Item 5.07   Submission of Matters to a Vote of Security Holders.



Con Edison

(a)At the Annual Meeting of Stockholders of Consolidated Edison, Inc. ("Con Edison") on May 15, 2023, Con Edison's stockholders voted to elect the members of its Board of Directors; to ratify the appointment of its independent accountants; to approve, on an advisory basis, named executive officer compensation; to approve, on an advisory basis, the frequency of future advisory votes on named executive officer compensation; and to approve Con Edison's 2023 Long Term Incentive Plan.



(b)The name of each director elected, the number of shares voted for or against
each director and the number of abstentions as to each director were as shown in
the following table. Not included in such amounts were 53,359,599 shares that
were broker non-votes.

          Name                         For               Against              Abstentions

          Timothy P. Cawley               204,126,711      18,743,038           2,962,692
          Ellen V. Futter                 219,052,370       6,053,000             727,534
          John F. Killian                 202,475,341      22,591,237             766,326
          Karol V. Mason                  220,901,020       4,165,069             766,815
          Dwight A. McBride               222,899,845       2,173,077             759,665
          William J. Mulrow               206,498,242      18,567,918             766,744
          Armando J. Olivera              221,199,480       3,862,856             770,493
          Michael W. Ranger               199,418,024      25,602,456             812,349
          Linda S. Sanford                220,480,705       4,618,066             725,373
          Deirdre Stanley                 215,371,346       9,736,071             725,412
          L. Frederick Sutherland         211,854,602      13,194,511             783,716

(c)The results of the vote to ratify the appointment of PricewaterhouseCoopers LLP as Con Edison's independent accountants for 2023 were as follows: 258,778,915 shares were voted for this proposal; 19,404,096 shares were voted against the proposal; and 1,009,492 shares were abstentions. (d)The results of the advisory vote to approve named executive officer compensation were as follows: 209,829,055 shares were voted for this proposal; 14,419,709 shares were voted against the proposal; 1,584,140 shares were abstentions and 53,359,599 shares were broker non-votes. (e)The results of the advisory vote to approve the frequency of future advisory votes on named executive officer compensation were as follows: 219,652,293 shares were voted for one year; 1,012,173 shares were voted for two years; 3,984,228 shares were voted for three years; 1,183,631 shares were abstentions and 53,359,599 shares were broker non-votes. In light of this vote, each year until after the next vote of its stockholders on such frequency, Con Edison shall include an annual advisory vote on named executive officer compensation in its proxy materials. (f)The results of the vote to approve Con Edison's 2023 Long Term Incentive Plan were as follows: 204,745,202 shares were voted for this proposal; 19,579,828 shares were voted against the proposal; 1,507,620 shares were abstentions and 53,359,599 shares were broker non-votes.

CECONY

At the Annual Meeting of Stockholders of Consolidated Edison Company of New York, Inc. ("CECONY") on May 15, 2023, all 235,488,094 outstanding shares of CECONY's common stock, which are owned by Con Edison, were voted to elect as the members of CECONY's Board of Trustees the same persons who, as indicated above, were elected as members of Con Edison's Board of Directors.




                 Item 9.01   Financial Statements and Exhibits.


(d) Exhibits.

Exhibit 104       Cover Page Interactive Data File - The cover page iXBRL tags are embedded
                  within the inline XBRL document




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