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EDISON INTERNATIONAL

For the period ended Apr 23, 2026. Filed Mar 13, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 23, 2026 · Filed Mar 13, 2026

EIX$59.37-2.5%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

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Filed by a Party other than the Registrant**☐**

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☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under §240.14a-12

Edison International

(Name of Registrant as Specified in Its Charter)

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Table of Contents​
​Letter to Shareholders
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March 13, 2026Dear Shareholder:The Board of Directors invites you to attend the Edison International (“EIX” or the “Company”) 2026 Annual Meeting of Shareholders, which will be held virtually on April 23, 2026 at 8:30 a.m. Pacific Time. The Proxy Statement explains how to participate and contains important information about the business to be conducted at the meeting. We encourage you to read the Proxy Statement and vote your shares promptly.​​
​Pedro J. PizarroPresident and CEO​Peter J. TaylorChair of the Board

Wildfire Recovery and Grid Resilience: Our Ongoing Commitment

Fourteen months after the devastating Eaton and Palisades wildfires, we continue to honor the strength and resilience of the impacted communities and remain steadfast in our commitment to support their long-term recovery. The January 2025 wildfires marked one of the most destructive events in the history of Southern California, with lives lost, widespread structural damage and major power disruptions across Southern California Edison’s (“SCE”) service area. Our deepest sympathies remain with all those affected, and this loss reinforces our commitment to public safety and wildfire risk mitigation

SCE has worked closely with state and local leaders, public safety agencies and community organizations to establish a coordinated and compassionate response. Crews have rebuilt substantial portions of the electric system in Altadena and Malibu – installing more than 2,000 fire-resistant poles, nearly 800 transformers, about 200 miles of power lines and undergrounding lines where feasible.

SCE began its investigation into the cause of the Eaton Fire in January 2025 with aerial and on-site inspections and continues to conduct close-up equipment testing in coordination with local authorities and stakeholders. While we may never know with certainty what caused the Eaton Fire, based on currently available information, it is likely that SCE equipment could have been associated with the ignition, and induction remains a viable explanation. To date, SCE is not aware of evidence pointing to another plausible source of ignition. While the investigation continues, SCE is prioritizing compensation and recovery to help people and communities rebuild.

In late 2025, SCE launched a voluntary, comprehensive compensation program for eligible community members, shaped by more than a dozen community input workshops designed to reflect their needs and lived experiences. SCE’s Wildfire Recovery Compensation Program is designed to deliver fair resolutions and fast compensation to eligible individuals and businesses without the uncertainty of lengthy litigation. As of March 4, more than 2,500 claims had been submitted through the Program, with nearly 600 offers extended totaling $185 million. Payments have been made to 212 claimants, totaling $31 million. The Program is open through November 30, 2026.

In light of the impact of wildfires on communities within SCE’s service territory, the EIX and SCE Compensation and Executive Personnel Committees decided to reduce the annual incentive awards otherwise payable for 2025 to Pedro Pizarro, Steven Powell and Jill Anderson by approximately 40%, and to reduce the annual incentive awards for certain other SCE executives by approximately 20%. Management fully supports and agrees with the Committees’ decision, which was not a reflection on the performance of the Company or these individuals. In addition, the Audit and Finance Committee approved a $2 million donation from the Company to help meet the needs of community members in the Altadena area recovering from the Eaton Fire. This amount adds to the $6.3 million in contributions from EIX and the EIX Foundation in 2025 to support wildfire recovery efforts.

In 2025, California enacted SB 254, legislation to help strengthen the state’s wildfire fund without raising utility customer rates. This law represents progress in the effort to support both those impacted by wildfire and the financial stability of California’s investor-owned utilities. More work is needed, and the Company continues to engage constructively with policymakers to promote wildfire-related cost-recovery mechanisms that balance customer affordability, grid resilience and long-term financial stability.

SCE will continue to implement system-hardening upgrades, including covered conductor and targeted undergrounding where feasible, invest in advanced monitoring technologies and pioneer modeling technologies that anticipate and mitigate extreme wildfire risk while enabling a smarter, more reliable grid. Our long-term objective remains unchanged: to significantly reduce wildfire risk while improving safety, reliability and affordability of electric service.

Building the Grid for a Decarbonized, Affordable Energy Future

EIX continues to lead California’s clean energy transformation in alignment with the state’s ambitious climate goals and our own long-term vision for a decarbonized economy. Consistent with the state’s statutory goal, the Company remains committed to our pathway to net-zero greenhouse gas emissions by 2045 — a framework rooted in electrification, clean power procurement and grid modernization. Electrification is the most feasible, affordable path to achieve economy-wide net zero emissions while strengthening U.S. energy security and independence.

Accelerating the clean energy transition is essential to achieving a resilient, reliable and affordable energy future for all. While the national conversation around clean energy has shifted, we see common ground with the Trump Administration and both parties in Congress on issues such as siting and permitting reform, affordability and collaborative innovation. The Company’s strategic planning continues to reflect updated load growth forecasts, including the significant increases driven by transportation electrification, artificial intelligence (“AI”)-related demand and industrial expansion. Our clean energy strategy prioritizes increased renewable energy integration, long duration storage and grid enhancing technologies.

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www.edison.com2026 Proxy Statement i
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Letter to Shareholders​

Meeting rapidly growing demand, accelerating electrification and improving climate resilience will require an unprecedented grid buildout. From 2026 to 2030, SCE plans to invest about $38-$41 billion to strengthen reliability, resilience and readiness to meet customer needs. These investments continue to focus on wildfire mitigation, enabling clean energy integration and preparing the system for rapid demand growth. Even so, SCE projects that customer rates will increase at or below the rate of inflation through 2030, reversing a trend of higher increases since 2019. As electrification displaces fossil fuels, SCE customers could save as much as 40% on total energy bills by 2045.

Trio, our global energy and sustainability and advisory subsidiary, grew its flagship Transform: Auto program to include more than 800 participants in its first year, promoting renewable procurement and emissions reductions across global supply chains.

Clean energy progress must also be inclusive. Through programs such as Edison Scholars and other STEM workforce initiatives, the Company continues to engage and support the next generation of clean energy leaders.

Our Path Forward: Reliable Investments, Commitment to Safety and Next Generation Operations

In September 2025, the California Public Utilities Commission issued its final decision on SCE’s 2025 General Rate Case, marking an important affirmation of our long-term strategy to deliver a reliable, resilient and ready energy grid. The decision will support major investments in wildfire risk reduction and upgrading aging infrastructure, grid modernization and clean energy resource integration. As we implement this decision, the Company remains committed to disciplined cost management, transparent reporting and delivering measurable safety and reliability benefits to the communities SCE serves.

Safety remains foundational to our operations, guiding every decision we make as we work to protect our workforce and the communities SCE serves. In 2025, we strengthened our enterprise-wide safety performance through disciplined execution and a sustained commitment to eliminating serious injuries and fatalities (“SIFs”). The SIF rate for employees improved for the second consecutive year as we remain focused on embedding a strong safety culture across the organization.

SCE made meaningful progress through continued execution of its multiyear Wildfire Mitigation Plan, including replacing hundreds of miles of bare electrical wire with insulated wire and undergrounding electrical lines in high fire risk areas. These efforts reflect our ongoing work to reduce wildfire risk across our system.

The Company’s focus on high performance and operational excellence continues to deliver cost-effective results for customers and stakeholders. AI will be a key enabling tool for more efficient operations enterprise-wide. SCE seeks to be a more integrated, intelligence-driven utility, where real-time insights, quality data that is accessible and transparent, and seamless system interoperability become core operating conditions. This will strengthen affordability and resilience, enhance safety and reliability, improve execution quality, and enable the Company to meet California’s ambitious long-term clean energy and electrification goals.

Financial Performance

We reported 2025 core earnings per share (“EPS”) of $6.55 compared to $4.93 in 2024. The increase in our 2025 core EPS was primarily due to higher revenue approved in SCE’s 2025 General Rate Case and a benefit to interest expense related to cost recoveries authorized under the 2017/2018 wildfire and mudslide settlement agreements. In December 2025, the Board approved an increase in the annual dividend for the 22 nd consecutive year. The 2026 annual dividend rate of $3.51 per share, an increase of 6% from the 2025 dividend, reflects the Board and management’s continued confidence in the Company’s financial strength and outlook and commitment to delivering on our long-term EPS growth target of 5 to 7%.

Board Composition, Oversight and Accountability

As discussed in the Proxy Statement, the Board provides effective oversight of the Company’s strategy, risk management, operations, and sustainability practices. The Board remains committed to providing long-term value to the Company and its stakeholders. In 2025, the Board continued to provide oversight and guidance on our clean energy strategy, the safe operation of our core utility business, and our wildfire mitigation and recovery efforts, while addressing emerging issues related to our investment in the grid, competitive transmission opportunities, AI and cyber and physical security.

At the Annual Meeting, shareholders will vote on whether to re-elect each of our 11 director nominees. Our nominees have the appropriate experience, skills and backgrounds, as described in the Proxy Statement, to oversee the Company’s strategy, risks and operations. We appreciate your confidence in the Board to represent the interests of the Company and its shareholders while considering the interests of all stakeholders critical to the Company’s success.

Thank you for your continued investment in Edison International.

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Pedro J. PizarroPresident and Chief Executive OfficerPeter J. TaylorChair of the Board​
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ii ​ ​ ​2026 Proxy Statementwww.edison.com
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.