SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Nachmias Stuart (Last) (First) (Middle) CONSOLIDATED EDISON, INC.C/O SECRETARY 4 IRVING PLACE, ROOM 16-205 (Street) NEW YORK NY 10003 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/01/2020	3. Issuer Name and Ticker or Trading Symbol CONSOLIDATED EDISON INC [ ED ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) President & CEO CET	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	923.232	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Restricted Stock Units (Phantom Stock)(1)	(2)	(2)	Common Stock	2,400(3)	(4)	D
Performance Restricted Stock Units (Phantom Stock)(1)	(5)	(5)	Common Stock	2,100(3)	(4)	D
Performance Restricted Stock Units (Phantom Stock)(1)	(6)	(6)	Common Stock	2,600(3)	(4)	D

Explanation of Responses:

1. Performance Restricted Stock Unit ("PRSU") granted under the Consolidated Edison, Inc. ("Company") Long Term Incentive Plan (the "LTIP"). Each PRSU is the economic equivalent of one share of Company common stock.

2. The PRSUs, granted in 2017, will vest in 2020 when they are determined and awarded by the Management Development and Compensation Committee (the "Committee") of the Company's Board of Directors.

3. The number of shares (or cash equivalents) will be adjusted based on certain performance criteria, including criteria other than the market price, as specified under the LTIP.

4. Not Applicable.

5. The PRSUs, granted in 2018, will vest in 2021 when they are determined and awarded by the Committee of the Company's Board of Directors.

6. The PRSUs, granted in 2019, will vest in 2022 when they are determined and awarded by the Committee of the Company's Board of Directors.

Remarks:

	Vanessa M. Franklin Attorney in Fact	01/08/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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