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ESEversource Energy

Utilities · Electric Utilities · NYSE
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The 10-K against last year's

257 changes: 66 added, 48 removed, 140 reworded, 3 quiet changes

10-K Feb 17, 2026 vs Feb 14, 2025
Risk FactorsRedline ↓
25.4%
of the text changed · 5,976 words now
MD&ARedline ↓
38.6%
of the text changed · 26,783 words now
Legal ProceedingsRedline ↓
16.8%
of the text changed · 5,959 words now
Accounting PoliciesRedline ↓
11.9%
of the text changed · 4,301 words now

10-K 0001628280-26-008461 (2026-02-17) vs 10-K 0000072741-25-000007 (2025-02-14)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

MD&A 397 words changed in this paragraph; it is 51% similar to last year's version.
(Millions of Dollars) Interest Rate Issuance/ Issue Date or Repayment Date Maturity Date Use of Proceeds for Issuance/ (Repayment) Repayment Information CL&P 2024 Series A First Mortgage Bonds 4.65% $ 350.0 January 2024 January 2029 Repaid short-term debt, paid capital expenditures and working capital CL&P Series B First Mortgage Bonds 4.95% 300.0 August 2024 August 2034 Repaid Series D Bonds, repaid short-term debt, and working capital CL&P Series D First Mortgage Bonds 7.875% (139.8) October 2024 October 2024 Paid at maturity CL&P 2025 Series A First Mortgage Bonds 4.95% 400.0 January 2025 January 2030 Repaid short-term debt, paid capital expenditures and working capital CL&P 2020 Series A First Mortgage Bonds 0.75% (400.0) December 2025 December 2025 Paid at maturity NSTAR Electric Debentures 5.40% 600.0 May 2024 June 2034 4.85% 400.0 February 2025 March 2030 Repaid 3.25% Debentures at maturity, repaid short-term debt, paid capital expenditures and working capital NSTAR Electric Debentures 5.20% 400.0 February 2025 March 2035 Repaid 3.25% Debentures at maturity, repaid short-term debt, paid capital expenditures and working capital NSTAR Electric Debentures 5.20% 300.0 October 2025 March 2035 Repaid short-term debt, paid capital expenditures and working capital NSTAR Electric Debentures 3.25% (250.0) November 2025 November 2025 Paid at maturity PSNH Series X Y First Mortgage Bonds 5.35% 4.40% 300.0 April 2024 October 2033 June 2025 July 2028 Repaid short-term debt, paid capital expenditures and working capital Eversource Parent Series DD HH Senior Notes 5.00% 350.0 January 2024 January 2027 Repaid short-term debt Eversource Parent 4.45% 600.0 October 2025 December 2030 Repay Series EE Senior Notes 5.50% 650.0 January 2024 January 2034 Repaid short-term debt Eversource Parent Series FF Senior Notes 5.85% 700.0 April 2024 April 2031 Repaid Series X Senior Notes and Aquarion’s 2014 Senior Notes J bonds at maturity and repaid short-term debt Eversource Parent Series GG Senior Notes 5.95% 700.0 April 2024 July 2034 Repaid Series X Senior Notes and Aquarion’s 2014 Senior Notes at maturity and short-term debt Eversource Parent Series X Senior Notes 4.20% (900.0) June 2024 June 2024 Paid at maturity Eversource Parent Series L Senior Notes 2.90% (450.0) October 2024 October 2024 Paid at maturity Eversource Parent Series H Senior Notes 3.15% (300.0) January 2025 January 2025 Paid at maturity Eversource Parent Series Q Senior Notes 0.80% (300.0) August 2025 August 2025 Paid at maturity NSTAR Gas Series W Y First Mortgage Bonds 5.29% 160.0 4.86% 205.0 June 2024 2025 June 2029 2030 Repaid short-term debt, paid capital expenditures and general corporate purposes working capital NSTAR Gas Series X Z First Mortgage Bonds 5.48% 40.0 5.30% 20.0 June 2024 2025 June 2034 2035 Repaid short-term debt, paid capital expenditures and general corporate purposes Yankee working capital NSTAR Gas Series W R First Mortgage Bonds 5.50% 90.0 July 2024 July 2029 Repaid short-term debt, paid capital expenditures, working capital and repaid Series P bonds 2.33% (75.0) May 2025 May 2025 Paid at maturity Yankee Gas Series X Y First Mortgage Bonds 5.74% 90.0 5.02% 148.0 July 2024 July 2034 2025 January 2031 Repaid Series M bonds at maturity, repaid short-term debt, paid capital expenditures, expenditures and working capital and repaid Series P bonds at maturity Yankee Gas Series P Z First Mortgage Bonds 2.23% (100.0) October 2024 October 2024 5.55% 37.0 July 2025 July 2035 Repaid Series M bonds at maturity, repaid short-term debt, paid capital expenditures and working capital Yankee Gas Series M First Mortgage Bonds 3.35% (75.0) September 2025 September 2025 Paid at maturity EGMA Series E F First Mortgage Bonds 5.17% 100.0 4.77% 125.0 September 2025 October 2024 November 2034 Refinanced existing indebtedness, paid capital expenditures and general corporate purposes Aquarion Senior Notes 4.00% (360.0) August 2024 August 2024 Paid at maturity Aquarion Water Company of Connecticut Senior Notes 5.57% 70.0 August 2024 September 2034 2030 Repaid short-term debt, paid capital expenditures and general corporate purposes working capital

Source: Item 7, 10-K 0001628280-26-008461 vs Item 7, 10-K 0000072741-25-000007

Risk Factors 323 words changed in this paragraph; it is 36% similar to last year's version.
Under state Regulatory commissions may challenge the reasonableness or prudency of operating expenses (including storm restoration costs) incurred or capital investments made by our regulated operating companies and federal law, our electric, natural gas and water companies are entitled to charge rates that are sufficient to allow them an opportunity to recover their prudently incurred operating and capital costs and a reasonable rate deny the full recovery of return on invested capital, to attract needed capital and maintain their financial integrity, while also protecting relevant public interests. Our electric, natural gas and water companies are required to engage cost of service in regulatory approval proceedings as a part of the process of establishing the terms and rates for their respective services. Each of these companies prepares and submits periodic rate filings with their respective state regulatory commissions for review and approval, which allows for various entities to challenge our current or future rates, structures or mechanisms and could alter or limit the rates we are allowed to charge our customers. These proceedings typically involve multiple parties, including governmental bodies and officials, consumer advocacy groups, and various consumers of energy, who have differing concerns. Any change in rates, including changes in allowed rate of return, are subject to regulatory approval proceedings that can be contentious, lengthy, and subject to appeal. This may lead to uncertainty as to the ultimate result of those proceedings. rates. Established rates are also subject to subsequent prudency reviews by state regulators, whereby various portions of rates could be adjusted, subject to refund or disallowed, including cost recovery mechanisms. The ultimate outcome and timing of regulatory rate proceedings or challenges to certain provisions in our distribution tariffs could have a significant effect on our ability to recover costs timely timely, or at all all, or earn an adequate return. We have incurred significant storm restoration costs that are not yet approved by the regulatory commissions, and though we believe those costs were prudently incurred, it is possible that some amount may be disallowed. Regulators may also impose penalties or reduce allowed returns, which would adversely affect our financial condition. Additionally, catastrophic events at other utilities could lead to new requirements that increase costs. We continue to monitor the evolving regulatory environment in Connecticut, including changes in the composition of PURA, which may affect our electric, natural gas and water businesses in that state. Adverse decisions in our proceedings could adversely affect our credit ratings, financial position, results of operations, and cash flows.

Source: Item 1A, 10-K 0001628280-26-008461 vs Item 1A, 10-K 0000072741-25-000007

Accounting Policies 118 words changed in this paragraph; it is 66% similar to last year's version.
As of December 31, 2024 2025 and 2023, 2024, Eversource's carrying amount of goodwill was $3.57 $4.23 billion and $4.53 $3.57 billion, respectively. Eversource performs an assessment for possible impairment of its goodwill at least annually. Eversource completed its annual goodwill annually and determined that no impairment assessment for each of its reporting units as of October 1, 2024, and performed an interim goodwill impairment test existed in the fourth quarter of 2024. 2025. Eversource recorded a goodwill impairment charge of $297 million in the fourth quarter of 2024 as a result of the likely sale of Aquarion at a loss. See Note 25, "Goodwill," for further information. The As of December 31, 2024, the assets and liabilities of the Aquarion water distribution business, including remaining goodwill of $662.5 million, met the criteria to be classified as held for sale as of December 31, 2024. sale. Unless otherwise specified, the amounts and information in the notes presented do as of and for the year ended December 31, 2024 did not include assets and liabilities that have been reclassified were classified as held for sale. As of December 31, 2025, the criteria to be classified as held for sale was no longer met and Aquarion’s assets and liabilities, including goodwill, were reclassified as held and used on the Eversource balance sheet as of December 31, 2025. See Note 24, "Assets Held for Sale," and Note 25, "Goodwill," for further information.

Source: Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001628280-26-008461 vs Item 8, Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000072741-25-000007

Legal Proceedings 52 words changed in this paragraph; it is 71% similar to last year's version.
(3) Eversource parent entered into a guarantee on behalf of EI, under which Eversource parent would guarantee EI's obligations under a letter of credit facility with a financial institution that EI may request in an aggregate amount of up to approximately $25 million. As of December 31, 2024, EI has issued two 2025, there are no letters of credit on behalf of South Fork Wind, LLC and one letter of credit on behalf of Revolution Wind, LLC totaling $5.3 million. issued under this guarantee. The guarantee will remain in effect until full performance of the guaranteed obligations. On January 24, 2025, the $1.0 million letter of credit issued on behalf of Revolution Wind, LLC was terminated.

Source: Item 3, via Note 13 – COMMITMENTS AND CONTINGENCIES, 10-K 0001628280-26-008461 vs Item 3, via Note 13 – COMMITMENTS AND CONTINGENCIES, 10-K 0000072741-25-000007

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of ES's Risk Factors and MD&A, 10-K 2026-02-17 against 10-K 2025-02-14. Each links to the text at sec.gov.

All 257 Added 66Removed 48Reworded 140Quiet changes 3
RemovedRisk Factors
Any such cyberattacks could result in loss of service to customers and a significant decrease in revenues, which could have a material adverse impact on our financial position, results of operations, and cash flows.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
The rates that our electric, natural gas and water companies charge their customers are determined by their state regulatory commissions. These commissions also regulate the companies' accounting, operations, the issuance of certain securities and certain other matters. The FERC regulates the transmission of electric energy, the sale of electric energy at wholesale, accounting, issuance of certain securities and certain other matters, including reliability standards through the NERC. The regulatory process may be adversely affected by the political, regulatory and economic environment in the states in which we operate.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
The federal, state and local political and economic environment currently has, and may in the future have, an adverse effect on regulatory decisions with negative consequences for us. These regulatory decisions currently, and may in the future, require us to cancel, reduce, or delay planned development activities or other planned capital expenditures or investments or otherwise incur costs that we may not be able to recover through rates. There can be no assurance that regulators will approve the recovery of all costs incurred by our electric, natural gas and water companies, including costs for construction, operation and maintenance, and storm restoration. The inability to recover a significant amount of operating costs in a timely manner or at all could have an adverse effect on our credit ratings, financial position, results of operations, and cash flows. Changes to rates may occur at times different from when costs are incurred. Additionally, catastrophic events at other utilities could result in our regulators and legislators imposing additional requirements that may lead to additional costs for the companies. In addition to the risk of disallowance of incurred costs, regulators may also impose downward adjustments in a company’s allowed ROE as well as assess penalties and fines. These actions would have an adverse effect on our credit ratings, financial position, results of operations, and cash flows.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
We continue to experience challenges related to the regulatory environment in Connecticut with respect to our electric distribution, natural gas, and water businesses. S&P recently downgraded the credit ratings of Eversource and its regulated utilities as a result of the challenging regulatory environment in Connecticut.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
The FERC also has jurisdiction over our transmission rate incentives such as the regional transmission organization (RTO) participation ROE incentive adder, CWIP in rate base incentive and the abandoned plant incentive. If the FERC changes its policies regarding these incentives, there could be a negative impact on our financial position, results of operations, and cash flows. Additionally, the FERC issued a Supplemental Notice of Proposed Rulemaking (NOPR) on Transmission Incentives that proposes to eliminate the existing RTO ROE incentive adder for utilities that have been participating in an RTO for more than three years. A FERC decision approving this proposal could adversely affect our financial position, results of operations, and cash flows.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
Because utility companies, including our electric, natural gas and water utility subsidiaries, have large customer bases, they are subject to adverse publicity focused on the safety and reliability of their distribution services and the speed with which they are able to respond to electric outages, natural gas leaks and similar interruptions caused by storm damage or other unanticipated events, including those related to climate change.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
Adverse publicity of this nature could harm our reputation and the reputation of our subsidiaries; may make state legislatures, utility commissions and other regulatory authorities less likely to view us in a favorable light; and may cause us to be subject to less favorable legislative and regulatory outcomes, legal claims or increased regulatory oversight. Unfavorable regulatory outcomes can include more stringent laws and regulations governing our operations, such as reliability and customer service quality standards or vegetation management requirements, as well as fines, penalties or other sanctions or requirements. Further, we rely upon purchased power and purchased natural gas supply from third parties to meet customers’ energy requirements. Due to a variety of factors, including the inflationary economic environment, geo-political conflicts, increased customer energy demand, the cost of energy supply, and public benefit charges assessed by our regulators, customer bills in New England remain high. We also may be required to implement rolling blackouts by ISO-NE, the region’s independent grid operator if enough capacity is not available in the area to meet peak demand needs. Significant cost increases, as well as any failure to meet customer energy requirements, could negatively impact the satisfaction of our customers and our customers’ ability to pay their utility bills, which could have an adverse impact on our business, reputation, financial position, results of operations, and cash flows.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
Additionally, rising geo-political tensions could negatively impact the global supply chain. If significant difficulties in the global supply chain cycle or inflationary impacts were to reemerge, they could adversely affect our results of operations, or adversely affect our ability to work with regulators, unions, customers or employees.

Read it in 10-K 2025-02-14 at sec.gov ↗

Show the other 12
RemovedMD&A
(4) Transaction costs in 2022 primarily include costs associated with the transition of systems as a result of our purchase of the assets of Columbia Gas of Massachusetts (CMA) on October 9, 2020 and integrating the CMA assets onto Eversource’s systems.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
Eversource Parent and Other Companies: Eversource parent and other companies’ losses decreased $1.37 billion in 2024, as compared to 2023, due primarily to the loss on the sale of Eversource parent’s offshore wind investments in 2024, which resulted in an after-tax charge of $524.0 million, as compared to an impairment charge on these investments in 2023 of $1.95 billion. Results for 2023 also include a loss on the disposition of land that was initially acquired to construct the Northern Pass Transmission project and was subsequently abandoned and other charges recorded of $6.9 million. Excluding these charges, Eversource parent and other companies earnings decreased by $66.3 million due primarily to higher interest expense and the absence of a benefit in 2023 from the liquidation of Eversource parent’s equity method investment in a renewable energy fund, partially offset by the absence of a charitable contribution made in 2023 with a portion of the proceeds from the liquidation, and a lower effective tax rate.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
As a result of the CL&P long-term debt issuance in January 2025, $397.1 million of current portion of long-term debt was reclassified to Long-Term Debt on Eversource’s and CL&P’s balance sheets as of December 31, 2024.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
In June 2024, Moody’s revised the outlook from stable to negative for CL&P citing a weaker financial profile and a challenging Connecticut regulatory environment. In December 2024, S&P downgraded the ratings for Eversource parent and its subsidiaries primarily due to S&P's negative assessment of the Connecticut regulatory construct for Eversource’s Connecticut utilities. These credit ratings and outlook changes reflect higher regulatory risk in Connecticut with the regulatory construct and adverse regulatory developments, including recent rate orders and the passage of Senate Bill 7, negatively impacting the credit quality of Eversource and its subsidiaries.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
The projected capital expenditures reflect a reduction in planned capital expenditures for Connecticut’s electric and natural gas distribution businesses due to regulatory policies in Connecticut that discourage investment, including ensuring the timely recovery of costs and the ability to earn a fair return. The continuing pattern of adverse regulatory outcomes for Connecticut utilities and associated credit downgrades from our credit rating agencies necessitated a reduction to Connecticut’s electric and natural gas distribution projected capital expenditures. These capital reductions do not impact Eversource’s commitment to safety, reliability, or critical staffing structure.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
Projected capital expenditures for the water distribution business of $130 million are expected until the time of sale in late 2025 and have been factored into the water business impairment recorded as of December 31, 2024.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
Offshore Wind Business: Eversource’s previous offshore wind business included 50 percent ownership interests in each of North East Offshore and South Fork Class B Member, LLC. During 2024, Eversource sold its interest in these entities, and in doing so, sold its interests in the Revolution Wind project, the South Fork Wind project, and the Sunrise Wind project. Eversource’s current offshore wind business is now comprised only of a noncontrolling tax equity investment in South Fork Wind through a 100 percent ownership in South Fork Wind Holdings, LLC Class A interests.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
On May 25, 2023, Eversource announced that it had completed a strategic review of its offshore wind investments and determined that it would pursue the sale of its offshore wind investments. On September 7, 2023, Eversource completed the sale of its 50 percent interest in an uncommitted lease area consisting of approximately 175,000 developable acres located 25 miles off the south coast of Massachusetts to Ørsted for $625 million in an all-cash transaction.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
In September of 2023, Eversource made a $528 million investment in a tax equity interest for South Fork Wind. South Fork Wind was restructured as a tax equity investment, with Eversource purchasing 100 percent ownership of a new Class A tax equity membership interest. This investment will result in Eversource receiving cash flow benefits from investment tax credits (ITC) and other future cash flow benefits as well. As of December 31, 2024, $459 million of expected investment tax credits and other expected tax benefits were reclassified from the South Fork Wind tax equity investment balance reported in Investments in Unconsolidated Affiliates as a decrease in Accumulated Deferred Income Taxes on the Eversource balance sheet, which represented a non-cash reclassification. As a result of these investment tax credits, Eversource expects lower federal income tax payments from 2025 to 2027. As of December 31, 2024, the tax equity interest in South Fork Wind totaled $22.2 million.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
On January 24, 2024, Eversource entered into an agreement with Ørsted to sell Eversource’s 50 percent share of Sunrise Wind, subject to certain conditions and regulatory approvals. On April 18, 2024, Eversource and Ørsted executed an equity and asset purchase agreement and on July 9, 2024, Eversource completed the sale of its 50 percent ownership share of Sunrise Wind to Ørsted. In accordance with the equity and asset purchase agreement and after adjustment for a reduction in capital spending compared to forecasted amounts, adjusted proceeds totaled $152 million. Ørsted paid Eversource $118 million at the closing of the sale transaction, which was used to repay parent company debt. Remaining proceeds of $34 million will be paid after onshore construction is completed and certain other construction milestones are achieved. The remaining expected proceeds have been recorded in Other Long-Term Assets on Eversource’s balance sheet as of December 31, 2024. Eversource recorded a pre-tax gain on the sale of Sunrise Wind of $377 million in 2024. With completion of the sale, Eversource does not have any ongoing financial obligations associated with Sunrise Wind.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
On February 13, 2024, Eversource executed an agreement to sell its 50 percent interests in the South Fork Wind and Revolution Wind projects to Global Infrastructure Partners (GIP) for an initial gross purchase price of approximately $1.1 billion. The initial purchase price was subject to adjustment based on, among other things, the progress, timing and the construction cost of Revolution Wind, including changes in actual versus forecasted capital spending between signing the agreement and closing of the transaction. On September 30, 2024, Eversource completed the sale of its 50 percent ownership share in the South Fork Wind and Revolution Wind projects to GIP for adjusted gross proceeds of $745 million, which were received at closing. Adjusted gross proceeds from the sale were approximately $375 million lower than the previously estimated purchase price. This reduction reflects approximately $150 million resulting from lower capital spending between signing the agreement and closing, and approximately $225 million related to the final terms of the sale transaction, primarily due to the delay of the commercial operations date of Revolution Wind. Proceeds from the transaction were used to repay parent company debt.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
As part of the Revolution Wind and South Fork Wind sale, Eversource and GIP agreed to make certain post-closing purchase price adjustment payments, which could further impact the final purchase price. The post-closing purchase price adjustment payments include cost sharing obligations that require Eversource to share equally with GIP in GIP’s funding obligations up to an effective cap of approximately $240 million of incremental capital expenditure overruns incurred during the construction phase for Revolution Wind, after which Eversource will have responsibility for GIP’s obligations for any additional capital expenditure overruns in excess of this amount. The purchase price is also subject to post-closing adjustments as a result of final project economics, which includes Eversource’s obligation to maintain GIP’s internal rate of return through the construction period for each project as specified in the agreement. Post-closing purchase price adjustment payments will be made following the commercial operation date of Revolution Wind. South Fork Wind has achieved commercial operation, and Eversource is in the process of finalizing the construction cost post-close purchase price adjustment payment related to this project, which is not expected to be material.

Read it in 10-K 2025-02-14 at sec.gov ↗

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