filings.toolsEdison International 10-K 2022-12-31
Filed 2023-02-23. 2 sections, 706K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | |
|---|---|
| For the fiscal year ended | December 31, 2022 |
☐ 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 | State or Other Jurisdiction of Incorporation or Organization | IRS Employer Identification Number | |||
| 1-9936 | | EDISON INTERNATIONAL | | California | | 95-4137452 |
| 1-2313 | | SOUTHERN CALIFORNIA EDISON COMPANY | | California | | 95-1240335 |
| | | |
|---|---|---|
| EDISON INTERNATIONAL | SOUTHERN CALIFORNIA EDISON COMPANY | |
| 2244 Walnut Grove Avenue | | 2244 Walnut Grove Avenue |
| (P.O. Box 976) | | (P.O. Box 800) |
| Rosemead, California 91770 | | Rosemead, California 91770 |
| (Address of principal executive offices) | | (Address of principal executive offices) |
| (626) 302-2222 | | (626) 302-1212 |
| (Registrant's telephone number, including area code) | | (Registrant's telephone number, including area code) |
Securities registered pursuant to Section 12(b) of the Act:
Edison International:
| | | | |
|---|---|---|---|
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | |
| Common Stock, no par value | EIX | NYSE | LLC |
Southern California Edison Company: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | Yes þ No ☐ | Southern California Edison Company | Yes þ No ☐ |
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | Yes ☐ No þ | Southern California Edison Company | Yes ☐ No þ |
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.
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | Yes þ No ☐ | Southern California Edison Company | Yes þ 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).
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | Yes þ No ☐ | Southern California Edison Company | Yes þ 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-12 of the Exchange Act. (Check One):
| | | | | | |
|---|---|---|---|---|---|
| Edison International | Large Accelerated Filer | Accelerated Filer | Non-accelerated Filer | Smaller Reporting Company | Emerging growth company |
| | ☑ | ☐ | ☐ | ☐ | ☐ |
| Southern California Edison Company | 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.
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | ☐ | Southern California Edison Company | ☐ |
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | ☑ | Southern California Edison Company | ☐ |
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | ☐ | Southern California Edison Company | ☐ |
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | ☐ | Southern California Edison Company | ☐ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | Yes ☐ No þ | Southern California Edison Company | Yes ☐ No þ |
Aggregate market value of voting and non-voting common equity held by non-affiliates of the registrants as of June 30, 2022, the last business day of the most recently completed second fiscal quarter:
| | | | | | | |
|---|---|---|---|---|---|---|
| Edison International | Approximately $24 billion | Southern California Edison Company | Wholly owned by Edison International |
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:
Common Stock outstanding as of February 16, 2023:
| | | | | |
|---|---|---|---|---|
| Edison International | | 382,566,466 | | shares |
| Southern California Edison Company | | 434,888,104 | | shares (wholly owned by Edison International) |
OMISSION OF CERTAIN INFORMATION
Southern California Edison Company meets the conditions set forth in General Instruction I(1)(a) and (b) of Form 10-K and is therefore filing this Form with the reduced disclosure format allowed under the General Instruction.
DOCUMENTS INCORPORATED BY REFERENCE
Designated portions of the Edison International Proxy Statement relating to Edison International's 2023 Annual Meeting of Shareholders are incorporated by reference into Part III of this report.
TABLE OF CONTENTS
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|---|---|---|
| | | |
| | | SEC Form 10-K |
| | | Reference Number |
| GLOSSARY | vi | |
| FORWARD-LOOKING STATEMENTS | 1 | |
| [MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](#MANAGEMENTSD |
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Item 6. Reserved.
This item no longer requires disclosure.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) (1) Financial Statements
See Consolidated Financial Statements listed in the Table of Contents of this report.
(a) (2) Report of Independent Registered Public Accounting Firm and Schedules Supplementing Financial Statements
Edison International
The following documents may be found in this report at the indicated page numbers under the headings "Financial Statements and Supplementary Data—Reports of Independent Registered Accounting Firm" and "Exhibits and Financial Statement Schedules—Schedules Supplementing Financial Statements" in the Table of Contents of this report.
| |
|---|
| Report of Independent Registered Public Accounting Firm - Edison International |
| Schedule I – Condensed Financial Information of Edison International Parent |
Schedules II through V, inclusive, for Edison International are omitted as not required or not applicable.
Southern California Edison Company
The following documents may be found in this report at the indicated page numbers under the headings "Financial Statements and Supplementary Data—Reports of Independent Registered Accounting Firm" and "Exhibits and Financial Statement Schedules—Schedules Supplementing Financial Statements" in the Table of Contents of this report.
| |
|---|
| Report of Independent Registered Public Accounting Firm - SCE |
Schedules I through V, inclusive, for SCE are omitted as not required or not applicable.
(a) (3) Exhibits
EXHIBIT INDEX
| First Amendment, dated as of April 30, 2021, to the Second Amended and Restated Credit Agreement, dated as of May 17, 2018, by and among Southern California Edison Company, the several banks and other financial institutions party thereto and JPMorgan Chase bank, N.A., as administrative agent. (File No. 1-2313, filed as Exhibit 10.2 to Southern California Edison Company's Form 8-K dated April 30, 2021 and filed May 6, 2021)* | ||
|---|---|---|
| Exhibit Number | Description | |
| 31.1 | | Certifications of the Chief Executive Officer and Chief Financial Officer of Edison International pursuant to Section 302 of the Sarbanes-Oxley Act |
| | | |
| 31.2 | | Certifications of the Chief Executive Officer and Chief Financial Officer of Southern California Edison Company pursuant to Section 302 of the Sarbanes-Oxley Act |
| | | |
| 32.1 | | Certifications of the Chief Executive Officer and the Chief Financial Officer of Edison International required by Section 906 of the Sarbanes-Oxley Act |
| | | |
| 32.2 | | Certifications of the Chief Executive Officer and the Chief Financial Officer of Southern California Edison Company required by Section 906 of the Sarbanes-Oxley Act |
| | | |
| 101.1 | | Financial statements from the annual report on Form 10-K of Edison International for the year ended December 31, 2022, filed on February 23, 2023, formatted in Inline XBRL: (i) the Consolidated Statements of Income; (ii) the Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Cash Flows; (v) Consolidated Statements of Changes in Equity and (vi) the Notes to Consolidated Financial Statements |
| | | |
| 101.2 | | Financial statements from the annual report on Form 10-K of Southern California Edison Company for the year ended December 31, 2022, filed on February 23, 2023, formatted in Inline XBRL: (i) the Consolidated Statements of Income; (ii) the Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Cash Flows; (v) Consolidated Statements of Changes in Equity and (vi) the Notes to Consolidated Financial Statements |
| | | |
| 104 | | The cover page of this report formatted in Inline XBRL (included as Exhibit 101) |
- Incorporated by reference pursuant to Rule 12b-32.
** Indicates a management contract or compensatory plan or arrangement, as required by Item 15(a)(3).
Edison International and SCE will furnish a copy of any exhibit listed in the accompanying Exhibit Index upon written request and upon payment to Edison International or SCE of their reasonable expenses of furnishing such exhibit, which shall be limited to photocopying charges and, if mailed to the requesting party, the cost of first-class postage.
SCHEDULES SUPPLEMENTING FINANCIAL STATEMENTS
EDISON INTERNATIONAL
SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF PARENT
CONDENSED BALANCE SHEETS
| | | | | | | |
|---|---|---|---|---|---|---|
| | | December 31, | ||||
| (in millions) | 2022 | 2021 | ||||
| Assets: | | | ||||
| Cash and cash equivalents | | $ | 4 | | $ | 52 |
| Other current assets | | 447 | | 403 | ||
| Total current assets | | 451 | | 455 | ||
| Investments in subsidiaries | | 19,922 | | 18,924 | ||
| Deferred income taxes | | 626 | | 697 | ||
| Other long-term assets | | 62 | | 68 | ||
| Total assets | | $ | 21,061 | | $ | 20,144 |
| Liabilities and equity: | | | ||||
| Short-term debt | | $ | 1,090 | | $ | — |
| Current portion of long-term debt | | 400 | | 700 | ||
| Other current liabilities | | 575 | | 583 | ||
| Total current liabilities | | 2,065 | | 1,283 | ||
| Long-term debt | | 2,981 | | 2,438 | ||
| Other long-term liabilities | | 394 | | 535 | ||
| Total equity | | 15,621 | | 15,888 | ||
| Total liabilities and equity | | $ | 21,061 | | $ | 20,144 |
EDISON INTERNATIONAL
SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF PARENT
CONDENSED STATEMENTS OF INCOME
For the Years Ended December 31, 2022, 2021 and 2020
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| (in millions) | 2022 | 2021 | 2020 | ||||||
| Interest income from affiliates | | $ | 3 | | $ | — | | $ | 1 |
| Operating, interest and other expenses | | 209 | | 176 | | 189 | |||
| Loss before equity in earnings of subsidiaries | | (206) | | (176) | | (188) | |||
| Equity in earnings of subsidiaries | | 867 | | 956 | | 851 | |||
| Income before income taxes | | 661 | | 780 | | 663 | |||
| Income tax benefit | | (56) | | (39) | | (76) | |||
| Income from continuing operations | | 717 | | 819 | | 739 | |||
| Preferred stock dividend requirements of Edison International | | | 105 | | | 60 | | | — |
| Net income | | $ | 612 | | $ | 759 | | $ | 739 |
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
For the Years Ended December 31, 2022, 2021 and 2020
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| (in millions) | 2022 | 2021 | 2020 | ||||||
| Net income | | $ | 717 | | $ | 819 | | $ | 739 |
| Other comprehensive income, net of tax | | 43 | | 15 | | — | |||
| Comprehensive income | | $ | 760 | | $ | 834 | | $ | 739 |
EDISON INTERNATIONAL
SCHEDULE I – CONDENSED FINANCIAL INFORMATION OF PARENT
CONDENSED STATEMENTS OF CASH FLOWS
For the Years Ended December 31, 2022, 2021 and 2020
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| (in millions) | 2022 | 2021 | 2020 | ||||||
| Net cash provided by operating activities | | $ | 1,133 | | $ | 817 | | $ | 1,171 |
| Cash flows from financing activities: | | | | ||||||
| Long-term debt issued | | 945 | | — | | 400 | |||
| Long-term debt issuance costs | | (6) | | — | | (3) | |||
| Long-term debt repaid | | (700) | | — | | (400) | |||
| Short-term debt issued | | 1,000 | | — | | 800 | |||
| Short-term debt repaid | | — | | — | | (800) | |||
| Common stock issued | | 13 | | 32 | | 912 | |||
| Preferred stock issued | | | — | | | 1,977 | | | — |
| Payable due to affiliates | | (14) | | (13) | | 135 | |||
| Commercial paper borrowing (repayments), net | | 89 | | (130) | | 129 | |||
| Payments for stock-based compensation | | (8) | | (3) | | (3) | |||
| Receipts for stock-based compensation | | 72 | | 31 | | 21 | |||
| Common stock dividends paid | | (1,050) | | (988) | | (928) | |||
| Preferred stock dividends paid | | | (99) | | | (35) | | | — |
| Net cash provided by financing activities | | 242 | | 871 | | 263 | |||
| Capital contributions to affiliate | | (1,426) | | (1,639) | | (1,446) | |||
| Dividends from affiliate | | 3 | | — | | — | |||
| Net cash used in investing activities: | | (1,423) | | (1,639) | | (1,446) | |||
| Net (decrease) increase in cash and cash equivalents | | (48) | | 49 | | (12) | |||
| Cash and cash equivalents, beginning of year | | 52 | | 3 | | 15 | |||
| Cash and cash equivalents, end of year | | $ | 4 | | $ | 52 | | $ | 3 |
Note 1. Basis of Presentation
The accompanying condensed financial statements of Edison International Parent should be read in conjunction with the consolidated financial statements and notes thereto of Edison International and subsidiaries ("Registrant") included in this Form 10-K. Edison International Parent's significant accounting policies are consistent with those of the Registrant, SCE and other wholly owned and controlled subsidiaries.
Dividends Received
Edison International Parent received cash dividends from SCE of $1.3 billion, $975 million and $1.3 billion in 2022, 2021 and 2020, respectively.
Dividend Restrictions
CPUC holding company rules require that SCE's dividend policy be established by SCE's Board of Directors on the same basis as if SCE were a stand-alone utility company, and that the capital requirements of SCE, as deemed to be necessary to meet SCE's electricity service obligations, shall receive first priority from the Boards of Directors of both Edison International and SCE. In addition, the CPUC regulates SCE's capital structure which limits the dividends it may pay to its shareholders.
The common equity component of SCE's CPUC authorized capital structure is 52% on a weighted average basis over the January 1, 2023 to December 31, 2025 compliance period. This is unchanged from the January 1, 2020 to December 31, 2022 compliance period. The CPUC authorized capital structure differs from the capital structure calculated based on GAAP due to certain exclusions allowed by CPUC, including the impact of SCE's contributions to the Wildfire Insurance Fund under AB 1054. For further information, see "Business—SCE—Overview of Ratemaking Process" and "Business—Southern California Wildfires."
In May 2020, the CPUC issued a decision on SCE's application to the CPUC for waiver of compliance with its equity ratio requirement, that allows SCE to exclude from its equity ratio calculations (i) net charges accrued in connection with the 2017/2018 Wildfire/Mudslide Events and (ii) debt issued for the purpose of paying claims related to the 2017/2018 Wildfire/Mudslide Events up to an amount equal to the net charges accrued in connection with the 2017/2018 Wildfire/Mudslide Events. With these exclusions, SCE was in compliance with its authorized capital structure for the compliance period from January 1, 2020 to December 31, 2022. The temporary exclusion lapsed on May 7, 2022. In April 2022, SCE filed another application requesting continued waiver of compliance with its equity ratio requirement. Under the CPUC's rules, SCE will not be deemed to be in violation of the equity ratio requirement while the waiver application is pending resolution. While the exclusion is in place, SCE is required to notify the CPUC if an adverse financial event reduces SCE's spot equity ratio by more than one percent from the level most recently filed with the CPUC in the proceeding. The last spot equity ratio SCE filed with the CPUC in the proceeding did not exclude the then $1.8 billion net charge and was 45.2% as of December 31, 2018 (at the time the common equity component of SCE's CPUC authorized capital structure was required to remain at or above 48% on a weighted average basis over the applicable 37-month period). SCE's spot equity ratio on December 31, 2018 would have been 48.7% had the $1.8 billion net charge at December 31, 2018 been excluded, therefore SCE will notify the CPUC if its spot ratio drops below 47.7% in any quarter. For further information, see "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies—Contingencies—Southern California Wildfires and Mudslides."
Note 2. Debt and Equity Financing
Long-Term Debt
At December 31, 2022, Edison International Parent had, $400 million of 2.95% senior notes due in 2023, $500 million of 3.55% senior notes due in 2024, $400 million of 4.95% senior notes and $400 million of 4.70% senior notes due in
2025, $600 million of 5.75% senior notes due in 2027, $550 million of 4.125% senior notes due in 2028 and $550 million 6.95% senior notes due in 2029.
Credit Agreements and Short-Term Debt
The following table summarizes the status of the credit facility at December 31, 2022:
| | | | |
|---|---|---|---|
| (in millions) | | ||
| Commitment | | $ | 1,500 |
| Outstanding borrowings | | 90 | |
| Amount available | | $ | 1,410 |
In May 2022, Edison International Parent amended its revolving credit facility to extend the termination date to May 2026. The aggregate maximum principal amount under the Edison International Parent revolving credit facility may be increased up to $2.0 billion, provided that additional lender commitments are obtained.
As of December 31, 2022, Edison International Parent has outstanding term loans of $600 million due in April 2023 and $400 million due in November 2023, each bearing interest at either an adjusted term SOFR plus 0.70% and 0.95%, respectively, or a base rate with no applicable margin. Edison International used the proceeds for general corporate purposes.
The debt covenant in Edison International Parent's credit facility requires a consolidated debt to total capitalization ratio of less than or equal to 0.70 to 1. At December 31, 2022, Edison International's consolidated debt to total capitalization ratio was 0.64 to 1.
Equity
In the third quarter of 2022, Edison International filed a prospectus supplement and executed several distribution agreements with certain sales agents to establish an "at-the-market"("ATM") program, under which it may sell shares of its common stock having an aggregate sales price of up to $500 million. As of December 31, 2022, no sales had occurred and Edison International has no obligation to sell the remaining available shares.
Edison International continued to settle its ongoing common stock requirements of various internal programs through issuance of new common stock. During the twelve months ended December 31, 2022, 1,253,049 shares of common stock were issued as stock compensation awards for net cash receipts of $57 million, 273,642 shares of new common stock were issued in lieu of distributing $18 million to shareholders opting to receive dividend payments in the form of additional common stock, 157,000 shares of common stock were purchased by employees through the 401(k) defined contribution savings plan for net cash receipts of $10 million as dividend payments, 109,750 shares of common stock were issued related to optional cash investments of $7 million and 36,912 shares of common stock were issued to employees through the ESPP for net cash receipts of $2 million.
During the twelve months ended December 31, 2021, 629,092 shares of common stock were issued as stock compensation awards for net cash receipts of $25 million, 522,400 shares of common stock were purchased by employees through the 401(k) defined contribution savings plan for net cash receipts of $30 million, 293,031 shares of new common stock were issued in lieu of distributing $17 million to shareholders opting to receive dividend payments in the form of additional common stock and 26,475 shares of common stock related to optional cash investments of $2 million. Starting July 2021, the 401(k) defined contribution savings plan no longer offers Edison International's stock as an investment option to employees. Subsequent to the change, stock issued through the 401(k) defined contribution savings plan were dividend payments made in the form of additional common stock.
Preferred Stock Issuance
In 2021, Edison International issued 1,250,000 shares of 5.375% Fixed-Rate Reset Cumulative Perpetual Preferred Stock, Series A, and 750,000 shares of its 5.00% Fixed-Rate Reset Cumulative Perpetual Preferred Stock, Series B, each with a liquidation value of $1,000 per share. The dividends are payable on a semi-annual basis, commencing September 15, 2021 and March 15, 2022, respectively. The dividend rate will be reset every five years beginning on March 15, 2026 and March 15, 2027, respectively, to equal the then-current five-year U.S. Treasury rate plus a spread of 4.698% and 3.901%, respectively. The net proceeds of $2.0 billion were used to repay commercial paper borrowings and for general corporate purposes, including making a total of $900 million equity contribution to SCE.
Note 3. Related-Party Transactions
Edison International's Parent expense from services provided by SCE was $2 million in 2022, $2 million in 2021 and $2 million in 2020. Edison International Parent's interest expense from loans due to affiliates was $3 million in 2022, $5 million in 2021 and $4 million in 2020. Edison International Parent had current related-party receivables of $389 million and $361 million and current related-party payables of $166 million and $211 million at December 31, 2022 and 2021, respectively. Edison International Parent had long-term related-party receivables of $8 million and $52 million at December 31, 2022 and 2021, respectively, and long-term related-party payables of $130 million and $227 million at December 31, 2022 and 2021, respectively.
Note 4. Contingencies
For a discussion of material contingencies see "Notes to Consolidated Financial Statements—Note 8. Income Taxes" and "—Note 12. Commitments and Contingencies."
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.
| | | | | |
|---|---|---|---|---|
| EDISON INTERNATIONAL | | SOUTHERN CALIFORNIA EDISON COMPANY | ||
| By: | /s/ Kate Sturgess | | By: | /s/ Kate Sturgess |
| Kate Sturgess Vice President and Controller (Duly Authorized Officer and Principal Accounting Officer) | | Kate Sturgess Vice President and Controller (Duly Authorized Officer and Principal Accounting Officer) | ||
| | | | ||
| Date: | February 23, 2023 | | Date: | February 23, 2023 |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrants and in the capacities and on the date indicated.
| Signature | Title | |
|---|---|---|
| A. Principal Executive Officers | | |
| Pedro J. Pizarro* | | President, Chief Executive Officer and Director (Edison International) |
| Steven D. Powell* | | President and Chief Executive Officer and Director (Southern California Edison Company) |
| B. Principal Financial Officers | | |
| Maria Rigatti* | | Executive Vice President and Chief Financial Officer (Edison International) |
| Aaron D. Moss* | | Senior Vice President and Chief Financial Officer (Southern California Edison Company) |
| C. Principal Accounting Officers | | |
| /s/ Kate Sturgess | | Vice President and Controller (Edison International) |
| Kate Sturgess | | |
| /s/ Kate Sturgess | | Vice President and Controller (Southern California Edison Company) |
| Kate Sturgess | | |
| D. Directors (Edison International and Southern California Edison Company, unless otherwise noted) | | |
| Jeanne Beliveau-Dunn* | | Director |
| Michael C. Camuñez* | | Director |
| Vanessa C.L. Chang* | | Director |
| James T. Morris* | | Director |
| Timothy T. O'Toole* | | Director |
| Pedro J. Pizarro* | | Director |
| Steven D. Powell (SCE only)* | | Director |
| Marcy L. Reed* | | Director |
| Carey A. Smith* | | Director |
| Linda G. Stuntz* | | Director |
| Peter J. Taylor* | | Chair of the Edison International Board and Director |
| Keith Trent* | | Director |
| | | | |
|---|---|---|---|
| *By: | /s/ Kate Sturgess | *By: | /s/ Kate Sturgess |
| | Kate Sturgess Vice President and Controller (Attorney-in-fact for EIX Directors and Officers) | | Kate Sturgess Vice President and Controller (Attorney-in-fact for SCE Directors and Officers) |
| | | | |
| Date: | February 23, 2023 | Date: | February 23, 2023 |