including interest. Excluding this charge, our electric transmission segment earnings increased $0.5 million in the first half of 2026, as compared to the first half of 2025, due primarily to a higher transmission rate base as a result of our continued investment in our transmission infrastructure and higher non-refundable transmission revenues, partially offset by the impact of the decrease in the allowed ROE from 10.57 percent to 9.57 percent and higher interest expense.

Reworded

Our natural gas distribution segment earnings increaseddecreased $76.9$5.6 million in the firstsecond quarter of 2026, as compared to the firstsecond quarter of 2025, due primarily to the absence of a benefit in 2025 from previously expensed costs allowed for recovery, higher depreciation and higher property taxes, partially offset by higher revenues from the base distribution rate increasesincrease effective November 1, 2025 at Yankee Gas, at NSTAR Gas and at EGMA, and from capital tracking mechanisms due to continued investments in natural gas infrastructure. Those earnings increases were partially offset by higher operations and maintenance, higher depreciation expense, higher property tax expense, a higher effective tax rate and higher interest expense.

Added

Our natural gas distribution segment earnings increased $71.4 million in the first half of 2026, as compared to the first half of 2025, due primarily to higher revenues from base distribution rate increases effective November 1, 2025 at Yankee Gas, NSTAR Gas and EGMA, and from capital tracking mechanisms due to continued investments in natural gas infrastructure. Those earnings increases were partially offset by higher operations and maintenance expense, higher depreciation, the absence of a benefit in 2025 from previously expensed costs allowed for recovery, higher property taxes, a higher effective income tax rate, and higher interest expense.

Added

Our water distribution segment earnings decreased $114.2 million and $111.4 million in the second quarter and the first half of 2026, respectively, as compared to the second quarter and the first half of 2025, due primarily to the $111.4 million after-tax charge on the sale of Aquarion. Excluding this charge, our water distribution segment earnings decreased $2.8 million in the second quarter of 2026, as compared to the second quarter of 2025, due primarily to higher operations and maintenance expense and higher depreciation, partially offset by higher revenues. Excluding this charge, water distribution segment earnings remained flat in the first half of 2026, as compared to the first half of 2025. For further information on the sale, see the “Business Development and Capital Expenditures - Sale of Aquarion Water Distribution Business” section included in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Added

Eversource Parent and Other Companies: Eversource parent and other companies losses increased by $163.8 million and $182.7 million in the second quarter and the first half of 2026, respectively, as compared to the second quarter and the first half of 2025, due primarily to the after-tax charge of $164.0 million resulting from an increase to the offshore wind contingent liability. Excluding this charge, Eversource parent and other companies losses decreased by $0.2 million in the second quarter of 2026, as compared to the second quarter of 2025, and increased by $18.7 million in the first half of 2026, as compared to the first half of 2025. Results in both periods were driven by higher interest expense and a higher effective income tax rate.

Added

Offshore Wind Contingent Liability: On September, 30, 2024, Eversource completed the sale of its 50 percent ownership share in the South Fork Wind and Revolution Wind Projects to Global Infrastructure Partners (GIP). Eversource recorded a contingent liability relating to expected future payments to GIP as part of the sale of the South Fork Wind and Revolution Wind projects. As part of the definitive agreement with GIP, Eversource is responsible for certain post-closing purchase price adjustments. This obligation included an expected cost overrun sharing obligation, an expected obligation to maintain GIP’s internal rate of return, and an obligation for other future costs.

Added

In the second quarter of 2026, Eversource received revised projections of total construction costs associated with Revolution Wind, which included quantifiable cost increases. As a result, Eversource recognized a pre-tax charge of $194 million in the second quarter of 2026 to increase the liability for purchase price adjustments associated with the Revolution Wind project. Payments made in the first half of 2026 and 2025 of $233.0 million and $68.6 million, respectively, reduced the contingent liability and were reflected within investing activities on the statement of cash flows. Payments made in 2026 related to cost overruns for the Revolution Wind project paid to GIP and payment in 2025 related to a purchase price adjustment payment for the South Fork Wind project paid to GIP.

Added

Eversource continually evaluates the contingent liability and will reassess the balance as new information becomes available. Based on most recent updates on the construction status of Revolution Wind and other information currently available, Eversource believes that the contingent liability balance as of June 30, 2026 is an adequate estimate to cover this contingent liability for purchase price adjustments. As of June 30, 2026 and December 31, 2025, the contingent liability totaled $409.2 million and $448.2 million, respectively, and is recorded as a current liability on Eversource’s balance sheets, based upon the timing of expected payments to GIP.

Added

Eversource relies on information that it receives from the project owners for the construction-related, delay-related, and insurance-related costs of Revolution Wind. Eversource uses its judgment to adjust, as needed, its expected obligations to GIP while construction of Revolution Wind is completed.

Added

New information or future developments that arise as the construction of Revolution Wind progresses will necessitate a reassessment of the estimated liability to GIP. The Company reviews available projections of total construction costs, including the latest cost estimates and project timeline, to determine if any changes to this liability are warranted.

Added

It is reasonably possible that as additional updated cost estimates become available, and if additional cost overruns materialize or other adverse changes in facts, regulations and circumstances occur, there could be additional losses and increases to the offshore wind contingent liability, which could be material. The Company will continue to monitor developments and evaluate potential exposures related to this contingency and will revise its estimated liability as additional information becomes available.

Added

Contingencies are evaluated using the best information available at the time the financial statements are published, and this assessment involves judgments and assumptions about future events. Factors that could increase the obligation to GIP include construction cost overruns for Revolution Wind as well as the timing and extent of construction delays, which would impact the economics associated with the purchase price adjustment, and the eligibility for federal investment tax credits for Revolution Wind at a value lower than assumed and included in the purchase price. The purchase price of Revolution Wind included the sales value related to a 40 percent level of federal investment tax credits. A change in the expected value or qualification of investment tax credit adders could result in a significant loss in a future period.

Added

Total net proceeds could also be adjusted for a benefit due to Eversource if there are lower operation costs or higher availability of the projects through the period that is four years following the commercial operation of Revolution Wind.

Removed

Our water distribution segment earnings increased $2.8 million in the first quarter of 2026, as compared to the first quarter of 2025, due primarily to higher revenues, partially offset by higher depreciation expense.

Removed

Eversource Parent and Other Companies: Eversource parent and other companies losses increased by $19.1 million in the first quarter of 2026, as compared to the first quarter of 2025, due primarily to higher income tax expense and higher interest expense.

Reworded

Cash and Cash Equivalents totaled $270.2$1.82 millionbillion as of MarchJune 31,30, 2026, compared with $135.4 million as of December 31, 2025.

Added

The June 30, 2026 Cash and Cash Equivalents balance includes approximately $1.7 billion of net proceeds received from the June 30, 2026 sale of Aquarion. The Company expects to utilize the net proceeds to reduce Eversource parent debt.

Reworded

Short-Term Debt - Commercial Paper Programs and Credit Agreements: Eversource parent has a $2.00 billion commercial paper program allowing Eversource parent to issue commercial paper as a form of short-term debt. Eversource parent, CL&P, PSNH, NSTAR Gas, Yankee Gas, EGMAGas and Aquarion Water Company of ConnecticutEGMA are parties to a five-year $2.00 billion revolving credit facility. Effective October 11, 2025, the revolving credit facility’s termination date was extended for one additional year to October 11, 2030, pursuant to the extension provisions contained in the existing credit agreement. This revolving credit facility serves to backstop Eversource parent's $2.00 billion commercial paper program.

Reworded

There were no borrowings outstanding on the revolving credit facilities as of MarchJune 31,30, 2026 and December 31, 2025.

Reworded

CL&P and PSNH have uncommitted line of credit agreements totaling $375 million and $250 million, respectively, all of which will expire in either May 2026, September 2026, October 2026 or May 2027. There are no borrowings outstanding on either the CL&P or PSNH uncommitted line of credit agreements as of MarchJune 31,30, 2026 and December 31, 2025.

Added

Amounts outstanding under the commercial paper programs are included in Notes Payable and classified in current liabilities on the Eversource and NSTAR Electric balance sheets, as all borrowings are outstanding for no more than 364 days at one time. As a result of the Yankee Gas long-term debt issuances on July 15, 2026, $62.3 million of commercial paper borrowings under the Eversource parent commercial paper program were reclassified to Long-Term Debt on Eversource parent’s balance sheet as of June 30, 2026. As a result of the EGMA long-term debt issuances on July 15, 2026, $39.0 million of commercial paper borrowings under the Eversource parent commercial paper program were reclassified to Long-Term Debt on Eversource parent’s balance sheet as of June 30, 2026.

Removed

Amounts outstanding under the commercial paper programs are included in Notes Payable and classified in current liabilities on the Eversource and NSTAR Electric balance sheets, as all borrowings are outstanding for no more than 364 days at one time.

Reworded

Intercompany Borrowings: Eversource parent uses its available capital resources to provide loans to its subsidiaries to assist in meeting their short-term borrowing needs. Eversource parent records intercompany interest income from its loans to subsidiaries, which is eliminated in consolidation. Intercompany loans from Eversource parent to its subsidiaries are eliminated in consolidation on Eversource's balance sheets. As of MarchJune 31,30, 2026 and December 31, 2025, there were intercompany loans from Eversource parent to PSNH of $79.4$2.1 million and $49.3 million, respectively. As of MarchJune 31,30, 2026, there were intercompany loans from Eversource parent to CL&P of $39.0$107.0 million. Eversource parent charges interest on these intercompany loans at the same weighted-average interest rate as its commercial paper program. Intercompany loans from Eversource parent are included in Notes Payable to Eversource Parent and classified in current liabilities on the respective subsidiary's balance sheets, as these intercompany borrowings are outstanding for no more than 364 days at one time.

Reworded

Long-Term Debt Issuance Authorizations: On March 3, 2026, PSNH filed a petition with the NHPUC requesting authorization to issue up to $200.0 million in long-term debt through December 31, 2026. PSNH has utilized its long-term debt authorizations in place with the NHPUC. On July 17, 2026, NSTAR Electric filed a petition with the DPU requesting authorization to issue up to $3.2 billion in long-term debt through December 31, 2029.

Reworded

(1) The Eversource Parent Series A Junior Subordinated Notes bear interest at a fixed rate of 6.10 percent per year from Augustthe 15,issuance date of February 26, 2026 to August 14, 2031. Thereafter, the interest rate resets every five years, commencing on August 15, 2031, at a rate per year equal to the five-year U.S. Treasury Rate plus a spread of 2.521 percent.

Reworded

(2) The Eversource Parent Series B Junior Subordinated Notes bear interest at a fixed rate of 6.35 percent per year from Augustthe 15,issuance date of February 26, 2026 to August 14, 2036. Thereafter, the interest rate resets every five years, commencing on August 15, 2036, at a rate per year equal to the five-year U.S. Treasury Rate plus a spread of 2.325 percent.

Added

In connection with the sale of Aquarion on June 30, 2026, $612.4 million of long-term debt was repaid at closing.

Added

As a result of the Yankee Gas long-term debt issuances on July 15, 2026, $90.0 million of current portion of long-term debt was reclassified to Long-Term Debt on Eversource parent’s balance sheet as of June 30, 2026.

Reworded

Rate Reduction Bonds: PSNH's RRB payments consist of principal and interest and are paid semi-annually. PSNH paid $21.6 million of RRB principal payments and $6.1 million of interest payments in the first quarterhalf of 2026, and paid $21.6 million of RRB principal payments and $6.9 million of interest payments in the first quarterhalf of 2025.

Reworded

Common Share Issuances and Equity Distribution Agreement: On May 30, 2025, Eversource entered into an equity distribution agreement pursuant to which it may offer and sell up to $1.2 billion of its common shares from time to time through an ATM equity offering program. In 2025, we issued 7,130,134 common shares, which resulted in proceeds of $465.4 million, net of issuance costs. In the second quarter of 2026, Eversource issued 289,044 common shares, which resulted in proceeds of $20.2 million, net of issuance costs. Eversource used the net proceeds received for general corporate purposes.

Reworded

Cash Flows: Cash flows from operating activities primarily result from the transmission and distribution of electricity, and the distribution of natural gas and water.gas. Cash flows provided by operating activities totaled $1.32$2.41 billion in the first quarterhalf of 2026, compared with $1.04$2.10 billion in the first quarterhalf of 2025. Operating cash flows were favorably impacted by the timing of cash collections on our accounts receivable, an improvement in regulatory recoveries for retail and wholesale transmission costs and natural gas regulatory cost tracking mechanisms driven by the timing of collections, a $65.0$59.0 million decrease in cost of removal expenditures, a $56.7 million increase in income tax refunds received in 2026 compared to 2025, an increase in regulatory recoveries for retail and wholesale transmission costs driven by the timing of collections, a $26.2 million decrease in cost of removal expenditures, the timing of cash collections on our accounts receivable, a $17.9 million decrease in cash payments to vendors for storm costs, and the timing of other working capital items. These favorable impacts were partially offset by a decrease in regulatory recoveries for CL&P’s SBCnon-bypassable FMCC and natural gas regulatorySBC cost tracking mechanisms driven primarily by the timing of collections andcollections, the timing of cash payments made on our accounts payable.payable, and a $13.3 million increase in cash payments to vendors for storm costs. The impacts of regulatory collections are included in both Regulatory Recoveries and Amortization on the statements of cash flows. Additionally, under a winter electric bill relief program in Massachusetts, bill credits were provided to electric and natural gas customers in the first quarter of 2026, which resulted in delayed collections that will be recovered later in 2026, and were partially offset by proceeds of $84.1 million received from the Commonwealth of Massachusetts at NSTAR Electric in January 2026 to fund a portion of the bill relief.

Reworded

On May 6, 2026, our Board of Trustees approved a common share dividend payment of $0.7875 per share, payable on June 30, 2026 to shareholders of record as of May 18, 2026. On January 27, 2026, our Board of Trustees approved a common share dividend payment of $0.7875 per share, paid on March 31, 2026 to shareholders of record as of March 5, 2026. In the first quarterhalf of 2026, we paid cash dividends of $290.0$580.3 million and issued non-cash dividends of $6.0$11.9 million in the form of treasury shares, totaling dividends of $296.0$592.2 million. In the first quarterhalf of 2025, we paid cash dividends of $270.2$540.9 million and issued non-cash dividends of $6.0$11.8 million in the form of treasury shares, totaling dividends of $276.2$552.7 million.

Reworded

In the first quarterhalf of 2026, CL&PP, NSTAR Electric and PSNH paid $88.4$176.8 millionmillion, $331.0 million, and $38.9$127.9 million, respectively, in common stock dividends to Eversource parent.

Reworded

Investments in Property, Plant and Equipment on the statements of cash flows do not include amounts incurred on capital projects but not yet paid, cost of removal, AFUDC related to equity funds, and the capitalized and deferred portions of pension and PBOP income/expense. In the first quarterhalf of 2026, investments for Eversource, CL&P, NSTAR Electric, and PSNH were $1.01$2.02 billion, $248.4$511.5 million, $381.7$773.8 million, and $110.5$197.4 million, respectively. Capital expenditures were primarily for continuing projects to maintain and improve infrastructure and operations, including enhancing reliability to the transmission and distribution systems.

Showing the first 60 of 154 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

ES insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 1 Form 4 filing (1 insider, 1 trade date, 750 shares, about $49.9K) and open-market sales in 2 filings (2 insiders, 3 trade dates, 10,000 shares, about $703.1K). Net open-market shares: -9,250 (purchases minus sales); net value about -$653.2K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-08-25Conner Penelope M
EVP-Cust Exp & Energy Strategy
Open-market sale 1,500$71.50 $107.2K7,556 SEC
2026-08-24Conner Penelope M
EVP-Cust Exp & Energy Strategy
Open-market sale 1,500$71.10 $106.7K9,056 SEC
2026-06-04Butler Gregory B
Executive VP & General Counsel
Open-market sale 7,000$69.88 $489.2K56,179 SEC
2026-05-14Buth Jay S.
VP, Controller, Chief Acct Off
Discretionary 407$68.81 $28.0K0 SEC
2026-05-08Mudge W Robert
Trustee
Open-market purchase 750$66.49 $49.9K2,150 SEC

Well-known investors holding ES (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
AQR Capital Management (Cliff Asness) COM2026-06-3010,684,244$772.2M0.27%Added 171%
Bridgewater Associates COM2026-06-301,195,140$86.4M0.35%New position
Renaissance Technologies COM2026-06-30663,180$47.9M0.07%Added 2173%
Citadel Advisors (Ken Griffin) COM2026-06-30162,200$11.7M0.01%Reduced 14%
D. E. Shaw & Co. COM2026-06-30127,024$9.2M0.01%Added 48%
Gotham Asset Management (Joel Greenblatt) COM2026-06-3084,265$6.1M0.01%Added 7%
Millennium Management (Israel Englander) COM2026-06-3064,917$4.7M0.0%Added 23%
Two Sigma Investments COM2026-06-3035,299$2.6M0.0%Added 46%
Soros Fund Management COM2026-06-3014,890$1.1M0.01%No change

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when ES files, watchlists and downloadable comparisons.