NSTAR ELECTRIC CO : Results of Operations and Financial Condition, Change in Directors or Officers, Submission of Matters for Securityholders’ Vote, Disclosure under Regulation FD, Financial Statements and Schedules (Form 8-K)

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Section 2.02 Earnings and Financial Position.

on May 4, 2022, Eversource Energy (the “Company”) issued a press release disclosing its unaudited results of operations for the past three months March 31, 2022 and related financial information for certain subsidiaries as of and for the same period. A copy of the press release and associated unaudited financial reports are attached as Exhibit 99.1 and 99.2 and are incorporated herein by reference.

The information contained in this Item 2.02, including Appendices 99.1 and 99.2, is not deemed to be “filed”. Securities and Exchange Commission (“SEC”) nor incorporated by reference in any registration statement filed by Eversource Energy or an affiliate thereof pursuant to the Securities Act, 1933, as amended (the “Securities Act”), unless otherwise stated.

Item 5.02 Resignations of directors or certain officers; election of directors;

          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.



on May 4, 2022the company announced Philip J Lembo is retiring as executive vice president and chief financial officer as part of the company’s succession plan John M Moreirathe company’s senior vice president of finance and regulation and treasurer, has been elected executive vice president, chief financial officer and treasurer, effective today.

Mr. Lembo66, who has since served as the company’s chief financial officer May 2016will serve as the Company’s Senior Strategic Advisor through the end of this year, focusing on strategic options for Eversource’s offshore wind investments.

Mr. Moreira has served as senior vice president of finance and regulation and treasurer of Eversource Energy, The Connecticut Light and Power Company, NSTAR Electric Company, New Hampshire Public Service Society, Yankee Gas Services Company and Eversource energy service company since September 12, 2018. Previously, Mr. Moreira served as Vice President of Financial Planning and Analysis of Eversource energy service company out of March 10, 2015 until
September 12, 2018.

It is expected Mr. Moreira is also elected as Executive Vice President, Chief Financial Officer and Treasurer and as a Director respectively The Connecticut Light and Power Company, NSTAR Electric Company, New Hampshire Public Service Society, Yankee Gas Services Company and Eversource energy service company
Later this month.

Combined with Mr Moreiras Elected as Executive Vice President, Chief Financial Officer and Treasurer of the company May 4, 2022his basic annual salary will be increased to $625,000his annual performance plan target level will increase to 80 percent of base salary and his long-term performance plan target level will increase to 220 percent of base salary.

Item 5.07 Submission of Matters to Vote by Securityholders.



(a)     On May 4, 2022, the Company held its 2022 Annual Meeting.


(b) The shareholders voted on the proposals listed below. For more information on the following suggestions, see the company’s proxy statement dated
March 25, 2022. on March 9, 2022, the record date for the AGM, there were 344,746,087 common shares outstanding and entitled to vote. At the AGM, 300,178,042 shares of common stock were represented, in person or by proxy, which constituted a quorum.



(1)     Election of Trustees. The shareholders elected each of the 12 nominees
to the Board of Trustees for a one-year term by a majority of the outstanding
common shares:



                                                                              Broker
Trustee                      For            Against         Abstained       Non-Votes
Cotton M. Cleveland       245,076,673       25,097,789         929,296       29,074,283
James S. DiStasio         266,290,091        3,854,960         958,708       29,074,283
Francis A. Doyle          266,092,382        4,008,354       1,003,022       29,074,283
Linda Dorcena Forry       262,952,218        7,231,803         919,738       29,074,283
Gregory M. Jones          268,734,639        1,563,549         805,570       29,074,283
James J. Judge            262,935,157        7,394,228         774,373       29,074,283
John Y. Kim               267,649,292        2,515,799         938,667       29,074,283
Kenneth R. Leibler        258,098,396       12,009,865         995,498       29,074,283
David H. Long             260,905,624        9,183,330       1,014,804       29,074,283
Joseph R. Nolan, Jr.      268,100,845        2,300,960         701,953       29,074,283
William C. Van Faasen     258,542,801       11,596,925         964,032       29,074,283
Frederica M. Williams     262,154,592        8,032,743         916,423       29,074,283



(2) Shareholders, on an advisory basis, approved the compensation of the Company’s 2021 nominated Executive Officers:


     For            Against         Abstained       Broker Non-Votes
  248,319,200       20,796,082       1,988,476          29,074,283



(3) The shareholders have approved the election Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2022:


     For            Against         Abstained      Broker Non-Votes
  287,129,599       12,034,973       1,013,470                 0

Clause 7.01 Disclosure of Regulation FD.

on May 5, 2022, Eversource Energy A financial analyst conference call will be webcast in which management will discuss the Company’s financial performance through the first quarter of 2022. The webcast can be accessed through the Investors section of the Eversource Energy Website at www.eversource.com. Attached as Exhibit 99.3 and incorporated herein by reference are the slides to be discussed Eversource Energy during the conference call.

The information contained in this Clause 7.01, including Exhibit 99.3, is not deemed to be “on file” with the SEC nor incorporated by reference in any registration statement filed by Eversource Energy or an affiliate thereof under the Securities Act unless otherwise noted.

Item 9.01 Financial Statements and Appendices.



  Exhibit
   Number    Description
    99.1       News Release of Eversource Energy dated May 4, 2022.
    99.2       Financial Report for the three months ended March 31, 2022.
    99.3       May 5, 2022 presentation slides.
    104      Cover Page Interactive Data File (embedded within the Inline XBRL
             document)

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