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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒			Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

FOR THE QUARTERLY PERIOD ENDED September 30, 2023


☐			Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to


Commission File Number	Exact name of registrant as specified in its charter and principal executive office address and telephone number					State of Incorporation	I.R.S. Employer ID. Number
1-14514	Consolidated Edison, Inc.					New York	13-3965100
	4 Irving Place,		New York,	New York	10003
	(212)	460-4600
1-01217	Consolidated Edison Company of New York, Inc.					New York	13-5009340
	4 Irving Place,		New York,	New York	10003
	(212)	460-4600

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


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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.


Consolidated Edison, Inc. (Con Edison)			Yes			☒			No ☐
Consolidated Edison Company of New York, Inc. (CECONY)			Yes			☒			No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).


Con Edison			Yes			☒			No ☐
CECONY			Yes			☒			No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Con Edison
Large accelerated filer	☒		Accelerated filer ☐		Non-accelerated filer	☐
Smaller reporting company		☐	Emerging growth company	☐
CECONY
Large accelerated filer	☐		Accelerated filer ☐		Non-accelerated filer	☒
Smaller reporting company		☐	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


Con Edison			Yes			☐			No			☒
CECONY			Yes			☐			No			☒

As of October 31, 2023, Con Edison had outstanding 345,219,779 Common Shares ($.10 par value). All of the outstanding common equity of CECONY is held by Con Edison.

Filing Format

This Quarterly Report on Form 10-Q is a combined report being filed separately by two different registrants: Consolidated Edison, Inc. (Con Edison) and Consolidated Edison Company of New York, Inc. (CECONY). CECONY is a wholly-owned subsidiary of Con Edison and, as such, the information in this report about CECONY also applies to Con Edison. As used in this report, the term the “Companies” refers to Con Edison and CECONY. However, CECONY makes no representation as to the information contained in this report relating to Con Edison or the subsidiaries of Con Edison other than itself.

Glossary of Terms

The following is a glossary of abbreviations or acronyms that are used in the Companies’ SEC reports:


Con Edison Companies
Con Edison						Consolidated Edison, Inc.
CECONY						Consolidated Edison Company of New York, Inc.
Con Edison Transmission						Con Edison Transmission, Inc., together with its subsidiaries
O&R						Orange and Rockland Utilities, Inc.
RECO						Rockland Electric Company
The Companies						Con Edison and CECONY
The Utilities						CECONY and O&R

Regulatory Agencies, Government Agencies and Other Organizations

FASB						Financial Accounting Standards Board
FERC						Federal Energy Regulatory Commission
IRS						Internal Revenue Service
NJBPU						New Jersey Board of Public Utilities

NYISO						New York Independent System Operator
NYPA						New York Power Authority
NYSDEC						New York State Department of Environmental Conservation
NYSDPS						New York State Department of Public Service

NYSPSC						New York State Public Service Commission

OTDA						Office of Temporary and Disability Assistance

SEC						U.S. Securities and Exchange Commission

Accounting

ASU						Accounting Standards Update
GAAP						Generally Accepted Accounting Principles in the United States of America
HLBV						Hypothetical Liquidation at Book Value
NOL						Net Operating Loss
OCI						Other Comprehensive Income
VIE						Variable Interest Entity


Environmental

GHG						Greenhouse gases



Superfund						Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 and similar state statutes

Units of Measure


Dt						Dekatherms

kWh						Kilowatt-hour

MMlb						Million pounds

MW						Megawatt or thousand kilowatts
MWh						Megawatt hour

Other




COVID-19						Coronavirus Disease 2019













TCJA						The federal Tax Cuts and Jobs Act of 2017, as enacted on December 22, 2017

TABLE OF CONTENTS


		PAGE
PART I—Financial Information
ITEM 1	Financial Statements (Unaudited)
	Con Edison
	Consolidated Income Statement	6
	Consolidated Statement of Comprehensive Income	7
	Consolidated Statement of Cash Flows	8
	Consolidated Balance Sheet	10
	Consolidated Statement of Equity	12
	CECONY
	Consolidated Income Statement	14
	Consolidated Statement of Comprehensive Income	15
	Consolidated Statement of Cash Flows	16
	Consolidated Balance Sheet	17
	Consolidated Statement of Shareholder’s Equity	19
	Notes to the Financial Statements (Unaudited)	20
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	58
ITEM 3	Quantitative and Qualitative Disclosures About Market Risk	92
ITEM 4	Controls and Procedures	92
PART II—Other Information		94
ITEM 1	Legal Proceedings	94
ITEM 1A	Risk Factors	94
ITEM 6	Exhibits	94
	Signatures	95

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that are intended to qualify for the safe-harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements of future expectations and not facts. Words such as “forecasts,” “expects,” “estimates,” “anticipates,” “intends,” “believes,” “plans,” “will,” “target,” “guidance,” “potential,” “consider” and similar expressions identify forward-looking statements. The forward-looking statements reflect information available and assumptions at the time the statements are made, and accordingly speak only as of that time. Actual results or developments might differ materially from those included in the forward-looking statements because of various factors such as those identified in reports the Companies have filed with the Securities and Exchange Commission, including, but not limited to:

the Companies are extensively regulated and are subject to substantial penalties;
the Utilities’ rate plans may not provide a reasonable return;
the Companies may be adversely affected by changes to the Utilities’ rate plans;
the failure of, or damage to, the Companies’ facilities could adversely affect the Companies;
a cyber attack could adversely affect the Companies;
the failure of processes and systems and the performance and failure to retain and attract employees and contractors could adversely affect the Companies;
the Companies are exposed to risks from the environmental consequences of their operations, including increased costs related to climate change;
Con Edison’s ability to pay dividends or interest depends on dividends from its subsidiaries;
changes to tax laws could adversely affect the Companies;
the Companies require access to capital markets to satisfy funding requirements;
a disruption in the wholesale energy markets, increased commodity costs or failure by an energy supplier or customer could adversely affect the Companies;
the Companies may have substantial unfunded pension and other postretirement benefit liabilities;
the Companies face risks related to health epidemics and other outbreaks;
the Companies’ strategies may not be effective to address changes in the external business environment;
the Companies face risks related to supply chain disruption and inflation; and
the Companies also face other risks that are beyond their control.

The Companies assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Consolidated Edison, Inc.

CONSOLIDATED INCOME STATEMENT (UNAUDITED)


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
(Millions of Dollars/Except Share Data)	2023	2022	2023	2022
OPERATING REVENUES
Electric	$3,469	$3,328	$8,309	$7,994
Gas	353	453	2,354	2,345
Steam	49	58	425	444
Non-utility	1	326	131	856
TOTAL OPERATING REVENUES	3,872	4,165	11,219	11,639
OPERATING EXPENSES
Purchased power	796	731	1,993	1,851
Fuel	34	59	241	255
Gas purchased for resale	73	185	640	833
Other operations and maintenance	933	999	2,678	2,785
Depreciation and amortization	512	525	1,506	1,593
Taxes, other than income taxes	801	777	2,282	2,248
TOTAL OPERATING EXPENSES	3,149	3,276	9,340	9,565


Gain (Loss) on sale of the Clean Energy Businesses	(1)	—	866	—
OPERATING INCOME	722	889	2,745	2,074
OTHER INCOME (DEDUCTIONS)
Investment income	8	5	23	15
Other income	210	101	625	296
Allowance for equity funds used during construction	7	4	20	15
Other deductions	(18)	(21)	(57)	(57)
TOTAL OTHER INCOME	207	89	611	269
INCOME BEFORE INTEREST AND INCOME TAX EXPENSE	929	978	3,356	2,343
INTEREST EXPENSE (INCOME)
Interest on long-term debt	234	246	719	728
Other interest expense (income)	39	(32)	78	(119)
Allowance for borrowed funds used during construction	(14)	(15)	(39)	(23)
NET INTEREST EXPENSE	259	199	758	586
INCOME BEFORE INCOME TAX EXPENSE	670	779	2,598	1,757
INCOME TAX EXPENSE	144	160	416	330
NET INCOME	526	619	2,182	1,427
Income (Loss) attributable to non-controlling interest	—	6	(3)	(43)
NET INCOME FOR COMMON STOCK	$526	$613	$2,185	$1,470
Net income per common share—basic	$1.53	$1.73	$6.27	$4.15
Net income per common share—diluted	$1.52	$1.72	$6.24	$4.13
AVERAGE NUMBER OF SHARES OUTSTANDING—BASIC (IN MILLIONS)	345.0	354.6	348.4	354.4
AVERAGE NUMBER OF SHARES OUTSTANDING—DILUTED (IN MILLIONS)	346.5	355.9	349.9	355.7

The accompanying notes are an integral part of these financial statements.

Consolidated Edison, Inc.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)


	Three Months Ended September 30,		Nine Months Ended September 30,
(Millions of Dollars)	2023	2022	2023	2022
NET INCOME	$526	$619	$2,182	$1,427
(INCOME) LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST	—	(6)	3	43
OTHER COMPREHENSIVE INCOME, NET OF TAXES
Pension and other postretirement benefit plan liability adjustments, net of taxes	—	1	3	6

TOTAL OTHER COMPREHENSIVE INCOME, NET OF TAXES	—	1	3	6
COMPREHENSIVE INCOME	$526	$614	$2,188	$1,476

The accompanying notes are an integral part of these financial statements.

Consolidated Edison, Inc.

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)


	For the Nine Months Ended September 30,
(Millions of Dollars)	2023	2022
OPERATING ACTIVITIES
Net income	$2,182	$1,427
PRINCIPAL NON-CASH CHARGES/(CREDITS) TO INCOME
Depreciation and amortization	1,506	1,593

Deferred income taxes	99	317
Rate case amortization and accruals	67	55

Net derivative gains	11	(161)


Pre-tax gain on sale of the Clean Energy Businesses	(866)	—
Other non-cash items, net	(87)	180
CHANGES IN ASSETS AND LIABILITIES
Accounts receivable – customers	179	(140)
Allowance for uncollectible accounts – customers	(46)	(12)
Materials and supplies, including fuel oil and gas in storage	53	(96)
Revenue decoupling mechanism receivable	(130)	23
Other receivables and other current assets	144	(120)

Unbilled revenue and net unbilled revenue deferrals	78	(40)
Prepayments	(841)	(588)
Accounts payable	(573)	61
Pensions and retiree benefits obligations, net	(161)	105
Pensions and retiree benefits contributions	(30)	(34)
Accrued taxes	(1)	(10)
Accrued interest	108	126

Distributions from equity investments	23	14

Deferred charges, noncurrent assets, leases, net and other regulatory assets	(613)	(550)
Deferred credits, noncurrent liabilities and other regulatory liabilities	(31)	468
Other current liabilities	110	—
NET CASH FLOWS FROM OPERATING ACTIVITIES	1,181	2,618
INVESTING ACTIVITIES
Utility construction expenditures	(3,097)	(2,844)
Cost of removal less salvage	(289)	(247)
Non-utility construction expenditures	(141)	(210)
Investments in electric and gas transmission projects	(48)	(48)

Proceeds from sale of the Clean Energy Businesses, net of cash and cash equivalents sold	3,927	—

Other investing activities	—	3
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES	352	(3,346)
FINANCING ACTIVITIES
Net issuance (retirement) of short-term debt	(1,160)	1,003
Issuance of long-term debt	500	—
Retirement of long-term debt	(60)	(383)
Debt issuance costs	(5)	—
Common stock dividends	(829)	(812)

Issuance of common shares for stock plans	41	43
Repurchase of common shares	(1,000)	—
Distribution to noncontrolling interest	(4)	(28)


NET CASH FLOWS USED IN FINANCING ACTIVITIES	(2,517)	(177)
CASH, TEMPORARY CASH INVESTMENTS, AND RESTRICTED CASH:
NET CHANGE FOR THE PERIOD	(984)	(905)
BALANCE AT BEGINNING OF PERIOD	1,530	1,146
BALANCE AT END OF PERIOD	$546	$241
LESS: CASH BALANCES HELD FOR SALE	6	—
BALANCE AT END OF PERIOD EXCLUDING HELD FOR SALE	$540	$241
SUPPLEMENTAL DISCLOSURE OF CASH INFORMATION
Cash paid/(received) during the period for:
Interest	$624	$583


Income taxes	$360	$30
SUPPLEMENTAL DISCLOSURE OF NON-CASH INFORMATION
Construction expenditures in accounts payable	$419	$486
Issuance of common shares for dividend reinvestment	$20	$28
Software licenses acquired but unpaid as of end of period	$—	$2
Equipment acquired but unpaid as of end of period	$11	$17

The accompanying notes are an integral part of these financial statements.

Consolidated Edison, Inc.

CONSOLIDATED BALANCE SHEET (UNAUDITED)


(Millions of Dollars)	September 30, 2023	December 31, 2022
ASSETS
CURRENT ASSETS
Cash and temporary cash investments	$539	$1,282
Accounts receivable – customers, net allowance for uncollectible accounts of $276 and $322 in 2023 and 2022, respectively	2,048	2,192
Other receivables, net allowance for uncollectible accounts of $31 and $10 in 2023 and 2022, respectively	418	164
Taxes receivable	3	10
Accrued unbilled revenue	547	702
Fuel oil, gas in storage, materials and supplies, at average cost	455	492
Prepayments	1,110	264
Regulatory assets	180	305
Restricted cash	1	—
Revenue decoupling mechanism receivable	294	164
Fair value of derivative assets	62	59
Assets held for sale	163	7,162
Other current assets	119	176
TOTAL CURRENT ASSETS	5,939	12,972
INVESTMENTS	933	841
UTILITY PLANT, AT ORIGINAL COST
Electric	38,283	36,819
Gas	13,986	13,378
Steam	3,029	2,935
General	4,340	4,205
TOTAL	59,638	57,337
Less: Accumulated depreciation	13,865	13,069
Net	45,773	44,268
Construction work in progress	2,748	2,484
NET UTILITY PLANT	48,521	46,752
NON-UTILITY PLANT
Non-utility property, net accumulated depreciation of $24 and $23 in 2023 and 2022, respectively	13	13
Construction work in progress	1	1
NET PLANT	48,535	46,766
OTHER NONCURRENT ASSETS
Goodwill	408	408

Regulatory assets	4,334	3,974
Pension and retiree benefits	3,384	3,269
Operating lease right-of-use asset	545	568
Fair value of derivative assets	26	85
Other deferred charges and noncurrent assets	301	182
TOTAL OTHER NONCURRENT ASSETS	8,998	8,486
TOTAL ASSETS	$64,405	$69,065

The accompanying notes are an integral part of these financial statements.

Consolidated Edison, Inc.

CONSOLIDATED BALANCE SHEET (UNAUDITED)


(Millions of Dollars)	September 30, 2023	December 31, 2022
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
Long-term debt due within one year	$650	$649
Term loan	—	400
Notes payable	1,880	2,640
Accounts payable	1,306	1,955
Customer deposits	401	358
Accrued taxes	85	102
Accrued interest	283	153
Accrued wages	124	116
Fair value of derivative liabilities	86	42
Regulatory liabilities	189	374
System benefit charge	439	390
Operating lease liabilities	114	103
Liabilities held for sale	76	3,610
Other current liabilities	417	444
TOTAL CURRENT LIABILITIES	6,050	11,336
NONCURRENT LIABILITIES
Provision for injuries and damages	182	181
Pensions and retiree benefits	638	577
Superfund and other environmental costs	996	997
Asset retirement obligations	513	500
Fair value of derivative liabilities	68	13
Deferred income taxes and unamortized investment tax credits	7,992	7,641
Operating lease liabilities	477	476
Regulatory liabilities	5,401	6,027
Other deferred credits and noncurrent liabilities	360	281
TOTAL NONCURRENT LIABILITIES	16,627	16,693
LONG-TERM DEBT	20,650	20,147
COMMITMENTS, CONTINGENCIES, AND GUARANTEES (Note B, Note G, and Note H)
EQUITY
Common shareholders’ equity	21,078	20,687
Noncontrolling interest	—	202
TOTAL EQUITY (See Statement of Equity)	21,078	20,889
TOTAL LIABILITIES AND EQUITY	$64,405	$69,065

The accompanying notes are an integral part of these financial statements.

Consolidated Edison, Inc.

CONSOLIDATED STATEMENT OF EQUITY (UNAUDITED)


(In Millions, except for dividends per share)	Common Stock		Additional Paid-In Capital	Retained Earnings	Treasury Stock		Capital Stock Expense	Accumulated Other Comprehensive Income/(Loss)	Non- controlling Interest	Total
Shares	Amount	Shares	Amount
















































































































BALANCE AS OF DECEMBER 31, 2021	354	$37	$9,710	$11,445	23	$(1,038)	$(122)	$5	$299	$20,336
Net income (loss)				602					(48)	554
Common stock dividends ($0.79 per share)				(280)						(280)
Issuance of common shares - public offering							1			1
Issuance of common shares for stock plans			18							18

Distributions to noncontrolling interests									(6)	(6)

BALANCE AS OF MARCH 31, 2022	354	$37	$9,728	$11,767	23	$(1,038)	$(121)	$5	$245	$20,623
Net income (loss)				255					(1)	254
Common stock dividends ($0.79 per share)				(280)						(280)

Issuance of common shares for stock plans			29							29
Other comprehensive income								5		5
Distributions to noncontrolling interests									(10)	(10)

BALANCE AS OF JUNE 30, 2022	354	$37	$9,757	$11,742	23	$(1,038)	$(121)	$10	$234	$20,621
Net income				613					6	619
Common stock dividends ($0.79 per share)				(280)						(280)
Issuance of common shares - public offering	1									—
Issuance of common shares for stock plans			27							27
Other comprehensive income								1		1
Distributions to noncontrolling interests									(12)	(12)
BALANCE AS OF SEPTEMBER 30, 2022	355	$37	$9,784	$12,075	23	$(1,038)	$(121)	$11	$228	$20,976



BALANCE AS OF DECEMBER 31, 2022	355	$37	$9,803	$11,985	23	$(1,038)	$(122)	$22	$202	$20,889
Net income (loss)				1,433					(3)	1,430
Common stock dividends ($0.81 per share)				(288)						(288)

Issuance of common shares for stock plans			15							15
Common stock repurchases	(9)		(200)		9	(808)				(1,008)
Other comprehensive income								4		4
Distributions to noncontrolling interests									(4)	(4)
Disposal of the Clean Energy Businesses									(195)	(195)
BALANCE AS OF MARCH 31, 2023	346	$37	$9,618	$13,130	32	$(1,846)	$(122)	$26	$—	$20,843
Net income				226						226
Common stock dividends ($0.81 per share)				(281)						(281)

Issuance of common shares for stock plans			20							20
Common stock repurchases	(2)		169		2	(171)				(2)
Other comprehensive loss								(1)		(1)



BALANCE AS OF JUNE 30, 2023	344	$37	$9,807	$13,075	34	$(2,017)	$(122)	$25	$—	$20,805
Net income				526						526


Common stock dividends ($0.81 per share)				(280)						(280)

Issuance of common shares for stock plans	1		27							27



BALANCE AS OF SEPTEMBER 30, 2023	345	$37	$9,834	$13,321	34	$(2,017)	$(122)	$25	$—	$21,078

The accompanying notes are an integral part of these financial statements.

Consolidated Edison Company of New York, Inc.

CONSOLIDATED INCOME STATEMENT (UNAUDITED)


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
(Millions of Dollars)	2023	2022	2023	2022
OPERATING REVENUES
Electric	$3,223	$3,077	$7,722	$7,401
Gas	318	414	2,140	2,127
Steam	49	58	425	444
TOTAL OPERATING REVENUES	3,590	3,549	10,287	9,972
OPERATING EXPENSES
Purchased power	719	643	1,802	1,639
Fuel	34	59	241	255
Gas purchased for resale	62	113	518	582
Other operations and maintenance	834	807	2,341	2,267
Depreciation and amortization	485	441	1,428	1,341
Taxes, other than income taxes	777	748	2,207	2,159
TOTAL OPERATING EXPENSES	2,911	2,811	8,537	8,243
OPERATING INCOME	679	738	1,750	1,729
OTHER INCOME (DEDUCTIONS)
Investment and other income	191	93	566	280
Allowance for equity funds used during construction	6	4	17	13
Other deductions	(13)	(16)	(33)	(48)
TOTAL OTHER INCOME	184	81	550	245
INCOME BEFORE INTEREST AND INCOME TAX EXPENSE	863	819	2,300	1,974
INTEREST EXPENSE (INCOME)
Interest on long-term debt	220	201	656	600
Other interest expense	32	15	75	25
Allowance for borrowed funds used during construction	(13)	(14)	(36)	(21)
NET INTEREST EXPENSE	239	202	695	604
INCOME BEFORE INCOME TAX EXPENSE	624	617	1,605	1,370
INCOME TAX EXPENSE	109	124	297	232
NET INCOME	$515	$493	$1,308	$1,138

The accompanying notes are an integral part of these financial statements.

Consolidated Edison Company of New York, Inc.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
(Millions of Dollars)	2023	2022	2023	2022
NET INCOME	$515	$493	$1,308	$1,138
OTHER COMPREHENSIVE INCOME/(LOSS), NET OF TAXES
Pension and other postretirement benefit plan liability adjustments, net of taxes	—	—	(1)	1
TOTAL OTHER COMPREHENSIVE INCOME/(LOSS), NET OF TAXES	—	—	(1)	1
COMPREHENSIVE INCOME	$515	$493	$1,307	$1,139

The accompanying notes are an integral part of these financial statements.

Consolidated Edison Company of New York, Inc.

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)


	For the Nine Months Ended September 30,
(Millions of Dollars)	2023	2022
OPERATING ACTIVITIES
Net income	$1,308	$1,138
PRINCIPAL NON-CASH CHARGES/(CREDITS) TO INCOME
Depreciation and amortization	1,428	1,341
Deferred income taxes	674	235
Rate case amortization and accruals	52	41


Other non-cash items, net	(75)	173
CHANGES IN ASSETS AND LIABILITIES
Accounts receivable – customers	185	(134)
Allowance for uncollectible accounts – customers	(45)	(7)
Materials and supplies, including fuel oil and gas in storage	36	(71)
Revenue decoupling mechanism receivable	(128)	24
Other receivables and other current assets	(115)	42
Unbilled revenue and net unbilled revenue deferrals	77	16
Accounts receivable from affiliated companies	(400)	(66)
Prepayments	(699)	(559)
Accounts payable	(408)	(12)
Accounts payable to affiliated companies	7	4
Pensions and retiree benefits obligations, net	(161)	101
Pensions and retiree benefits contributions	(28)	(22)

Accrued taxes	(42)	(3)
Accrued taxes to affiliated companies	(89)	2
Accrued interest	128	109
System benefit charge	48	(4)
Deferred charges, noncurrent assets, leases, net and other regulatory assets	(598)	(553)
Deferred credits, noncurrent liabilities and other regulatory liabilities	(15)	409
Other current liabilities	81	(13)
NET CASH FLOWS FROM OPERATING ACTIVITIES	1,221	2,191
INVESTING ACTIVITIES
Utility construction expenditures	(2,894)	(2,687)
Cost of removal less salvage	(284)	(242)




NET CASH FLOWS USED IN INVESTING ACTIVITIES	(3,178)	(2,929)
FINANCING ACTIVITIES
Net issuance (retirement) of short-term debt	(502)	428
Issuance of long-term debt	500	—

Debt issuance costs	(5)	(1)
Capital contribution by Con Edison	1,720	150
Dividend to Con Edison	(792)	(734)
NET CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES	921	(157)
CASH AND TEMPORARY CASH INVESTMENTS
NET CHANGE FOR THE PERIOD	(1,036)	(895)
BALANCE AT BEGINNING OF PERIOD	1,056	920
BALANCE AT END OF PERIOD	$20	$25
SUPPLEMENTAL DISCLOSURE OF CASH INFORMATION
Cash paid/(received) during the period for:
Interest	$538	$466
Income taxes	$90	$60
SUPPLEMENTAL DISCLOSURE OF NON-CASH INFORMATION
Construction expenditures in accounts payable	$399	$414
Software licenses acquired but unpaid as of end of period	$—	$2
Equipment acquired but unpaid as of end of period	$11	$17

The accompanying notes are an integral part of these financial statements.

Consolidated Edison Company of New York, Inc.

CONSOLIDATED BALANCE SHEET (UNAUDITED)


(Millions of Dollars)	September 30, 2023	December 31, 2022
ASSETS
CURRENT ASSETS
Cash and temporary cash investments	$20	$1,056
Accounts receivable – customers, net allowance for uncollectible accounts of $269 and $314 in 2023 and 2022, respectively	1,959	2,099
Other receivables, net allowance for uncollectible accounts of $27 and $7 in 2023 and 2022, respectively	300	147
Taxes receivable	2	5
Accrued unbilled revenue	505	573
Accounts receivable from affiliated companies	446	46
Fuel oil, gas in storage, materials and supplies, at average cost	404	440
Prepayments	922	223
Regulatory assets	163	286

Revenue decoupling mechanism receivable	292	164
Fair value of derivative assets	56	51
Other current assets	97	157
TOTAL CURRENT ASSETS	5,166	5,247
INVESTMENTS	571	539
UTILITY PLANT, AT ORIGINAL COST
Electric	36,029	34,636
Gas	12,908	12,338
Steam	3,030	2,935
General	4,052	3,879
TOTAL	56,019	53,788
Less: Accumulated depreciation	12,864	12,047
Net	43,155	41,741
Construction work in progress	2,501	2,268
NET UTILITY PLANT	45,656	44,009
NON-UTILITY PROPERTY
Non-utility property, net accumulated depreciation of $25 in 2023 and 2022	2	2
NET PLANT	45,658	44,011
OTHER NONCURRENT ASSETS
Regulatory assets	4,057	3,669
Operating lease right-of-use asset	543	567
Pension and retiree benefits	3,299	3,184
Fair value of derivative assets	26	80
Other deferred charges and noncurrent assets	267	148
TOTAL OTHER NONCURRENT ASSETS	8,192	7,648
TOTAL ASSETS	$59,587	$57,445

The accompanying notes are an integral part of these financial statements.

Consolidated Edison Company of New York, Inc.

CONSOLIDATED BALANCE SHEET (UNAUDITED)


(Millions of Dollars)	September 30, 2023	December 31, 2022
LIABILITIES AND SHAREHOLDER’S EQUITY
CURRENT LIABILITIES


Notes payable	$1,798	$2,300
Accounts payable	1,194	1,763
Accounts payable to affiliated companies	24	17
Customer deposits	383	341
Accrued taxes	48	93
Accrued taxes to affiliated companies	—	89
Accrued interest	262	134
Accrued wages	113	105
Fair value of derivative liabilities	79	35
Regulatory liabilities	153	308
System benefit charge	399	351
Operating lease liabilities	113	103
Other current liabilities	374	397
TOTAL CURRENT LIABILITIES	4,940	6,036
NONCURRENT LIABILITIES
Provision for injuries and damages	179	177
Pensions and retiree benefits	589	526
Superfund and other environmental costs	902	903
Asset retirement obligations	512	499
Fair value of derivative liabilities	60	9
Deferred income taxes and unamortized investment tax credits	8,060	7,144
Operating lease liabilities	476	475
Regulatory liabilities	4,890	5,481
Other deferred credits and noncurrent liabilities	283	237
TOTAL NONCURRENT LIABILITIES	15,951	15,451
LONG-TERM DEBT	19,583	19,080
COMMITMENTS AND CONTINGENCIES (Note B and Note G)
SHAREHOLDER’S EQUITY (See Statement of Shareholder’s Equity)	19,113	16,878
TOTAL LIABILITIES AND SHAREHOLDER’S EQUITY	$59,587	$57,445

The accompanying notes are an integral part of these financial statements.

Consolidated Edison Company of New York, Inc.

CONSOLIDATED STATEMENT OF SHAREHOLDER’S EQUITY (UNAUDITED)


	Common Stock		Additional Paid-In Capital	Retained Earnings	Repurchased Con Edison Stock	Capital Stock Expense	Accumulated Other Comprehensive Income/(Loss)	Total
(In Millions)/Except Share Data)	Shares	Amount


























































































BALANCE AS OF DECEMBER 31, 2021	235	$589	$7,269	$9,478	$(962)	$(62)	$—	$16,312
Net income				475				475
Common stock dividend to Con Edison				(245)				(245)
Capital contribution by Con Edison			75					75
Other comprehensive income							1	1
BALANCE AS OF MARCH 31, 2022	235	$589	$7,344	$9,708	$(962)	$(62)	$1	$16,618
Net income				170				170
Common stock dividend to Con Edison				(245)				(245)
Capital contribution by Con Edison			25					25

BALANCE AS OF JUNE 30, 2022	235	$589	$7,369	$9,633	$(962)	$(62)	$1	$16,568
Net income				493				493
Common stock dividend to Con Edison				(244)				(244)
Capital contribution by Con Edison			50					50
BALANCE AS OF SEPTEMBER 30, 2022	235	$589	$7,419	$9,882	$(962)	$(62)	$1	$16,867





BALANCE AS OF DECEMBER 31, 2022	235	$589	$7,419	$9,890	$(962)	$(62)	$4	$16,878
Net income				604				604
Common stock dividend to Con Edison				(264)				(264)
Capital contribution by Con Edison			1,675					1,675
Other comprehensive loss							(1)	(1)
BALANCE AS OF MARCH 31, 2023	235	$589	$9,094	$10,230	$(962)	$(62)	$3	$18,892
Net income				189				189
Common stock dividend to Con Edison				(264)				(264)
Capital contribution by Con Edison			26					26

BALANCE AS OF JUNE 30, 2023	235	$589	$9,120	$10,155	$(962)	$(62)	$3	$18,843
Net income				515				515
Common stock dividend to Con Edison				(264)				(264)
Capital contribution by Con Edison			19					19

BALANCE AS OF SEPTEMBER 30, 2023	235	$589	$9,139	$10,406	$(962)	$(62)	$3	$19,113

The accompanying notes are an integral part of these financial statements.

NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)

General

These combined notes accompany and form an integral part of the separate interim consolidated financial statements of each of the two separate registrants: Consolidated Edison, Inc. and its subsidiaries (Con Edison) and Consolidated Edison Company of New York, Inc. and its subsidiaries (CECONY). CECONY is a subsidiary of Con Edison and as such its financial condition and results of operations and cash flows, that are presented separately in the CECONY consolidated financial statements, are also consolidated, along with those of Orange and Rockland Utilities, Inc. (O&R), Con Edison Transmission, Inc. (together with its subsidiaries, Con Edison Transmission) and its former subsidiary, Con Edison Clean Energy Businesses, Inc. (together with its subsidiaries, the Clean Energy Businesses), in Con Edison’s consolidated financial statements. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T. The term “Utilities” is used in these notes to refer to CECONY and O&R.

As used in these notes, the term “Companies” refers to Con Edison and CECONY and, except as otherwise noted, the information in these combined notes relates to each of the Companies. However, CECONY makes no representation as to information relating to Con Edison or the subsidiaries of Con Edison other than itself.

The separate interim consolidated financial statements of each of the Companies are unaudited but, in the opinion of their respective managements, reflect all adjustments (which include only normally recurring adjustments) necessary for a fair statement of the results for the interim periods presented. The Companies’ separate interim consolidated financial statements should be read together with their separate audited financial statements (including the combined notes thereto) included in Item 8 of their combined Annual Report on Form 10-K for the year ended December 31, 2022 and their separate unaudited financial statements (including the combined notes thereto)

included in Part 1, Item 1 of their combined Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2023 and June 30, 2023.

Con Edison has two regulated utility subsidiaries: CECONY and O&R. CECONY provides electric service and gas service in New York City and Westchester County and steam service in parts of Manhattan. O&R, along with its regulated utility subsidiary, provides electric service in southeastern New York, and northern New Jersey, and gas service in southeastern New York. Con Edison Transmission invests in and seeks to develop electric transmission projects and manages investments in gas pipeline and storage facilities. See “Investments” in Note A.

Note A – Summary of Significant Accounting Policies and Other Matters

Accounting Policies

The accounting policies of Con Edison and its subsidiaries conform to generally accepted accounting principles in the United States of America (GAAP). For the Utilities, these accounting principles include the accounting rules for regulated operations and the accounting requirements of the Federal Energy Regulatory Commission (FERC) and the state regulators having jurisdiction.

Investments

Con Edison's investments consist primarily of the investments of Con Edison Transmission that are accounted for under the equity method and the fair value of the Utilities' supplemental retirement income plan and deferred income plan assets.

Investment in Mountain Valley Pipeline, LLC (MVP)

In January 2016, a subsidiary of Con Edison Transmission acquired a 12.5 percent interest in MVP, a company developing a proposed 300-mile gas transmission project (the Mountain Valley Pipeline) in West Virginia and Virginia. During 2019, Con Edison exercised its right to limit, and did limit, its cash contributions to the joint venture to approximately $530 million, that reduced Con Edison Transmission’s interest in MVP to 11.3 percent, 10.2 percent and 9.6 percent as of December 31, 2020, 2021 and 2022, respectively. As of September 30, 2023, Con Edison Transmission's interest in MVP is 8.8 percent and is expected to be reduced to as low as 7.3 percent based on the Mountain Valley Pipeline's current cost estimate and Con Edison Transmission’s previous capping of its cash contributions. As of December 31, 2022 and September 30, 2023, the Mountain Valley Pipeline was approximately 94 percent complete.

In June 2023, the President of the United States signed the Fiscal Responsibility Act of 2023. Section 324 of the legislation approved all permits and authorizations necessary for the construction and initial operation of the Mountain Valley Pipeline. In mid-August 2023, construction of the Mountain Valley Pipeline resumed after resolution of certain legal challenges. In October 2023, the operator of the Mountain Valley Pipeline indicated that it is now

targeting an in-service date for the project in the first quarter of 2024 at an overall project cost of approximately $7,200 million excluding allowance for funds used during construction. At September 30, 2023, Con Edison Transmission’s carrying value of its investment in the Mountain Valley Pipeline was $111 million and its cash contributions to the joint venture amounted to $530 million.

There is risk that the fair value of Con Edison’s investment in MVP may be further or fully impaired in the future. Assumptions and estimates used to test Con Edison’s investment in MVP for impairment may change if adverse developments impacting the construction of the Mountain Valley Pipeline were to occur which could then result in a material adverse effect on the fair value of Con Edison’s investment in MVP.

Reclassification

Certain prior period amounts have been reclassified within the Companies' Consolidated Statements of Cash Flows to conform with the current period presentation.

Earnings Per Common Share

Con Edison presents basic and diluted earnings per share (EPS) on the face of its consolidated income statement. Basic EPS is calculated by dividing earnings available to common shareholders (“Net income for common stock” on Con Edison’s consolidated income statement) by the weighted average number of Con Edison Common Shares ($.10 par value) (Common Shares) outstanding during the period. In the calculation of diluted EPS, weighted average shares outstanding are increased for additional shares that would be outstanding if potentially dilutive securities were converted to common stock.

Potentially dilutive securities for Con Edison consist of restricted stock units and deferred stock units for which the average market price of the Common Shares for the period was greater than the estimated vesting price.

For the three and nine months ended September 30, 2023 and 2022, basic and diluted EPS for Con Edison are calculated as follows:


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
(Millions of Dollars, except per share amounts/Shares in Millions)	2023	2022	2023	2022
Net income for common stock	$526	$613	$2,185	$1,470
Weighted average common shares outstanding – basic	345.0	354.6	348.4	354.4
Add: Incremental shares attributable to effect of potentially dilutive securities	1.5	1.3	1.5	1.3
Adjusted weighted average common shares outstanding – diluted	346.5	355.9	349.9	355.7
Net Income per common share – basic	$1.53	$1.73	$6.27	$4.15
Net Income per common share – diluted	$1.52	$1.72	$6.24	$4.13

Changes in Accumulated Other Comprehensive Income/(Loss) by Component

For the three and nine months ended September 30, 2023 and 2022, changes to accumulated other comprehensive income/(loss) (OCI) for Con Edison and CECONY are as follows:


	For the Three Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Beginning balance, accumulated OCI, net of taxes (a)	$25	$10	$3	$1


Amounts reclassified from accumulated OCI related to pension plan liabilities, net of tax (a)(b)	—	1	—	—
Current period OCI, net of taxes	—	1	—	—
Ending balance, accumulated OCI, net of taxes (a)	$25	$11	$3	$1

(a) Tax reclassified from accumulated OCI is reported in the income tax expense line item of the consolidated income statement.

(b)For the portion of unrecognized pension and other postretirement benefit costs relating to the Utilities, costs are recorded into, and amortized out of, regulatory assets and liabilities instead of OCI. The net actuarial losses and prior service costs recognized during the period are included in the computation of total periodic pension and other postretirement benefit costs. See Notes E and F. For Con Edison in 2023, amounts reclassified also include accumulated OCI of the Clean Energy Businesses that were sold on March 1, 2023. See Note S.


	For the Nine Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Beginning balance, accumulated OCI, net of taxes (a)	$22	$5	$4	$—

OCI before reclassifications, net of tax of $(1) for Con Edison in 2022	1	4	(1)	—
Amounts reclassified from accumulated OCI related to pension plan liabilities, net of tax of $(1) for Con Edison in 2022 (a)(b)	2	2	—	1
Current period OCI, net of taxes	3	6	(1)	1
Ending balance, accumulated OCI, net of taxes (a)	$25	$11	$3	$1

(a) Tax reclassified from accumulated OCI is reported in the income tax expense line item of the consolidated income statement.

Reconciliation of Cash, Temporary Cash Investments and Restricted Cash

Cash, temporary cash investments and restricted cash are presented on a combined basis in the Companies’ consolidated statements of cash flows. At September 30, 2023 and 2022, cash, temporary cash investments and restricted cash for Con Edison and CECONY were as follows:


	At September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Cash and temporary cash investments	$539	$78	$20	$25
Restricted cash (a)	6	163	—	—
Total cash, temporary cash investments and restricted cash	$545	$241	$20	$25

(a)Con Edison restricted cash included cash of the Clean Energy Businesses' renewable electric project subsidiaries ($5 million and $163 million at September 30, 2023 and 2022, respectively) that, under the related project debt agreements, was restricted to being used for normal operating expenditures, debt service, and required reserves until the various maturity dates of the project debt. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S. Con Edison retained one deferred project, Broken Bow II, a 75MW nameplate capacity wind power project located in Nebraska. Con Edison's restricted cash for the 2023 period includes restricted cash of Broken Bow II that continued to be classified as held for sale as of September 30, 2023. See Note T.

Assets Held for Sale

Generally, a long-lived asset or business to be sold is classified as held for sale in the period in which management, with approval from the Board of Directors, commits to a plan to sell, and a sale is expected to be completed within one year. During the first nine months of 2022, Con Edison considered strategic alternatives with respect to the Clean Energy Businesses. As described further in Note S, on October 1, 2022, Con Edison's management received authority to commit to a plan to sell the Clean Energy Businesses and entered into a purchase and sale agreement. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses with the exception of two tax equity interests and one deferred project, Broken Bow II. Broken Bow II continued to be classified as held for sale as of September 30, 2023. See Note S and Note T. Con Edison records assets and liabilities, once held for sale, at the lower of their carrying value or their estimated fair value less cost to sell, and also stops recording depreciation on assets held for sale.

Fair value is the amount at which an asset, liability or business could be bought or sold in a current transaction between willing parties and may be estimated using a number of techniques, or may be observable using quoted market prices. Con Edison used a market approach consisting of the contractual sales price adjusted for estimated working capital and other contractual purchase price adjustments to determine the fair value of the Clean Energy Businesses in October 2022, and subtracted estimated costs to sell from that calculated fair value. The resulting net fair value of the Clean Energy Businesses exceeded the carrying value of the Clean Energy Businesses, and accordingly no impairments were noted.

The sale of the Clean Energy Businesses did not represent a strategic shift that had a major effect on Con Edison, and as such, did not qualify for treatment as a discontinued operation.

For further information, see Note T.

Note B – Regulatory Matters

Rate Plans

In April 2023, the New York State Public Service Commission (NYSPSC) approved CECONY’s December 2022 petition seeking cost recovery approval for a proposed clean energy hub in Brooklyn, New York (Brooklyn Clean Energy Hub) at an estimated cost of $810 million, that is in addition to the capital expenditures approved in the CECONY joint proposal discussed below. The Brooklyn Clean Energy Hub has an estimated in-service date of December 2027 and addresses a 2028 reliability need. The Brooklyn Clean Energy Hub provides the flexibility for offshore wind resources to interconnect to it during construction and after it commences operation.

In August 2023, CECONY filed a petition with the NYSPSC requesting authorization and cost recovery to construct two new substations in Jamaica, Queens (the Reliable Clean City - Idlewild Project) by May 2028 to meet anticipated reliability needs and to support New York State’s electrification and the Climate Leadership and Community Protection Act (CLCPA) goals. CECONY estimates that construction will cost $1,200 million. CECONY proposed cost recovery through a surcharge or base rates, depending on the in-service date and the timing of future rate filings. CECONY’s petition is subject to approval by the NYSPSC.

CECONY - Electric and Gas

In July 2023, the NYSPSC approved the February 2023 joint proposal among CECONY, the New York State Department of Public Service (NYSDPS) and other parties for electric and gas rate plans for the three-year period January 1, 2023 through December 31, 2025. The CECONY electric and gas rate plans reflect a 9.25 percent return on common equity and a common equity ratio of 48 percent. The electric rate plan provides for rate increases of $442 million, $518 million and $382 million, effective January 1, 2023, 2024 and 2025, respectively. The gas rate plan provides for rate increases of $217 million, $173 million and $122 million, effective January 1, 2023, 2024 and 2025, respectively. The base rate increases will be implemented with increases of $457 million in each of the three rate years for electric and with increases of $187 million in each of the three rate years for gas in order to levelize the customer bill impact. The CECONY rate plans provide for total capital expenditures over the three-year rate period of $8,513 million and $3,297 million for electric and gas, respectively. Pursuant to the CECONY electric and gas rate plans, new rates were effective as of January 1, 2023 and CECONY reflected the provisions of the February 2023 joint proposal in its financial statements beginning January 1, 2023. The new base rates were implemented on August 1, 2023 and make-whole recovery for January 1, 2023 to July 31, 2023 will be collected via a surcharge through 2024 for electric and through 2025 for gas, including a carrying charge on the outstanding balance.

CECONY - Steam

In September 2023, CECONY, the NYSDPS and other parties entered into a Joint Proposal for a CECONY steam rate plan for the three-year period November 1, 2023 through October 31, 2026. The Joint Proposal is subject to approval by the NYSPSC. The following table contains a summary of the steam Joint Proposal.


CECONY – Steam
Effective period									November 2023 – October 2026
Base rate changes									Yr. 1 – $110 million (a) Yr. 2 – $44 million (a) Yr. 3 – $45 million (a)
Capital expenditures									Yr. 1 - $106 million Yr. 2 - $107 million Yr. 3 - $105 million
Amortizations to income of net regulatory liabilities									Yr. 1 – $15 million (b) Yr. 2 – $3 million (b) Yr. 3 – $3 million (b)
Weather Normalization Adjustment									Implementation of a weather normalization adjustment that adjusts base rates to reflect normal weather conditions during the heating season.
Recoverable energy costs									Continuation of current rate recovery of purchased power and fuel costs.
Negative revenue adjustments									Potential charges if certain performance targets relating to service, reliability, safety and other matters are not met: Yr. 1 - $3.7 million Yr. 2 - $3.8 million Yr. 3 - $3.8 million
Regulatory reconciliations									Reconciliation of uncollectible expenses and late payment charges (c) and expenses for pension and other postretirement benefits, variable-rate debt, property taxes (d), municipal infrastructure support costs (e), the impact of new laws and environmental site investigation and remediation to amounts reflected in rates. (f)
Net utility plant reconciliations									Yr. 1 - $2,025 million Yr. 2 - $2,029 million Yr. 3 - $2,015 million
Average rate base									Yr. 1 - $1,799 million Yr. 2 - $1,848 million Yr. 3 - $1,882 million
Weighted average cost of capital (after-tax)									Yr. 1 - 6.78 percent Yr. 2 - 6.81 percent Yr. 3 - 6.83 percent
Authorized return on common equity									9.25 percent
Earnings sharing									Most earnings above an annual earnings threshold of 9.75 percent are to be applied to reduce regulatory assets for environmental remediation and other costs accumulated in the rate year.
Cost of long-term debt									Yr. 1 – 4.51 percent Yr. 2 – 4.58 percent Yr. 3 – 4.62 percent
Common equity ratio									48 percent

(a)The base rate increases will be implemented with increases of $77.8 million in Yr. 1; $77.8 million in Yr. 2; and $77.8 million in Yr. 3 to levelize the customer bill impact. New rates will be effective as of November 1, 2023. CECONY will begin billing customers at the new levelized rate once the Joint Proposal is approved by the NYSPSC. Any shortfall in revenues due to the timing of billing to customers will be collected through a surcharge.

(b)Amounts reflect amortization of the tax savings under the federal Tax Cuts and Jobs Act of 2017 (TCJA) for the unprotected portion of the regulatory liability for excess deferred income taxes allocable to CECONY’s steam customers (the entire $24 million in Yr.1), the protected portion of the regulatory liability for excess deferred income taxes allocable to CECONY’s steam customers over the remaining lives of the related assets ($3 million in Yr. 1; $5 million in Yr. 2; and $6 million in Yr. 3) and the non-plant portion of the regulatory asset for deficient deferred income taxes allocable to CECONY’s steam customers (the entire $11 million in Yr.1).

(c)CECONY will defer the difference between its actual write-offs of uncollectible expenses and late payment fees (from January 1, 2020 through October 31, 2026) to amounts reflected in rates, with recovery/refund from or to customers via surcharge/sur-credit. Surcharge recoveries for write-offs of uncollectible expenses and late payment fees will each be subject to an annual cap that produces no more than a half percent (0.5 percent) total customer bill impact (estimated to be $2.5 million, $3.0 million, $3.5 million for Yr. 1, Yr. 2 and Yr. 3, respectively). Amounts in excess of the annual surcharge cap in a specific year may be rolled forward for recovery and will count towards the following year’s surcharge cap. Amounts in excess of the surcharge cap will be deferred as a regulatory asset for recovery in CECONY’s next steam base rate case.

(d)Deferrals for property taxes are limited to 90 percent of the difference from amounts reflected in rates, subject to an annual maximum for the remaining difference of not more than a maximum number of basis points impact on return on common equity (Yr. 1 – 10.0 basis points; Yr. 2 – 7.5 basis points; and Yr. 3 – 5.0 basis points), with recovery/refund from or to customers via surcharge/sur-credit. Surcharge recoveries will be subject to an annual cap that produces no more than a half percent (0.5 percent) total customer bill impact (estimated to be $2.5 million, $3.0 million, $3.5 million for Yr. 1, Yr. 2 and Yr. 3, respectively). Amounts in excess of the annual surcharge cap in a specific year may be rolled forward for recovery and will count towards the following year’s surcharge cap. Amounts in excess of the surcharge cap will be deferred as a regulatory asset for recovery in CECONY’s next steam base rate case.

(e)In general, if actual expenses for municipal infrastructure support (other than company labor) are below the amounts reflected in rates, CECONY will defer the difference for credit to customers, and if the actual expenses are above the amount reflected in rates, CECONY will defer for recovery from customers 80 percent of the difference subject to a maximum deferral, subject to certain conditions, of 30 percent of the amount reflected in the rate plan.

(f)In addition, the NYSDPS continues its focused operations audit to investigate CECONY's income tax accounting. The audit is investigating CECONY’s inadvertent understatement of a portion, the amount of which may be material, of its calculation of total federal income tax expense for ratemaking purposes. The understatement was related to the tax accounting treatment of its plant retirement-related cost of removal. As a result of such understatement, CECONY accumulated significant income tax regulatory assets that were not reflected in CECONY’s steam rate plans prior to November 1, 2023. A prospective correction is set forth for steam rates in the joint proposal.

Pursuant to the Joint Proposal, CECONY may file petitions for approval of future decarbonization projects and may defer/capitalize up to $3 million in total incremental operation and maintenance and/or capital costs for preliminary work on future decarbonization projects until there is a NYSPSC order on cost recovery.

Rockland Electric Company (RECO)

In October 2023, FERC approved a July 2023 settlement agreement among RECO, the New Jersey Division of Rate Counsel and the NJBPU that resolves all issues set for hearing and increases RECO's annual transmission revenue requirement from $16.9 million to $18.2 million, effective August 30, 2022 through December 31, 2023 and to $20.7 million, effective January 1, 2024.

In May 2023, RECO filed a petition with the NJBPU requesting permission to defer costs of $5.1 million related to major storms during 2022 and 2023 until RECO’s next base rate case.

COVID-19 Regulatory Matters

Governors, public utility commissions and other regulatory agencies in the states in which the Utilities operate have issued orders related to the COVID-19 pandemic that impact the Utilities as described below.

New York Regulation

In March 2020, a former New York State governor declared a State Disaster Emergency for the State of New York due to the COVID-19 pandemic and signed the "New York State on PAUSE" executive order that temporarily closed all non-essential businesses statewide. The former governor then lifted these closures over time and ended the emergency declaration in June 2021. As a result of the emergency declaration, and due to economic conditions, the NYSPSC and the Utilities have worked to mitigate the potential impact of the COVID-19 pandemic on the Utilities, their customers and other stakeholders.

In March 2020, the Utilities began suspending service disconnections, certain collection notices, final bill collection agency activity, new late payment charges and certain other fees for all customers. The Utilities also began providing payment extensions for all customers that were scheduled to be disconnected prior to the start of the COVID-19 pandemic. In June 2020, the state of New York enacted a law prohibiting New York utilities, including CECONY and O&R, from disconnecting residential customers, and starting in May 2021 small business customers, during the COVID-19 state of emergency, that ended in June 2021. However, such prohibitions were in effect until December 21, 2021 for residential and small business customers who experienced a change in financial circumstances due to the COVID-19 pandemic.

In November 2021, the NYSPSC issued an order establishing a surcharge recovery mechanism for CECONY to collect, commencing December 1, 2021 through December 31, 2022, $43 million and $7 million for electric and gas, respectively, of late payment charges and fees that were not billed for the year ended December 31, 2020. CECONY recorded such amounts as revenue for the year ended December 31, 2021, as permitted under the accounting rules for regulated utilities, and also accrued such amounts as a current asset at December 31, 2021. Pursuant to the November 2021 order, CECONY also established a recovery mechanism to collect, commencing January 2023 through December 2023, $19 million and $4 million for electric and gas, respectively, of late payment charges and fees that were not billed for the year ended December 31, 2021 and CECONY recorded such amounts

as revenue for the year ended December 31, 2021, as permitted under the accounting rules for regulated utilities, and also accrued such amounts as a current asset at December 31, 2021. In addition, pursuant to the November 2021 order, CECONY established a reserve of $7 million toward addressing customer arrearages for the year ended December 31, 2021 and that, pursuant to the June 2022 NYSPSC Phase 1 Order (as discussed below), was used to fund a portion of the COVID-19 arrears assistance program for low-income customers. The November 2021 order also established a surcharge or sur-credit mechanism for any late payment charges and fee deferrals, subject to offsetting related savings resulting from the COVID-19 pandemic, for 2022 starting in January 2024 over a twelve-month period. The current CECONY electric and gas rate plans include the impact of the 2022 late payment charges and fee deferrals in the proposed revenue requirements, superseding the provisions in the November 2021 order.

CECONY’s and O&R’s rate plans that were in effect through 2022 and 2021, respectively, allowed them to defer costs resulting from a change in legislation, regulation and related actions that have taken effect during the term of the rate plans once the costs exceed a specified threshold. CECONY's and O&R’s current rate plans have deferral provisions related to uncollectible expenses. CECONY’s 2023 - 2025 rate plans include reconciliation of late payment charges (from January 1, 2023 through December 31, 2025) and write-offs of customer accounts receivable balances (from January 1, 2020 through December 31, 2025) to amounts reflected in rates, with recovery/refund from or to customers via surcharge/sur-credit. Surcharge recoveries for late payment charges and write-offs of accounts receivable balances will, collectively, be subject to separate annual caps for electric and gas that produce no more than a half percent (0.5 percent) total customer bill impact per commodity (estimated for electric to be $57.3 million, $60.3 million, $62.6 million for 2023, 2024 and 2025, respectively, and for gas to be $14.8 million, $15.9 million and $16.8 million for 2023, 2024 and 2025, respectively). Amounts in excess of the surcharge caps will be deferred as a regulatory asset for recovery in CECONY’s next base rate cases. O&R’s 2022 – 2024 rate plans include reconciliation of late payment charges to amounts reflected in rates for years 2022 through 2024, with full recovery/refund via surcharge/sur-credit once the annual variance equals or exceeds 5 basis points of return on equity and reconciliation of write-offs of customer accounts receivable balances to amounts reflected in rates from January 1, 2020 through December 31, 2024, with full recovery/refund via surcharge/sur-credit once the annual variance equals or exceeds 5 basis points of return on equity. The total reserve increases to the allowance for uncollectible accounts from January 1, 2020 through September 30, 2023 reflecting the impact of the COVID-19 pandemic for CECONY electric and gas operations and O&R electric and gas operations were $205 million and $2 million, respectively. CECONY's and O&R's rate plans also provide for an allowance for write-offs of customer accounts receivable balances. The amounts by which actual write-offs of customer accounts receivable balances exceeded the allowances reflected in rates were deferred pursuant to CECONY's and O&R's New York rate plans. Such differences were $55 million and $2 million for CECONY and O&R, respectively, from March 1, 2020 through September 30, 2023.

In June 2020, the NYSPSC directed CECONY to implement a summer cooling credit program to help mitigate the cost of staying home and operating air conditioning for health-vulnerable low-income customers due to the limited availability of public cooling facilities as a result of the COVID-19 social distancing measures. The $63.4 million cost of the program is being recovered over a five-year period that began January 2021.

In April 2021, New York passed a law that created a program that allows eligible residential renters in New York who require assistance with rent and utility bills to have up to twelve months of electric and gas utility bill arrears forgiven, provided that such arrears were accrued on or after March 13, 2020. The program is administered by the State Office of Temporary and Disability Assistance (OTDA) in coordination with the NYSDPS (the OTDA Program). Under the OTDA Program, CECONY and O&R qualify for a refundable tax credit for New York gross-receipts tax equal to the amount of arrears waived by the Utilities in the year that the arrears are waived and certified by the NYSPSC. OTDA may also use the program funds to provide additional Home Energy Assistance Program payments to the Utilities on behalf of low-income customers.

In April 2022, New York approved the 2022-2023 state budget, that included $250 million for addressing statewide residential utility customers' arrears balances accrued from March 7, 2020 through March 1, 2022. In June 2022, the NYSPSC issued an order implementing a COVID-19 arrears assistance program that provides credits towards reducing the arrears balances of low-income electric and gas customers of CECONY and O&R (Phase 1 Order). Pursuant to the Phase 1 Order, CECONY and O&R agreed not to seek recovery of incremental financing costs incurred associated with low-income customers' arrears from March 2020 through March 2022 of $11 million, most of which is attributable to CECONY, in addition to the $7 million reserve established by CECONY for the year ended December 31, 2021, pursuant to the November 2021 order, described above.

For the year ended December 31, 2022, CECONY and O&R issued total credits of $359.9 million and $6.1 million, respectively, towards reducing customers’ accounts receivable balances. For the year ended December 31, 2022, the total credits for CECONY were comprised of: $164.5 million pursuant to the New York funding; $108.4 million

pursuant to the Phase 1 Order, that will be recovered over a four-year period via a surcharge mechanism that began September 1, 2022; the $7 million reserve for CECONY described above; and $80.0 million in qualified tax credits and payments pursuant to the OTDA Program described above. For the year ended December 31, 2022, the total credits for O&R were comprised of: $1.6 million pursuant to the New York funding; $3.2 million pursuant to the Phase 1 Order, that will be recovered over a one-year period via a surcharge mechanism that began September 1, 2022; and $1.3 million in qualified tax credits and payments pursuant to the OTDA Program described above.

In January 2023, the NYSPSC issued an order implementing a COVID-19 arrears assistance program that provides credits towards reducing the arrears balances of residential and small commercial electric and gas customers of CECONY and O&R (Phase 2 Order). The Phase 2 Order authorizes a surcharge mechanism for recovery of the eligible credit amounts over a ten-year period commencing after credits are issued for CECONY and over a one-year period commencing after credits are issued for O&R. Pursuant to the Phase 2 Order, CECONY and O&R agreed not to seek recovery of incremental financing costs incurred associated with arrears from March 2020 through December 2022 estimated to be $46 million, most of which is attributable to CECONY.

For the three months ended September 30, 2023, CECONY and O&R issued total net credits of $4.9 million and $0.2 million, respectively, towards reducing customers' account receivable balances. Total net credits were comprised of qualified tax credits and payments pursuant to the OTDA Program.

For the nine months ended September 30, 2023, CECONY and O&R issued total net credits of $348.4 million and $2.8 million, respectively, towards reducing customers' account receivable balances. For the nine months ended September 30, 2023, the total credits for CECONY were comprised of: $13.2 million pursuant to the Phase 1 Order, $327.6 million pursuant to the Phase 2 Order, and $7.6 million in qualified tax credits and payments pursuant to the OTDA Program. For the nine months ended September 30, 2023, the total credits for O&R were comprised of: $0.1 million pursuant to the Phase 1 Order, $2.1 million pursuant to the Phase 2 Order, and $0.6 million in qualified tax credits and payments pursuant to the OTDA Program.

The Utilities’ rate plans have revenue decoupling mechanisms in their New York electric and gas businesses that largely reconcile actual energy delivery revenues to the authorized delivery revenues approved by the NYSPSC per month and reconcile the deferred balances semi-annually under CECONY's electric rate plan (January through June and July through December, respectively) and annually under CECONY's gas rate plan and O&R's New York electric and gas rate plans (January through December). Differences are accrued with interest each month for CECONY's and O&R's New York electric customers and after the annual deferral period ends for CECONY's and O&R's New York gas customers for refund to, or recovery from customers, as applicable. Generally, the refund to or recovery from customers begins August and February of each year over an ensuing six-month period for CECONY's electric customers and February of each year over an ensuing twelve-month period for CECONY's gas and O&R's New York electric and gas customers.

New Jersey Regulation

In March 2020, New Jersey Governor Murphy declared a Public Health Emergency and State of Emergency for the State of New Jersey. In June 2021, the Governor ended the emergency declaration. As a result of the emergency declaration, and due to economic conditions, the NJBPU and RECO have worked to mitigate the potential impact of the COVID-19 pandemic on RECO, its customers and other stakeholders. In March 2020, RECO began suspending late payment charges, terminations for non-payment, and no access fees during the COVID-19 pandemic. The suspension of these fees continued through July 31, 2021 and were not material.

In July 2020, the NJBPU authorized RECO and other New Jersey utilities to create a COVID-19-related regulatory asset by deferring prudently incurred incremental costs related to the COVID-19 pandemic beginning on March 9, 2020. Through a series of orders, the NJBPU extended such deferrals through March 15, 2023. Pursuant to a June 2023 order from the NJBPU, RECO will defer its COVID-19 regulatory asset of $0.3 million and seek recovery in its next base rate case.

Gas Safety

In April 2020, the NYSPSC issued an order that extended the deadlines to complete certain gas inspections by all New York gas utilities, including CECONY and O&R, from April 1, 2020 to August 1, 2020. The deadlines were subsequently extended to September 2, 2020 and June 1, 2022. CECONY and O&R have taken all reasonable measures to complete such inspections. As of June 1, 2022, O&R completed all of its required inspections. As of June 1, 2022, CECONY substantially completed its required inspections and continues to make progress on completing such required inspections. CECONY is unable to estimate the amount or range of its possible loss, if any, related to this matter. At September 30, 2023, CECONY had not accrued a liability related to this matter.

Other Regulatory Matters

In October 2023, CECONY and O&R replaced their separate existing customer billing and information systems with a single new customer billing and information system. In April 2023, CECONY filed a petition with the NYSPSC for permission to capitalize incremental costs (estimated at $75 million) for the new system above a $421 million limit on capital expenditures included in CECONY’s 2020 – 2022 electric and gas rate plans, subject to NYSPSC review. At September 30, 2023, CECONY's incurred costs for the new system were $452.9 million. O&R's 2022 - 2024 electric and gas rate plans do not include a limit on capitalization of new system costs.

In January 2018, the NYSPSC issued an order initiating a focused operations audit of the Utilities’ financial accounting for income taxes. The audit is investigating the Utilities’ inadvertent understatement of a portion, the amount of which may be material, of their calculation of total federal income tax expense for ratemaking purposes. The understatement was related to the calculation of plant retirement-related cost of removal. As a result of such understatement, the Utilities accumulated significant income tax regulatory assets that were not reflected in O&R’s rate plans prior to 2014, CECONY’s electric and gas rate plans prior to 2015 and 2016, respectively, and a prospective correction is set forth for steam rates in CECONY's September 2023 joint proposal. This understatement of historical income tax expense materially reduced the amount of revenue collected from the Utilities' customers in the past. As part of the audit, the Utilities plan to pursue a private letter ruling from the Internal Revenue Service (IRS) that is expected to confirm, among other things, that in order to comply with IRS normalization rules, such understatement may not be corrected through a write-down of a portion of the regulatory asset and must be corrected through an increase in future years’ revenue requirements. The regulatory asset ($1,116 million and $19 million for CECONY and O&R, respectively, as of September 30, 2023) and ($1,150 million and $22 million for CECONY and O&R, respectively, as of December 31, 2022 and which is not earning a return) is netted against the future income tax regulatory liability on the Companies’ consolidated balance sheet. The Utilities are unable to estimate the amount or range of their possible loss, if any, related to this matter. At September 30, 2023, the Utilities had not accrued a liability related to this matter.

Regulatory Assets and Liabilities

Regulatory assets and liabilities at September 30, 2023 and December 31, 2022 were comprised of the following items:


	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Regulatory assets
Unrecognized pension and other postretirement costs	$125	$78	$125	$78

Environmental remediation costs	983	991	899	906
Revenue taxes	468	436	448	417
Deferred storm costs	221	270	129	173
Municipal infrastructure support costs	20	29	20	29

Brooklyn Queens Demand Management (BQDM) program	31	33	31	33
Meadowlands heater odorization project	24	27	24	27
Recoverable Demonstration project costs	18	17	18	16
Gate station upgrade project	14	14	14	14

System peak reduction and energy efficiency programs	868	783	860	780
Unamortized loss on reacquired debt	9	11	8	10
Deferred derivative losses - long term	99	31	89	26
Property tax reconciliation	195	121	195	121
Legacy meters	17	20	—	—
Gas service line deferred costs	49	99	49	99
COVID - 19 customer arrears relief programs	418	104	415	101
Pension and other postretirement benefits deferrals	56	279	41	240

Preferred stock redemption	18	19	18	19
MTA power reliability deferral	69	92	69	92
Non-wire alternative projects	20	22	20	22
COVID - 19 pandemic deferrals	333	292	329	288
Electric vehicle make ready	59	33	55	30
Other	220	173	201	148
Regulatory assets – noncurrent	4,334	3,974	4,057	3,669
Deferred derivative losses - short term	137	184	132	178
Recoverable energy costs	43	121	31	108
Regulatory assets – current	180	305	163	286
Total Regulatory Assets	$4,514	$4,279	$4,220	$3,955
Regulatory liabilities
Future income tax*	1,583	1,753	1,450	1,616
Allowance for cost of removal less salvage	1,368	1,315	1,181	1,137
Net unbilled revenue deferrals	214	204	214	204
Energy efficiency portfolio standard unencumbered funds	5	5	7	7
Settlement of prudence proceeding	8	10	8	10

Earnings sharing - electric, gas and steam	13	13	10	10
System benefit charge carrying charge	87	73	83	69
BQDM and Demonstration project reconciliations	15	23	15	21
Pension and other postretirement benefit deferrals	194	144	146	98
Property tax refunds	35	35	35	35

COVID - 19 pandemic uncollectible reconciliation deferral	1	12	1	12
Late payment charge deferral	160	127	155	123
Unrecognized pension and other postretirement costs	1,276	1,638	1,197	1,536
Net proceeds from sale of property	54	69	52	69
Sales and use tax refunds	29	37	27	36
Workers’ compensation	15	11	15	11
Deferred derivative gains - long term	17	145	17	130
Other	327	413	277	357
Regulatory liabilities – noncurrent	5,401	6,027	4,890	5,481
Refundable energy costs	99	34	70	—
Revenue decoupling mechanism	—	29	—	21
Deferred derivative gains - short term	90	311	83	287

Regulatory liabilities – current	189	374	153	308
Total Regulatory Liabilities	$5,590	$6,401	$5,043	$5,789

See "Other Regulatory Matters," above.

In general, the Utilities receive or are being credited with a return at the Other Customer-Provided Capital rate for regulatory assets that have not been included in rate base, and receive or are being credited with a return at the pre-tax weighted average cost of capital once the asset is included in rate base. Similarly, the Utilities pay to or credit customers with a return at the Other Customer-Provided Capital rate for regulatory liabilities that have not been included in rate base, and pay to or credit customers with a return at the pre-tax weighted average cost of capital once the liability is included in rate base. The Other Customer-Provided Capital rate for the nine months ended September 30, 2023 and 2022 was 5.20 percent and 1.75 percent, respectively.

In general, the Utilities are receiving or being credited with a return on their regulatory assets for which a cash outflow has been made ($2,406 million and $2,304 million for Con Edison, and $2,233 million and $2,097 million for CECONY at September 30, 2023 and December 31, 2022, respectively). Regulatory assets of RECO for which a cash outflow has been made ($19 million and $21 million at September 30, 2023 and December 31, 2022, respectively) are not receiving or being credited with a return. RECO recovers regulatory assets over a period of up to four years or until they are addressed in its next base rate case in accordance with the rate provisions approved by the NJBPU. Regulatory liabilities are treated in a consistent manner.

Regulatory assets that represent future financial obligations and were deferred in accordance with the Utilities’ rate plans or orders issued by state regulators do not earn a return until such time as a cash outlay has been made. Regulatory liabilities are treated in a consistent manner. At September 30, 2023 and December 31, 2022, regulatory assets for Con Edison and CECONY that did not earn a return consisted of the following items:

Regulatory Assets Not Earning a Return*


	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Unrecognized pension and other postretirement costs	$125	$78	$125	$78
Environmental remediation costs	983	987	899	903
Revenue taxes	494	414	474	397
COVID-19 Deferral for Uncollectible Accounts Receivable	207	253	205	249
Deferred derivative losses - current	137	184	133	178
Deferred derivative losses - long term	99	31	89	26
Other	63	28	62	27
Total	$2,108	$1,975	$1,987	$1,858

*This table presents regulatory assets not earning a return for which no cash outlay has been made.

The recovery periods for regulatory assets for which a cash outflow has not been made and that do not earn a return have not yet been determined, except as noted below, and are expected to be determined pursuant to the Utilities’ future rate plans to be filed or orders issued by the state regulators in connection therewith.

The Utilities recover unrecognized pension and other postretirement costs over 10 years, and the portion of investment gains or losses recognized in expense over 15 years, pursuant to NYSPSC policy.

The deferral for revenue taxes represents the New York State metropolitan transportation business tax surcharge on the cumulative temporary differences between the book and tax basis of assets and liabilities of the Utilities, as well as the difference between taxes collected and paid by the Utilities to fund mass transportation. The Utilities recover the majority of the revenue taxes over the remaining book lives of the electric and gas plant assets, as well as the steam plant assets for CECONY.

The Utilities recover deferred derivative losses – current within one year, and noncurrent generally within three years.

Note C – Capitalization

In February 2023, CECONY issued $500 million aggregate principal amount of 5.20 percent debentures, due 2033.

In March 2023, Con Edison entered into accelerated share repurchase agreements (ASR Contracts) with two dealers to repurchase $1,000 million in aggregate of Con Edison’s Common Shares ($.10 par value) (Common Shares). Pursuant to the ASR Contracts, Con Edison made payments of $1,000 million in aggregate to the dealers and received initial deliveries of 8,730,766 Common Shares in aggregate that were recorded in treasury stock at fair value based on the closing price on March 6, 2023 of $91.63 per Common Share or $800 million. The remaining $200 million was recorded as additional paid-in-capital, representing the value of the forward contract to purchase additional shares.

The final settlements of the transactions under the ASR Contracts occurred during the second quarter of 2023. At final settlement, the dealers delivered an additional 1,812,497 Common Shares in aggregate to Con Edison. The number of Common Shares received from the dealers was based on the volume-weighted average share price of

Common Shares during the term of the applicable transaction, less a discount. Upon receipt of the additional Common Shares, Con Edison transferred $169 million from additional paid-in-capital to treasury stock, reflecting the fair value of the Common Shares delivered to Con Edison.

In October 2023, O&R agreed to issue in December 2023 $50 million aggregate principal amount of 6.59 percent debentures, due 2053.

The carrying amounts and fair values of long-term debt at September 30, 2023 and December 31, 2022 were:


(Millions of Dollars)	2023				2022
Long-Term Debt (including current portion) (a)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Con Edison	$21,300	(c)	$17,726	(c)	$20,796	(b)	$18,234	(b)
CECONY	$19,583		$16,213		$19,080		$16,699

(a)Amounts shown are net of unamortized debt expense and unamortized debt discount of $200 million and $192 million for Con Edison and CECONY, respectively, as of September 30, 2023 and $202 million and $195 million for Con Edison and CECONY, respectively, as of December 31, 2022.

(b)Amounts shown exclude the debt of the Clean Energy Businesses, that were classified as held for sale as of December 31, 2022. The carrying value and fair value of the Clean Energy Businesses’ long-term debt, including the current portion, as of December 31, 2022 was $2,645 million and $2,489 million, respectively. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

(c)Amounts shown exclude an immaterial amount of debt of Broken Bow II, a deferred project, that was classified as held for sale as of December 31, 2022 and September 30, 2023. See Note S and Note T.

The fair values of the Companies' long-term debt have been estimated primarily using available market information and at September 30, 2023 are classified as Level 2 liabilities. See Note O.

Note D – Short-Term Borrowing

In March 2023, Con Edison and the Utilities entered into a $2,500 million credit agreement (the Credit Agreement), that replaced the December 2016 credit agreement, under which banks are committed to provide loans and letters of credit on a revolving credit basis. The Credit Agreement expires in March 2028, unless extended for up to two additional one–year terms. There is a maximum of $2,500 million of credit available to CECONY and $800 million (subject to increase up to $1,000 million) available to Con Edison, including up to $900 million of letters of credit. The Credit Agreement supports the Companies’ commercial paper programs. Loans and letters of credit issued

under the Credit Agreement may also be used for other general corporate purposes. Any borrowings under the

Credit Agreement would generally be at variable interest rates.

In March 2023, Con Edison repaid $200 million and $400 million that it borrowed in January 2023 and June 2022, respectively, under a 364-Day Senior Unsecured Term Loan Credit Agreement that Con Edison entered into in June 2022 that was amended in November 2022.

In March 2023, CECONY entered into a 364-Day Revolving Credit Agreement (the CECONY Credit Agreement) that replaced the CECONY 2022 364-Day Credit Agreement, under which banks are committed to provide loans up to $500 million on a revolving credit basis. The CECONY Credit Agreement expires in March 2024 and supports CECONY’s commercial paper program. Loans and letters of credit issued under the CECONY Credit Agreement may also be used for other general corporate purposes. Any borrowings under the CECONY Credit Agreement would generally be at variable interest rates.

At September 30, 2023, Con Edison had $1,880 million of commercial paper outstanding of which $1,798 million was outstanding under CECONY’s program. The weighted average interest rate at September 30, 2023 was 5.5 percent for both Con Edison and CECONY. At December 31, 2022, Con Edison had $2,640 million of commercial paper outstanding of which $2,300 million was outstanding under CECONY’s program. The weighted average interest rate at December 31, 2022 was 4.8 percent for both Con Edison and CECONY.

At September 30, 2023 and December 31, 2022, no loans were outstanding under the Companies' Credit Agreement and December 2016 credit agreement, respectively, and no loans were outstanding under the CECONY Credit Agreement and the CECONY 2022 364-Day Credit Agreement, respectively. An immaterial amount of letters of credit were outstanding under the Credit Agreement and the December 2016 credit agreement as of September 30, 2023 and December 31, 2022, respectively.

The banks’ commitments under the Credit Agreement and the CECONY Credit Agreement are subject to certain conditions, including that there be no event of default. The commitments are not subject to maintenance of credit rating levels or the absence of a material adverse change. Upon a change of control of, or upon an event of default by one of the Companies under the Credit Agreement or by CECONY under the CECONY Credit Agreement, the banks may terminate their commitments with respect to that company, declare any amounts owed by that company under the Credit Agreement or the CECONY Credit Agreement, respectively, immediately due and payable and for the Credit Agreement, require that company to provide cash collateral relating to the letters of credit issued for it under the Credit Agreement. Events of default for a company include that company exceeding at any time of a ratio of consolidated debt to consolidated total capital of 0.65 to 1; that company having liens on its assets in an aggregate amount exceeding 10 percent of its consolidated net tangible assets, subject to certain exceptions; that company or any of its material subsidiaries failing to make one or more payments in respect of material financial obligations (in excess of an aggregate $150 million of debt or derivative obligations other than non-recourse debt) of that company; the occurrence of an event or condition which results in the acceleration of the maturity of any material debt (in excess of an aggregate $150 million of debt other than non-recourse debt) of that company or enables the holders of such debt to accelerate the maturity thereof; and other customary events of default. Interest and fees charged for the revolving credit facilities and any loans made or letters of credit issued under the Credit Agreement reflect the Companies’ respective credit ratings.

Note E – Pension Benefits

Total Periodic Benefit Cost

The components of the Companies’ total periodic benefit cost/(credit) for the three and nine months ended September 30, 2023 and 2022 were as follows:


	For the Three Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Service cost – including administrative expenses	$40	$72	$38	$67
Interest cost on projected benefit obligation	162	126	153	119
Expected return on plan assets	(279)	(292)	(265)	(277)
Recognition of net actuarial loss/(gain)	(58)	94	(55)	89
Recognition of prior service credit	(4)	(4)	(5)	(5)
TOTAL PERIODIC BENEFIT CREDIT	$(139)	$(4)	$(134)	$(7)
Cost capitalized	(19)	(32)	(18)	(30)
Reconciliation to rate level	72	63	66	59
Total expense (credit) recognized	$(86)	$27	$(86)	$22


	For the Nine Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Service cost – including administrative expenses	$122	$215	$113	$202
Interest cost on projected benefit obligation	486	379	458	357
Expected return on plan assets	(837)	(876)	(795)	(832)
Recognition of net actuarial loss/(gain)	(174)	283	(164)	268
Recognition of prior service credit	(12)	(12)	(15)	(15)
TOTAL PERIODIC BENEFIT CREDIT	$(415)	$(11)	$(403)	$(20)
Cost capitalized	(61)	(100)	(58)	(95)
Reconciliation to rate level	218	192	202	182
Total expense (credit) recognized	$(258)	$81	$(259)	$67

Components of net periodic benefit cost other than service cost are presented outside of operating income on the Companies' consolidated income statements, and only the service cost component is eligible for capitalization. Accordingly, the service cost component is included in the line "Other operations and maintenance" and the non-service cost components are included in the lines "Investment and other income" and "Other deductions" in the Companies' consolidated income statements.

Expected Contributions

Based on estimates as of September 30, 2023, the Companies expect to make contributions to the pension plans during 2023 of $22 million (of which $19 million is to be made by CECONY). The Companies’ policy is to fund the total periodic benefit cost of the qualified plan to the extent tax deductible and to also contribute to the non-qualified supplemental plans. No funding is anticipated for the qualified plan during 2023, and during the first nine months of 2023, the Companies contributed $15 million to the non-qualified supplemental pension plans, $13 million of which was contributed by CECONY. CECONY also contributed $10 million to the external trust for its non-qualified supplemental plan.

Note F – Other Postretirement Benefits

Total Periodic Benefit Cost

The components of the Companies’ total periodic other postretirement benefit cost/(credit) for the three and nine months ended September 30, 2023 and 2022 were as follows:


	For the Three Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Service cost - including administrative expenses	$4	$5	$3	$4
Interest cost on projected other postretirement benefit obligation	14	8	12	8
Expected return on plan assets	(18)	(18)	(14)	(14)
Recognition of net actuarial gain	(4)	(4)	(2)	(3)
Recognition of prior service credit	—	—	—	—
TOTAL PERIODIC OTHER POSTRETIREMENT CREDIT	$(4)	$(9)	$(1)	$(5)
Cost capitalized	(2)	(2)	(2)	(2)
Reconciliation to rate level	1	7	—	6
Total credit recognized	$(5)	$(4)	$(3)	$(1)


	For the Nine Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Service cost - including administrative expenses	$11	$14	$9	$11
Interest cost on projected other postretirement benefit obligation	43	26	37	23
Expected return on plan assets	(53)	(54)	(42)	(43)
Recognition of net actuarial gain	(12)	(11)	(6)	(7)
Recognition of prior service credit	(1)	(1)	—	—
TOTAL PERIODIC OTHER POSTRETIREMENT CREDIT	$(12)	$(26)	$(2)	$(16)
Cost capitalized	(5)	(6)	(4)	(5)
Reconciliation to rate level	2	22	(2)	18
Total credit recognized	$(15)	$(10)	$(8)	$(3)

For information about the presentation of the components of other postretirement benefit costs, see Note E.

Contributions

As of September 30, 2023, the Companies contributed $15 million (all of which was made by CECONY) to the other postretirement benefit plans in 2023. The Companies' policy is to fund the total periodic benefit cost of the plans to the extent tax deductible.

Note G – Environmental Matters

Superfund Sites

Hazardous substances, such as asbestos, polychlorinated biphenyls and coal tar, have been used or generated in the course of operations of the Utilities and their predecessors and are present at sites and in facilities and equipment they currently or previously owned, including sites at which gas was manufactured or stored.

The Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 and similar state statutes (Superfund) impose joint and several liability, regardless of fault, upon generators of hazardous substances for investigation and remediation costs (which include costs of demolition, removal, disposal, storage, replacement, containment and monitoring) and natural resource damages. Liability under these laws can be material and may be imposed for contamination from past acts, even though such past acts may have been lawful at the time they occurred. The sites at which the Utilities have been asserted to have liability under these laws, including their manufactured gas plant sites and any neighboring areas to which contamination may have migrated, are referred to herein as “Superfund Sites.”

For Superfund Sites where there are other potentially responsible parties and the Utilities are not managing the site investigation and remediation, the accrued liability represents an estimate of the amount the Utilities will need to pay to investigate and, where determinable, discharge their related obligations. For Superfund Sites (including the manufactured gas plant sites) for which one of the Utilities is managing the investigation and remediation, the accrued liability represents an estimate of the company's share of the undiscounted cost to investigate the sites and, for sites that have been investigated in whole or in part, the cost to remediate the sites, if remediation is necessary and if a reasonable estimate of such cost can be made. Remediation costs are estimated in light of the information available, applicable remediation standards and experience with similar sites.

The accrued liabilities and regulatory assets related to Superfund Sites at September 30, 2023 and December 31, 2022 were as follows:


	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Accrued Liabilities:
Manufactured gas plant sites	$874	$876	$780	$782
Other Superfund Sites	122	121	121	121
Total	$996	$997	$901	$903
Regulatory assets	$983	$991	$899	$906

Most of the accrued Superfund Site liability relates to sites that have been investigated, in whole or in part. However, for some of the sites, the extent and associated cost of the required remediation has not yet been determined. As investigations progress and information pertaining to the required remediation becomes available, the Utilities expect that additional liability may be accrued, the amount of which is not presently determinable but may be material. The Utilities are permitted to recover or defer as regulatory assets (for subsequent recovery through rates) prudently incurred site investigation and remediation costs.

Environmental remediation costs incurred related to Superfund Sites for the three and nine months ended September 30, 2023 and 2022 were as follows:


	For the Three Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Remediation costs incurred	$1	$3	$1	$3


	For the Nine Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Remediation costs incurred	$8	$17	$8	$16

Insurance and other third-party recoveries received by Con Edison or CECONY were immaterial for the three and nine months ended September 30, 2023 and 2022.

In 2022, Con Edison and CECONY estimated that for their manufactured gas plant sites (including CECONY’s Astoria site), the aggregate undiscounted potential liability for the investigation and remediation of coal tar and/or other environmental contaminants could range up to $3,140 million and $2,990 million, respectively. These estimates were based on the assumption that there is contamination at all sites, including those that have not yet been fully investigated and additional assumptions about the extent of the contamination and the type and extent of the remediation that may be required. Actual experience may be materially different.

Asbestos Proceedings

Suits have been brought in New York State and federal courts against the Utilities and many other defendants, wherein a large number of plaintiffs sought large amounts of compensatory and punitive damages for deaths and injuries allegedly caused by exposure to asbestos at various premises of the Utilities. The suits that have been resolved, that are many, have been resolved without any payment by the Utilities, or for amounts that were not, in the aggregate, material to them. The amounts specified in all the remaining thousands of suits total billions of dollars; however, the Utilities believe that these amounts are greatly exaggerated, based on the disposition of previous claims. At September 30, 2023, Con Edison and CECONY have accrued their estimated aggregate undiscounted potential liabilities for these suits and additional suits that may be brought over the next 15 years as shown in the following table. These estimates were based upon a combination of modeling, historical data analysis and risk factor assessment. Courts have begun, and unless otherwise determined on appeal may continue, to apply different standards for determining liability in asbestos suits than the standard that applied historically. As a result, the Companies currently believe that there is a reasonable possibility of an exposure to loss in excess of the liability accrued for the suits. The Companies are unable to estimate the amount or range of such loss. In addition, certain current and former employees have claimed or are claiming workers’ compensation benefits based on alleged disability from exposure to asbestos. CECONY is permitted to defer as regulatory assets (for subsequent recovery through rates) costs incurred for its asbestos lawsuits and workers’ compensation claims.

The accrued liability for asbestos suits and workers’ compensation proceedings (including those related to asbestos exposure) and the amounts deferred as regulatory assets or liabilities for the Companies at September 30, 2023 and December 31, 2022 were as follows:


	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Accrued liability – asbestos suits	$8	$8	$7	$7
Regulatory assets – asbestos suits	$8	$8	$7	$7
Accrued liability – workers’ compensation	$57	$61	$55	$59
Regulatory liabilities – workers’ compensation	$12	$11	$15	$11

Note H – Material Contingencies

Manhattan Explosion and Fire

On March 12, 2014, two multi-use five-story tall buildings located on Park Avenue between 116th and 117th Streets in Manhattan were destroyed by an explosion and fire. CECONY had delivered gas to the buildings through service lines from a distribution main located below ground on Park Avenue. Eight people died and more than 50 people were injured. Additional buildings were also damaged. The National Transportation Safety Board (NTSB) investigated. The parties to the investigation included CECONY, the City of New York, the Pipeline and Hazardous Materials Safety Administration and the NYSPSC. In June 2015, the NTSB issued a final report concerning the incident, its probable cause and safety recommendations. The NTSB determined that the probable cause of the incident was (1) the failure of a defective fusion joint at a service tee (which joined a plastic service line to a plastic distribution main) installed by CECONY that allowed gas to leak from the distribution main and migrate into a building where it ignited and (2) a breach in a city sewer line that allowed groundwater and soil to flow into the sewer, resulting in a loss of support for the distribution main, that caused it to sag and overstressed the defective fusion joint. The NTSB also made safety recommendations, including recommendations to CECONY that addressed its procedures for the preparation and examination of plastic fusions, training of its staff on conditions for notifications to the city’s Fire Department and extension of its gas main isolation valve installation program. In February 2017, the NYSPSC approved a settlement agreement with CECONY related to the NYSPSC's investigations of the incident and the practices of qualifying persons to perform plastic fusions. Pursuant to the agreement, CECONY provided $27 million of future benefits to customers (for which it accrued a regulatory liability) and did not recover from customers $126 million of costs for gas emergency response activities that it had previously incurred and expensed. Lawsuits are pending against CECONY seeking generally unspecified damages and, in some cases, punitive damages, for wrongful death, personal injury, property damage and business interruption. CECONY notified its insurers of the incident and believes that the policies in force at the time of the incident will cover CECONY’s costs, in excess of a required retention (the amount of which is not material), to satisfy any liability it may have for damages in connection with the incident. During 2020, CECONY accrued its estimated liability for the suits of $40 million and an insurance receivable in the same amount, and such estimated liability and receivable did not change as of September 30, 2023.

Other Contingencies

For additional contingencies, see "COVID-19 Regulatory Matters" and "Other Regulatory Matters" in Note B, Note G and “Uncertain Tax Positions” in Note J.

Guarantees

Con Edison has entered into various agreements providing financial or performance assurance to third parties on behalf of its subsidiaries. In addition, Con Edison has provided guarantees to third parties on behalf of its former subsidiary, the Clean Energy Businesses, that are in the process of being transferred to the buyer of the Clean Energy Businesses, RWE Aktiengesellschaft (RWE). Maximum amounts guaranteed by Con Edison totaled $218 million and $2,412 million at September 30, 2023 and December 31, 2022, respectively.

A summary, by type and term, of Con Edison's total guarantees under these agreements at September 30, 2023 is as follows:


Guarantee Type	0 – 3 years	4 – 10 years	> 10 years	Total
	(Millions of Dollars)
Con Edison Transmission	$78	$—	$—	$78
Guarantees on behalf of the Clean Energy Businesses (a)	100	—	31	131
Broken Bow II	—	—	9	9

Total	$178	$—	$40	$218

(a) On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T. Guarantee amount shown represents guarantees issued on behalf of the Clean Energy Businesses that remain outstanding at September 30, 2023. Prior to and following the sale, RWE, with Con Edison's assistance, engaged in the process of transferring responsibility for these guarantees from Con Edison to RWE and that process is ongoing. Pursuant to the purchase and sale agreement, RWE is obligated to reimburse and hold harmless Con Edison for any payments Con Edison makes under guarantees issued by Con Edison on behalf of the Clean Energy Businesses. As of September 30, 2023, no such payments have been, or are probable of being, made.

Con Edison Transmission — Con Edison has guaranteed payment by Con Edison Transmission of the contributions Con Edison Transmission agreed to make to New York Transco LLC (New York Transco). Con Edison Transmission owns a 45.7 percent interest in New York Transco’s New York Energy Solution project, the majority of

which has been completed. Guarantee amount shown includes the maximum possible required amount of Con Edison Transmission's contributions for the remainder of this project as calculated based on the assumptions that the project is completed at 175 percent of its estimated remaining costs and New York Transco does not use any debt financing for the project.

Broken Bow II — Con Edison has guaranteed obligations on behalf of its indirect subsidiary, Broken Bow II, associated with its investment in a wind energy facility. Broken Bow II is held for sale as of September 30, 2023. See Note T.

Note I – Leases

Operating lease cost and cash paid for amounts included in the measurement of lease liabilities for the three and nine months ended September 30, 2023 and 2022 were as follows:


	For the Three Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Operating lease cost	$17	$22	$17	$17
Operating lease cash flows	$6	$11	$6	$5


	For the Nine Months Ended September 30,
	Con Edison (a)		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Operating lease cost	$53	$66	$49	$50
Operating lease cash flows	$17	$28	$14	$13

(a) Amounts for Con Edison include amounts for the Clean Energy Businesses through February 2023. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

As of September 30, 2023 and December 31, 2022, assets recorded as finance leases were $2 million for Con Edison and $1 million for CECONY, and the accumulated amortization associated with finance leases for Con Edison and CECONY were $2 million and $1 million as of September 30, 2023, respectively, and $5 million and $2 million as of December 31, 2022, respectively.

For the three and nine months ended September 30, 2023 and 2022, finance lease costs and cash flows for Con Edison and CECONY were immaterial.

Right-of-use assets obtained in exchange for operating lease obligations for Con Edison and CECONY were $9 million for the three months ended September 30, 2023 and $11 million for the nine months ended September 30, 2023. Right-of-use assets obtained in exchange for operating lease obligations for Con Edison and CECONY were $5 million and $3 million, respectively, for the three months ended September 30, 2022 and $76 million and $67 million, respectively, for the nine months ended September 30, 2022.

Other information related to leases for Con Edison and CECONY at September 30, 2023 and December 31, 2022 were as follows:


	Con Edison		CECONY
	2023	2022	2023	2022
Weighted Average Remaining Lease Term:
Operating leases (a)(b)	11.6 years	12.3 years	11.6 years	12.4 years
Finance leases	6.5 years	7.2 years	2.9 years	2.3 years
Weighted Average Discount Rate:
Operating leases (a)(b)	3.7%	3.7%	3.7%	3.7%
Finance leases	3.0%	1.9%	3.0%	1.0%

(a)Amounts for Con Edison exclude operating leases of the Clean Energy Businesses, inclusive of Broken Bow II, that were classified as held for sale as of December 31, 2022. Including the operating leases of the Clean Energy Businesses would result in a weighted average remaining lease term of 18.3 years and a weighted average discount rate of 4.4 percent as of December 31, 2022. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

(b)Amounts for Con Edison in 2023 exclude the operating lease of Broken Bow II, that was classified as held for sale as of September 30, 2023. Including the operating lease of Broken Bow II would result in a weighted average remaining lease term of 11.7 years and a weighted average discount rate of 3.8% as of September 30, 2023. See Note T.

Future minimum lease payments under non-cancellable leases at September 30, 2023 were as follows:


(Millions of Dollars)	Con Edison		CECONY
Year Ending September 30, (b)	Operating Leases	Finance Leases	Operating Leases	Finance Leases
2024	$65	$1	$65	$1
2025	66	—	65	—
2026	65	—	65	—
2027	65	—	65	—
2028	60	—	60	—
All years thereafter	419	1	419	—
Total future minimum lease payments	$740	$2	$739	$1
Less: imputed interest	(149)	—	(149)	—
Total	$591	$2	$590	$1
Reported as of September 30, 2023
Operating lease liabilities (current) (a)	$114	$—	$114	$—
Operating lease liabilities (noncurrent) (a)	477	—	476	—
Other noncurrent liabilities	—	2	—	1
Total	$591	$2	$590	$1

(a)Amounts exclude operating lease liabilities of Broken Bow II ($7 million) that are classified as current liabilities held for sale on Con Edison's consolidated balance sheet as of September 30, 2023. See Note T.

(b)Amounts exclude future minimum operating lease payments of Broken Bow II, of $3 million in total for years ended September 30, 2024 through 2028, and $10 million for all years thereafter, and imputed interest of $6 million.

The Utilities are lessors under certain leases whereby the Utilities own real estate and distribution poles and lease portions of them to others. Revenue under such leases was immaterial for Con Edison and CECONY for the three and nine months ended September 30, 2023 and 2022.

Note J – Income Tax

Con Edison’s income tax expense was $144 million for the three months ended September 30, 2023 and $160 million for the three months ended September 30, 2022. The decrease in income tax expense is primarily due to lower income before income tax expense and higher flow-through of COVID-19 assistance benefits for uncollectible accounts, offset in part by changes in state apportionments resulting in higher state income taxes and lower renewable energy tax credits.

CECONY’s income tax expense was $109 million for the three months ended September 30, 2023 and $124 million for the three months ended September 30, 2022. The decrease in income tax expense is primarily due to higher flow-through of COVID-19 assistance benefits for uncollectible accounts and a favorable tax adjustment from a prior year tax return primarily due to an increase in the general business tax credits, offset in part by higher income before income tax expense and higher reserve for injuries and damages.

Reconciliation of the difference between income tax expense and the amount computed by applying the prevailing statutory income tax rate to income before income taxes for the three months ended September 30, 2023 and 2022 is as follows:


	For the Three Months Ended September 30,
	Con Edison				CECONY
(% of Pre-tax income)	2023		2022		2023		2022
STATUTORY TAX RATE
Federal	21	%	21	%	21	%	21	%
Changes in computed taxes resulting from:
State income tax, net of federal income tax benefit	8		6		5		5
Amortization of excess deferred federal income taxes	(6)		(6)		(7)		(7)

Cost of removal	1		1		1		1


Renewable energy credits	—		(1)		—		—
Allowance for uncollectible accounts, net of COVID-19 assistance	(2)		—		(2)		1








Impacts from the sale of the Clean Energy Businesses:



State taxes on sale of subsidiary, net of federal income tax benefit	1		—		—		—

Other	(2)		—		(1)		(1)
Effective tax rate	21	%	21	%	17	%	20	%

Con Edison’s income tax expense was $416 million for the nine months ended September 30, 2023 and $330 million for the nine months ended September 30, 2022. The increase in income tax expense is primarily due to higher income before income tax expense due to the gain on the sale of the Clean Energy Businesses ($214 million), lower renewable energy tax credits ($13 million), offset in part by higher flow-through of COVID-19 assistance benefits for uncollectible accounts ($19 million), tax benefits from the recognition of deferred unamortized investment tax credits ($105 million), and changes in state apportionments, net of federal income taxes ($27 million).

CECONY’s income tax expense was $297 million for the nine months ended September 30, 2023 and $232 million for the nine months ended September 30, 2022. The increase in income tax expense is primarily due to higher income before income tax expense, lower flow-through tax benefits in 2023 for plant-related items, lower research and development credits from prior years, a remeasurement of state deferred tax assets and liabilities as a result of the enacted New York State legislation and a decrease in the amortization of excess deferred federal income taxes due to the TCJA, offset in part by lower allowance for uncollectible accounts and higher flow-through of COVID-19 assistance benefits for uncollectible accounts.

Reconciliation of the difference between income tax expense and the amount computed by applying the prevailing statutory income tax rate to income before income taxes for the nine months ended September 30, 2023 and 2022 is as follows:


	For the Nine Months Ended September 30,
	Con Edison				CECONY
(% of Pre-tax income)	2023		2022		2023		2022
STATUTORY TAX RATE
Federal	21	%	21	%	21	%	21	%
Changes in computed taxes resulting from:
State income tax, net of federal income tax benefit	5		6		5		5
Taxes attributable to non-controlling interest	—		1		—		—
Cost of removal	1		1		2		2
Other plant-related items	—		—		(1)		(1)

Renewable energy credits	(1)		(2)		—		—




Amortization of excess deferred federal income taxes	(5)		(8)		(8)		(10)





Impacts from the sale of the Clean Energy Businesses:



Changes in state apportionments, net of federal income taxes	(1)		—		—		—
Deferred unamortized investment tax credit recognized on sale of subsidiary	(4)		—		—		—
Other	—		—		—		—
Effective tax rate	16	%	19	%	19	%	17	%

On March 1, 2023, Con Edison completed the sale of the Clean Energy Businesses, which was accounted for as a stock sale for GAAP purposes and a deemed sale of assets and liquidation for tax purposes. Con Edison's pre-tax gain on the sale of the Clean Energy Businesses was $866 million ($784 million, net of tax) for the nine months ended September 30, 2023. The sale included all assets, operations and projects of the Clean Energy Businesses with the exception of tax equity interests and a deferred project, that were treated as distributions to Con Edison. See Note S and Note T.

In April 2023, the IRS released Revenue Procedure 2023-15, which provides a safe harbor method of accounting that taxpayers may use to determine whether certain expenditures to maintain, repair, replace, or improve natural gas transmission and distribution property must be capitalized as improvements by the taxpayer or currently deducted for federal income tax purposes. This revenue procedure also provides procedures for taxpayers to obtain automatic consent to change their method of accounting to the safe harbor method of accounting permitted by this revenue procedure. Con Edison recorded a reduction in its current tax payable and an increase in accumulated deferred tax liabilities of $228 million ($204 million for CECONY) to reflect the cumulative impact of this change in accounting method for the Utilities.

In May 2023, New York State passed a law that extended the increase in the corporate franchise tax rate from 6.5 percent to 7.25 percent for another three-year period, through tax year 2026, for taxpayers with taxable income greater than $5 million. The law also temporarily extended the business capital tax through tax year 2026, not to exceed an annual maximum tax liability of $5 million per taxpayer, with a corporation paying the higher of its franchise or income tax liability during the same period. New York State also passed a law establishing a permanent rate of 30 percent for the metropolitan transportation business tax surcharge. As a result of the sale of the Clean Energy Businesses in 2023, Con Edison has New York State taxable income in excess of $5 million after using its entire New York State NOL carryforward, and therefore, the group is subject to the higher 7.25 percent rate (9.425 percent with the surcharge rate) on its taxable income for tax year 2023. As a result of this legislation, CECONY remeasured its deferred tax assets and liabilities that would reverse before 2027 and recorded state deferred income tax expense (net of federal benefit) and an increase in accumulated deferred tax liabilities of $10 million for the nine months ended September 30, 2023, all of which was recorded in the second quarter of 2023.

Uncertain Tax Positions

At September 30, 2023, the estimated liability for uncertain tax positions for Con Edison was $10 million ($7 million for CECONY). For the nine months ended September 30, 2023, Con Edison recognized $2 million of income tax expense mostly related to research and development credits on the Clean Energy Businesses. In the third quarter of 2023, Con Edison settled with the IRS on the research and development credits related to the Clean Energy Businesses for the 2016-2020 tax years which resulted in a reduction in both uncertain tax positions and related deferred tax assets for general business credit carryovers of $12 million. In addition, CECONY reversed $4 million in uncertain tax positions related to the same tax years that reduced its effective tax rate. Con Edison reasonably expects to resolve within the next twelve months approximately $9 million of various federal uncertainties due to the expected completion of ongoing tax examinations, of which the entire amount, if recognized, would reduce Con Edison's effective tax rate. The amount related to CECONY is $5 million, that, if recognized, would reduce CECONY’s effective tax rate. The total amount of unrecognized tax benefits, if recognized, that would reduce Con Edison’s effective tax rate is $10 million, with $7 million attributable to CECONY.

In October 2023, Con Edison reached a settlement with New York State and closed its open examinations for the 2010-2014 tax years and paid $6 million in interest and $4 million in income taxes after applying the remaining $12 million of a special deposit made in 2013. New York State tax returns for 2015-2021 remain open.

The Companies recognize interest on liabilities for uncertain tax positions in interest expense and would recognize penalties, if any, in operating expenses in the Companies’ consolidated income statements. For the nine months ended September 30, 2023 and 2022, the Companies recognized an immaterial amount of interest expense and no penalties for uncertain tax positions in their consolidated income statements. At September 30, 2023 and December 31, 2022, the Companies recognized an immaterial amount of accrued interest on their consolidated balance sheets.

Note K – Revenue Recognition

The following table presents, for the three and nine months ended September 30, 2023 and 2022, revenue from contracts with customers as defined in Accounting Standards Codification Topic 606, "Revenue from Contracts with Customers," as well as additional revenue from sources other than contracts with customers, disaggregated by major source.


	For the Three Months Ended September 30, 2023			For the Three Months Ended September 30, 2022
(Millions of Dollars)	Revenues from contracts with customers	Other revenues (a)	Total operating revenues	Revenues from contracts with customers	Other revenues (a)	Total operating revenues
CECONY
Electric	$3,195	$28	$3,223	$3,165	$(88)	$3,077
Gas	338	(20)	318	409	5	414
Steam	46	3	49	55	3	58
Total CECONY	$3,579	$11	$3,590	$3,629	$(80)	$3,549
O&R
Electric	242	4	246	256	(4)	252
Gas	31	4	35	29	10	39
Total O&R	$273	$8	$281	$285	$6	$291
Clean Energy Businesses (c)
Renewables	—	—	—	197	—	197
Energy services	—	—	—	13	—	13
Develop/Transfer Projects	—	—	—	37	—	37
Other	—	—	—	—	78	78
Total Clean Energy Businesses	$—	$—	$—	$247	$78	$325
Con Edison Transmission	1	—	1	1	—	1
Other (b)	—	—	—	—	(1)	(1)
Total Con Edison	$3,853	$19	$3,872	$4,162	$3	$4,165

(a) For the Utilities, this includes primarily revenue or negative revenue adjustments from alternative revenue programs, such as the revenue decoupling mechanisms under their New York electric and gas rate plans (see "Rate Plans" in Note B). For the Clean Energy Businesses, this includes revenue from wholesale services. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

(b) Other includes the parent company, Con Edison's tax equity investments, the deferred project held for sale and consolidated adjustments. See Note T.

(c) On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.


	For the Nine Months Ended September 30, 2023			For the Nine Months Ended September 30, 2022
(Millions of Dollars)	Revenues from contracts with customers	Other revenues (a)	Total operating revenues	Revenues from contracts with customers	Other revenues (a)	Total operating revenues
CECONY
Electric	$7,449	$273	$7,722	$7,525	$(124)	$7,401
Gas	2,117	23	2,140	2,090	37	2,127
Steam	414	11	425	436	8	444
Total CECONY	$9,980	$307	$10,287	$10,051	$(79)	$9,972
O&R
Electric	$574	$14	$588	$595	$(1)	$594
Gas	211	4	215	217	2	219
Total O&R	$785	$18	$803	$812	$1	$813
Clean Energy Businesses (c)
Renewables	$68	$—	$68	$524	$—	$524
Energy services	7	—	7	57	—	57
Develop/Transfer Projects	7	—	7	56	—	56
Other	—	47	47	—	220	220
Total Clean Energy Businesses	$82	$47	$129	$637	$220	$857
Con Edison Transmission	$3	$—	$3	$3	—	$3
Other (b)	—	(3)	(3)	—	(6)	(6)
Total Con Edison	$10,850	$369	$11,219	$11,503	$136	$11,639

(b) Other includes the parent company, Con Edison's tax equity investments, the deferred project held for sale and consolidated adjustments. See Note T.

(c) On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

Use of the Percentage-of-Completion Method

Sales and profits on each percentage-of-completion contract at the Clean Energy Businesses were recorded each month based on the ratio of actual cumulative costs incurred to the total estimated costs at completion of the contract, multiplied by the total estimated contract revenue, less cumulative revenues recognized in prior periods (the ‘‘cost-to-cost’’ method). The impact of revisions of contract estimates, that may result from contract modifications, performance or other reasons, were recognized on a cumulative catch-up basis in the period in which the revisions are made. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S.


	2023				2022
(Millions of Dollars)	Unbilled contract revenue (a)		Unearned revenue (b)		Unbilled contract revenue (a)	Unearned revenue (b)
Beginning balance as of January 1,	$80		$3		$35	$7
Additions (c)	2		—		103	—
Subtractions (c)	78		3	(d)	81	4	(d)
Ending balance as of September 30,	$4	(e)	$—		$57	$3

(a)Unbilled contract revenue represents accumulated incurred costs and earned profits on contracts (revenue arrangements), that have been recorded as revenue, but have not yet been billed to customers, and which represent contract assets as defined in Topic 606. Substantially all accrued unbilled contract revenue is expected to be collected within one year. Unbilled contract revenue arises from the cost-to-cost method of revenue recognition. Unbilled contract revenue from fixed-price type contracts is converted to billed receivables when amounts

are invoiced to customers according to contractual billing terms, that generally occur when deliveries or other performance milestones are completed.

(b)Unearned revenue represents a liability for billings to customers in excess of earned revenue, that are contract liabilities as defined in Topic 606.

(c)Additions for unbilled contract revenue and subtractions for unearned revenue represent additional revenue earned. Additions for unearned revenue and subtractions for unbilled contract revenue represent billings. Activity also includes appropriate balance sheet classification for the period. Of the subtractions in 2023, $21 million and $1 million relate to the sale of the Clean Energy Businesses for unbilled contract revenue and unearned revenue, respectively. See (e) below.

(d)Of the subtractions from unearned revenue, $3 million and $4 million were included in the balances as of January 1, 2023 and 2022, respectively.

(e)Following the sale of the Clean Energy Businesses, Con Edison received substantially all contract revenue, net of certain costs incurred, for a battery storage project located in Imperial County, California. See Note S.

Note L – Current Expected Credit Losses

Allowance for Uncollectible Accounts

The Utilities’ “Account receivable – customers” balance consists of utility bills due (bills are generally due the month following billing) from customers who have energy delivered, generated, or services provided by the Utilities. The balance also reflects the Utilities’ purchase of receivables from energy service companies to support the retail choice programs.

“Other receivables” balance generally reflects costs billed by the Utilities for goods and services provided to external parties, such as accommodation work for private parties and certain governmental entities, real estate rental and pole attachments.

The Companies develop expected loss estimates using past events data and consider current conditions and future reasonable and supportable forecasts. Changes to the Utilities’ reserve balances that result in write-offs of customer accounts receivable balances above existing rate allowances are not reflected in rates during the term of the current rate plans. For the Utilities’ customer accounts receivable allowance for uncollectible accounts, past events considered include write-offs relative to customer accounts receivable; current conditions include macro-and micro-economic conditions related to trends in the local economy, bankruptcy rates and aged customer accounts receivable balances, among other factors; and forecasts about the future include assumptions related to the level of write-offs and recoveries. Generally, the Utilities write off customer accounts receivable as uncollectible 90 days after the account is turned off for non-payment, or the account is closed during the collection process. See "COVID-19 Regulatory Matters" in Note B.

Other receivables allowance for uncollectible accounts is calculated based on a historical average of collections relative to total other receivables, including current receivables. Current macro- and micro-economic conditions are also considered when calculating the current reserve. Probable outcomes of pending litigation, whether favorable or unfavorable to the Companies, are also included in the consideration.

Starting in 2020, the potential economic impact of the COVID-19 pandemic was also considered in forward-looking projections related to write-off and recovery rates and resulted in increases to the allowance for uncollectible accounts. The increases/(decreases) to the allowance for customer uncollectible accounts for Con Edison and CECONY were $1 million and $3 million, respectively, for the three months ended September 30, 2023 and $(46) million and $(45) million, respectively, for the nine months ended September 30, 2023. The decreases primarily resulted from the credits issued pursuant to the New York State COVID-19 arrears assistance programs. See "COVID-19 Regulatory Matters" in Note B. The decreases to the allowance for customer uncollectible accounts for Con Edison and CECONY were $31 million and $27 million, respectively, for the three months ended September 30, 2022 and $12 million and $7 million, respectively, for the nine months ended September 30, 2022.

Customer accounts receivable and the associated allowance for uncollectible accounts are included in the line “Accounts receivable – customers” on the Companies’ consolidated balance sheets. Other receivables and the associated allowance for uncollectible accounts are included in “Other receivables” on the consolidated balance sheets.

The table below presents a roll forward by major portfolio segment type for the three and nine months ended September 30, 2023 and 2022:


	For the Three Months Ended September 30,
	Con Edison				CECONY
	Accounts receivable - customers		Other receivables		Accounts receivable - customers		Other receivables
(Millions of Dollars)	2023	2022	2023	2022	2023	2022	2023	2022
Allowance for credit losses
Beginning Balance at July 1,	$275	$336	$28	$9	$266	$324	$24	$7
Recoveries	3	4	—	—	3	4	—	—
Write-offs	(43)	2	(4)	(2)	(41)	4	(3)	(1)
Reserve adjustments	41	(37)	7	2	41	(35)	6	1
Ending Balance September 30,	$276	$305	$31	$9	$269	$297	$27	$7


	For the Nine Months Ended September 30,
	Con Edison				CECONY
	Accounts receivable - customers		Other receivables		Accounts receivable - customers		Other receivables
(Millions of Dollars)	2023	2022	2023	2022	2023	2022	2023	2022
Allowance for credit losses
Beginning Balance at January 1,	$322	$317	$10	$22	$314	$304	$7	$19
Recoveries	11	13	—	—	10	12	—	—
Write-offs	(135)	(62)	(5)	(5)	(130)	(56)	(3)	(3)
Reserve adjustments	78	37	26	(8)	75	37	23	(9)
Ending Balance September 30,	$276	$305	$31	$9	$269	$297	$27	$7

Note M – Financial Information by Business Segment

Con Edison’s principal business segments are CECONY’s regulated utility activities, O&R’s regulated utility activities and Con Edison Transmission. CECONY’s principal business segments are its regulated electric, gas and steam utility activities. The financial data for the business segments for the three and nine months ended September 30, 2023 and 2022 were as follows:


	For the Three Months Ended September 30,
	Operating revenues		Inter-segment revenues		Depreciation and amortization		Operating income/(loss)
(Millions of Dollars)	2023	2022	2023	2022	2023	2022	2023	2022
CECONY
Electric	$3,223	$3,077	$4	$5	$352	$324	$867	$843
Gas	318	414	2	2	108	93	(108)	(40)
Steam	49	58	19	19	25	24	(80)	(65)
Consolidation adjustments	—	—	(25)	(26)	—	—	—	—
Total CECONY	$3,590	$3,549	$—	$—	$485	$441	$679	$738
O&R
Electric	$246	$252	$—	$—	$19	$18	59	$61
Gas	35	39	—	—	7	7	(11)	(10)
Total O&R	$281	$291	$—	$—	$26	$25	$48	$51
Clean Energy Businesses (a)	$—	$325	$—	$—	$—	$60	—	$104
Con Edison Transmission	1	1	—	—	1	—	(2)	(2)
Other (b)	—	(1)	—	—	—	(1)	(3)	(2)
Total Con Edison	$3,872	$4,165	$—	$—	$512	$525	$722	$889

(a) On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. As a result of this sale, the Clean Energy Businesses are no longer a principal segment. See Note S and Note T.

(b) Other includes the parent company, Con Edison’s tax equity investments, the deferred project held for sale and consolidation adjustments. Other does not represent a business segment. See Note T.


	For the Nine Months Ended September 30,
	Operating revenues		Inter-segment revenues		Depreciation and amortization		Operating income/(loss)
(Millions of Dollars)	2023	2022	2023	2022	2023	2022	2023	2022
CECONY
Electric	$7,722	$7,401	$14	$14	$1,035	$994	$1,292	$1,233
Gas	2,140	2,127	6	6	319	275	533	511
Steam	425	444	55	57	74	72	(75)	(15)
Consolidation adjustments	—	—	(75)	(77)	—	—	—	—
Total CECONY	$10,287	$9,972	$—	$—	$1,428	$1,341	$1,750	$1,729
O&R
Electric	$588	$594	$—	$—	$56	$53	$73	$85
Gas	215	219	—	—	22	20	27	25
Total O&R	$803	$813	$—	$—	$78	$73	$100	$110
Clean Energy Businesses (a)	$129	$857	$—	$—	$—	$178	$37	$248
Con Edison Transmission	3	3	—	—	1	1	(6)	(8)
Other (b)	(3)	(6)	—	—	(1)	—	864	(5)
Total Con Edison	$11,219	$11,639	$—	$—	$1,506	$1,593	$2,745	$2,074

Note N – Derivative Instruments and Hedging Activities

Con Edison’s subsidiaries hedge market price fluctuations associated with physical purchases and sales of electricity, natural gas, steam and, to a lesser extent, refined fuels by using derivative instruments including futures, forwards, basis swaps, options, transmission congestion contracts and financial transmission rights contracts. These are economic hedges, for which the Utilities do not elect hedge accounting. The Companies use economic hedges to manage commodity price risk in accordance with provisions set by state regulators. The volume of hedging activity at the Utilities is dependent upon the forecasted volume of physical commodity supply to meet customer needs, and program costs or benefits are recovered from or credited to full-service customers, respectively. Derivatives are recognized on the consolidated balance sheet at fair value (see Note O), unless an exception is available under the accounting rules for derivatives and hedging. Qualifying derivative contracts that have been designated as normal purchases or normal sales contracts are not reported at fair value under the accounting rules. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

The fair values of the Companies’ derivatives including the offsetting of assets and liabilities on the consolidated balance sheet at September 30, 2023 and December 31, 2022 were:


(Millions of Dollars)	2023				2022
Balance Sheet Location	Gross Amounts of Recognized Assets/(Liabilities)	Gross Amounts Offset	Net Amounts of Assets/ (Liabilities) (a)		Gross Amounts of Recognized Assets/(Liabilities)	Gross Amounts Offset	Net Amounts of Assets/ (Liabilities) (a)
Con Edison
Fair value of derivative assets
Current	$115	$(63)	$52	(b)	$378	$(332)	$46	(b)
Noncurrent	63	(37)	26		193	(108)	85
Total fair value of derivative assets held and used	178	(100)	78		571	(440)	131
Current - assets held for sale (d)	—	—	—		93	(8)	85	(c)(d)
Noncurrent - assets held for sale (d)	—	—	—		83	11	94	(c)(d)
Total fair value of derivative assets	$178	$(100)	$78		$747	$(437)	$310
Fair value of derivative liabilities
Current	$(135)	$64	$(71)	(b)	$(198)	$166	$(32)	(b)
Noncurrent	(108)	40	(68)		(49)	36	(13)
Total fair value of derivative liabilities held and used	$(243)	$104	$(139)		$(247)	$202	$(45)
Current - liabilities held for sale (d)	—	—	—		(31)	6	(25)	(d)
Noncurrent - liabilities held for sale (d)	—	—	—		(3)	(8)	(11)	(d)
Total fair value of derivative liabilities	$(243)	$104	$(139)		$(281)	$200	$(81)
Net fair value derivative assets/(liabilities)	$(65)	$4	$(61)		$466	$(237)	$229
CECONY
Fair value of derivative assets
Current	$107	$(60)	$47	(b)	$350	$(312)	$38	(b)
Noncurrent	60	(34)	26		176	(96)	80
Total fair value of derivative assets	$167	$(94)	$73		$526	$(408)	$118
Fair value of derivative liabilities
Current	$(129)	$61	$(68)	(b)	$(189)	$160	$(29)
Noncurrent	(98)	38	(60)		(43)	34	(9)
Total fair value of derivative liabilities	$(227)	$99	$(128)		$(232)	$194	$(38)
Net fair value derivative assets/(liabilities)	$(60)	$5	$(55)		$294	$(214)	$80

(a)Derivative instruments and collateral were offset on the consolidated balance sheet as applicable under the accounting rules. The Companies enter into master agreements for their commodity derivatives. These agreements typically provide offset in the event of contract termination. In such case, generally the non-defaulting party’s payable will be offset by the defaulting party’s payable. The non-defaulting party will customarily notify the defaulting party within a specific time period and come to an agreement on the early termination amount.

(b)At September 30, 2023, margin deposits for Con Edison ($10 million and $(15) million) were classified as derivative assets and derivative liabilities, respectively, and for CECONY ($9 million and $(11) million) were classified as derivative assets and derivative liabilities, respectively, on the consolidated balance sheet, but not included in the table. At December 31, 2022 margin deposits for Con Edison and CECONY of $13 million were classified as derivative assets, and ($(10) million and $(6) million, respectively) were classified as derivative liabilities on the consolidated balance sheet, but not included in the table. Margin is collateral, typically cash, that the holder of a derivative instrument is required to deposit in order to transact on an exchange and to cover its potential losses with its broker or the exchange.

(c)Includes amounts for interest rate swaps of $75 million in noncurrent assets, $31 million in current assets. At December 31, 2022, the Clean Energy Businesses had interest rate swaps with notional amounts of $982 million. The expiration dates of the swaps ranged from 2025-2041.

(d)Amounts represent derivative assets and liabilities included in current assets and current liabilities held for sale, respectively, on Con Edison's consolidated balance sheet as of December 31, 2022. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

The Utilities generally recover their prudently incurred fuel, purchased power and gas costs, including hedging gains and losses, in accordance with rate provisions approved by the applicable state utility regulators. In accordance with the accounting rules for regulated operations, the Utilities record a regulatory asset or regulatory liability to defer recognition of unrealized gains and losses on their electric and gas derivatives. As gains and losses are realized in future periods, they will be recognized as purchased power, gas and fuel costs in the Companies’ consolidated income statements.

The Clean Energy Businesses recorded realized and unrealized gains and losses on their derivative contracts in gas purchased for resale and non-utility revenue in the reporting period in which they occurred. The Clean Energy Businesses recorded changes in the fair value of their interest rate swaps in other interest expense at the end of each reporting period. Management believes that these derivative instruments represent economic hedges that mitigate exposure to fluctuations in commodity prices and interest rates. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

The following table presents the realized and unrealized gains or losses on derivatives that have been deferred or recognized in earnings for the three and nine months ended September 30, 2023 and 2022:


		For the Three Months Ended September 30,
		Con Edison		CECONY
(Millions of Dollars)	Balance Sheet Location	2023	2022	2023	2022
Pre-tax gains/(losses) deferred in accordance with accounting rules for regulated operations:
Current	Regulatory liabilities	$(11)	$31	$(9)	$30
Noncurrent	Regulatory liabilities	(11)	23	(9)	17
Total deferred gains/(losses)		$(22)	$54	$(18)	$47
Current	Regulatory assets	$22	$41	$20	$37
Current	Recoverable energy costs	(98)	168	(94)	152
Noncurrent	Regulatory assets	(34)	49	(29)	45
Total deferred gains/(losses)		$(110)	$258	$(103)	$234
Net deferred gains/(losses)		$(132)	$312	$(121)	$281
	Income Statement Location
Pre-tax gains/(losses) recognized in income
	Gas purchased for resale	$—	$(2)	$—	$—
	Non-utility revenue	—	(1)	—	—
	Other operations and maintenance expense	1	(1)	1	(1)
	Other interest expense (a)	—	49	—	—
Total pre-tax gains/(losses) recognized in income		$1	$45	$1	($1)

(a)Comprised of amounts related to interest rate swaps of the Clean Energy Businesses. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.


		For the Nine Months Ended September 30,
		Con Edison		CECONY
(Millions of Dollars)	Balance Sheet Location	2023	2022	2023	2022
Pre-tax gains/(losses) deferred in accordance with accounting rules for regulated operations:
Current	Regulatory liabilities	$(221)	$379	$(203)	$350
Noncurrent	Regulatory liabilities	(128)	91	(113)	79
Total deferred gains/(losses)		$(349)	$470	$(316)	$429
Current	Regulatory assets	$47	$50	$45	$45
Current	Recoverable energy costs	(474)	357	(449)	324
Noncurrent	Regulatory assets	(68)	19	(63)	18
Total deferred gains/(losses)		$(495)	$426	$(467)	$387
Net deferred gains/(losses)		$(844)	$896	$(783)	$816
	Income Statement Location
Pre-tax gains/(losses) recognized in income
	Gas purchased for resale	$4	$1	$—	$—
	Non-utility revenue	17	(23)	—	—
	Other operations and maintenance expense	1	4	1	4
	Other interest expense (a)	5	158	—	—
Total pre-tax gains/(losses) recognized in income		$27	$140	$1	$4

The following table presents the hedged volume of Con Edison’s and CECONY’s commodity derivative transactions at September 30, 2023:


	Electric Energy (MWh) (a)(b)	Capacity (MW) (a)	Natural Gas (Dt) (a)(b)	Refined Fuels (gallons)
Con Edison	30,376,045	49,800	353,360,000	2,520,000
CECONY	27,714,325	39,000	334,950,000	2,520,000

(a)Volumes are reported net of long and short positions, except natural gas collars where the volumes of long positions are reported.

(b)Excludes electric congestion and gas basis swap contracts that are associated with electric and gas contracts and hedged volumes.

The Companies are exposed to credit risk related to transactions entered into primarily for the various energy supply and hedging activities by the Utilities. Credit risk relates to the loss that may result from a counterparty’s nonperformance. The Companies use credit policies to manage this risk, including an established credit approval process, monitoring of counterparty limits, netting provisions within agreements, collateral or prepayment arrangements, credit insurance and credit default swaps. The Companies measure credit risk exposure as the replacement cost for open energy commodity and derivative positions plus amounts owed from counterparties for settled transactions. The replacement cost of open positions represents unrealized gains, net of any unrealized losses where the Companies have a legally enforceable right to offset.

At September 30, 2023, Con Edison and CECONY had $76 million and $72 million, respectively, of credit exposure in connection with open energy supply net receivables and hedging activities, net of collateral. Con Edison’s net credit exposure consisted of $6 million with investment-grade counterparties, $18 million with commodity exchange brokers, and $52 million with non-investment grade/non-rated counterparties. CECONY’s net credit exposure consisted of $3 million with commodity exchange brokers, $17 million with investment-grade counterparties and $52 million with non-investment grade/non-rated counterparties. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

The collateral requirements associated with, and settlement of, derivative transactions are included in net cash flows from operating activities in the Companies’ consolidated statement of cash flows. Most derivative instrument contracts contain provisions that may require a party to provide collateral on its derivative instruments that are in a net liability position. The amount of collateral to be provided will depend on the fair value of the derivative instruments and the party’s credit ratings.

The following table presents the aggregate fair value of the Companies’ derivative instruments with credit-risk-related contingent features that are in a net liability position, the collateral posted for such positions and the additional collateral that would have been required to be posted had the lowest applicable credit rating been reduced one level and to below investment grade at September 30, 2023:


(Millions of Dollars)	Con Edison (a)	CECONY (a)
Aggregate fair value – net liabilities	$133	$125
Collateral posted	73	67
Additional collateral (b) (downgrade one level from current ratings)	51	46
Additional collateral (b)(c) (downgrade to below investment grade from current ratings)	137	126

(a)Non-derivative transactions for the purchase and sale of electricity and gas and qualifying derivative instruments, that have been designated as normal purchases or normal sales, are excluded from the table. These transactions primarily include purchases of electricity from independent system operators. In the event the Utilities are no longer extended unsecured credit for such purchases, the Companies would be required to post $1 million of additional collateral at September 30, 2023. For certain other such non-derivative transactions, the Companies would have been required to post collateral under certain circumstances, including in the event counterparties had reasonable grounds for insecurity.

(b)The Companies measure the collateral requirements by taking into consideration the fair value amounts of derivative instruments that contain credit-risk-related contingent features that are in a net liability position plus amounts owed to counterparties for settled transactions and amounts required by counterparties for minimum financial security. The fair value amounts represent unrealized losses, net of any unrealized gains where the Companies have a legally enforceable right to offset.

(c)Derivative instruments that are net assets have been excluded from the table. At September 30, 2023, if Con Edison had been downgraded to below investment grade, it would have been required to post additional collateral for such derivative instruments of $19 million.

Note O – Fair Value Measurements

The accounting rules for fair value measurements and disclosures define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in a principal or most advantageous market. Fair value is a market-based measurement that is

determined based on inputs, that refer broadly to assumptions that market participants use in pricing assets or liabilities. These inputs can be readily observable, market corroborated, or generally unobservable firm inputs. The Companies often make certain assumptions that market participants would use in pricing the asset or liability, including assumptions about risk, and the risks inherent in the inputs to valuation techniques. The Companies use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.

The accounting rules for fair value measurements and disclosures established a fair value hierarchy, that prioritizes the inputs to valuation techniques used to measure fair value in three broad levels. The rules require that assets and liabilities be classified in their entirety based on the level of input that is significant to the fair value measurement. Assessing the significance of a particular input may require judgment considering factors specific to the asset or liability and may affect the valuation of the asset or liability and their placement within the fair value hierarchy. The Companies classify fair value balances based on the fair value hierarchy defined by the accounting rules for fair value measurements and disclosures as follows:

Level 1 – Consists of assets or liabilities whose value is based on unadjusted quoted prices in active markets at the measurement date. An active market is one in which transactions for assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. This category includes contracts traded on active exchange markets valued using unadjusted prices quoted directly from the exchange.
Level 2 – Consists of assets or liabilities valued using industry standard models and based on prices, other than quoted prices within Level 1, that are either directly or indirectly observable as of the measurement date. The industry standard models consider observable assumptions including time value, volatility factors and current market and contractual prices for the underlying commodities, in addition to other economic measures. This category includes contracts traded on active exchanges or in over-the-counter markets priced with industry standard models.
Level 3 – Consists of assets or liabilities whose fair value is estimated based on internally developed models or methodologies using inputs that are generally less readily observable and supported by little, if any, market activity at the measurement date. Unobservable inputs are developed based on the best available information and subject to cost benefit constraints. This category includes contracts priced using models that are internally developed and contracts placed in illiquid markets. It also includes contracts that expire after the period of time for which quoted prices are available and internal models are used to determine a significant portion of the value.

Assets and liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022 are summarized below.


	2023					2022
(Millions of Dollars)	Level 1	Level 2	Level 3	Netting Adjustment (e)	Total	Level 1	Level 2	Level 3	Netting Adjustment (e)	Total
Con Edison
Derivative assets:
Commodity (a)(b)(c)	$21	$137	$5	$(75)	$88	$84	$476	$2	$(420)	$142
Commodity held for sale (g)	—	—	—	—	—	6	34	31	2	73
Interest rate swaps (a)(b)(c)(f)(g)	—	—	—	—	—	—	106	—	—	106
Other (a)(b)(d)	462	121	—	—	583	437	116	—	—	553
Total assets	$483	$258	$5	$(75)	$671	$527	$732	$33	$(418)	$874
Derivative liabilities:
Commodity (a)(b)(c)	$16	$196	$15	$(72)	$155	$18	$204	$16	$(184)	$54
Commodity held for sale (g)	—	—	—	—	—	8	24	2	2	36
Total liabilities	$16	$196	$15	$(72)	$155	$26	$228	$18	$(182)	$90
CECONY
Derivative assets:
Commodity (a)(b)(c)	$21	$130	$3	$(73)	$81	$83	$434	$2	$(388)	$131
Other (a)(b)(d)	450	114	—	—	564	422	110	—	—	532
Total assets	$471	$244	$3	$(73)	$645	$505	$544	$2	$(388)	$663
Derivative liabilities:
Commodity (a)(b)(c)	$15	$187	$10	$(73)	$139	$18	$198	$8	$(180)	$44
Total liabilities	$15	$187	$10	$(73)	$139	$18	$198	$8	$(180)	$44

(a)The Companies’ policy is to review the fair value hierarchy and recognize transfers into and transfers out of the levels at the end of each reporting period. Con Edison and CECONY had $10 million of commodity derivative assets transferred from level 3 to level 2 during the nine months ended September 30, 2023 because of availability of observable market data due to the decrease in the terms of certain contracts from beyond three years as of December 31, 2022 to less than three years as of September 30, 2023. Con Edison and CECONY had an immaterial amount of derivative liabilities and $10 million and $9 million of commodity derivative assets, respectively, transferred from level 3 to level 2 during the year ended December 31, 2022 because of availability of observable market data due to the decrease in the terms of certain contracts from beyond three years as of September 30, 2022 to less than three years as of December 31, 2022.

(b)Level 2 assets and liabilities include investments held in the deferred compensation plan and/or non-qualified retirement plans, exchange-traded contracts where there is insufficient market liquidity to warrant inclusion in Level 1, and certain over-the-counter derivative instruments for electricity, refined products and natural gas. Derivative instruments classified as Level 2 are valued using industry standard models that incorporate corroborated observable inputs, such as pricing services or prices from similar instruments that trade in liquid markets, time value and volatility factors.

(c)The accounting rules for fair value measurements and disclosures require consideration of the impact of nonperformance risk (including credit risk) from a market participant perspective in the measurement of the fair value of assets and liabilities. At September 30, 2023 and December 31, 2022, the Companies determined that nonperformance risk would have no material impact on their financial position or results of operations.

(d)Other assets are comprised of assets such as life insurance contracts within the deferred compensation plan and non-qualified retirement plans.

(e)Amounts represent the impact of legally-enforceable master netting agreements that allow the Companies to net gain and loss positions and cash collateral held or placed with the same counterparties.

(f)See Note N.

(g)On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

The employees in the Companies’ risk management group develop and maintain the Companies’ valuation policies and procedures for, and verify pricing and fair value valuation of, commodity derivatives. Under the Companies’ policies and procedures, multiple independent sources of information are obtained for forward price curves used to value commodity derivatives. Fair value and changes in fair value of commodity derivatives are reported monthly to the Companies’ risk committees, comprised of officers and employees of the Companies that oversee energy hedging at the Utilities. The risk management group reports to the Companies’ Vice President and Treasurer.


	Fair Value of Level 3 at September 30, 2023	Valuation Techniques	Unobservable Inputs	Range
	(Millions of Dollars)
Con Edison – Commodity
Electricity	$(6)	Discounted Cash Flow	Forward energy prices (a)	$33.95-$137.60 per MWh
Electricity	(5)	Discounted Cash Flow	Forward capacity prices (a)	$1.90-$11.75 per kW-month

Transmission Congestion Contracts	1	Discounted Cash Flow	Inter-zonal forward price curves adjusted for historical zonal losses (b)	$0.09-$3.80 per MWh
Total Con Edison—Commodity	$(10)
CECONY – Commodity
Electricity	$(4)	Discounted Cash Flow	Forward energy prices (a)	$37.55-$137.60 per MWh
Electricity	(4)	Discounted Cash Flow	Forward capacity prices (a)	$1.90-$11.75 per kW-month
Transmission Congestion Contracts	1	Discounted Cash Flow	Inter-zonal forward price curves adjusted for historical zonal losses (b)	$0.09-$3.80 per MWh
Total CECONY—Commodity	$(7)

(a)Generally, increases/(decreases) in this input in isolation would result in a higher/(lower) fair value measurement.

(b)Generally, increases/(decreases) in this input in isolation would result in a lower/(higher) fair value measurement.

The table listed below provides a reconciliation of the beginning and ending net balances for assets and liabilities measured at fair value as of September 30, 2023 and 2022 and classified as Level 3 in the fair value hierarchy:


	For the Three Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Beginning balance as of July 1,	$(7)	$9	$(4)	$(11)
Included in earnings	2	(10)	1	(1)
Included in regulatory assets and liabilities	(3)	14	(3)	11
Purchases	—	1	—	—
Settlements	(2)	2	(1)	1


Transfer out of level 3	—	—	—	—
Ending balance as of September 30,	$(10)	$16	$(7)	$—


	For the Nine Months Ended September 30,
	Con Edison		CECONY
(Millions of Dollars)	2023	2022	2023	2022
Beginning balance as of January 1,	$15	$(11)	$(6)	$(7)
Included in earnings	(2)	13	(1)	(3)
Included in regulatory assets and liabilities	16	7	10	5
Purchases	—	3	—	—

Settlements	—	3	—	4
Decrease due to the sale of the Clean Energy Businesses (a)	(29)	—	—	—
Transfer out of level 3	(10)	1	(10)	1
Ending balance as of September 30,	$(10)	$16	$(7)	$—

(a) On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

For the Utilities, realized gains and losses on Level 3 commodity derivative assets and liabilities are reported as part of purchased power, gas and fuel costs. The Utilities generally recover these costs in accordance with rate provisions approved by the applicable state public utilities regulators. Unrealized gains and losses for commodity derivatives are generally deferred on the consolidated balance sheet in accordance with the accounting rules for regulated operations.

For the Clean Energy Businesses, realized and unrealized gains and losses on Level 3 commodity derivative assets and liabilities are reported in non-utility revenues on the consolidated income statement. The Clean Energy Businesses recorded an $8 million loss. For the three months ended September 30, 2022 and a $17 million loss and $20 million gain for the nine months ended September 30, 2023 and 2022, respectively. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses and amounts for 2023 are shown through the date of sale. See Note S and Note T.

Note P – Variable Interest Entities

The accounting rules for consolidation address the consolidation of a variable interest entity (VIE) by a business enterprise that is the primary beneficiary. A VIE is an entity that does not have a sufficient equity investment at risk to permit it to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest. The primary beneficiary is the business enterprise that has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and either absorbs a significant amount of the VIE’s losses or has the right to receive benefits that could be significant to the VIE.

The Companies enter into arrangements including leases, partnerships and electricity purchase agreements, with various entities. As a result of these arrangements, the Companies retain or may retain a variable interest in these entities.

CECONY

CECONY has an ongoing long-term electricity purchase agreement with Brooklyn Navy Yard Cogeneration Partners, LP, a potential VIE. In 2022, a request was made of this counterparty for information necessary to determine whether the entity was a VIE and whether CECONY is the primary beneficiary; however, the information was not made available. The payments for this contract constitute CECONY’s maximum exposure to loss with respect to the potential VIE.

Clean Energy Businesses

On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses, including CED Nevada Virginia and the Tax Equity Projects, defined below. See Note S.

In connection with the sale, Con Edison retained a tax equity interest valued at $20 million in two renewable electric projects located in Virginia that is accounted for as an equity method investment and that represents the maximum exposure to loss for this investment. See Note S. The earnings of the projects, once in service, are determined using the hypothetical liquidation at book value (HLBV) method of accounting and resulted in losses of $4 million ($3 million, after tax) and $8 million ($6 million, after tax) for the three and nine months ended September 30, 2023, respectively. Con Edison is not the primary beneficiary since the power to direct the activities that most significantly impact the economics of the renewable electric projects is not held by Con Edison.

Con Edison also retained its $11 million equity interest in the Crane solar project that was valued at $0 as of September 30, 2023 and that is accounted for as an equity method investment. See Note S. The earnings of the project are determined using the HLBV method of accounting and were not material for the three and nine months ended September 30, 2023 or 2022. Con Edison is not the primary beneficiary since the power to direct the activities that most significantly impact the economics of the renewable electric project is not held by Con Edison.

HLBV Accounting

Con Edison has determined that the use of HLBV accounting is reasonable and appropriate to attribute income and loss to the tax equity investors. Using the HLBV method, Con Edison's earnings from the projects are adjusted to reflect the income or loss allocable to the tax equity investors calculated based on how the project would allocate and distribute its cash if it were to sell all of its assets for their carrying amounts and liquidate at a particular point in time. Under the HLBV method, Con Edison calculates the liquidation value allocable to the tax equity investors at the beginning and end of each period based on the contractual liquidation waterfall and adjusts its income for the period to reflect the change in the liquidation value allocable to the tax equity investors.

CED Nevada Virginia

In February 2021, a subsidiary of the Clean Energy Businesses entered into an agreement relating to certain projects (CED Nevada Virginia) with a noncontrolling tax equity investor to which a percentage of earnings, tax attributes and cash flows will be allocated. CED Nevada Virginia is a consolidated entity in which Con Edison had less than a 100 percent membership interest at December 31, 2022 and has no interest subsequent to the sale of

the Clean Energy Business on March 1, 2023. Con Edison was the primary beneficiary since the power to direct the activities that most significantly impact the economics of CED Nevada Virginia was held by Con Edison. The HLBV method of accounting resulted in an immaterial amount of income/(loss) for Con Edison and the tax equity investor for the nine months ended September 30, 2023; the amounts for the three and nine months ended September 30, 2022 are presented below. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S.


	For the Three Months Ended September 30,	For the Nine Months Ended September 30,
(Millions of Dollars)	2022	2022

Income/(Loss) attributable to tax equity investor	$6	$(36)
Income/(Loss) attributable to tax equity investor after tax	5	(27)
Income/(Loss) attributable to Con Edison	(7)	32
Income/(Loss) attributable to Con Edison after tax	(5)	24

Tax Equity Projects

In 2018, the Clean Energy Businesses completed its acquisition of Sempra Solar Holdings, LLC. Included in the acquisition were certain operating projects (Tax Equity Projects) with a noncontrolling tax equity investor to which a percentage of earnings, tax attributes and cash flows are allocated. The Tax Equity Projects were consolidated entities in which Con Edison had less than a 100 percent membership interest at December 31, 2022 and has no interest in subsequent to the sale of the Clean Energy Businesses on March 1, 2023. Con Edison was the primary beneficiary since the power to direct the activities that most significantly impact the economics of the Tax Equity Projects was held by Con Edison. Electricity generated by the Tax Equity Projects is sold to utilities and municipalities pursuant to long-term power purchase agreements. The HLBV method of accounting resulted in an immaterial amount of income/(loss) for Con Edison and the tax equity investor for the nine months ended September 30, 2023; the amounts for the three and nine months ended September 30, 2022 are presented below. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S.


	For the Three Months Ended September 30,	For the Nine Months Ended September 30,
(Millions of Dollars)	2022	2022
Income/(Loss) attributable to tax equity investor	$—	$(7)
Income/(Loss) attributable to tax equity investor after tax	—	(5)
Income/(Loss) attributable to Con Edison	16	44
Income/(Loss) attributable to Con Edison after tax	12	33

At December 31, 2022, Con Edison’s consolidated balance sheet included the following amounts associated with its VIEs:


	Tax Equity Projects
	Great Valley Solar (c)(d)	Copper Mountain - Mesquite Solar (c)(e)	CED Nevada Virginia (c)(f)
(Millions of Dollars)	2022	2022	2022
Assets held for sale (a)	$305	$580	$686


Total assets (a)	$305	$580	$686

Liabilities held for sale (b)	20	81	331

Total liabilities (b)	$20	$81	$331

(a)The assets of the Tax Equity Projects and CED Nevada Virginia represent assets of a consolidated VIE that can be used only to settle obligations of the consolidated VIE. Amounts shown for 2022 are included in current assets held for sale on Con Edison's consolidated balance sheet as of December 31, 2022. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T. For the disposal of the noncontrolling interest, see Con Edison's Consolidated Statement of Equity.

(b)The liabilities of the Tax Equity Projects and CED Nevada Virginia represent liabilities of a consolidated VIE for which creditors do not have recourse to the general credit of the primary beneficiary. Amounts shown for 2022 are included in current liabilities held for sale on Con Edison's consolidated balance sheet as of December 31, 2022. On March 1, 2023, Con Edison completed the sale of substantially all of the

assets of the Clean Energy Businesses. See Note S and Note T. For the disposal of the noncontrolling interest, see Con Edison's Consolidated Statement of Equity.

(c)Con Edison did not provide any financial or other support during the year that was not previously contractually required.

(d)Great Valley Solar consists of the Great Valley Solar 1, Great Valley Solar 2, Great Valley Solar 3 and Great Valley Solar 4 projects, for which the noncontrolling interest of the tax equity investor was $67 million at December 31, 2022.

(e)Copper Mountain - Mesquite Solar consists of the Copper Mountain Solar 4, Mesquite Solar 2 and Mesquite Solar 3 projects for which the noncontrolling interest of the tax equity investor was $94 million at December 31, 2022.

(f)CED Nevada Virginia consists of the Copper Mountain Solar 5, Battle Mountain Solar and Water Strider Solar projects for which the noncontrolling interest of the tax equity investor was $39 million at December 31, 2022.

Note Q – Related Party Transactions

The NYSPSC generally requires that the Utilities and Con Edison’s other subsidiaries be operated as separate entities. The Utilities and the other subsidiaries are required to have separate operating employees and operating officers of the Utilities may not be operating officers of the other subsidiaries. The Utilities may provide administrative and other services to, and receive such services from, Con Edison and its other subsidiaries only pursuant to cost allocation procedures approved by the NYSPSC. Transfers of assets between the Utilities and Con Edison or its other subsidiaries may be made only as approved by the NYSPSC. The debt of the Utilities is to be raised directly by the Utilities and not derived from Con Edison. Without the prior permission of the NYSPSC, the Utilities may not make loans to, guarantee the obligations of, or pledge assets as security for the indebtedness of Con Edison or its other subsidiaries. The NYSPSC limits the dividends that the Utilities may pay Con Edison to not more than 100 percent of their respective income available for dividends calculated on a two–year rolling average basis. Excluded from the calculation of “income available for dividends” are non-cash charges to income resulting from accounting changes or charges to income resulting from significant unanticipated events. The restriction also does not apply to dividends paid in order to transfer to Con Edison proceeds from major transactions, such as asset sales, or to dividends reducing each utility subsidiary’s equity ratio to a level appropriate to its business risk. As a result, substantially all of the net assets of CECONY and O&R ($19,113 million and $1,057 million, respectively), at September 30, 2023, are considered restricted net assets. The NYSPSC may impose additional measures to separate, or “ring fence,” the Utilities from Con Edison and its other subsidiaries.

The costs of administrative and other services provided by CECONY to, and received by it from, Con Edison and its other subsidiaries for the three and nine months ended September 30, 2023 and 2022 were as follows:


	For the Three Months Ended September 30,
	CECONY
(Millions of Dollars)	2023	2022
Cost of services provided	$39	$35
Cost of services received	$21	$19


	For the Nine Months Ended September 30,
	CECONY (a)
(Millions of Dollars)	2023	2022
Cost of services provided	$105	$101
Cost of services received	$61	$56

(a) On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S and Note T.

In addition, CECONY and O&R have joint gas supply arrangements in connection with which CECONY sold to O&R, $14 million and $26 million of natural gas for the three months ended September 30, 2023 and 2022, respectively, and $60 million and $97 million for the nine months ended September 30, 2023 and 2022, respectively. These amounts are net of the effect of related hedging transactions.

At September 30, 2023 and December 31, 2022, CECONY's net receivable (payable) from/to Con Edison for income taxes was $418 million and $(89) million, respectively.

The Utilities perform work and incur expenses on behalf of New York Transco. Con Edison Transmission has a 45.7 percent interest in New York Transco's New York Energy Solution project and a 41.7 percent interest in New York Transco's share of the Propel NY Energy project that is jointly owned with the New York Power Authority. The Utilities bill New York Transco for such work and expenses in accordance with established policies. For the three months ended September 30, 2023 and 2022, the amounts billed by the Utilities to New York Transco were

$1 million and $2 million, respectively, and for the nine months ended September 30, 2023 and 2022, the amounts were $7 million and $6 million, respectively.

CECONY has a 20-year transportation contract with the Mountain Valley Pipeline, LLC (MVP) for 250,000 dekatherms per day of capacity. Con Edison Transmission has an interest in MVP. See "Investments - Investment in Mountain Valley Pipeline, LLC (MVP)" in Note A. In October 2017, the Environmental Defense Fund and the Natural Resource Defense Council requested the NYSPSC to prohibit CECONY from recovering costs under its MVP contract unless CECONY can demonstrate that the contract is in the public interest. CECONY advised the NYSPSC that it would respond to the request if the NYSPSC opened a proceeding to consider this request. CECONY has not incurred costs under the contract.

FERC has authorized CECONY to lend funds to O&R for a period of no more than 12 months, in an amount not to exceed $250 million, at prevailing market rates. At September 30, 2023 and December 31, 2022 there were no outstanding loans to O&R.

The Clean Energy Businesses had financial electric capacity contracts with CECONY and O&R. For the three and nine months ended September 30, 2022, the Clean Energy Businesses realized gains of $1 million and $2 million, respectively, under these contracts. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. As a result of the sale, the Clean Energy Businesses are no longer recognized as a related party. See Note S and Note T.

Note R – New Financial Accounting Standards

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (ASU 2020-04). In 2017, the United Kingdom’s Financial Conduct Authority announced that it intends to stop persuading or compelling banks to submit the London Interbank Offered Rate (LIBOR), a benchmark interest rate referenced in a variety of agreements, after 2021. The United Kingdom's Financial Conduct Authority (the UK FCA) ceased publication of U.S. Dollar LIBOR after December 31, 2021 for one-week and two-month U.S. Dollar LIBOR tenors, and on June 30, 2023 it ceased publishing the overnight and twelve-month U.S. Dollar LIBOR. The UK FCA expects to cease publishing the one-month, three-month and six-month U.S. Dollar LIBOR after September 2024. ASU 2020-04 provides entities with optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. In January 2021, the FASB issued amendments to the guidance through ASU 2021-01 to include all contract modifications and hedging relationships affected by reference rate reform, including those that do not directly reference LIBOR or another reference rate expected to be discontinued, and clarify which optional expedients may be applied to them. As the Companies continue to modify contracts that contain references to LIBOR to allow for the use of an alternative rate, they have applied the practical expedient to not assess each change for a contract modification. The guidance can be applied prospectively. The optional relief is temporary and generally cannot be applied to contract modifications and hedging relationships entered into or evaluated after December 31, 2022. On December 31, 2022, ASU 2022-06, Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848 was issued, which extended the period of time entities can utilize the

reference rate reform relief guidance under ASU 2020-04 from December 31, 2022 to December 31, 2024.The Companies do not expect the new guidance to have a material impact on their financial position, results of operations and liquidity.

In March 2023, the FASB issued amendments to the guidance on accounting for Investments—Equity Method and Joint Ventures (Topic 323) through ASU 2023-02. The amendments would expand the use of the proportional amortization method of income recognition. The Companies do not expect the new guidance to have a material impact on their financial position, results of operations and liquidity.

Note S – Dispositions

During the first nine months of 2022, Con Edison considered strategic alternatives with respect to the Clean Energy Businesses. On October 1, 2022, following the conclusion of such review and to allow for continued focus on the Utilities and their clean energy transition, Con Edison entered into a purchase and sale agreement pursuant to which Con Edison agreed to sell the Clean Energy Businesses to RWE Renewables Americas, LLC, a subsidiary of RWE for a total of $6,800 million, subject to closing adjustments. On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses to RWE for $3,993 million. The preliminary purchase price at closing was adjusted (i) upward for certain cash and cash equivalents, (ii) downward for certain indebtedness and debt-like items, (iii) downward for certain transaction expenses, (iv) downward to the extent that the net working capital varied from a set target, (v) upward to the extent that capital expenditures incurred prior to the closing of the transaction varied from a set budget, and (vi) downward by the value allocated to Broken Bow II, a project that was not able to be conveyed to RWE upon closing of the transaction. The final purchase price is subject to customary adjustments for timing differences and a final valuation report, among other factors; the process to finalize the purchase price is ongoing. The transaction was completed at arm’s length and RWE was not, and will not be, considered a related party to Con Edison.

Con Edison's preliminary gain on the sale of the Clean Energy Businesses was $866 million ($784 million, after tax) for the nine months ended September 30, 2023, including an immaterial amount for the three months ended September 30, 2023 resulting from certain finalization adjustments, and remains subject to true-up for the finalization adjustments described above. The portion of the gain attributable to the non-controlling interest retained in certain tax-equity projects was not material. The sale included all assets, operations and projects of the Clean Energy Businesses with the exception of tax equity interests in three projects, described below, and one deferred project, Broken Bow II, a 75MW nameplate capacity wind power project located in Nebraska. See Note T. Transfer of the project is dependent on one outstanding counterparty consent, and if and when such consent is obtained within two years of the sale of the Clean Energy Businesses, i.e., by February 28, 2025, the project will transfer. RWE Renewables Americas, LLC is operating the facility on behalf of Con Edison pursuant to certain service agreements, for which the fees are not material.

Con Edison retained the Clean Energy Businesses' tax equity investment interest in the Crane solar project and another tax equity investment interest in two solar projects located in Virginia. These tax equity partnerships produce renewable energy tax credits that can be used to reduce Con Edison’s federal income tax in the year in which the projects are placed in service. These tax credits would be subject to recapture, in whole or in part, if the assets were sold within a five-year period beginning on the date on which the assets are placed in service. Con Edison will continue to employ HLBV accounting for its interests in these tax equity partnerships. The combined carrying value of the retained tax equity interests is approximately $13 million at September 30, 2023.

Con Edison has also retained any post-sale deferred income taxes (federal and state income taxes, including tax attributes), any valuation allowances associated with the deferred tax assets, all current federal taxes and New York State taxes and the estimated liability for uncertain tax positions. The unamortized deferred investment tax credits of the Clean Energy Businesses were recognized in full upon the completion of the sale of the Clean Energy Businesses.

Concurrent with entering into the purchase and sale agreement, Con Edison incurred costs in the normal course of the sale process. Transaction costs of $48 million ($35 million after-tax) were recorded in 2022, and $11 million ($8 million after-tax) was recorded in the first three and nine months of 2023. Also, depreciation and amortization expense of approximately $41 million ($28 million after-tax) were not recorded on the assets of the Clean Energy Businesses in 2023 through the closing of the transaction.

Following the sale of the Clean Energy Businesses and pursuant to a reimbursement and indemnity agreement with RWE, Con Edison remains responsible for certain potential costs related to a battery storage project located in Imperial County, California. Con Edison's exposure under the agreement could range up to approximately $172 million. As of September 30, 2023, no amounts were recorded as liabilities on Con Edison's consolidated balance sheet related to this agreement. During the first nine months of 2023, Con Edison received $24 million of net proceeds from this battery storage project, and $4 million was recorded as unbilled contract revenue as of September 30, 2023. See Note K.

The following table shows the pre-tax operating income for the Clean Energy Businesses. The 2023 period shown is through the date of the sale of the Clean Energy Businesses and as such there is no applicable data for the three months ended September 30, 2023.


	For the Three Months Ended September 30,	For the Nine Months Ended September 30,
(Millions of Dollars)	2022	2023	2022
Pre-tax operating income	$118	$25	$361
Pre-tax operating income, excluding non-controlling interest	$123	$21	$317

Note T – Assets and Liabilities Held-for-Sale

On March 1, 2023, Con Edison completed the sale of substantially all of the assets of the Clean Energy Businesses. See Note S. The sale included all assets, operations and projects of the Clean Energy Businesses with the exception of tax equity interests in three projects and one deferred project, Broken Bow II, a 75 MW nameplate capacity wind power project located in Nebraska. Transfer of the project from Con Edison to RWE is dependent on one outstanding counterparty consent, and if and when such consent is obtained within two years of the sale of the Clean Energy Businesses, i.e., by February 28, 2025, the project will transfer. RWE Renewables Americas, LLC is operating the facility on behalf of Con Edison pursuant to certain service agreements for which the fees are not material.

At September 30, 2023, the carrying amounts of the major classes of assets and liabilities of Broken Bow II that are expected to be sold are presented on a held-for-sale basis, and accordingly exclude net deferred tax liability balances, as follows:


(Millions of Dollars)			September 30, 2023
ASSETS
CURRENT ASSETS

Restricted cash			$5






Other current assets			3
TOTAL CURRENT ASSETS			8

NON-UTILITY PLANT
Non-utility property, net accumulated depreciation			76

NET PLANT			76
OTHER NONCURRENT ASSETS

Intangible Assets less accumulated amortization			72
Operating lease right-of-use asset			7



TOTAL OTHER NONCURRENT ASSETS			79
TOTAL ASSETS			$163


(Millions of Dollars)			September 30, 2023
LIABILITIES
CURRENT LIABILITIES
Long-term debt due within one year			$2




Operating lease liabilities			2

Other current liabilities			3
TOTAL CURRENT LIABILITIES			7
NONCURRENT LIABILITIES
Asset retirement obligations			3

Operating lease liabilities			5

TOTAL NONCURRENT LIABILITIES			8
LONG-TERM DEBT			61
TOTAL LIABILITIES			$76

Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations