DEF 14A of Eversource Energy, Mar 27, 2026

DEF 14A of Eversource Energy

Filed Mar 27, 2026 · FY20250001104659-26-036077

Open on EDGAR

  1. Executive Compensation Governance Highlights

    Executive Compensation Governance Highlights What we DO: ✓ Focus on Pay for Performance. ✓ Maintain share ownership and holding guidelines. ✓ Utilize balanced incentive metrics including both absolute and relative measures. ✓ Deliver the majority of incentive compensation opportunity in long-term equity. ✓ Maintain double-trigger change in control vesting provisions. ✓ Maintain a broad financial and personal misconduct clawback policy relating to incentive compensation. ✓ Tie 75 percent of long-term incentive compensation to performance and grant 100 percent of long-term incentive compensation in equity. ✓ Following shareholder feedback, base the large majority of our annual incentive compensation on formulaic goals with threshold, target and maximum performance levels and, going forward cap performance share payouts at 100 percent of target if absolute TSR is negative over the three-year performance period. ✓ Engage an independent compensation consultant. ✓ Hold an annual Say-on-Pay vote. ✓ Impose payout limitations on incentive awards. ✓ Maintain limited trading windows for Trustees and executives. What we DON’T do: X Include tax gross-ups in any new or materially amended executive compensation agreements. X Allow hedging, pledging or similar transactions by Trustees and executives. X Provide for liberal share recycling within long-term compensation grants. X Pay dividends on equity awards before vesting. Allow for discounts or repricing of options or stock appreciation rights.

  2. Item 2 — Advisory Vote to Approve the Compensation of our Named Executive Officers

    Item 2 — Advisory Vote to Approve the Compensation of our Named Executive Officers Following the lower level of support for our 2025 advisory vote on executive compensation, the Compensation Committee undertook a comprehensive shareholder engagement program to better understand investor perspectives and expectations. The Company engaged with institutional shareholders representing a substantial portion of outstanding shares through meetings and outreach conducted during the year. Shareholders provided thoughtful feedback on pay-for-performance alignment, the level of discretion applied to incentive outcomes, and the importance of clearly articulated, formula-driven performance metrics. Investors also emphasized expectations consistent with proxy advisory firm guidance, including Institutional Shareholder Services (ISS), particularly with respect to responsiveness, transparency, and the use of objective performance ranges in annual incentive design. In response to this feedback, the Compensation Committee designated 2025 as a transitional year as the Company implemented enhanced formulaic annual incentive performance ranges with defined threshold, target, and maximum outcomes. The Committee also committed to further limiting discretion and enhancing rigor beginning in 2026 and approved a provision to cap performance share payouts at 100 percent of target if cumulative absolute total shareholder return is negative over the three-year performance period beginning 2026. The Committee believes these actions demonstrate meaningful responsiveness to shareholder and ISS feedback and reinforce the Company’s commitment to a transparent, performance-based executive compensation program aligned with long-term shareholder interests. We are asking shareholders to approve the compensation of the Company’s Named Executive Officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission (SEC). As noted in the Summary of 2025 Financial and Operational Accomplishments and elsewhere in this proxy statement, except for the effects of the loss from our previous offshore wind investments, we achieved excellent performance results in 2025. Our Board is committed to executive compensation programs that are market-based and align the interests of our executives with those of our shareholders. We believe the compensation paid to our Named Executive Officers in 2025 appropriately reflects that pay for performance alignment. Please see pages 77 – 78.

  3. Age: 73 Trustee since 1992 Committees: Finance and Risk Management, and Governance, Environmental and Social Responsibility

    Age: 73 Trustee since 1992 Committees: Finance and Risk Management, and Governance, Environmental and Social Responsibility

  4. BACKGROUND

    BACKGROUND Ms. Cleveland has served as President of Mather Associates, a firm specializing in leadership and organizational development for business, public and nonprofit organizations since 2012. She is former director of Ledyard National Bank and Main Street America Holdings, Inc., and was the founding Executive Director of the state-wide Leadership New Hampshire program. She has served on the Board of Directors of the Bank of Ireland and as Interim President and Chief Executive Officer of the New Hampshire Women’s Foundation. Ms. Cleveland has also served as Chair, Vice Chair and a member of the Board of Trustees of the University System of New Hampshire, as Co-Chair of the Governor’s Commission on New Hampshire in the 21st Century, and as an incorporator for the New Hampshire Charitable Foundation. Ms. Cleveland received a B.S. degree magna cum laude from the University of New Hampshire, Whittemore School of Business and Economics. For fourteen years she was a certified and practicing Court Appointed Special Advocate/Guardian ad Litem (CASA/GAL) volunteer for abused and neglected children.

  5. QUALIFICATIONS, SKILLS AND EXPERIENCE

    QUALIFICATIONS, SKILLS AND EXPERIENCE Ms. Cleveland founded and serves as President of her own consulting firm. She has experience serving on the boards of directors of numerous companies. She also benefits from her policymaking level experience in education at the university level as the Chair, Vice Chair and member of the Board of Trustees of the University System of New Hampshire. In addition, she has policymaking level experience in financial and capital markets as a result of her service as a director of Ledyard National Bank and Bank of Ireland. Her ties to the State of New Hampshire also provide the Board with valuable perspective. Based on these qualifications, skills and experience, the Board of Trustees determined that Ms. Cleveland should continue to serve as a Trustee.

  6. Linda Dorcena Forry

    Linda Dorcena Forry

  7. Age: 52 Trustee since 2018 Committees: Audit and Governance, Environmental and Social Responsibility

    Age: 52 Trustee since 2018 Committees: Audit and Governance, Environmental and Social Responsibility

  8. BACKGROUND

    BACKGROUND Ms. Forry is the Principal of LDF Holdings, LLC and co-publisher of Reporter Newspapers, an award-winning community journalism company with various online platforms such as the Dorchester Reporter, the Boston Irish Magazine (previously Boston Irish Reporter) and Boston Haitian Reporter. She served as Vice President of Diversity, Inclusion and Community Relations at Suffolk Construction from 2018 – 2022. Ms. Forry served in the Massachusetts Senate from 2013 to 2018, where she was appointed Assistant Majority Whip in 2017 and served in the Massachusetts House of Representatives from 2005 to 2013. She also served on the Executive Staff of the Department of Neighborhood Development for the City of Boston. Ms. Forry serves on numerous boards and civic organizations, including the Edward M. Kennedy Institute, John F. Kennedy Library Advisory Board, Boys and Girls Club of Dorchester, Make-A-Wish Foundation Massachusetts and Rhode Island, BIDMC Trustee Advisory Board, Rappaport Institute for Greater Boston at Harvard Kennedy School of Government, and National Haitian American Elected Officials Network (NHAEON). Ms. Forry received her B.A. degree from Boston College Carroll School of Management in 1998 and her M.P.A. from Harvard University’s Kennedy School of Government in 2014. Ms. Forry’s significant policymaking level experience from her tenure in state and local government in Massachusetts provides the Board with valuable insight and perspective. She also has experience serving on the boards of directors of several non-profit boards. Her experience and expertise as former Vice President of Diversity, Inclusion and Community Relations at Suffolk Construction provide the Board and the Company with insight into how Eversource can continue its important work in fostering an engaged and collaborative workforce and maintaining a close relationship with our customer communities. Based on these qualifications, skills and experience, the Board of Trustees determined that Ms. Forry should continue to serve as a Trustee.

  9. Gregory M. Jones

    Gregory M. Jones

  10. Age: 68 Trustee since 2020 Committees: Audit and Governance, Environmental and Social Responsibility

    Age: 68 Trustee since 2020 Committees: Audit and Governance, Environmental and Social Responsibility

  11. BACKGROUND

    BACKGROUND Mr. Jones has served as the Vice President, Community Health and Engagement for Hartford Healthcare since 2017. In April of 2012 he established The Legacy Foundation of Hartford, Inc. and continues to serve as its Chairman. He was the Founder and served as Principal of the Corporate Development Group from 2008 to 2012. In 2011, Mr. Jones joined Tyco Fire & Security as director of North American mergers and acquisitions until 2012. Mr. Jones also serves on several charitable non-profit boards, including the Greater Hartford Community Foundation, Inc. and the Southside Institutions Neighborhood Alliance, and served on the Hartford Hospital Board of Directors from 2012 – 2017. Mr. Jones received his B.S. degree in accounting from Morgan State University, his M.P.M. from Carnegie Mellon University and his M.B.A. from the Wharton School at the University of Pennsylvania.

  12. QUALIFICATIONS, SKILLS AND EXPERIENCE

    QUALIFICATIONS, SKILLS AND EXPERIENCE Mr. Jones has considerable experience in business and management, including experience in financial markets and mergers and acquisitions. In his current position as Vice President, Community Health and Engagement for Hartford Healthcare, Mr. Jones provides his company with the tools to build a bridge between healthcare providers and community members. He also has experience serving on the boards of directors of non-profit boards. Based on these qualifications, skills and experience, the Board of Trustees determined that Mr. Jones should continue to serve as a Trustee.

  13. Loretta D. Keane

    Loretta D. Keane

  14. Age: 67 Trustee since 2023 Committees: Audit, Executive, and Finance and Risk Management

    Age: 67 Trustee since 2023 Committees: Audit, Executive, and Finance and Risk Management

  15. BACKGROUND

    BACKGROUND For over 20 years until her retirement in 2025, Ms. Keane served as Chief Financial Officer at privately equity backed, data platform and software companies serving the healthcare industry. She served as Chief Financial Officer of Arcadia Solutions, LLC, from 2018 until 2025 (sold to Nordic Capital). Arcadia is a health data platform, enriched with predictive insights, AI powered analytics capabilities, and actionable intelligence. From 2003 – 2017 she served as Chief Financial Officer of several private equity backed entities including DRG (Decision Resources Group) a Boston, MA headquartered provider of high-value data, analytics to the world’s leading pharma, biotech and medical technology companies (now part of Clarivate (NYSE: CLVT)), Healthrageous, a Boston, Massachusetts machine learning healthcare software company (sold to Humana), and Clarity Software Solutions, a healthcare technology engagement platform based in Madison, Connecticut. She also served on the audit team at PWC (Boston and London). Ms. Keane also is a member of the Financial Executives International (FEI) in Boston, a member of the CFO Leadership Council and a member of the National Association for Corporate Directors. Ms. Keane is a certified public accountant (MA) and holds a B.S.B.A. degree in accounting from Suffolk University and a M.S. degree from Bentley University. Ms. Keane has more than 20 years of Chief Financial Officer leadership experience at high growth software and technology companies, serving customers in U.S. regulated industries. She has worked with executive management teams within the Eversource service territory, with focus on strategy and shareholder growth. She is a Certified Public Accountant. Based on these qualifications, skills and experience, the Board of Trustees determined that Ms. Keane should continue to serve as a Trustee.

  16. John Y. Kim

    John Y. Kim

  17. Age: 65 Trustee since 2018 Committees: Compensation, Executive, and Finance and Risk Management

    Age: 65 Trustee since 2018 Committees: Compensation, Executive, and Finance and Risk Management

  18. BACKGROUND

    BACKGROUND Mr. Kim has served as the founder and Managing Partner of Brewer Lane Ventures, LLC a technology-focused venture firm since 2019. Mr. Kim served as President of New York Life Insurance Company from 2015 until his retirement in 2018 and also served in a variety of other management positions at New York Life, including as the company’s Chief Investment Officer. Mr. Kim serves on the Board of Directors of Franklin Resources, Inc., a publicly held company and serves on the board of seven privately held technology startup companies: Avibra, Inc., Ease Capital, EvolutionIQ, Exos Financial, Kingfield Corp., Ladder Financial Inc., and Socotra, Inc. He has served as the vice chair of the Connecticut Business and Industry Association, as a member of the MetroHartford Alliance, Inc., and as chairman of the University of Connecticut Foundation. He has also been active with the Greater Hartford Arts Council, The Hartford Stage Company, and the Connecticut Opera Association. Mr. Kim received his B.A. degree from the University of Michigan in 1983 and his M.B.A. degree from the University of Connecticut in 1987.

  19. QUALIFICATIONS, SKILLS AND EXPERIENCE

    QUALIFICATIONS, SKILLS AND EXPERIENCE Mr. Kim has more than 30 years of experience in the financial services area. His varied and comprehensive accounting, financial, technology, risk and financial reporting experience acquired at several nationally known insurance companies, including New York Life Insurance Company, Prudential Retirement, CIGNA Retirement and Investment Services and Aetna, provides the Board and its Committees with valuable insight and perspective. He also has been closely associated with several important Connecticut business and non-profit groups and is an experienced public company director. Based on these qualifications, skills and experience, the Board of Trustees determined that Mr. Kim should continue to serve as a Trustee.

  20. David H. Long

    David H. Long

  21. Age: 65 Trustee since 2019 Committees: Compensation, Executive, and Governance, Environmental and Social Responsibility

    Age: 65 Trustee since 2019 Committees: Compensation, Executive, and Governance, Environmental and Social Responsibility

  22. BACKGROUND

    BACKGROUND Mr. Long served as the Chairman of Liberty Mutual Holding Company, Inc. until his retirement in 2025. He was elected President and a Director of Liberty Mutual Holding Company, Inc. in 2010, became Chief Executive Officer in 2011 and was elected Chairman in 2013. He serves on numerous boards of directors and civic organizations, including Mass Mutual, Hartwick College, Massachusetts General Hospital, Massachusetts General Hospital’s President’s Council, Ford’s Theatre, Massachusetts Competitive Partnership, Board of Governors for the Boston College, Chief Executives Club of Boston, MIT President’s CEO Advisory Board, Greater Boston Chamber of Commerce, Jobs for Massachusetts, Inc., Tamarack Technologies and as Chairman of Massachusetts General Hospital’s annual fundraiser, Aspire, which provides social services and development opportunities for children and young adults on the Autism spectrum. He also serves as a director and officer of The Common Room, a non-profit organization. Mr. Long received his B.A. degree from Hartwick College in 1983 and his M.S. in finance from Boston College in 1989, and was awarded an honorary Doctorate degree from Hartwick College in 2014, an honorary Doctorate of Commercial Science degree from Bentley University in 2017 and an honorary Doctor of Business and Commerce degree from Merrimack College in 2018. Mr. Long has over 35 years of experience in the financial services area. His comprehensive accounting, financial and financial reporting experience acquired in a regulated industry at Liberty Mutual Holding Company, Inc. provides the Board and its Committees with valuable insight and perspective. Mr. Long also acquired important management and leadership skills that provide additional value and support to the Board. He has served on numerous boards of for-profit and non-profit companies and their committees. Based on these qualifications, skills and experience, the Board of Trustees determined that Mr. Long should continue to serve as a Trustee.

  23. Warren Robert Mudge

    Warren Robert Mudge

  24. Age: 65 Trustee since 2026 Committees: Audit, and Finance and Risk Management

    Age: 65 Trustee since 2026 Committees: Audit, and Finance and Risk Management

  25. BACKGROUND

    BACKGROUND Mr. Mudge has served as a director of Unitek Global Services, a privately held engineering, construction and customer operations telecom services company, since 2018. From 2021 to 2023, Mr. Mudge served as Chief Executive Officer of Connect Holding LLC, doing business as Brightspeed Communications, a privately-held telecom and Internet service provider with operations in 20 states. From 2020 to 2021, he served as a director of Windstream Holding, Inc., a provider of voice and data network communications to businesses in the U.S. Mr. Mudge spent the bulk of his professional career (1983 to 2017) with Verizon Communications, Inc., serving in positions of increasing responsibility and culminating with seven years as Chief Operating Officer and Executive Vice President. In this role, he directed the transformation of traditional telco operations into a fiber-based platform serving more than 20 million homes and businesses and retrained Verizon’s workforce to meet new demands and requirements. Mr. Mudge holds a B.S. degree in management from North Adams State College, a M.B.A. degree from Suffolk University and a professional certificate in telecommunications technology from Northeastern University.

  26. QUALIFICATIONS, SKILLS AND EXPERIENCE

    QUALIFICATIONS, SKILLS AND EXPERIENCE Mr. Mudge has over 40 years of experience in the operational area. His comprehensive operational experience acquired in a regulated industry at Verizon Communications, Inc. provides the Board and its Committees with valuable insight and perspective. Mr. Mudge also acquired important management and leadership skills that provide additional value and support to the Board. Based on these qualifications, skills and experience, the Board of Trustees determined that Mr. Mudge should continue to serve as a Trustee. Joseph R. Nolan, Jr.

  27. Age: 62 Chairman since 2022 Trustee since 2021 Committee: Executive

    Age: 62 Chairman since 2022 Trustee since 2021 Committee: Executive

  28. BACKGROUND

    BACKGROUND Mr. Nolan is Chairman of the Board, President and Chief Executive Officer of Eversource Energy and is Chairman and a director of Eversource’s principal subsidiaries, except The Connecticut Light and Power Company. Mr. Nolan was elected President and Chief Executive Officer in 2021 and elected Chairman in 2022. Previously, Mr. Nolan served as Executive Vice President-Strategy, Customer and Corporate Relations of Eversource Energy since February 5, 2020. Prior to that, Mr. Nolan served as Executive Vice President-Customer and Corporate Relations of Eversource Energy from August 8, 2016 to February 5, 2020. Mr. Nolan also serves on the Boards of Directors of the NB Bancorp. Inc., Needham Bank; President’s Council, MGH Institute of Health Professionals; New England Council, Chairman’s Council; Boston Children’s Hospital; Intercontinental Real Estate Corporation, Long Island, New York Association; and Camp Harbor View Foundation. He received both his B.A. degree in communications and M.B.A. degree from Boston College. Mr. Nolan is Chairman of the Board, President and Chief Executive Officer. His extensive experience in the energy industry and diverse communications and management skills provide the necessary background to lead the Company. He also serves our customer community through his service on and work with many non-profit boards. Since becoming Chief Executive Officer, he has continued the Company’s financial and operational success and continued to position Eversource as a national clean energy leader. Based on these qualifications, skills and experience, the Board of Trustees determined that Mr. Nolan should continue to serve as a Trustee.

  29. Daniel J. Nova

    Daniel J. Nova

  30. Age: 64 Lead Independent Trustee since 2024; and Trustee since 2023 Committees: Compensation, Executive, and Finance and Risk Management

    Age: 64 Lead Independent Trustee since 2024; and Trustee since 2023 Committees: Compensation, Executive, and Finance and Risk Management

  31. BACKGROUND

    BACKGROUND Mr. Nova has been a General Partner at Highland Capital Partners LLP, a global venture capital firm with offices in Boston, Silicon Valley and San Francisco, since 1996. From October 2020 to December 2022, Mr. Nova served as a director of Highland Transcend Partners I Corp., a publicly-traded company. Mr. Nova currently serves as a director and member of the Compensation Committee of ThredUp Inc., a publicly-traded online resale platform. He was elected to the Board of Harley Davidson, Inc. on September 15, 2025. He also serves on the boards of directors of several privately held companies, including Catalant Technologies, Inc., Kyruus, Inc., and RapidSOS, Inc. He serves on the Board of Directors of the American Repertory Theater. Mr. Nova holds a B.S. degree in Computer Science and Marketing from Boston College and an M.B.A. degree from Harvard Business School.

  32. QUALIFICATIONS, SKILLS AND EXPERIENCE

    QUALIFICATIONS, SKILLS AND EXPERIENCE Mr. Nova has more than 25 years of leadership, financial, and information technology and cyber security experience derived from his serving as a General Partner and as a director. He also provides in-depth experience to the Board from his service as a director of several public companies, including service on board committees, and has also served on area non-profit boards, all of which continue to provide the Board with valuable knowledge and insight. Based on these qualifications, skills and experience, the Board of Trustees determined that Mr. Nova should continue to serve as a Trustee.

  33. Frederica M. Williams

    Frederica M. Williams

  34. Age: 67 Trustee since 2012 Committees: Audit and Compensation

    Age: 67 Trustee since 2012 Committees: Audit and Compensation

  35. Selection of Trustees

    | Trustees should possess the highest personal and professional ethics, integrity and values, and be committed to representing the long-term interests of our shareholders. They must also have an inquisitive and objective perspective, practical wisdom and mature judgment. The Board should represent diverse experience at policymaking levels in business, government, education, community and charitable organizations, as well as areas that are relevant to our business activities. The Governance, Environmental and Social Responsibility Committee also seeks diversity in personal background when considering Trustee candidates. |

  36. Shareholder Engagement

    Shareholder Engagement Focused Engagement in Response to 2025 Say-on-Pay Results. Following the lower level of support for our 2025 Say-on-Pay vote, our Board and management undertook a targeted shareholder engagement effort to understand investor perspectives specifically on executive compensation and to inform on program refinements. We reached out to institutional investors representing more than 60 percent of our outstanding shares, including our top 20 shareholders, and held meetings with shareholders representing approximately 36 percent of our outstanding shares. Eversource representatives who attended these meetings over the past twelve months included our investor relations executive and/or our Secretary and, if requested, our Lead Independent Trustee. Mr. Nova, our Lead Independent Trustee and Chair of the Compensation Committee met with our largest shareholder and discussed the Company’s executive compensation program at length. Key themes of shareholder feedback: • Annual Incentive Plan: Desire for clearly defined performance ranges (threshold, target, maximum); concern that discretionary adjustments contributed to above-target payouts; and a call for greater rigor and transparency in goal-setting. • Long-Term Incentive Plan: Request for a cap on performance share payouts when three-year absolute TSR is negative. Actions taken by the Compensation Committee: • For 2025: Adopted a formal balanced scorecard under which a substantial majority of annual incentive plan payouts are purely formulaic, with pre-established threshold, target, and maximum performance levels and interpolation to determine payouts; set nearly all target goals — financial and non-financial — above prior-year levels, reflecting top-decile or consistently strong performance outcomes. • For 2026: Implemented a cap limiting long term incentive plan performance share payouts to 100 percent of target if cumulative absolute TSR is negative over the three-year performance period. The results of these changes, reflected herein and to be reflected in our 2027 proxy statement, are intended to strengthen pay-for-performance alignment and demonstrate our responsiveness to shareholder feedback. Comparison of Key Features: 2024 vs. 2025 and 2026

  37. Shareholder Engagement

    | Feature | 2024 Program | 2025 and 2026 Programs | | Annual Incentive Plan Performance Ranges | Ranges not clearly defined. | Clear threshold/target/ maximum ranges; payouts primarily formulaic with reduced discretion (2025). | | Rigor of Goals | Investors sought greater rigor and transparency. | Targets, including quantitative financial metrics, set above prior-year levels (2025). | | Long Term Incentive Plan Negative TSR Cap | No cap applied. | 100 percent of target cap when three-year absolute TSR is negative over the three-year performance period (2026). |

  38. Trustee Compensation

    Trustee Compensation The Compensation Committee periodically reviews the compensation of our non-employee Trustees and, when it deems appropriate and upon consultation with the Committee’s independent compensation consultant, recommends adjustments to be approved by the Board of Trustees. The Compensation Committee recommends to the Board compensation for the Trustees based on competitive market practices for both the total value of compensation and the allocation of cash and equity. The Committee uses data obtained from similarly sized utility and general industry companies as guidelines for setting Trustee compensation. The level of Trustee compensation recommended by the Committee and approved by the Board enables us to attract Trustees who have a broad range of backgrounds and experiences. Each non-employee Trustee serving on January 1, 2025 received a grant under the Company’s Incentive Plan, effective on the tenth business day of the year, consisting of the number of restricted stock units (RSUs) resulting from dividing $175,000 by the average closing price of our common shares as reported on the NYSE for the 10 trading days immediately preceding such date and rounding the resulting amount to the nearest whole RSU. RSUs generally vest on the next business day following the grant. Non-employee Trustees may elect deferral or distribution of up to 100 percent vesting of their RSU grant, subject to satisfaction of the Trustee share ownership guidelines. The distribution of all common shares entitled to be received upon vesting, but not distributed immediately, is deferred until the tenth business day of January of the year following retirement from Board service. Any individual who is elected to serve as a Trustee after January 1 of any calendar year receives an RSU grant prorated from the date of such election and granted on the first business day of the month following such election.

  39. Trustee Compensation

    | Trustee | Fees Earned Or Paid in Cash ($)(1) | Stock Awards ($)(2) | Total ($) | | Cotton M. Cleveland | $145,000.00 | $173,090.16 | $318,090.16 | | Linda Dorcena Forry | 125,000.00 | 173,090.16 | 298,090.16 | | Gregory M. Jones | 125,000.00 | 173,090.16 | 298,090.16 | | Loretta D. Keane | 150,000.00 | 173,090.16 | 323,090.16 | | John Y. Kim | 145,000.00 | 173,090.16 | 318,090.16 | | David H. Long | 125,000.00 | 173,090.16 | 298,090.16 | | Daniel J. Nova | 180,000.00 | 173,090.16 | 353,090.16 | | Frederica M. Williams | 125,000.00 | 173,090.16 | 298,090.16 |

  40. Trustee Compensation

    (1) Represents the aggregate dollar amount of all fees earned or paid in cash, including annual retainer fees, Lead Independent Trustee, and committee chair fees. Also includes the amount of cash compensation deferred at the election of the Trustee. For the fiscal year ended December 31, 2025, Mr. Kim and Mr. Nova each deferred 100 percent of their cash compensation and Mr. Jones deferred 90 percent of his cash compensation. Reflects the grant date market value, based on a closing price of $56.61 per share on January 15, 2025, of 3,092 RSUs granted to all Trustees on January 15, 2025, and which vested on January 16, 2025. The number of RSUs granted to each Trustee was determined in accordance with the provisions set forth on the preceding page. The current non-employee Trustees held the following aggregate number of RSUs received as stock compensation, including dividend equivalents, at December 31, 2025: Ms. Cleveland: 72,838; Ms. Forry: 11,506; Mr. Jones: 14,476; Ms. Keane: 8,434; Mr. Kim: 20,741; Mr. Long: 16,732; Mr. Nova: 7,742; and Ms. Williams: 23,725. This Compensation Discussion and Analysis (CD&A) provides information about our compensation principles, objectives, plans, policies and actions for our Named Executive Officers (NEO). The discussion describes the specific components used in our compensation programs and approach to executive compensation, how Eversource Energy measures performance, and how our compensation principles were applied to compensation awards and decisions that were made by the Compensation Committee for our NEOs, as presented in the tables and narratives that follow. While this discussion focuses primarily on 2025 information, it also addresses decisions that were made in prior periods to the extent that these decisions are relevant to the full understanding of our compensation programs, the decisions that were made regarding 2025 performance, and forward-looking changes to our compensation plans for 2026. The CD&A also contains an assessment of performance measured against established 2025 goals and additional accomplishments, the compensation awards made by the Compensation Committee, and other information relating to our compensation programs, including:

  41. Responsiveness to Shareholder Feedback to 2025 Say-On-Pay Results

    | What We Heard | What We Did | | Desire for more formulaic incentive system where discretion is reduced | For 2025, we adopted a formal balanced scorecard in which a large majority of payouts are determined on a purely formulaic basis through the setting of pre-established threshold, target, and maximum achievement levels and the use of interpolation to determine payout factors. | | Desire for more rigor | Set substantially all of our target goals, including both quantitative financial goals, above the prior year’s targets, with such performance level results at top-decile or at consistent high-level results. | | Ensure that performance share payouts are capped when Total Shareholder Return is negative | For 2026, we adopted a provision that caps performance share payouts at 100 percent of target if cumulative absolute Total Shareholder return is negative over the three-year performance period. |

  42. Responsiveness to Shareholder Feedback to 2025 Say-On-Pay Results

    In addition to the shareholder engagement undertaken in response to the level of support received on the 2025 Say-On-Pay vote, the Compensation Committee carefully evaluated the design and operation of the Company’s annual incentive program. In response to specific cited investor feedback indicating a preference for a more formulaic incentive system, and in light of the fact that the 2025 goals and programs were already approved in early 2025, the Committee determined that 2025 would serve as a transitional year as the Company moved to fully formulaic performance ranges with defined threshold, target, and maximum outcomes. This transition period was intended to allow the Committee to assess the effectiveness of the revised framework while continuing to recognize performance that advanced the Company’s strategic and operational priorities. The Compensation Committee recognizes that shareholder expectations continue to evolve, particularly regarding the use of formulaic structures, rigor of goal-setting, and the alignment between realized pay and long-term shareholder outcomes. Accordingly, beginning in 2026 and continuing in subsequent years, the Committee intends to further evaluate the design and operation of the Company’s incentive compensation programs, taking into account investor feedback, business performance, regulatory developments, and best practices across the utility sector. The Committee expects to use insights from these discussions to inform future refinements to both the annual and long-term incentive programs, including potential adjustments to performance metrics, weighting, and pay-for-performance alignment features. The Company is committed to maintaining an open and constructive dialogue with shareholders and anticipates continuing these engagement efforts throughout the year to help guide future compensation decisions and ensure the program remains responsive, competitive, and aligned with long-term value creation. For additional information on the Company’s Shareholder Engagement please see pages 29 – 30. Chief Executive Officer Summary Performance Shares Realized Value vs Grant Date Fair Value Further demonstrating our compensation plan’s alignment between pay and shareholder value, the Chief Executive Officer share awards earned for 2021-2023, 2022-2024, and 2023-2025 performance periods each represented less than 50 percent of the original grant date fair value of the performance share award after considering payout factors and the change in the value of underlying award units over the performance period:

  43. Responsiveness to Shareholder Feedback to 2025 Say-On-Pay Results

    | CEO 2021-2023 PSUs | | CEO 2022-2024 PSUs | | CEO 2023-2025 PSUs | | | Grant Value | $5.2 Million | Grant Value | $5.2 million | Grant Value | $6.1 million | | Realized Value | $2.4 Million | Realized Value | $2.1 Million | Realized Value | $2.1 Million | | % Variance | -54% | % Variance | -60% | % Variance | -66% |

  44. Summary of 2025 Financial and Operational Accomplishments

    | Category | Highlights | | Financial Performance | • Total Shareholder Return: 2025 Total Shareholder Return (TSR) was up 22.7 percent for the year and ranked 8th in the EEI Index. TSR had been up as much as 30 percent during the year and was tracking number one in the Company’s peer group just prior to the November 2025 negative decision on Aquarion Company. | | | • Earnings Per Share: 2025 GAAP earnings equaled $4.56 per share, compared to 2024 results of $2.27 per share. 2025 Non-GAAP earnings equaled $4.76 per share, exceeding the earnings goal of $4.71 per share by $0.05 per share. Non-GAAP earnings exclude net charges totaling $0.20 per share as described below and in Exhibit A.(1) | | | • Dividend Growth: Increased annual dividend to $3.01 per share, a $0.15 increase and 5.2 percent growth over 2024. | | | • Strategic Initiatives: Eversource successfully advanced several strategic initiatives and produced very positive regulatory outcomes in 2025: | | | ◦ Successfully completed onshore substation construction for the Revolution Wind project ahead of schedule. ◦ Achieved constructive regulatory outcomes in Connecticut, Massachusetts and New Hampshire. ◦ Filed to recover and/or received regulatory approval for nearly 98 percent of deferred storm costs. ◦ Implemented a $1.2 billion At-the-Market share issuance program and issued approximately 7 million shares for total net proceeds of $465 million. | | Operational Performance | • Reliability Performance: Electric System Reliability – measured by months between interruptions was 21 months apart – a performance that was top decile in our industry. | | | • Restoration Performance: Average system outage duration was 66 minutes, which was top decile amongst our New England and Mid-Atlantic peers and top quartile in the entire industry. | | | • Safety: Safety performance was 0.87 measured by days away, restricted or transferred (DART) per 100 workers and in the top half of our New England and Mid-Atlantic peers. | | | • Gas Emergency Response: On-time response was 98 percent, which continued to exceed regulatory requirements. | | | • % Candidate Slate: Exceeded our goal to measure the percent of female/minority qualified candidates presented for hire while managers continue to hire the most qualified candidate. This goal monitors the success of efforts and actions the Company is taking to foster an inclusive workplace. | | | • Sustainability Index: Exceeded our goals for our internal KPI performance at 110.6 percent and 90.5 percent for our external raters performance, with a combined index rating of 102.6 percent. Eversource is ranked #2 in our industry peer group by reputable external raters. | | | • Enhancing the Customer Experience: The Company achieved significant success in our projects geared towards enhancing and improving all aspects of our customers’ experiences: |

  45. Executive Compensation Governance

    X Include tax gross-ups in any new or materially amended executive compensation agreements. X Allow hedging, pledging or similar transactions by Trustees and executives. X Provide for liberal share recycling within long-term compensation grants. X Pay dividends on equity awards before vesting. X Allow for discounts or repricing of options or stock appreciation rights. • The executive share ownership and holding guidelines noted in this CD&A emphasize the importance of aligning management with shareholders. Under the share ownership guidelines, which require our Chief Executive Officer to hold shares equal to six times base salary, we also require our executives to hold 100 percent of the shares awarded under the Company’s stock compensation program until the share ownership guidelines have been met. • Our Executive Clawback Policy, adopted in 2023, and our Incentive Plan include provisions that require reimbursement to the Company of incentive compensation received under the conditions and circumstances set forth in the Policy and the Plan. Both the Executive Clawback Policy and the Incentive Plan contain provisions requiring clawback if earnings are subsequently required to be restated, as the SEC regulations applicable to the Policy require. The Incentive Plan also requires reimbursement for a willful material violation of our Code of Business Conduct or significant breach of a material covenant in an employment agreement. The Executive Clawback Policy applies only to executive officers, per the regulation, while the Incentive Plan’s provisions apply to all Plan participants. The Incentive Plan also imposes limits on awards and on Trustee compensation and prohibits repricing of awards and liberal share recycling. • The Company prohibits gross ups in all new or materially amended executive compensation agreements. • The Company has a “no hedging and no pledging” policy that prohibits the purchase of financial instruments or otherwise entering into any transactions that are designed to have the effect of hedging or offsetting any decrease in the market value of our common shares. Our employment agreements and Incentive Plan require a “second-trigger” following change in control to accelerate post-employment compensation.

  46. Market Analysis

    Market Analysis The Compensation Committee seeks to provide our executives with target compensation opportunities using a range that is approximately equal to the median compensation levels for executive officers of utility companies comparable to the Company. Set forth below is a description of the sources of the compensation data used by the Committee when reviewing 2025 compensation: • Competitive Compensation Survey Data. The Committee reviews compensation information obtained from surveys of diverse groups of utility and general industry companies that represent this market data for executive officer talent. Utility industry data serves as the primary reference point for determining officer compensation and is based on a defined peer set, as discussed below, while general industry data are derived from compensation consultant surveys and serve as a secondary reference point. General industry data are used for staff positions and are size adjusted to ensure a close correlation between the market data and the Company’s scope of operations. The Committee references this information, which it obtains from Pay Governance, to evaluate and determine base salaries and incentive opportunities. • Peer Group Data. In support of our executive pay decisions, the Committee consulted with Pay Governance, which provided the Committee with a competitive assessment analysis of the Company’s executive compensation levels as compared to the 20 peer group companies listed in the table below. This peer group, which the Committee reviews annually, was chosen because these companies are similar to Eversource Energy in terms of size, business model and long-term strategies.

  47. Target Percentage of Compensation Elements

    | | Percentage of TDC at Target | | | | | | | Base Salary | Annual Incentive(1) | Long-Term Incentive Program | | TDC | | | | | Performance Shares(1) | RSUs(2) | | | CEO | 12% | 17% | 53% | 18% | 100% | | NEO average, excluding CEO | 26% | 19% | 41% | 14% | 100% |

  48. Target Percentage of Compensation Elements

    (1) The annual incentive compensation element and performance shares under the long-term incentive compensation element are performance-based (70 percent of our Chief Executive Officer’s compensation is performance-based). (2) Restricted Share Units (RSUs) vest in equal annual installments over three years contingent upon continued employment.

  49. Results of Our 2025 Say-On-Pay Vote

    Results of Our 2025 Say-On-Pay Vote At the Company’s Annual Meeting of Shareholders held on May 1, 2025, 57.13 percent of the votes cast on the Say-On-Pay proposal were voted to approve the 2024 compensation of the Named Executive Officers, as described in our 2025 proxy statement. For more information on the Say-On-Pay votes results, see “Shareholder Engagement” on page 29 of this proxy statement. Say-On-Pay results of the Company, along with utility and general industry peers, are reviewed by the Committee annually to help assess whether our shareholders continue to deem our executives’ compensation to be appropriate. We undertook a robust engagement plan with members of the management team and the Chair of the Compensation Committee meeting with our shareholders to address the low 2025 Say-On-Pay vote. Based on these discussions, for 2025 we have adopted a formal balanced scorecard in which a large majority of payouts are determined on a purely formulaic basis through the setting of pre-established threshold, target, and maximum achievement levels and the use of interpolation to determine payout factors. We set substantially all of our target goals, including both quantitative financial goals, above the prior year’s targets, with such performance level results at top-decile or at consistent high-level results. For 2026 and going forward, the Committee adopted a provision that caps performance share payouts at 100 percent of target if cumulative absolute TSR is negative over the three-year performance period. The Committee has and will continue to consider the outcome of the Company’s Say-On-Pay votes when making future compensation decisions for the Named Executive Officers. Please see Item 2 in this proxy statement.

  50. Incentive Compensation

    | Named Executive Officer | 2025 Target AIP Award as a % of Base Salary | 2025 Target LTI Award as a % of Base Salary | | | (%) | (%) | | Joseph R. Nolan, Jr. | 140% | 600% | | John M. Moreira | 80% | 265% | | Paul W. Chodak III | 80% | 240% | | Gregory B. Butler | 70% | 180% | | James W. Hunt, III | 70% | 180% |

  51. 2025 Annual Incentive Program

    2025 Annual Incentive Program In January of 2025, the Committee established the terms of the 2025 Annual Incentive Program. As part of the overall program, and after consulting with Pay Governance, the Committee set target award levels for each of the Named Executive Officers that ranged from 70 percent to 140 percent of base salary. After the 2025 annual meeting, the Compensation Committee took into consideration the results of the 2025 Say-On-Pay vote and direct feedback from our shareholders and adopted a largely formulaic balanced scorecard in which a large majority of payouts are determined on a purely formulaic basis through the setting of pre-established threshold, target, and maximum achievement levels and the use of interpolation to determine payout factors. At the January 2025 meeting, the Committee determined that for 2025 it would continue to base 70 percent of the annual incentive performance goals on the Company’s overall financial performance and 30 percent of the annual performance goals on the Company’s overall operational performance. The Committee also determined the specific goals that would be used to assess performance, with potential ratings on each goal ranging from zero percent to 200 percent of target. The Committee assigned weightings to each of the goals as noted below.

  52. 2025 Performance Goals

    2025 Performance Goals

  53. 2025 Performance Goals

    | Financial (70%) | Operational (30%) | | | |

  54. Committee Assessment Meetings

    Committee Assessment Meetings Following the Company’s 2025 Say-On-Pay vote, the Compensation Committee dedicated significant portions of its meetings during the remainder of 2025 and into 2026 to consider shareholder feedback, evaluate the Company’s executive compensation program design, and assess the alignment between Company performance and pay outcomes. Although the Committee had established the principal design elements of the 2025 Annual Incentive Program in January 2025, including the use of pre-established performance goals and a 70 percent financial / 30 percent operational weighting, shareholder feedback reinforced the importance of further formalizing and clearly communicating the formulaic nature of the program. In response, the Committee: • Formalized the use of a balanced scorecard framework under which a substantial majority of incentive outcomes are determined on a purely formulaic basis using pre-established threshold, target, and maximum performance ranges, with interpolation used to determine payout factors; and • Set substantially all 2025 target performance goals, including quantitative financial goals, at levels above the prior year’s targets, reflecting increased performance expectations and reinforcing the relationship between performance and pay. • For 2026, the Committee further enhanced the design of the performance share program by adopting a provision that caps performance share payouts at 100 percent of target if cumulative absolute total shareholder return is negative over the applicable three-year performance period, regardless of relative performance. The Committee believes these actions directly address key themes raised by shareholders by increasing the formulaic nature of incentive outcomes, raising performance expectations, and adding a design feature to further align long-term payouts with shareholder experience. At its December 2025 meeting, management provided an initial review of the Company’s 2025 performance. This review was followed in January 2026 by a comprehensive assessment of performance against the scorecard goals, consideration of the additional accomplishments described under “Additional Factors,” and an evaluation of the overall performance of the Company and the executive leadership team. In addition to these meetings, the Committee and the Board received regular updates during 2025 on corporate performance and discussed the Company’s overall performance, including the impact that the loss from the Company’s previous offshore wind investments, Aquarion divestiture and other events were having on the Company’s stock price. The Committee reviewed the results against the scorecard goals. Based on the overall results against the pre-established goals, the incentive pool was funded at 145 percent, reflecting the Company’s strong performance and the executive team’s execution of the Company’s Operating Plan. For the executives other than the Chief Executive Officer, the Chief Executive Officer provided the Committee with recommended awards based on his assessment of each executive’s individual performance toward achievement of the performance goals and the additional accomplishments of the Company, together with each executive’s contributions to the overall performance of the Company. The Committee considered these recommendations as part of its deliberations, and the actual awards determined by the Committee were based on the same criteria and the Committee’s independent judgment.

  55. 2025 Annual Incentive Program Performance Assessment

    2025 Annual Incentive Program Performance Assessment

  56. 2025 Annual Incentive Program Performance Assessment

    | Metric | Threshold 50% | Target 100% | Maximum 200% | Actual Financial Results | Payout Factor | Approved Weighting | | Financial Performance | | | | | | | | 2025 Non-GAAP Earnings Per Share | $4.59 | $4.71 | $4.80 | $4.76 | 155% | 60% | | Dividend Growth | $2.97 3.85% | $3.00 5.00% | $3.03 5.94% | $3.01 5.24% | 131% | 10% | | | Key Strategic Financial and Regulatory Results | | | | | | | Strategic Financial Initiatives and Regulatory Outcomes | Regulatory filings, storm cost recovery and strategic positioning | | | | 175% | 30% | | Operational Performance | | | | | | | | Reliability Average Months Between Service Interruptions (MBI) | 15 Months | 21.3 Months | 22 Months | 21.0 Months | 95% | 25% | | Restoration System Average Restoration Duration (SAIDI) | 70 Minutes | 63.7 Minutes | 62 Minutes | 66 Minutes | 63% | 25% | | Safety Rate | 1.25 Rate | 0.85 Rate | 0.75 Rate | 0.87 Rate | 95% | 8.33% | | Gas Emergency Response | 95% | 98.2% | 99.2% | 98.0% | 94% | 8.33% | | % Candidate Slate | 50.0% | 59.5% | 65.0% | 64.3% | 187% | 8.33% | | Sustainability Index | 65.0% | 87.0% | 107.0% | 102.6% | 178% | 8.33% | | | Key Strategic Customer and Clean Energy Operational Results | | | | | | | Enhance the Customer Experience | Advanced Metering Infrastructure rollout, Energy Efficiency programs, stakeholder and community engagement and data security programs | | | | 165% | 8.33% | | Clean Energy Execution | Non-pipe alternatives, execution of Massachusetts Grid Modernization, geothermal and decarbonization projects | | | | 160% | 8.33% | | Financial Performance at 159% (weighted 70%) | | | | | | 111% | | Operational Performance at 113% (weighted 30%) | | | | | | 34% | | Overall Performance | | | | | | 145% |

  57. 2025 Annual Incentive Program Performance Assessment

    • EARNINGS PER SHARE: 2025 GAAP earnings equaled $4.56 per share. The 2025 adjusted non-GAAP earnings goal was $4.71 per share. Our adjusted non-GAAP earnings in 2025 totaled $4.76 per share, which was above target but below maximum, resulting in a payout factor of 155 percent. Earnings Per Share • DIVIDEND GROWTH: This goal was to increase our dividend by more than the industry average increase. We increased our annual dividend in 2025 to $3.01 per share, a 5.2 percent increase from the prior year, exceeding the utility industry’s median dividend growth of 5.0 percent for the EEI Utility Index, resulting in a payout factor of 131 percent. Common Share Dividends STRATEGIC INITIATIVES AND REGULATORY OUTCOMES:

  58. 2025 Annual Incentive Program Performance Assessment

    | Goal | Outcome | | Effectively manage onshore construction for Revolution Wind. | • Eversource completed the onshore substation construction of the Revolution Wind project ahead of schedule. We expect this milestone to accelerate the commencement of commercial operations for the wind farm and reduce the Company’s financial exposure. The project successfully challenged the stop-work order issued by the U.S. Department of the Interior’s Bureau of Ocean Energy Management in the U.S. District Court for the District of Columbia, permitting construction to resume in October. The project also prevailed when a second stop-work order was issued. A second stop-work order was also overturned by the court on January 12, 2026, and the project team is working on final construction and commissioning of the project. | | Execute regulatory initiatives across three states, including the Yankee Gas Service Company and Public Service Company of New Hampshire rate cases and various capital tracker and performance mechanisms. | • We have filed to recover and/or received regulatory approval for nearly 98 percent of deferred storm costs, an effort that is expected to result in nearly $2.0 billion of deferred storm cost recovery, another major milestone in improving our balance sheet condition. The Company played an active role in support of Connecticut passing legislation to securitize storm costs for The Connecticut Light and Power Company. The Company filed to recover nearly $1 billion of deferred storm costs in Connecticut in 2024-2025 to catch up on nearly all previous storms. The Company also filed for storm cost recovery in Massachusetts and New Hampshire and is awaiting approval. The Company implemented significant enhancements to streamline our storm response efforts, cost efficiencies, reporting capabilities, and oversight that will accelerate future regulatory prudence filings. • The Company received a final decision on the Yankee Gas Services Company rate case that resulted in an approved revenue increase of approximately $100 million, a return on equity of 9.32 percent, and enabled timely recovery of critical safety and regulatory capital investment programs. The Public Service Company of New Hampshire rate case yielded a rate increase of approximately $100 million with annual inflationary performance-based regulation rate mechanism that provides for an annual rate adjustment through July of 2029 and a return on equity of 9.50 percent. Each of these rate cases was a successful effort supporting continued earnings growth and providing the framework for future investment. In addition, the Company has been diligently engaging with stakeholders on timely recovery of capital investment outside of the full rate cases cycle, mitigating the need for more frequent rate cases while minimizing cost increases for customers. • We successfully negotiated a settlement agreement for NSTAR Gas Company with the Massachusetts Attorney General’s office (MA AGO) that resulted in a $10 million rate adjustment and Gas System Enhancement Program in base rates. • The Company reached a settlement with the MA AGO for Eversource Gas Company of Massachusetts to allow for future recovery of approximately $65 million, net of acquisition and integration costs, while resolving the long-standing pension and Resiliency Tree Work cost recovery items. | | Advance strategies to improve the Connecticut political and regulatory environment, while strengthening Massachusetts and New Hampshire stakeholder relations. | • Our ongoing effort to engage key Connecticut stakeholders and share how utilities operate and finance their business contributed to the development of Connecticut Senate Bill 4 addressing energy bill affordability. Changes in the Connecticut regulatory structure, including the appointment of new commissioners and increasing the committee membership to five commissioners, signaled a more balanced and constructive regulatory environment and led to further investor confidence in the financial condition of the Company. We have significantly increased our stakeholder engagement, including bringing stakeholders to Eversource facilities for tours. All of these interactions offer the unique opportunity to educate stakeholders on our business, and how we conduct our operations, allowing settlement and rate case procedures to be more tangible for intervenors, as well as public communication. | | Grow the transmission business through competitive solicitations. | • Evaluation of competitive transmission offers is being embedded into our transmission strategy, including ISO-New England (ISO-NE) and NE-NY processes for further growth investment. The Company submitted a bid in response to ISO-NE’s request for transmission infrastructure to be constructed enabling generation from Maine to be delivered into southern New England. We are streamlining project development processes to ensure efficient coordination for timely siting, permitting, procurement, engineering and construction which allows for a more flexible and robust annual capital planning process. |

  59. 2025 Annual Incentive Program Performance Assessment

    | Goal | Outcome | | Improve corporate-wide cost structure and financial condition. | • We have executed a supply chain management effectiveness initiative which has reduced inventory and improved processes, tools and training, resulting in lower cost supply operation while sustaining optimal performance. • The Company implemented a $1.2 billion At-the-Market share issuance program and issued approximately seven million shares resulting in net proceeds of $465 million. | | Complete the divestiture of Aquarion Water Company. | • The Company received an unfavorable regulatory decision from the Connecticut Public Utilities Regulatory Authority (PURA) on the sale of Aquarion Water Company. The Company appealed the PURA decision and, on January 14, 2026, a Connecticut court held that PURA acted illegally and remanded the matter back to PURA for further proceedings. On March 6, 2026, PURA issued a proposed final decision approving the sale of Aquarion. PURA has scheduled release of its final decision for March 25, 2026. There can be no assurance that PURA’s final decision will be consistent with the proposed final decision. The Company is evaluating the conditions of that approval as well as other strategic opportunities to avoid further debt and equity issuances. Eversource’s FFO to debt ratio is currently approximately 14 percent and in excess of the 13 percent Moody’s threshold. | | • The Committee determined this goal to have attained a 175 percent performance result. | |

  60. Operational Performance Goals Assessment

    Operational Performance Goals Assessment • RELIABILITY PERFORMANCE: This goal was to achieve months between service interruptions between 15 to 22 months, with a target of 21.3 months, an increase from our 2024 result. Electric System Reliability, measured by months between interruptions, was top decile in our industry in 2025; customer power interruptions were on average 21.0 months apart, a solid performance result to be top decile compared to our peers, resulting in a payout factor of 95 percent. Reliability Performance Months Between Interruptions • RESTORATION PERFORMANCE: This goal in 2025 was to achieve average electric system interruption target of 63.7 minutes, with a range between 62 and 70 minutes. The average system outage duration in 2025 was 66 minutes, which was in the top decile versus industry comparators, resulting in a payout factor of 63 percent. Restoration Performance Average Time of Restoration – In Minutes • SAFETY: This goal was to reduce days away, restricted or transferred (DART) per 100 workers defined below. Our safety performance was 0.87 DART, which was slightly unfavorable to target of 0.85, but well within the range of between 1.25 and 0.75 DART and in the top half of our New England and Mid-Atlantic peers. The strong partnerships that have been developed between Company management and the leadership of our unions continue to assist us in helping safeguard our employees and advance our business initiatives, resulting in a payout factor of 95 percent. Safety Performance Days Away Restricted Time (DART) GAS EMERGENCY RESPONSE: This goal was to achieve on time response to gas customer emergency calls at target of 98.2 percent of the time. Our 2025 performance was 98.0 percent, which continues to exceed mandated emergency response regulatory requirements, resulting in a payout factor of 94 percent. Gas Emergency Response Percentage of On-Time Response • % Candidate Slate: This goal was to measure the percentage of female/minority qualified candidates presented for hire while managers continue to hire the most qualified candidate. This goal monitors the success of efforts and actions the Company is taking to foster an inclusive workplace. This goal achieved 64.3 percent, exceeding the target, resulting in a payout factor of 187 percent. • SUSTAINABILITY: This goal was to achieve a sustainability ranking of 87 percent, as calculated as a combination of internal and external measures below. In 2025, we far exceeded this target range at 110.6 percent for our internal performance and 90.5 percent for our external performance, with a combined index rating of 102.6 percent. Eversource ranks #2 in our industry peer group from two reputable external raters. We continued our strong environmental, social and governance performance, including the advancement of our clean energy initiatives which resulted in numerous national and local awards and recognitions noted in this proxy statement. These honors are a result of our deep commitment to corporate responsibility, evidenced by the high ratings we receive from leading sustainability raters. We continued to engage with a strong cross-functional team throughout the Company to advance our sustainability strategy and drive performance that addresses the evolving expectations of our shareholders, customers, employees, regulators and the communities we serve, resulting in a payout factor of 178 percent. • ENHANCE THE CUSTOMER EXPERIENCE:

  61. Operational Performance Goals Assessment

    | Goal | Outcome | | Efficiently execute the Massachusetts Advanced Metering Infrastructure project. | • We made significant progress on our Massachusetts AMI throughout 2025. The Company completed construction of the enhanced AMI field network required to utilize all of the meter data in western Massachusetts and the eastern Massachusetts scope is advancing as planned. Meter installations began in western Massachusetts in July of 2025, with the completion of meter installations expected across the state for all 1.4 million customers at the end of 2027. • Our OMNI project implemented an industry leading SAP Customer Relations and Billing and Cloud for Customer software for some of our Massachusetts gas customers. Phase II is in progress for our electric and remaining gas customers in Massachusetts. • We constructed and launched the Grid Edge Modernization lab to enable the Company to provide community stakeholders, the media and our employees with a firsthand look at the technology the Company has in place for our customers. | | Enhance strategies to improve the execution of the Emergency, Storm and Business Continuity Response and Stakeholder Communication Plans. | • At Eversource, customer and operational security is of critical importance, and we have completed the following enhancements to safeguard this data: ◦ Commenced the transition to a third-party co-location for data centers to reduce operational risk and support future growth; ◦ Hardened physical access to our existing Connecticut data centers to enhance protection of confidential information. | | Educate customers regarding energy costs and impacts of decarbonization. | • We developed ratepayer affordability campaigns to promote education of customer bills and the impact of usage to our electric and gas customers. A new customer bill design, based on surveys of gas customers, was rolled out in Massachusetts in November 2025. We also focused on budget billing and energy efficiency options for our customers. |

  62. Operational Performance Goals Assessment

    | Goal | Outcome | | Advance the Company’s commitment to equity with customers, communities and key stakeholders. | • We engaged community partners with support and information on our business and programs, and the Company purchased approximately $47 million in historic and affordable housing tax credits which support important projects in key communities across Connecticut. The Company received the United Way Pioneer Valley Champions Award for its development of an Environmental Justice mapping tool. | | Execute the approximately $900 million Energy Efficiency Plan budget for Connecticut, Massachusetts and New Hampshire. | • To support increased energy efficiency goals in Connecticut, Massachusetts and New Hampshire, we executed the $900 million Energy Efficiency Plan with increased focus on equity and customer centric electrification. We implemented other initiatives including electric vehicle charging, innovation pilots, battery storage, and federal projects. | | • The Committee determined this goal to have attained a 165 percent performance result. | |

  63. Operational Performance Goals Assessment

    • CLEAN ENERGY EXECUTION:

  64. Operational Performance Goals Assessment

    | Goal | Outcome | | Integrate gas and electric systems planning to promote the ability to assess reliable non-pipe alternatives (NPA) enabling electrification. | • During 2025, Eversource implemented a formal structure and framework to assess the viability of NPA to electrify customer heating needs without compromising reliability of the underlying gas infrastructure and increasing ratepayer burden. The NPA framework, a model tariff and cost recovery proposal were filed with the Climate Compliance Plan. | | Execute the recently approved Massachusetts Electric Sector Modernization Plan to enable a clean energy future in support of state policies. | • Eversource successfully completed the final year of the 2022-2025 Massachusetts Department of Public Utilities authorized grid modernization plan. We deployed over 3,000 monitoring and control devices in Massachusetts substations and distribution lines which increased the visibility and control of the grid to improve reliability and integrate distributed energy resources to meet or exceed regulatory commitment. | | Plan, develop and build transmission infrastructure to facilitate the interconnection of clean, renewable energy projects. | • In 2025, Eversource broke ground on the $1.8 billion Greater Cambridge Energy Program, an innovative package of transmission and distribution upgrades to meet expected increases in electric demand, support key industries driving Massachusetts’ economy, and enable electrification and decarbonization. The project, which includes a first-of-its-kind underground substation, required ongoing close partnership with the Cambridge Redevelopment Authority, the real estate owner, and other public and private partners to achieve siting approval. | | Expand the development of utility-owned solar and geothermal technology. | • In 2025, the Company advanced its Control Room of the Future initiative by deploying the first distribution management system (DMS) into service in Massachusetts. The DMS will provide control room operators visibility reflecting the impact of solar generation, electric vehicles and other factors impacting power flow across the grid and enable self-healing automation to dynamically restore customers by re-routing power flows within one minute of the start of an outage. • Our geothermal pilot demonstrated strong geothermal system performance through the winter and summer seasons. We received a grant for the expansion loop in Framingham, Massachusetts on the geothermal project from the DOE. | | Execute Distributed Energy Resource (DER) initiatives in Massachusetts. | • We advanced our DER Initiatives in line with the Massachusetts DPU four-year mandate by continuing project planning for future construction of approved major clean energy interconnection hubs to enable renewable energy projects. | | • The Committee determined this goal to have attained a 160 percent performance result. | |

  65. Individual Performance Factors Considered by the Committee

    Individual Performance Factors Considered by the Committee It is the Committee’s philosophy to provide incentives for Company executives to work together as a highly effective, integrated team to achieve or exceed the financial, operational, safety, customer, sustainability and strategic goals and objectives. The Committee also reviews and assesses individual executive performance. The Committee based the annual incentive payments on team performance and the Committee’s assessment of each executive’s individual performance in supporting the performance goals, additional achievements, and overall, Company results. With respect to the Chief Executive Officer, the Committee and the independent Trustees assessed his performance. Mr. Nolan’s annual incentive payment of $3,000,000, which reflects a modest three percent increase above the 145 percent funded pool, but is largely aligned with the scorecard result, reflects his and the Company’s strong overall 2025 performance. Mr. Nolan’s performance in leading the Company towards a successful year overall, in managing the challenging divestiture from our offshore wind business, in the Company’s continuing efforts in all areas of environmental and social responsibility, and in overcoming several challenges resulting from substantial storm activity, employee benefits cost increases, the continuing impacts of interest rate hikes, high inflation, and supply chain issues. In determining final annual incentive awards for the other Named Executive Officers, the Compensation Committee considered each executive’s performance against pre- established individual objectives, leadership contributions, and impact on the Company’s financial, operational, and strategic results. While the overall executive incentive pool was funded at 145 percent of target, the Committee approved individual payout levels above the funded pool for certain executives whose contributions materially exceeded expectations and advanced key corporate priorities under the direction of the Chief Executive Officer. The Committee approved individual incentive payout levels above the funded pool for Mr. Moreira and Mr. Hunt in recognition of their outstanding impact on the Company’s strategic objectives, operational execution, and enterprise-wide initiatives. In approving these adjustments, the Committee noted that both executives delivered results that materially advanced the Company’s long-term strategic priorities and exceeded expectations for their respective roles. Based on the recommendations of the Chief Executive Officer as to executives other than himself, the Committee approved annual incentive program payments for the active Named Executive Officers noted in the Summary Compensation Table. These payments reflected the individual and team contributions of those Named Executive Officers in achieving the goals and the additional accomplishments and the overall performance of the Company. Based on the approved scorecard results, the annual incentive pool for the entire Eversource executive population was funded at 145 percent of target and the Chief Executive Officer managed the allocation of this overall pool. Following a comprehensive assessment of individual and team performance for the CEO, other Named Executive Officers, and the remaining executives, actual awards, which included NEO awards above the 145 percent target, did not exceed the approved 145 percent pool.

  66. 2025 Annual Incentive Program Awards

    2025 Annual Incentive Program Awards

  67. 2025 Annual Incentive Program Awards

    | | 2025 Base Salary | 2025 Annual Incentive Target | 2025 Company Performance Factor | 2025 Incentive at 145% Performance Factor | 2025 Final Annual Incentive Payout | | | ($) | (%) | (%) | ($) | ($) | | Joseph R. Nolan, Jr. | 1,442,000 | 140% | 145% | 2,927,000 | 3,000,000 | | John M. Moreira | 876,000 | 80% | 145% | 1,016,000 | 1,300,000 | | Paul W. Chodak III | 876,000 | 80% | 145% | 1,016,000 | 1,016,000 | | Gregory B. Butler | 754,000 | 70% | 145% | 765,000 | 700,000 | | James W. Hunt, III | 568,000 | 70% | 145% | 577,000 | 750,000 |

  68. Long-Term Incentive Program

    Long-Term Incentive Program Our long-term incentive program is intended primarily to focus on the Company’s longer-term strategic goals and to also help retain our executives. A new three-year program commences every year. Performance Shares are designed to reward long-term achievements as measured against pre-established performance measures. RSUs are designed to provide executives with an incentive to increase the value of the Company’s common shares in alignment with shareholder interests, while also serving as a retention component for executive talent. As noted earlier in the proxy statement and at the beginning of the CD&A and as a result of the feedback we received during engagement sessions with key stakeholders, for 2026, the Compensation Committee adopted a provision that caps performance share payouts at 100 percent of target if cumulative absolute TSR is negative over the three-year performance period. We believe these compensation elements create a focus on continued Company and share price growth to further align the interests of our executives with the interests of our shareholders. Long-Term Incentive Program

  69. Performance Share Grants

    Performance Share Grants

  70. Performance Shares under the 2025 – 2027, 2024 – 2026, and 2023 – 2025 Programs

    Performance Shares under the 2025 – 2027, 2024 – 2026, and 2023 – 2025 Programs For the 2025 – 2027 Program, the Committee determined it would continue to measure performance using the following objective, formulaic method: (i) average diluted recurring earnings per share growth (EPSG); and (ii) relative total shareholder return (TSR) measured against the performance of companies that comprise the EEI Index. As in previous years, the Committee selected EPSG and TSR as performance measures because the Committee continues to believe that they are generally recognized as the best indicators of overall corporate performance. The Committee considers it a best practice to use a combination of relative and absolute metrics, with absolute EPS growth serving as a key input to shareholder value and relative TSR serving as the output. The number of Performance Shares awarded at the end of the three-year period ranges from zero percent to 200 percent of target, depending on EPSG and relative TSR performance as set forth in the performance matrix below. Performance Share grants are based on a percentage of annualized base salary at the time of the grant and are measured in dollars. The target number of shares under the 2025 – 2027 Program for our Named Executive Officers ranged from 105 percent to 424 percent of base salary. Vesting at 100 percent of target occurs at various combinations of EPSG and TSR performance as set forth in the chart that follows. In addition, the value of any performance shares that actually vest may increase or decrease over the vesting period based on the Company’s share price performance. The number of performance shares granted at target were approved as set forth in the table below. The Committee and the independent members of the Board determined the Performance Share grants for the Chief Executive Officer. Based on input from the Chief Executive Officer, the Committee determined the Performance Share grants for each of the other executive officers, including the other Named Executive Officers. For all three programs, the Committee used the same performance measures of EPSG and TSR. The performance chart set forth below describes how the Performance Share payout was determined under the 2023 – 2025, the 2024 – 2026 and the 2025 – 2027 Programs. Three-year average EPSG is cross-referenced with the actual three-year TSR percentile to determine actual performance share payout as a percentage of target.

  71. 2023 – 2025, 2024 – 2026 and 2025 – 2027 Long-Term Incentive Program Performance Share Potential Payout

    2023 – 2025, 2024 – 2026 and 2025 – 2027 Long-Term Incentive Program Performance Share Potential Payout

  72. 2023 – 2025, 2024 – 2026 and 2025 – 2027 Long-Term Incentive Program Performance Share Potential Payout

    | Three-Year Average EPS Growth | | 10.0% | | 9.0% | | 8.0% | | 7.0% | | 6.0% | | 5.0% | | 4.0% | | 3.0% | | 2.0% | | 1.0% | | 0.0% | | Below 0% |

  73. 2023 – 2025, 2024 – 2026 and 2025 – 2027 Long-Term Incentive Program Performance Share Potential Payout

    | Three-Year Relative Total Shareholder Return Percentiles | | | | | | | | | | | Below 10th | 20th | 30th | 40th | 50th | 60th | 70th | 80th | 90th | Above 90th | | 100% | 110% | 130% | 140% | 150% | 160% | 170% | 180% | 190% | 200% | | 90% | 100% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | 190% | | 80% | 90% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | 180% | | 70% | 80% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | 170% | | 60% | 70% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | 160% | | 40% | 60% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | 150% | | 30% | 40% | 60% | 80% | 90% | 100% | 110% | 120% | 130% | 140% | | — | 20% | 40% | 70% | 80% | 90% | 100% | 110% | 120% | 130% | | — | — | 20% | 60% | 70% | 80% | 90% | 100% | 110% | 120% | | — | — | — | 30% | 50% | 60% | 70% | 80% | 100% | 110% | | — | — | — | 10% | 20% | 30% | 40% | 50% | 60% | 70% | | — | — | — | — | 10% | 20% | 30% | 40% | 50% | 60% |

  74. 2025 – 2027 Long-Term Incentive Program: Performance Share and Restricted Share Grants at Target

    2025 – 2027 Long-Term Incentive Program: Performance Share and Restricted Share Grants at Target

  75. 2025 – 2027 Long-Term Incentive Program: Performance Share and Restricted Share Grants at Target

    | Named Executive Officer | 2025 Base Salary | 2025 Target LTI Award as a % of Base Salary | 2025 Target LTI Award | Share Price* | 2025 Target Award of Performance Share Units (Rounded) | 2025 Target Award of Restricted Share Units (Rounded) | | | ($) | (%) | ($) | ($) | (#) | (#) | | Joseph R. Nolan, Jr. | 1,442,000 | 600% | 8,652,000 | 57.11 | 113,623 | 37,874 | | John M. Moreira | 876,000 | 265% | 2,321,000 | 57.11 | 30,481 | 10,160 | | Paul W. Chodak III | 876,000 | 240% | 2,102,000 | 57.11 | 27,605 | 9,202 | | Gregory B. Butler | 754,000 | 180% | 1,357,000 | 57.11 | 17,821 | 5,940 | | James W. Hunt, III | 568,000 | 180% | 1,022,000 | 57.11 | 13,421 | 4,474 |

  76. 2025 – 2027 Long-Term Incentive Program: Performance Share and Restricted Share Grants at Target

    * Ten-day stock price average ending January 28, 2025 (day before grant)

  77. Results of the 2023 – 2025 Performance Share Program

    Results of the 2023 – 2025 Performance Share Program 2023 – 2025 Performance Shares vested at 44 percent of target, meaningfully below the target, due to our disappointing share price performance over the period, which ended on December 31, 2025. Taking into account the change in the Company’s share price since the grant date further reduces the final payout to 34 percent of target. Specifically, the actual performance level achieved under the Program was a three-year average adjusted EPS growth of 5.2 percent and a three-year total shareholder return in the bottom quartile, which, when interpolated in accordance with the criteria established by the Committee, resulted in vesting performance share units at 44 percent of target. 2023, 2024 and 2025 non-GAAP earnings per share, as described in Exhibit A, were the basis for performance level assessment determined by the Committee at its January 27, 2026 meeting. At that meeting, the Committee confirmed that the actual results achieved were calculated in accordance with established performance criteria. The number of performance shares awarded to the Named Executive Officers were approved as set forth in the table below. While this was a disappointing result, the payouts demonstrate the pay-for-performance alignment of our long-term incentive program. The Committee’s most recent long-term incentive cycle resulted in below-target vesting, providing clear evidence that the Company’s compensation program is both reasonable and operating exactly as intended. The vesting outcome demonstrates that the long term incentive framework applies meaningful performance rigor, calibrates payouts to multi-year results, and avoids unwarranted rewards when performance does not fully meet expectations. The below-target vesting level underscores the strength of our goal-setting process. Performance ranges are established at levels that require sustained, above-market execution to achieve target or higher payouts. The outcome confirms that these goals were demanding and that the program does not produce automatic or inflated awards. Instead, vesting varied in line with the Company’s broader financial, operational, and shareholder-value performance over the three-year period. This result also reinforces alignment with shareholder interests. When shareholders experienced more moderate returns, the long-term incentive program produced correspondingly lower payouts, reflecting the principles of pay-for-performance and ensuring that executives share in both the upside and downside of the Company’s long-term results. This symmetry is a core expectation of institutional investors and proxy advisors, and the most recent cycle demonstrates the effectiveness of the design. Finally, the below-target outcome confirms that the program appropriately balances rewards and risk. By tying vesting to multi-year metrics rather than short-term factors, the framework encourages executives to pursue sustainable value creation and prevents payouts that are inconsistent with overall performance. The Committee believes these results provide strong validation that the long term incentive program remains reasonable, well-calibrated, and aligned with both market best practices and long-term shareholder value.

  78. Results of the 2023 – 2025 Performance Share Program

    | 2023 – 2025 Long-Term Incentive Program Performance Share Awards | | | Named Executive Officer | Performance Share Award | | Joseph R. Nolan, Jr. | 35,282 | | John M. Moreira | 8,426 | | Paul Chodak III | 5,522 | | Gregory B. Butler | 5,992 | | James W. Hunt, III | 3,506 |

  79. Results of the 2023 – 2025 Performance Share Program

    CHIEF EXECUTIVE OFFICER SUMMARY PERFORMANCE SHARES REALIZED VALUE VS. GRANT DATE FAIR VALUE The CEO performance share awards earned for the 2021-2023, 2022-2024, and 2023-2025 performance periods each represented less than 50 percent of the original grant date fair value of the performance share award after considering payout factors and the change in the value of underlying award units over the performance period:

  80. Restricted Share Units (RSUs)

    Restricted Share Units (RSUs)

  81. General

    General Each RSU granted under the long-term incentive program entitles the holder to receive one common share at the time of vesting. All RSUs granted under the long-term incentive program vest in equal annual installments over three years. RSU holders are eligible to receive reinvested dividend units on outstanding RSUs held by them to the same extent that dividends are declared and paid on our common shares. Reinvested dividend equivalents are accounted for as additional RSUs that accrue and are distributed with the common shares issued upon vesting of the underlying RSUs. Common shares, including any additional common shares in respect of reinvested dividend equivalents, are not issued for any RSUs that do not vest. The Committee determined RSU grants for each executive officer participating in the long-term incentive program. RSU grants are based on a percentage of annualized base salary at the time of the grant. In 2025, the percentage used for each Named Executive Officer was based on their position in the Company and ranged from 45 percent to 150 percent of base salary. The Committee reserves the right to increase or decrease the RSU grant from target for each executive officer under exceptional circumstances. The Committee and all other independent members of the Board determined the RSU grants for the Chief Executive Officer. Based on input from our Chief Executive Officer, the Committee determined the RSU grants for each of the other executive officers, including the other Named Executive Officers. All RSUs are granted on the date of the Committee meeting at which they are approved. RSU grants are subsequently converted from a percent of salary into common share equivalents by dividing the value of each grant by the average closing price for our common shares over the ten trading days prior to the date of the grant. RSU grants at 100 percent of target were approved as set forth in the table below.

  82. General

    | | RSU Grants | | | | Named Executive Officer | 2023 | 2024 | 2025 | | Joseph R. Nolan, Jr. | 23,392 | 37,530 | 37,874 | | John M. Moreira | 5,587 | 10,413 | 10,160 | | Paul Chodak III(1) | | 9,429 | 9,202 | | Gregory B. Butler | 3,973 | 6,092 | 5,940 | | James W. Hunt, III | 2,325 | 4,585 | 4,474 |

  83. Contractual Agreements

    Contractual Agreements We currently maintain contractual agreements and programs with certain executives that provide for potential compensation in the event of certain terminations, including termination following a Change in Control. These agreements and programs were made to attract and retain high quality executives and to ensure executive focus on Company business during the period leading up to a potential Change in Control. The agreements are “double-trigger” agreements that provide executives with compensation in the event of a Change in Control followed by termination of employment due to one or more of the events set forth in the agreements, while still providing an incentive to remain employed with the Company for the transition period that follows. Under the agreements and programs, certain compensation is generally payable if, during the applicable change in control period, the executive is involuntarily terminated (other than for cause) or terminates employment for “good reason.” These agreements and programs are described more fully in the Tables following this CD&A under “Payments Upon Termination.”

  84. Equity Grant Practices

    Equity Grant Practices Equity awards noted in the compensation tables are made annually at the late January or early February meetings of the Compensation Committee (subject to further approval by all of the independent members of the Board of Trustees of the Chief Executive Officer’s award) when the Committee also determines base salary, annual incentive opportunities, long-term incentive compensation grants, and annual and long-term performance plan awards. The date of this meeting is chosen at least a year in advance, and therefore awards are not coordinated with the release of material non-public information. In certain circumstances, including the hiring or promotion of an officer, the Compensation Committee may approve grants to be effective at other times. The Company does not currently grant stock options to its employees.

  85. SUMMARY COMPENSATION TABLE

    SUMMARY COMPENSATION TABLE The table below summarizes the total compensation paid or earned by our principal executive officer (Mr. Nolan), our principal financial officer (Mr. Moreira), and the three other most highly compensated executive officers in 2025, determined in accordance with the applicable SEC disclosure rules (collectively, the Named Executive Officers). As explained in the tables and footnotes below, the amounts reflect the economic benefit to each Named Executive Officer of the compensation item paid or accrued on their behalf for the fiscal year ended December 31, 2025 in accordance with such rules. All salaries, annual incentive amounts and long-term incentive amounts shown for each Named Executive Officer were paid for all services rendered to the Company and its subsidiaries, in all capacities.

  86. SUMMARY COMPENSATION TABLE

    | Name and Principal Position | Year | Salary | Stock Awards(2) | Non-Equity Incentive Plan(3) | Change in Pension Value and Non-Qualified Deferred Earnings(4) | All Other Compensation(5) | SEC Total | Adjusted SEC Total(6) | | Joseph R. Nolan, Jr. Chairman, President and Chief Executive Officer | 2025 | $1,432,308 | $9,020,890 | $3,000,000 | $1,482,022 | $51,948 | $14,987,168 | $13,505,146 | | | 2024 | 1,384,770 | 7,510,128 | 2,450,000 | 2,188,733 | 44,523 | 13,578,154 | 11,389,421 | | | 2023 | 1,325,001 | 8,018,396 | 1,630,000 | 7,832,472 | 79,708 | 18,885,577 | 11,053,105 | | John M. Moreira Executive Vice President, Chief Financial Officer and Treasurer | 2025 | 870,002 | 2,419,969 | 1,300,000 | 1,132,875 | 35,015 | 5,757,862 | 4,624,987 | | | 2024 | 826,925 | 2,083,794 | 1,000,000 | 854,742 | 25,760 | 4,791,221 | 3,936,479 | | | 2023 | 721,156 | 1,915,025 | 564,000 | 981,136 | 27,436 | 4,208,753 | 3,227,617 | | Paul W. Chodak III(1) Executive Vice President and Chief Operating Officer | 2025 | 870,002 | 2,191,672 | 1,016,000 | 103,200 | 36,237 | 4,217,111 | 4,113,911 | | | 2024 | 850,002 | 1,886,789 | 850,000 | — | 431,633 | 4,018,424 | 4,018,424 | | Gregory B. Butler Executive Vice President and General Counsel | 2025 | 748,924 | 1,414,850 | 700,000 | 94,739 | 10,500 | 2,969,012 | 2,874,273 | | | 2024 | 727,156 | 1,219,021 | 600,000 | — | 10,919 | 2,557,096 | 2,557,096 | | | 2023 | 703,421 | 1,361,778 | 468,000 | 55,219 | 13,652 | 2,602,071 | 2,546,852 | | James W. Hunt, III Executive Vice President, Corporate Relations and Sustainability and Secretary | 2025 | 564,078 | 1,065,557 | 750,000 | 216,123 | 42,825 | 2,638,583 | 2,422,460 | | | 2024 | 547,309 | 902,247 | 525,000 | 184,241 | 24,000 | 2,182,798 | 1,998,557 | | | 2023 | 636,462 | 796,877 | 368,000 | 230,842 | 25,250 | 2,057,432 | 1,826,590 |

  87. SUMMARY COMPENSATION TABLE

    (1) Mr. Chodak was not a Named Executive Officer in 2023. (2) RSUs were granted to each Named Executive Officer in 2025 as long-term compensation, which vest in equal annual installments over three years. Each of the Named Executive Officers was also granted performance shares as long-term incentive compensation. These performance shares will vest based on the extent to which the performance conditions described in the CD&A are achieved as of December 31, 2027. The grant date fair values for the performance shares, assuming achievement of the highest level of both performance conditions, are as follows: Mr. Nolan: $10,170,395; Mr. Moreira: $2,728,354; Mr. Chodak: $2,470,924; Mr. Butler: $1,595,158 and Mr. Hunt: $1,201,314. Holders of RSUs and performance shares are eligible to receive dividend equivalent units on outstanding awards to the same extent that dividends are declared and paid on our common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with those common shares that are issued upon vesting of the underlying RSUs and performance shares. No dividends are paid unless and until the underlying shares vest. (3) Consists of payments to the Named Executive Officers under the 2025 Annual Incentive Program. (4) Includes the actuarial increase in the present value from December 31, 2024 to December 31, 2025 of the Named Executive Officers’ accumulated benefits under all of our defined benefit pension programs and agreements, determined using interest rate and mortality rate assumptions consistent with those appearing in the footnotes to our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The Named Executive Officer may not be fully vested in such amounts. Mr. Chodak does not participate in any retirement plans. More information on this topic is set forth in the Pension Benefits table. There were no above-market earnings in deferred compensation value during 2025, as the terms of the Deferred Compensation Plan provide for market-based investments, including Eversource Energy common shares. Please see page 65 and 66. Includes matching contributions allocated by us to the accounts of Named Executive Officers under the 401k Plan as follows: $14,000 for each of Messrs. Nolan, Hunt and Moreira; $21,000 for Mr. Chodak; and $10,500 for Mr. Butler. For Mr. Nolan, the value shown includes financial planning services valued at $9,725, a Company-owned vehicle provided to Mr. Nolan, valued at $7,275, and home security systems provided to Mr. Nolan in accordance with the Company’s security protocols, valued at $20,948. For Mr. Moreira, the value shown includes financial planning services valued at $14,055 and a Company-owned vehicle provided to Mr. Moreira, valued at $6,960. For Mr. Chodak, the value shown includes relocation services valued at $10,537 and a Company-owned vehicle provided to Mr. Chodak, valued at $4,700. For Mr. Hunt, the value shown includes financial planning services valued at $24,125, and a Company-owned vehicle provided to Mr. Hunt, valued at $4,700. Mr. Butler did not receive perquisites valued in the aggregate in excess of $10,500. The amounts in the Adjusted SEC Total column reflect an adjustment to the total compensation reported in the column marked SEC Total. The Adjusted SEC Total subtracts the actuarial change in pension value disclosed in the column titled “Change in Pension Value and Non-Qualified Deferred Earnings” as further described in footnote 4 above in order to reflect compensation earned during the year by the executive without consideration of pension benefit impacts. The amounts in this column differ from, and are not a substitute for, the amounts noted in the SEC Total.

  88. GRANTS OF PLAN-BASED AWARDS DURING 2025

    GRANTS OF PLAN-BASED AWARDS DURING 2025 The Grants of Plan-Based Awards Table below provides information on the range of potential payouts under all incentive plan awards during the fiscal year ended December 31, 2025. The table also discloses the underlying equity awards and the grant date for equity-based awards. We have not granted any stock options since 2002.

  89. GRANTS OF PLAN-BASED AWARDS DURING 2025

    | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards | | | Estimated Future Payouts Under Equity Incentive Plan Awards(1) | | | All Other Stock Awards: Number of Shares of Stock or Units (#)(2) | Grant Date Fair Value of Stock and Option Awards ($)(3) | | Name | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target (#) | Maximum (#) | | | | Joseph R. Nolan, Jr. | | | | | | | | | | | Annual Incentive(4) | 01/29/25 | $1,009,500 | $2,019,000 | $4,038,000 | — | — | — | — | — | | Long-Term Incentive(5) | 01/29/25 | — | — | — | — | 113,623 | 227,246 | 37,874 | $9,020,890 | | John M. Moreira | | | | | | | | | | | Annual Incentive(4) | 01/29/25 | 350,500 | 701,000 | 1,402,000 | — | — | — | — | — | | Long-Term Incentive(5) | 01/29/25 | — | — | — | — | 30,481 | 60,962 | 10,160 | 2,419,969 | | Paul W. Chodak III | | | | | | | | | | | Annual Incentive(4) | 01/29/25 | 350,500 | 701,000 | 1,402,000 | — | — | — | — | — | | Long-Term Incentive(5) | 01/29/25 | — | — | — | — | 27,605 | 55,210 | 9,202 | 2,191,672 | | Gregory B. Butler | | | | | | | | | | | Annual Incentive(4) | 01/29/25 | 264,000 | 528,000 | 1,056,000 | — | — | — | — | — | | Long-Term Incentive(5) | 01/29/25 | — | — | — | — | 17,821 | 35,642 | 5,940 | 1,414,850 | | James W. Hunt, III | | | | | | | | | | | Annual Incentive(4) | 01/29/25 | 199,000 | 398,000 | 796,000 | — | — | — | — | — | | Long-Term Incentive(5) | 01/29/25 | — | — | — | — | 13,421 | 26,842 | 4,474 | 1,065,557 |

  90. GRANTS OF PLAN-BASED AWARDS DURING 2025

    (1) Reflects the number of performance shares granted to each of the Named Executive Officers on January 29, 2025 under the 2025 – 2027 Long-Term Incentive Program. Performance shares were granted subject to a three-year Performance Period that ends on December 31, 2027. At the end of the Performance Period, common shares will be awarded based on actual performance results as a percentage of target, subject to reduction for applicable payroll withholding taxes. Holders of performance shares are eligible to receive dividend equivalent units on outstanding performance shares awarded to them to the same extent that dividends are declared and paid on our common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with the number of common shares underlying the performance shares that are actually awarded. No dividends are paid unless and until the underlying shares vest. (2) Reflects the number of RSUs granted to each of the Named Executive Officers on January 29, 2025 under the 2025 – 2027 Long-Term Incentive Program. RSUs vest in equal installments on February 15, 2026, 2027 and 2028. We will distribute common shares with respect to vested RSUs on a one-for-one basis following vesting, after reduction for applicable payroll withholding taxes. Holders of RSUs are eligible to receive dividend equivalent units on outstanding RSUs awarded to them to the same extent that dividends are declared and paid on our common shares. Dividend equivalent units are accounted for as additional common shares that accrue and are distributed simultaneously with those common shares actually distributed in respect of the underlying RSUs. No dividends are paid unless and until the underlying shares vest. (3) Reflects the grant date fair value, determined in accordance with FASB ASC Topic 718, of RSUs and performance shares granted to the Named Executive Officers on January 29, 2025 under the 2025 – 2027 Long-Term Incentive Program. (4) The threshold payment under the Annual Incentive Program is 50 percent of target. The actual payments in 2026 for performance in 2025 are set forth in the Non-Equity Incentive Plan column of the Summary Compensation Table and in the CD&A. Reflects the range of potential payouts, if any, pursuant to performance share awards under the 2025 – 2027 Long-Term Incentive Program, as described in the CD&A.

  91. OPTION EXERCISES AND STOCK VESTED IN 2025

    OPTION EXERCISES AND STOCK VESTED IN 2025 The following table reports amounts realized on equity compensation that vested during the fiscal year ended December 31, 2025. The Stock Awards columns report the vesting of RSU and performance share grants to the Named Executive Officers in 2025. There were no options exercised as the Company has not granted options since 2002.

  92. OPTION EXERCISES AND STOCK VESTED IN 2025

    | | Stock Awards | | | Name | Number of Shares Acquired on Vesting (#)(1) | Value Realized on Vesting(2) | | Joseph R. Nolan, Jr. | 70,494 | $4,338,191 | | John M. Moreira | 8,435 | 519,073 | | Paul W. Chodak III | 13,579 | 875,716 | | Gregory B. Butler | 13,138 | 808,525 | | James W. Hunt, III | 7,801 | 480,082 |

  93. OPTION EXERCISES AND STOCK VESTED IN 2025

    (1) Includes RSUs and performance shares granted to our Named Executive Officers under our long-term incentive programs, including dividend reinvestment, as follows:

  94. OPTION EXERCISES AND STOCK VESTED IN 2025

    | Name | 2022 Program | 2023 Program | 2024 Program | | Joseph R. Nolan, Jr. | 48,863 | 8,513 | 13,118 | | John M. Moreira | 2,593 | 2,033 | 3,809 | | Paul W. Chodak III | 4,078 | 6,206 | 3,296 | | Gregory B. Butler | 9,564 | 1,446 | 2,129 | | James W. Hunt, III | 5,278 | 846 | 1,677 |

  95. OPTION EXERCISES AND STOCK VESTED IN 2025

    In all cases, we reduce the distribution of common shares by that number of shares valued in an amount sufficient to satisfy payroll tax withholding obligations. (2) Values realized on vesting of RSUs granted under the 2022 – 2024, 2023 – 2025 and 2024 – 2026 Programs were based on $61.54 per share, the closing price of Eversource Energy common shares on February 15, 2025. Values realized on vesting of performance shares granted under the 2021 – 2023 Program were based on $61.54 per share, the closing price of Eversource Energy common shares on February 15, 2025.

  96. PENSION BENEFITS IN 2025

    PENSION BENEFITS IN 2025 The Pension Benefits Table shows the estimated present value of accumulated retirement benefits payable to each Named Executive Officer upon retirement based on the assumptions described below. The table distinguishes between benefits available under the qualified pension plan program (QP), the supplemental pension program (SERP), and the supplemental pension (Excess). See the narrative above in the CD&A under the captions “Other Benefits — Retirement Benefits” and “Contractual Agreements” for additional information on benefits under these plans and our agreements. The values shown in the Pension Benefits Table for Messrs. Nolan, Moreira, and Hunt were calculated as of December 31, 2025 based on benefit payments in the form of a lump sum. For Mr. Butler, we assumed a payment of benefits in the form of a contingent annuitant option. Such earned pension program benefit value could otherwise have changed because of the reduction in mortality factors and potentially rising interest rates. Mr. Chodak participates in a Cash Balance Defined Benefits program which is based on age and service contributions. The values shown in this Table for the Named Executive Officers were based on benefit payments on the actual ages or the earliest possible ages for retirement with unreduced benefits for the Named Executive Officers: Mr. Nolan: age 62, Mr. Moreira: age 62, Mr. Butler: age 62 and Mr. Hunt: age 55. In addition, we determined benefits under the qualified pension program using tax code limits in effect on December 31, 2025. For Messrs. Nolan, Moreira and Hunt, the values shown reflect actual 2025 salary and annual incentives earned in 2025 but paid in 2026 (per applicable supplemental program rules). For Mr. Butler, the values shown reflect actual 2025 salary and annual incentives earned in 2025 but paid in 2026 (per applicable supplemental program rules). We determined the present value of benefits at retirement age using the discount rate within a range of 5.31 percent to 5.42 percent under ASC 715-30 pension accounting for the 2025 fiscal year end measurement as of December 31, 2025. This present value assumes no pre-retirement mortality, turnover or disability. However, for the postretirement period beginning at retirement age, we used the 2025 IRS lump sum mortality table for Messrs. Nolan and Moreira. We used the Pri2012 Employee Table Projected Generationally with Scale MP2021 for Mr. Butler. This mortality table and projection scale were used by the Eversource Pension Plan for year-end 2025 financial disclosure. Additional assumptions appear in the footnotes to our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

  97. Pension Benefits

    Pension Benefits

  98. Pension Benefits

    | Name | Plan Name | Number of Years Credited Service (#) | Present Value of Accumulated Benefits | During Last Fiscal Year | | Joseph R. Nolan, Jr. | Retirement Plan (QP) | 40.42 | $1,452,358 | $— | | | Supplemental Plan (Excess) | 40.42 | 14,054,560 | — | | | Supplemental Plan (SERP) | 20.00 | 11,949,578 | — | | John M. Moreira | Retirement Plan (QP) | 25.67 | 1,054,589 | — | | | Supplemental Plan (Excess) | 25.67 | 4,028,013 | — | | Paul Chodak III | Retirement Plan (QP) | 2.08 | 21,000 | — | | | Supplemental Plan (Excess) | 2.08 | 82,200 | — | | Gregory B. Butler | Retirement Plan (QP) | 29.00 | 1,668,290 | — | | | Supplemental Plan (Excess) | 29.00 | 6,379,110 | — | | | Supplemental Plan (Excess) | 29.00 | 3,171,000 | — | | James W. Hunt, III | Retirement Plan (QP) | 13.25 | 480,184 | — | | | Supplemental Plan (Excess) | 13.25 | 947,250 | — |

  99. NONQUALIFIED DEFERRED COMPENSATION IN 2025

    NONQUALIFIED DEFERRED COMPENSATION IN 2025 The following table reports amounts contributed in 2025, together with aggregate earnings on contributions and withdrawals or distributions on contributions in 2025, under the Company’s deferred compensation program, along with aggregate balances on contributions. See the narrative above in the CD&A under the caption “Other Benefits — Deferred Compensation” for more detail on our non-qualified deferred compensation program.

  100. NONQUALIFIED DEFERRED COMPENSATION IN 2025

    | Name | Executive Contributions in Last FY | Registrant Contributions in Last FY | Aggregate Earnings in Last FY | Aggregate Withdrawals/ Distributions | Aggregate Balance at Last FYE(1) | | Joseph R. Nolan, Jr. | $— | $— | $1,492,691 | $— | $8,762,149 | | John M. Moreira | — | — | — | — | — | | Paul W. Chodak III | — | — | 12,184 | — | 83,269 | | Gregory B. Butler | — | — | 5,022 | — | 30,393 | | James W. Hunt, III | — | — | — | — | — |

  101. NONQUALIFIED DEFERRED COMPENSATION IN 2025

    (1) Includes the total market value of deferred compensation program balances at December 31, 2025, plus the value of vested RSUs or other awards for which the distribution of common shares is currently deferred, based on $67.33 the closing price of our common shares on December 31, 2025, the last trading day of the year. The aggregate balances reflect a significant level of earnings on previously earned and deferred compensation.

  102. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL The discussion and tables below show compensation payable to each Named Executive Officer who was employed on December 31, 2025 in the event of: (i) voluntary termination; (ii) involuntary not-for-cause termination; (iii) termination in the event of death or disability; and (iv) termination following a change in control. No amounts are payable in the event of a termination for cause. The amounts shown assume that each termination was effective as of December 31, 2025, the last business day of the fiscal year. Generally, a “change in control” means a change in ownership or control effected through (i) the acquisition of 30 percent or more of the combined voting power of common shares or other voting securities; (ii) the acquisition of more than 50 percent of our common shares; (iii) a change in the majority of the Board of Trustees, unless approved by a majority of the incumbent Trustees; (iv) certain reorganizations, mergers or consolidations where substantially all of the persons who were the beneficial owners of the outstanding common shares immediately prior to such business combination do not beneficially own more than 50 percent of the voting power of the resulting business entity (excluding in certain cases defined transactions); and (v) complete liquidation or dissolution of the Company, or a sale or disposition of all or substantially all of the assets of the Company. In the event of a change in control, the Named Executive Officers are generally entitled to receive compensation and benefits following either involuntary termination of employment without “cause” or voluntary termination of employment for “good reason” within the applicable period (generally two years following a change in control). The Compensation Committee believes that termination for good reason is conceptually the same as termination “without cause” and, in the absence of this provision, potential acquirers would have an incentive to constructively terminate executives to avoid paying severance. Termination for “cause” generally means termination due to a felony or certain other convictions; fraud, embezzlement, or theft in the course of employment; intentional, wrongful damage to Company property; gross misconduct or gross negligence in the course of employment or gross neglect of duties harmful to the Company; or a material breach of obligations under the agreement. “Good reason” for termination generally exists after assignment of duties inconsistent with executive’s position, a material reduction in compensation or benefits, a transfer of more than 50 miles from the executive’s pre-change in control principal business location (or for Mr. Nolan, an involuntary transfer outside the greater Boston metropolitan area), or requiring business travel to a substantially greater extent than required prior to the change in control. The summaries above do not purport to be complete and are qualified in their entirety by the actual terms and provisions of the agreements and plans, copies of which have been filed as exhibits to our Annual Report on Form 10-K for the year ended December 31, 2025.

  103. Payments Upon Termination

    Payments Upon Termination Regardless of the manner in which the employment of a Named Executive Officer terminates, the executive is entitled to receive certain amounts earned during the executive’s term of employment. Such amounts include: Vested RSUs and certain other vested awards; • Amounts contributed and any vested matching contributions under the deferred compensation program; • Pay for unused vacation; and • Amounts accrued and vested under the pension/ supplemental and 401k programs (except in the event of a termination for cause under the supplemental program). The following table describes additional compensation payable to the Named Executive Officers in the event of voluntary termination, involuntary termination not for cause, termination in the event of death or disability and termination following a change in control. No benefits are provided in the event of termination for cause. See the section above captioned “Pension Benefits in 2025” for information about the pension program, supplemental program and other benefits, and the section captioned “Nonqualified Deferred Compensation in 2025.”

  104. POST EMPLOYMENT COMPENSATION PAYMENTS UPON TERMINATION

    POST EMPLOYMENT COMPENSATION PAYMENTS UPON TERMINATION

  105. POST EMPLOYMENT COMPENSATION PAYMENTS UPON TERMINATION

    | | Type of Payments | Voluntary Termination | Involuntary Termination Not for Cause | Termination Upon Death or Disability | Termination Following a Change in Control | | Joseph R. Nolan, Jr. | Cash Severance(1) | $— | $— | $— | $11,676,000 | | | Annual Incentives(2) | — | — | — | 2,019,000 | | | Performance Shares(3) | 13,613,196 | 13,613,196 | 13,613,196 | 21,723,229 | | | RSUs(4) | 2,363,686 | 2,363,686 | 2,363,686 | 5,117,056 | | | Special Retirement Benefit(5) | — | — | — | 6,442,801 | | | Health and Welfare Benefits(6) | — | — | — | 113,134 | | | Perquisites(7) | — | — | — | 60,000 | | | Excise Tax and Gross-ups(8) | — | — | — | 13,219,858 | | | Total | $15,976,882 | $15,976,882 | $15,976,882 | $60,371,078 | | John M. Moreira | Cash Severance(1) | $— | $1,577,000 | $— | $3,154,000 | | | Annual Incentives(2) | — | — | — | 701,000 | | | Performance Shares(3) | 3,544,024 | 3,544,024 | 3,544,024 | 5,745,174 | | | RSUs(4) | 626,405 | 626,405 | 626,405 | 1,372,089 | | | Health and Welfare Benefits(6) | — | 23,370 | — | 46,739 | | | Total | $4,170,429 | $5,770,799 | $4,170,429 | $11,019,002 | | Paul W. Chodak III | Cash Severance(1) | $— | $1,577,000 | $— | $3,154,000 | | | Annual Incentives(2) | — | — | — | 701,000 | | | Performance Shares(3) | — | — | — | 4,879,912 | | | RSUs(4) | — | — | — | 1,535,390 | | | Health and Welfare Benefits(6) | — | 33,234 | — | 66,467 | | | Total | $— | $1,610,234 | $— | $10,336,769 | | Gregory B. Butler | Cash Severance(1) | $— | $2,564,000 | $— | $3,846,000 | | | Annual Incentives(2) | — | — | — | 701,000 | | | Performance Shares(3) | 3,522,757 | 3,522,757 | 3,522,757 | 3,522,757 | | | RSUs(4) | 820,578 | 820,578 | 820,578 | 820,578 | | | Health and Welfare Benefits(6) | — | 50,685 | — | 76,028 | | | Perquisites(7) | — | 24,000 | — | 36,000 | | | Total | $4,343,335 | $6,982,020 | $4,343,335 | $9,002,363 | | James W. Hunt, III | Cash Severance(1) | $— | $966,000 | $— | $1,932,000 | | | Annual Incentives(2) | — | — | — | 398,000 | | | Performance Shares(3) | — | — | — | ― | | | RSUs(4) | — | — | — | 315,238 | | | Health and Welfare Benefits(6) | — | 32,702 | — | 65,405 | | | Total | $— | $998,702 | $— | $2,710,643 |

  106. POST EMPLOYMENT COMPENSATION PAYMENTS UPON TERMINATION

    (1) For Involuntary Termination Not for Cause: For Mr. Moreira, Mr. Chodak and Mr. Hunt, represents a severance payment of the sum of base salary plus annual incentive award at target. For Mr. Butler, represents a severance payment of two times the sum of base salary plus annual incentive award at target. For Termination Following a Change in Control: For Mr. Nolan, this payment equals three times the sum of base salary plus relevant annual incentive award, for Mr. Butler this payment equals three times the sum of base salary plus annual incentive award at target. For Mr. Moreira, Mr. Chodak and Mr. Hunt, this payment equals two times the sum of base salary plus annual incentive award at target. These payments do not replace, offset or otherwise affect the calculation or payment of the annual incentive awards. (2) For Termination Following a Change in Control: Represents target 2025 annual incentive awards as described in the Grants of Plan Based Awards Table. For Voluntary Termination, Involuntary Termination Not for Cause, and Termination Upon Death or Disability for Mr. Butler, represents 100 percent of performance share awards under the 2023 – 2025, 2024 – 2026 and 2025 – 2027 Long Term Incentive Programs. For Voluntary Termination, Involuntary Termination Not For Cause, and Termination Upon Death or Disability for Messrs. Nolan and Moreira, represents 100 percent of the performance share awards under the 2023 – 2025 Long-Term Incentive Program, 67 percent of the performance share awards under the 2024 – 2026 Long-Term Incentive Program, and 33 percent of the performance share awards under the 2025 – 2027 Long-Term Incentive Program. The values were calculated by multiplying the number of performance shares by $67.33, the closing price of our common shares on December 31, 2025, the last trading day of the year. For Termination Following a Change in Control: Represents 100 percent of the performance share awards under each of the three Programs noted in the previous two sentences. (4) For Voluntary Termination, Involuntary Termination Not for Cause, and Termination Upon Death or Disability: Represents values of RSUs granted under our long-term incentive programs that, at year-end 2025, were unvested under applicable vesting schedules. Under these programs, RSUs vest pro rata based on credited service years and age at termination, and time worked during the vesting period. For all, the values were calculated by multiplying the number of RSUs by $67.33, the closing price of our common shares on December 31, 2025, the last trading day of the year. For Termination Following a Change in Control: Represents values of all RSUs granted under our long-term incentive programs that, at year-end 2025, were unvested under applicable vesting schedules, all of which vest in full. (5) For Termination Following a Change in Control: Represents actuarial present values at year-end 2025 of amounts payable solely under employment agreements upon termination (which are in addition to amounts due under the pension program). For Mr. Nolan, pension benefits were calculated by adding three years of service. A lump sum of this benefit value is payable to Mr. Nolan. Pension amounts shown in the table are present values at year-end 2025 of benefits payable upon termination as described with respect to the Pension Benefits Table above. (6) The amount noted in the Involuntary Termination Not for Cause: Represents for Mr. Butler the value of two years of employer contributions toward active health, long-term disability, and life insurance benefits, plus a payment to offset any taxes thereon. The amounts shown in the table for Mr. Moreira, Mr. Chodak and Mr. Hunt represent the value of one year continued health and welfare plan participation. For Termination Following a Change in Control: Represents estimated Company cost at year-end 2025 (estimated by our consultants) of providing post-employment health and welfare benefits beyond those available to non-executives upon involuntary termination. The amounts shown in the table represent the value of continued health and welfare plan participation (three years for Mr. Nolan and two years for Mr. Moreira, Mr. Chodak and Mr. Hunt.) The amounts shown in the table for Mr. Butler represent the value of three years’ of employer contributions toward active health, long-term disability, and life insurance benefits, plus a payment to offset any taxes on the value of these benefits, less the value of one year of retiree health coverage at retiree rates. (7) The amount for Involuntary Termination Not for Cause: Represents Company cost of reimbursing Mr. Butler for two years of financial planning and tax preparation fees. For Termination Following a Change in Control: Represents Company cost of reimbursing Mr. Nolan and Mr. Butler for three years of financial planning and tax preparation fees. (8) For Termination Following a Change in Control: Represents payments made to offset costs associated with certain excise taxes under Section 280G of the Internal Revenue Code. Executives may be subject to certain excise taxes under Section 280G if they receive payments and benefits related to a Termination Following a Change in Control that exceed specified Internal Revenue Service limits. Contractual agreements with the above executives provide for a grossed-up reimbursement of these excise taxes. The amounts in the table are based on the Section 280G excise tax rate of 20 percent, the statutory federal income tax withholding rate of 35 percent, the applicable state income tax rate, and the Medicare tax rate of 1.45 percent.

  107. Pay Ratio

    Pay Ratio Our Chief Executive Officer to median employee pay ratio is calculated pursuant to the requirements of Item 402(u) of Regulation S-K. We identify a new median employee each year. For 2025, we identified the median employee by reviewing the 2025 total cash compensation of all full-time employees, excluding our Chief Executive Officer, who were employed by the Company and its subsidiaries on December 31, 2025. In our assessment of median employee compensation, we annualized pay for those employees who commenced work during 2025. Otherwise, we did not make any assumptions, adjustments, or estimates with respect to total cash compensation, and we did not annualize the compensation for any full-time employees who were not employed by the Company at the end of 2025. We believe the use of total cash compensation for all employees is a consistently applied compensation measure, as the Company does not widely distribute annual equity awards to employees. After identifying the median employee based on total cash compensation, we calculated the annual total compensation for such employee using the same methodology we use for our named executive officers as set forth in the 2025 Summary Compensation Table. Mr. Nolan had 2025 total compensation of $14,987,168. Our median employee’s annual total compensation for 2025 was $144,330. Our 2025 Chief Executive Officer to median employee pay ratio is 104 to 1.

  108. Pay Versus Performance

    Pay Versus Performance Pursuant to Item 402(v) of Regulation S-K, we are providing the following information regarding certain measures of the relationship between executive compensation and our financial performance for each of the last five completed calendar years. In determining the Compensation Actually Paid (CAP) to our NEOs, we make various adjustments to amounts that have been previously reported in the Summary Compensation Table (SCT) in previous years, as the SEC’s valuation methods for this section differ from those required in the SCT. Note that for our NEOs other than our principal executive officer (the PEO), compensation is reported as average compensation. In the 2025 Annual Incentive Program Performance Assessment as well as the Long-Term Incentive Program sections of the CD&A, we describe all of the elements that have a direct connection to the Company’s financial performance and to the CAP of the Company’s PEO and the NEOs as a group (excluding the PEO). As the majority of total direct compensation is provided to our PEO and NEOs through long-term incentives, the Company’s stock price also has a direct relationship to the CAP.

  109. Pay Versus Performance

    | | | | | | | | Value of Initial Fixed $100 Investment Based on | | | | | Fiscal Year | SCT Total PEO #1(1) | CAP PEO #1(1) | SCT Total PEO #2(1) | CAP PEO #2(1) | Average SCT Non-PEO NEOs(2) | CAP Non-PEO NEOs(2) | Company TSR(3) | Peer Group TSR(3) | Net Income (GAAP) | Company Selected Measure (EPS Non-GAAP)(4) | | a | b | c | d | e | f | g | h | i | j | k | | 1 (2025) | 14,987,168 | 15,201,278 | | | 3,895,642 | 3,840,979 | 94 | 144 | 1,692.4 | 4.76 | | 2 (2024) | 13,578,154 | 9,503,340 | | | 3,496,586 | 2,647,958 | 77 | 129 | 811.7 | 4.57 | | 3 (2023) | 18,885,577 | 7,429,247 | | | 2,936,041 | 1,135,182 | 79 | 108 | -442.2 | 4.34 | | 4 (2022) | 12,959,134 | 10,858,066 | | | 3,410,910 | 2,951,647 | 103 | 118 | 1,404.9 | 4.09 | | 5 (2021) | 6,467,078 | 5,120,192 | 10,220,941 | 10,910,465 | 4,157,260 | 3,471,045 | 108 | 117 | 1,220.5 | 3.86 |

  110. Pay Versus Performance

    (1) The PEOs for each year are as follows: a. 2025, 2024, 2023, 2022 and 2021 — Joseph R. Nolan, Jr. b. 2021 — James J. Judge. Mr. Nolan became the Company’s Chief Executive Officer on May 5, 2021 (2) The Non-PEO NEOs for each year are as follows: a. 2025 — John Moreira, Paul Chodak III, James W. Hunt, III and Gregory B. Butler b. 2024 — John Moreira, Paul Chodak III, Susan Sgroi and Gregory B. Butler c. 2023 — John M. Moreira, Gregory B. Butler, Christine M. Carmody, James W. Hunt, III and Werner J. Schweiger d. 2022 — John M. Moreira, Gregory B. Butler, Christine M. Carmody, Werner J. Schweiger, James J. Judge and Philip J. Lembo e. 2021 — Philip J. Lembo, Werner J. Schweiger, Gregory B. Butler and Christine M. Carmody (3) The values disclosed in this TSR column represent the measurement period value of an investment of $100 in our units as of December 31, 2020, and then valued again on each of December 31, 2021, December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025 as compared to the EEI Index, as disclosed in our Annual Report on Form 10-K for fiscal year ended 2025 pursuant to Item 201(e) of Regulation S-K (4) Set forth in Footnote 1 on page 39 and Exhibit A to the CD&A is a full description of how non-GAAP EPS was determined. The Company believes non-GAAP EPS is a very important measure to investors and which is indicative of Company performance; accordingly, it represents a significant factor in determining both annual and long term executive compensation. To calculate CAP for our PEOs and Non-PEO NEOs in the table above, the following amounts were deducted and added to the values as reported in the SCT:

  111. Pay Versus Performance

    | Fiscal Year | SCT Total PEO #1 | Pension Deducted from SCT | Pension Service Value Added to SCT | Stock Awards Deducted from SCT | Fair Value of Equity Awards Granted during the Year and Remained Unvested at Year-End | Change in Fair Value of Unvested Equity Awards that Vested During the Year | Change in Fair Value of Unvested Equity Grants | CAP PEO #1 | | a | b | c | d | e | f | g | h | i | | 1 (2025) | 14,987,168 | -1,482,022 | 685,290 | -9,020,890 | 8,014,871 | 659,329 | 1,357,533 | 15,201,278 | | 2 (2024) | 13,578,154 | -2,188,733 | 1,444,389 | -7,510,128 | 7,266,337 | -308,543 | -2,778,136 | 9,503,340 | | 3 (2023) | 18,885,577 | -7,832,472 | 689,828 | -8,018,396 | 6,023,948 | -182,331 | -2,136,906 | 7,429,247 | | 4 (2022) | 12,959,134 | -2,143,443 | 429,463 | -6,825,923 | 6,749,195 | -235,802 | -74,557 | 10,858,066 | | 5 (2021) | 6,467,078 | -1,705,782 | 336,850 | -1,441,650 | 1,546,319 | -201,335 | 118,712 | 5,120,192 |

  112. Pay Versus Performance

    | Fiscal Year | SCT Total PEO #2 | Pension Deducted from SCT | Pension Service Value Added to SCT | Stock Awards Deducted from SCT | Fair Value of Equity Awards Granted during the Year and Remained Unvested at Year-End | Change in Fair Value of Unvested Equity Awards that Vested During the Year | Change in Fair Value of Unvested Equity Grants | CAP PEO #2 | | a | b | c | d | e | f | g | h | i | | (2021) | 10,220,941 | 0 | 845,242 | -6,786,337 | 7,279,051 | -1,266,246 | 617,814 | 10,910,465 |

  113. Pay Versus Performance

    | Fiscal Year | Average SCT Non-PEO NEOs | Pension Deducted from SCT | Pension Service Value Added to SCT | Stock Awards Deducted from SCT | Fair Value of Equity Awards Granted during the Year and Remained Unvested at Year-End | Change in Fair Value of Unvested Equity Awards that Vested During the Year | Change in Fair Value of Unvested Equity Grants | Average CAP Non-PEO NEOs | | a | b | c | d | e | f | g | h | i | | 1 (2025) | 3,895,642 | -386,734 | 45,661 | -1,773,012 | 1,575,285 | 89,152 | 394,985 | 3,840,979 | | 2 (2024) | 3,496,586 | -213,686 | 15,887 | -1,687,365 | 1,632,591 | -86,350 | -509,706 | 2,647,958 | | 3 (2023) | 2,936,041 | -478,864 | 84,416 | -1,451,776 | 827,273 | -102,269 | -679,639 | 1,135,182 | | 4 (2022) | 3,410,910 | -69,941 | 162,780 | -2,054,232 | 2,031,140 | -419,104 | -109,907 | 2,951,647 | | 5 (2021) | 4,157,260 | -1,205,814 | 530,849 | -1,408,117 | 1,510,350 | -238,540 | 125,057 | 3,471,045 |

  114. Analysis of the Information Presented in the Pay Versus Performance Table

    Analysis of the Information Presented in the Pay Versus Performance Table Overall, while we measure EPS on a recurring basis, the Committee took into consideration the loss from our previous offshore wind investments that had a negative impact on the Company and our shareholders. Accordingly, we note that CAP for our PEOs and Non-PEO NEOs has trended lower than their respective SCT numbers and is flat in comparison for 2025. The lower stock prices after grant as well as the impact of interest rates on the present value of qualified and non-qualified pension plans also impacted the CAP from 2021 to 2024. As set forth in the Overview of Our Compensation Program section of the CD&A, the Compensation Committee balances short-term goals with long-term goals, using performance-based incentive compensation to reward individual and team performance to align the interests of executives with shareholders, customers, and employees. Therefore, any single measure of Company performance for a particular period will not necessarily align with “compensation actually paid” as computed under SEC rules, which reflects, among other things, changes in stock price and/or the probable outcomes of performance goals for previously granted equity awards. In accordance with Item 402(v) of Regulation S-K, the Company is providing the following comparisons of the relationships regarding information presented in the Pay Versus Performance table.