CONSOLIDATED EDISON CO OF NEW YORK INC
For the period ended Nov 5, 2026. Filed Nov 5, 2026.
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Nov 5, 2026 · Filed Nov 5, 2026
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Contents
EX-99.2 · PROXY STATEMENT
proxy statement filed in April 2026.
6 Electrification is fueling durable load growth and driving the need for early, disciplined infrastructure investments to preserve reliability across a complex, high-density urban network. 6 • Broad electric growth across our service territory ◦ As new buildings come online within CECONY’s service territory, we are seeing a 20% to 25% increase in their electric demand requests ◦ In 2025, 20 MW of fast-charging capacity were installed in CECONY's territory, representing a growth of 18% from 2024 installations ◦ CECONY's and O&R's Medium and Heavy-Duty Make-Ready programs are supporting the electrification of more than 570 trucks and buses • Wide-ranging commercial customer demand for electricity ◦ Etihad Park Major League Soccer stadium and Metropolitan Park entertainment complex in Queens, growing from 6 to 50 MW ◦ John F. Kennedy (JFK) International Airport construction and modernization, growing from 73 to 166 MW ◦ Port Authority Bus Terminal, growing from 5 to 47 MW • Substation build-out to support growth while maintaining industry‑leading reliability standards in a dense urban network ◦ From 2026 to 2035, CECONY projects 9 and O&R projects 19 new substations ◦ Robust design standards and associated investment, making us the most reliable large utility in the U.S. Load Growth Driven by Electrification
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9 Powering a Global Economic Hub Serving more than 9 million people and 350,000 businesses, CECONY provides the reliable energy infrastructure that underpins economic activity in New York City, Westchester County, and the surrounding region. 9 • The communities we serve: ◦ Largest central business district in the U.S. ◦ World-leading hospitals ◦ Nearly 200,000 small businesses ◦ Largest public school system in the U.S. • Support critical national infrastructure including: ◦ The New York Stock Exchange and NASDAQ ◦ Metropolitan Transportation Authority - North America's largest transportation network ◦ The Port Authority of New York and New Jersey which builds, operates, and maintains many of the most important transportation and trade infrastructure assets in the country ▪ LaGuardia and JFK Airports ▪ The first port of call for the vast majority of transatlantic container vessels serving the East Coast and among the top three busiest in the country Sources: CECONY - Our Economic Impact Study; Port Authority Press Release Dec. 18, 2025; About the MTA
Customer Affordability Remains a Top Priority CECONY electric customer bills are lower than our proxy peer average on both a total bill and share of wallet basis. 10 Information derived from data published by the U.S. Energy Information Administration (as of October 2026), St. Louis FRED, and CECONY’s internal analysis. Three year (2023 – 2025) average customer electric bills are annualized full-service residential bills. Share of wallet calculated as annual bill over median income. The “peers” are Con Edison’s proxy peers set forth in its proxy statement filed in April 2026, excluding CenterPoint Energy because directly comparable data was not available, and including O&R.
CECONY Electric Bills Over Time Compared to Peers CECONY has generally improved affordability over time, with the majority of CECONY customers receiving bills below peer average. Source: Energy Information Administration Note: CECONY’s and the peers’ numbers are the three-year (2023-2025) rolling average monthly bill for residential customers, with available EIA data. The “peers” are Con Edison’s proxy peers set forth in its proxy statement filed in April 2026, excluding CenterPoint Energy because directly comparable data was not available, and including O&R. 11 Ranking average electric bills by utility ($/month, 3-yr average) CECONY vs. Peer Average: • $180 less annually (12% lower) CECONY vs. Peer Median: • $216 less annually (14% lower)
Affordability Programs Are Easing the Energy Burden In 2025, we provided $268 million in bill discounts through affordability programs, supporting more than 500,000 income-eligible customers across New York and New Jersey.(a) 12 • ~494,000 customers enrolled: Approximately 14% of residential customers across CECONY and O&R service territories are enrolled in New York’s Energy Affordability Program (EAP) and Enhanced EAP (EEAP), as of August 2026. • Expanded eligibility: Through Enhanced EAP, households with incomes below the median income may be eligible for monthly bill discounts. To date, more than 25,000 customers(b) have been approved since the program’s January 2026 launch. • Supports affordability: Goal is to help eligible customers maintain an energy burden of approximately 6% of household income, and discounts increase as customer bills rise.(c) (a) Monthly bill discount programs include those for CECONY, O&R and RECO Matter Master: 14-02621/14-M-0565 (b) As of August 2026 (c) Discounts levels also account for changes in income indicators like federal, state, and area median income. Discounts may be limited by program budget.
Committed to Helping Customers Manage Energy Bills 13 Financial Assistance Programs for Vulnerable Customers • Monthly bill discounts reduce monthly energy costs for low- and moderate-income customers – Energy Affordability Program (EAP) aims to manage typical customer’s energy bills to 6% of wallet in NY. The Enhanced EAP expands eligibility to more low- and moderate-income customers. – Statewide Solar for All and Renewable Energy Access and Community Help programs provide additional discounts to low-income EAP customers living in disadvantaged communities in NY – Energy Affordability Guarantee Pilot provides bill relief for low-income customers who install electric heat pumps at home in NY – The Universal Service Fund (USF) provides New Jersey customers credits to reduce monthly energy bills • Annual and one-time grants help low-income customers struggling to pay heating costs or past-due balances – Federal Home Energy Assistance Program – CECONY's and O&R’s Grant Programs EnergyShare and Neighbor Fund – Other grants available from local social service agencies and nonprofit partners • The Fresh Start program helps New Jersey customers eligible for USF who have fallen behind on bills to pay down outstanding balances through monthly arrears forgiveness For more information visit: Financial Assistance Programs: EAP, HEAP & More | Con Edison; New York Programs | Orange & Rockland Energy Savings Programs • Energy Efficiency for Renters and Homeowners – Customers can save with professionally installed insulation and air sealing – Customers can claim a rebate for their smart thermostat For more information visit: Energy Efficient Savings for Renters and Homeowners | Con Edison; Rebates, Incentives, and Tax Credits | Orange & Rockland • SmartCharge New York Program – Electric vehicle (EV) drivers can earn cash incentives for charging their EV during overnight off-peak times, year round For more information visit: SmartCharge New York Program (for EV Drivers and Light-Duty Fleets) | Con Edison; SmartCharge New York | Orange & Rockland Operational Cost Management • Smart Meters – Our largest utility investment to date, smart meters are projected to result in $3.2 billion in net savings over the life of the equipment • Resilience Investments – Our plans build on the more than $1 billion in post-Sandy storm-hardening investments we made, which have helped avoid nearly 1.3 million outages • Strategic Sourcing – Our Supply Chain team has negotiated rebates into select contracts resulting in realized benefits of $10.8 million in 2025
Capital Investments to Maintain Reliability, Meet Growing Demand and Enhance Resiliency $3,964 $4,465 $4,509 $4,728 $4,996 $6,595 $6,709 $7,078 $8,502 $8,588 $3,635 $4,001 $4,379 $4,699 $4,946 $6,533 $6,542 $6,865 $8,427 $8,571 $298 $399 $81 $31 $65 $49 $29 $50 $62 $167 $213 $75 $17 2021 2022 2023 2024 2025 2026E 2027E 2028E 2029E 2030E Actual Forecast (d) CECONY & O&R - actual Con Edison Transmission - actual Clean Energy Businesses - actual CECONY & O&R - forecast Con Edison Transmission - forecast a. Forecast for 2026, 2027 and 2028 reflects CECONY’s new Electric and Gas rate plans (Case 25-E-0072 & 25-G-0073) approved in January 2026. b. Forecast for 2026 and 2027 reflects O&R’s Electric and Gas rate plans (Case 24-E-0060 & 24-G-0061) approved in March 2025. c. Forecast for 2027, 2028 and 2029 reflects CECONY’s September 2026 joint proposal for the new steam rate plan (Case 25-S-0741) that is subject to approval by the NYSPSC. d. 2025 Form 10-K, page 30. Note: The Utilities are continuing to assess the impact of New York State's newly enacted Chapter 58 of the Laws of 2026. The ultimate impact of the legislation on these projections remains uncertain. See page 51 of the 3Q 2026 Form 10-Q. ($ in millions) 14 (a)(b)(c) (a)(c)(a)(b) (c)
$35,038 $37,309 $40,241 $43,516 $46,352 $48,957 $52,263 $57,117 $61,734 $66,787 $33,239 $35,380 $38,192 $41,307 $43,937 $46,366 $49,317 $54,023 $58,472 $63,306 $1,799 $1,929 $2,049 $2,209 $2,415 $2,591 $2,946 $3,094 $3,262 $3,481Average Rate Base Balances(a)(f) O&R CECONY 2021 2022 2023 2024 2025 2026E 2027E 2028E 2029E 2030E CECONY Electric $23,614 $24,753 $26,680 $29,279 $31,456 $32,935 $35,149 $39,174 $42,700 $46,543 Gas 8,008 8,924 9,692 10,115 10,559 11,485 12,050 12,615 13,461 14,363 Steam 1,617 1,703 1,820 1,913 1,922 1,946 2,118 2,234 2,311 2,400 O&R Electric 965 1,032 1,083 1,191 1,337 1,393 1,646 1,737 1,833 1,950 Gas 527 578 626 654 695 791 863 880 924 992 RECO Electric 307 319 340 364 383 407 437 477 505 539 ForecastActual (c)(e) (c)(e) (e) (b)(e) (b)(e) (d)(e) ($ in millions) 15 Long-term growth is spurred by accelerating customer adoption of cleaner energy alternatives a. Excludes the Utilities' average interest bearing Construction Work in Progress (CWIP) of approximately $2.6 billion at year-end 2025, with annual average balances expected to range between approximately $2.1 billion and $3.9 billion from 2026 - 2030. b. Forecast for 2026, 2027 and 2028 reflects CECONY’s Electric and Gas rate plans (Case 25-E-0072 & 25-G-0073) approved in January 2026. c. Forecast for 2026 and 2027 reflects O&R’s Electric and Gas rate plans (Case 24-E-0060 & 24-G-0061) approved in March 2025. d. Forecast for 2027 through 2030 reflects CECONY’s September 2026 Steam joint proposal (Case 25-S-0741) that is subject to approval by the NYSPSC. e. Amounts reflect the company's five-year forecast as of January 2026. f. Amounts for energy efficiency and heat pump programs are excluded in the forecast for years 2026 – 2030. In May 2025, the NYSPSC issued two orders for Low- to Moderate-Income and Non-Low- to Moderate-Income that directed CECONY and O&R to recover 2026-2029 energy efficiency and heat pump programs (formerly known as New Efficiency New York) through surcharge rather than base rates. See page 34 of the 2025 Form 10-K. Note: The Utilities are continuing to assess the impact of New York State's newly enacted Chapter 58 of the Laws of 2026. The ultimate impact of the legislation on these projections remains uncertain. See page 51 of the 3Q 2026 Form 10-Q.
Average Investment Earnings Base(a)(b)(c)(d)(e)(f) 16 Reflects Investment Opportunities for CECONY, O&R, and CET $46,352 $48,957 $52,263 $57,117 $61,734 $66,787 2025 Actual 2026E 2027E 2028E 2029E 2030E ($ in millions) Surcharge recovery programs (not in base rates) are primarily comprised of Transportation Electrification (Electric Vehicles Make Ready Program), Utility Thermal Energy Networks, Utility Storage Dispatch Rights, and Energy Efficiency and Heat Pump programs (formerly known as New Efficiency New York). 5-year CAGR 8.7% $47,102 $50,717 $54,805 $60,461 $65,778 $71,393 CET $471 $544 $742 $1,077 $1,318 $1,366 Surcharge Recovery 279 1,216 1,800 2,267 2,726 3,240 Average Utility Rate Base 46,352 48,957 52,263 57,117 61,734 66,787 a. Excludes the Utilities' average interest bearing CWIP. b. Forecast for 2026, 2027 and 2028 reflects CECONY’s Electric and Gas rate plans (Case 25-E-0072 & 25-G-0073) approved in January 2026. c. Forecast for 2026 and 2027 reflects O&R’s Electric and Gas rate plans (Case 24-E-0060 & 24-G-0061) approved in March 2025. d. Forecast for 2027 through 2030 reflects CECONY’s September 2026 Steam joint proposal (Case 25-S-0741) that is subject to approval by the NYSPSC. e. CET amounts reflect ownership share of FERC regulated earnings base of its investments. f. Amounts for energy efficiency and heat pump programs are included in the average rate base for CECONY and O&R from 2021 - 2025. In May 2025, the NYSPSC issued two orders for Low- to Moderate-Income and Non-Low- to Moderate-Income that directed CECONY and O&R to recover 2026-2030 energy efficiency and heat pump program activity through surcharge rather than base rates. See page 34 of the 2025 Form 10-K. Note: The Utilities are continuing to assess the impact of New York State's newly enacted Chapter 58 of the Laws of 2026. The ultimate impact of the legislation on these projections remains uncertain. See page 51 of the 3Q 2026 Form 10-Q.
Dividend King A focus on long‑term shareholder value has resulted in a 4.4% annualized dividend increase in 2026, contributing to 52 consecutive years of dividend growth with a CAGR of 5.56%. 17
Regulatory Updates 18
19 Constructive Regulatory Relationship in New York State 19 • Revenue predictability ◦ Revenue decoupling mechanism in place for CECONY and O&R New York electric and gas ◦ Weather normalization clause in place for CECONY gas and steam and O&R New York gas • Formulaic approach to return on equity ◦ ⅔ Discounted Cash Flow Model ◦ ⅓ Capital Asset Pricing Model • Reduced regulatory lag ◦ Fully-forecasted rate year reflecting a historical test year ◦ Timely recovery of fuel and commodity costs ◦ True-ups (reconciliations) for major costs including: ▪ Pensions ▪ Environmental costs ▪ Property taxes ▪ Variable-rate debt ▪ Uncollectible write-offs of customer accounts receivable balances and late payment fees
20 20 Rate Case Filing Status (a) Average rate base for 12 months ended September 30, 2026, including transmission and distribution. (b) CECONY’s September 2026 joint proposal for the new steam rate plan (Case 25-S-0741) is subject to approval by the NYSPSC. Additional rate plan information: Rate Plan Information | Consolidated Edison, Inc. Regulator Rate Base(a) ($ millions) Current Plan Start Date Current Plan End Date Status C EC O N Y Electric New York State Public Service Commission (NYSPSC) $32,658 Jan 2026 Dec 2028 Joint Proposal approved January 2026 Gas NYSPSC 10,957 Jan 2026 Dec 2028 Steam NYSPSC 1,971 Nov 2023 Oct 2026 Joint Proposal filed September 2026 (b) O & R O&R - NY Electric NYSPSC 1,394 Jan 2025 Dec 2027 Joint Proposal approved March 2025 O&R - NY Gas NYSPSC 769 Jan 2025 Dec 2027 Rockland Electric New Jersey Board of Public Utilities (NJBPU) 406 July 2026 N/A Stipulation of settlement approved June 2026
21 21 Summary of CECONY Steam Joint Proposal(a) Proposed rate changes and capital expenditures for three-year period to begin November 1, 2026, reflecting a 9.5% ROE and 48% equity ratio. Other Major Provisions • Continues weather normalization mechanism and full reconciliation of costs for pension and Other Post-Employment Benefits, variable-rate debt, and environmental remediation • Full reconciliation of property taxes via a surcharge/sur-credit mechanism • Continuation of provision for recovery of cost of fuel • Formation of steam decarbonization collaborative (a) CECONY’s September 2026 joint proposal for the new steam rate plan (Case 25-S-0741) is subject to approval by the NYSPSC. (b) The rate increases will be implemented as follows: $26.6 million in RY1, $27.5 million in RY2, and $28.5 million in RY3 to maintain a consistent bill impact of 3.5% in each Rate Year Additional rate plan information: Rate Plan Information | Consolidated Edison, Inc.
22 22 CECONY Steam Rate Joint Proposal Comparison(a) (a) CECONY’s September 2026 joint proposal for the new steam rate plan (Case 25-S-0741) is subject to approval by the NYSPSC. Additional rate plan information: Rate Plan Information | Consolidated Edison, Inc. Upcoming NYSPSC Sessions • November 19, 2026 • December 17, 2026 ($ in millions) Case number 25-S-0741 Rate Year 1: Nov 2026 - Oct 2027 September 2026 November 2025 February 2026 March 2026 Staff Joint Proposal Filing Update Testimony New infrastructure investment $20 $32 $25 $21 Financing costs 5 11 11 2 Property and other taxes (37) (1) (1) (30) Sales revenue change 8 21 21 8 Operating expenses 35 27 26 34 Depreciation changes 5 (8) (8) 4 Amortization of deferrals 12 12 12 12 Income taxes and other (10) (8) (8) (8) Other operating revenues (25) (20) (20) (25) Total Rate Increase $13 $66 $58 $18 Rate Base $2,118 $2,256 $2,184 $2,139 ROE 9.50% 9.90% 9.90% 9.30% Equity Ratio 48% 48% 48% 48%
NYSPSC & NYISO Proceedings and Developments 23 Utility Ownership of Renewables • On April 24, 2026, CECONY and O&R, along with other New York Utilities, submitted comments in response to questions posed by the NYSPSC related to Utility-owned Renewable Generation, proposing a separate procurement process in which utilities would jointly solicit bids for renewable projects. New York State Department of Public Service (NYSDPS) Staff is expected to issue a white paper, which would be subject to stakeholder comment, and followed by an NYSPSC order. (NYSPSC docket number 15-E-0302) • In October 2026, the NYISO reported that it had determined that the Champlain Hudson Power Express transmission project (CHPE) had demonstrated its planned power capability, and therefore, the Q3 2026 Short-Term Assessment of Reliability no longer identified a near-term reliability need. The NYISO noted, however, that its update did not affect the longer-term reliability assessments, and that it continued to foresee reliability concerns for the Lower Hudson Valley and New York City beginning in 2032, even assuming CHPE and other planned projects are available. • In July 2026, CECONY filed with the NYSPSC its updated Reliability Needs Report, which projects electric reliability needs in New York City of 125 MW beginning in 2033 and increasing to 675 MW by 2036. This report reflects a deferral of the need by one year and a reduction in the size of the need relative to the company’s January 2026 Reliability Needs Report. CECONY continues to project increasing long-term capacity shortfalls in its New York City transmission system, driven by load growth and generation retirements without new replacement generation materializing. (NYSPSC docket number 25-E-0764) • Also in July 2026, CECONY filed a reliability contingency plan with the NYSPSC to address transmission reliability needs in New York City. The plan emphasizes competitive procurement of clean energy resources, including transmission- and distribution-connected battery storage, while preserving flexibility to implement transmission infrastructure solutions, if necessary. CECONY requested regulatory approvals to support the competitive procurement of battery storage, including cost recovery. CECONY expects its proposed solutions, if approved, would be sufficient to address the identified ten-year reliability need through 2036 and will continue to evaluate evolving reliability forecasts, market conditions, technological developments and policy changes and provide updates to the NYSPSC. Electric Reliability Needs
NYSPSC & NYISO Proceedings and Developments (continued) 24 Clean Energy Zones • In May 2026, NYSDPS Staff issued a White Paper outlining two proposals to implement Clean Energy Zones (“CEZs”), areas where proactive coordination among New York State, developers, utilities, and communities could facilitate the co-deployment of new generation and transmission projects. The White Paper discusses two potential CEZ frameworks and a range of related policy and regulatory changes to support development in these areas. The NYSDPS Staff seeks stakeholder input on key design questions, including zone designation criteria and a number of items related to community engagement and benefits. The initiative aims to improve planning coordination, reduce costs, improve project development timelines and support the integration of more than 60 GW of renewable resources. Comments were originally due August 10, 2026 but have been extended to December 8, 2026. State Utility Regulation • In May 2026, as part of New York State’s Fiscal Year 2026-2027 Enacted Budget, the state enacted Chapter 58 of the Laws of 2026, which, among other things, amends and adds provisions to the Public Service Law governing utility rate cases and addressing affordability. Effective for base rate filings submitted by the Utilities after January 1, 2027, Chapter 58: (i) requires the Utilities to submit, in addition to their recommended proposal, a budget-constrained rate plan that limits aggregate revenue increases to the average Consumer Price Index growth over the prior three years; (ii) directs the Utilities to return revenues above the authorized return on equity (ROE), with retention of up to 0.25% over the authorized ROE if certain criteria are met; (iii) further defines non-recoverable lobbying expenses and formalizes non-recoverability of public relations and goodwill advertising expenses; (iv) extends the NYSPSC’s authority to suspend a rate case to 14 months; and (v) authorizes
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