10-Q - SCE-PG - Equibles

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended September 30, 2024
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to


Commission<br>File Number	Exact Name of Registrant<br>as specified in its charter	State or Other Jurisdiction of<br>Incorporation or Organization	IRS Employer<br>Identification Number
1-9936	EDISON INTERNATIONAL	California	95-4137452
1-2313	SOUTHERN CALIFORNIA EDISON COMPANY	California	95-1240335


EDISON INTERNATIONAL	SOUTHERN CALIFORNIA EDISON COMPANY

2244 Walnut Grove Avenue	2244 Walnut Grove Avenue
(P.O. Box 976)	(P.O. Box 800)
Rosemead , California ** 91770**	Rosemead , California ** 91770**
(Address of principal executive offices)	(Address of principal executive offices)
(626) ** 302-2222**	(626) ** 302-1212**
(Registrant's telephone number, including area code)	(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Edison International:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	EIX	NYSE LLC

Southern California Edison Company: None.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.


Edison International	Yes ☑ No ☐	Southern California Edison Company	Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).


Edison International	Yes ☑ No ☐	Southern California Edison Company	Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-12 of the Exchange Act.


Edison International	Large Accelerated Filer	Accelerated Filer	Non-accelerated Filer	Smaller Reporting Company	Emerging growth company
	☑	☐	☐	☐	☐
Southern California Edison Company	Large Accelerated Filer	Accelerated Filer	Non-accelerated Filer	Smaller Reporting Company	Emerging growth company
	☐	☐	☑	☐	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Edison International	☐	Southern California Edison Company	☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


Edison International	Yes ☐ No ☑	Southern California Edison Company	Yes☐ No ☑

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:


Common Stock outstanding as of October 22, 2024:
Edison International	387,150,269 Shares
Southern California Edison Company	434,888,104 Shares

Table of Contents TABLE OF CONTENTS

		SEC Form 10-Q
		Reference Number
GLOSSARY	iv
FORWARD-LOOKING STATEMENTS	1
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	4	Part I, Item 2
MANAGEMENT OVERVIEW	4
Highlights of Operating Results	4
2025 General Rate Case	6
Cost of Capital Trigger	7
Capital Program	7
Southern California Wildfires and Mudslides	8
RESULTS OF OPERATIONS	9
Southern California Edison Company	9
Three months ended September 30, 2024 versus September 30, 2023	10
Earning Activities	10
Cost-Recovery Activities	11
Nine months ended September 30, 2024 versus September 30, 2023	12
Earning Activities	12
Cost-Recovery Activities	13
Supplemental Operating Revenue Information	14
Income Taxes	14
Edison International Parent and Other	14
Loss from Operations	14
LIQUIDITY AND CAPITAL RESOURCES	14
Southern California Edison Company	14
Available Liquidity	15
Regulatory Proceedings	15
Capital Investment Plan	17
Decommissioning of San Onofre	17
Margin and Collateral Deposits	17
Edison International Parent and Other	18
Edison International Income taxes	19
Historical Cash Flows	19
Southern California Edison Company	19
Edison International Parent and Other	22
Contingencies	22
MARKET RISK EXPOSURES	22

Table of Contents	CRITICAL ACCOUNTING ESTIMATES AND POLICIES	22
NEW ACCOUNTING GUIDANCE	23
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	23	Part I, Item 3
FINANCIAL STATEMENTS	24	Part I, Item 1
Edison International Consolidated Statements of Income	24
Edison International Consolidated Statements of Comprehensive Income	25
Edison International Consolidated Balance Sheets	26
Edison International Consolidated Statements of Cash Flows	28
SCE Consolidated Statements of Income	29
SCE Consolidated Statements of Comprehensive Income	29
SCE Consolidated Balance Sheets	30
SCE Consolidated Statements of Cash Flows	32
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS	33
Note 1. Summary of Significant Accounting Policies	33
Note 2. Consolidated Statements of Changes in Equity	37
Note 3. Variable Interest Entities	40
Note 4. Fair Value Measurements	42
Note 5. Debt and Credit Agreements	45
Note 6. Derivative Instruments	46
Note 7. Revenue	48
Note 8. Income Taxes	49
Note 9. Compensation and Benefit Plans	50
Note 10. Investments	51
Note 11. Regulatory Assets and Liabilities	52
Note 12. Commitments and Contingencies	53
Note 13. Equity	66
Note 14. Accumulated Other Comprehensive Loss	67
Note 15. Other Income	67
Note 16. Supplemental Cash Flows Information	68
Note 17. Related-Party Transactions	68
CONTROLS AND PROCEDURES	69	Part I, Item 4
Disclosure Controls and Procedures	69
Changes in Internal Control Over Financial Reporting	69
Jointly Owned Utility Plant	69
LEGAL PROCEEDINGS	69	Part II, Item 1
2017/2018 Wildfire/Mudslide Events	69
Environmental Proceedings	70		ii

Table of Contents

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	70	Part II, Item 2
Share Repurchase Program	70
P urchases of Equity Securities by Edison International and Affiliated Purchasers	71
OTHER INFORMATION	71	Part II Item 5
EXHIBITS	72	Part II, Item 6
SIGNATURES	73

This combined Form 10-Q is separately filed by Edison International and SCE. Information contained in this document relating to SCE is filed by Edison International and separately by SCE. SCE makes no representation as to information relating to Edison International or its subsidiaries, except as it may relate to SCE and its subsidiaries.

iii

Table of Contents GLOSSARY

The following terms and abbreviations appearing in the text of this report have the meanings indicated below.


2017/2018 Wildfire/Mudslide Events		the Thomas Fire, the Koenigstein Fire, the Montecito Mudslides and the Woolsey Fire, collectively
2023 Form 10-K		Edison International's and SCE's combined Annual Report on Form 10-K for the year ended December 31, 2023
2023 MD&A		Edison International's and SCE's MD&A for the calendar year 2023, which was included in the 2023 Form 10-K
AB 1054		California Assembly Bill 1054, executed by the governor of California on July 12, 2019
AB 1054 Excluded Capital Expenditures		$1.6 billion in wildfire risk mitigation capital expenditures that SCE has excluded from the equity portion of SCE's rate base as required under AB 1054
AB 1054 Liability Cap		a cap on the aggregate requirement to reimburse the Wildfire Insurance Fund over a trailing three calendar year period which applies if certain conditions are met and is equal to 20% of the equity portion of the utility's transmission and distribution rate base, excluding general plant and intangibles, in the year of the applicable prudency determination
ARO(s)		asset retirement obligation(s)
CAISO		California Independent System Operator
Cal Advocates		the California Public Advocates Office
CAL OES		California Governor's Office of Emergency Services
Capistrano Wind		a group of wind projects referred to as Capistrano Wind
Capital Structure Compliance Period		January 1, 2023 to December 31, 2025, the current compliance period for SCE's CPUC authorized capital structure
CCAs		community choice aggregators which are cities, counties, and certain other public agencies with the authority to generate and/or purchase electricity for their local residents and businesses
CPUC		California Public Utilities Commission
CSRP		Customer Service Re-platform, a customer service system implemented in April 2021
DGC		the decommissioning general contractor engaged by SCE to undertake a significant scope of decommissioning activities at San Onofre
ECS		SCE commercial telecommunications services operated under the name of Edison Carrier Solutions
EIS		Edison Insurance Services, Inc., a wholly-owned subsidiary of Edison International licensed to provide insurance to Edison International and its subsidiaries
Electric Service Provider		an entity other than an investor-owned utility or CCA that provides electric power and ancillary services to retail customers
ERRA		Energy Resource Recovery Account
Fast curve settings		protective settings, used to mitigate the risk of wildfires in high fire risk areas, that enable SCE to more quickly shut off power when an electrical fault occurs than under traditional settings
FERC		Federal Energy Regulatory Commission
Fitch		Fitch Ratings, Inc.
GAAP		generally accepted accounting principles in the United States
GHG		greenhouse gas
GRC		general rate case
IRA		Inflation Reduction Act of 2022
Koenigstein Fire		a wind-driven fire that originated near Koenigstein Road in the City of Santa Paula in Ventura County, California, on December 4, 2017
MD&A		Management's Discussion and Analysis of Financial Condition and Results of Operations

Table of Contents

Montecito Mudslides		the debris flows and flooding in Montecito, Santa Barbara County, California, that occurred in January 2018
Moody's		Moody's Investors Service, Inc.
MW		Megawatt(s)
NDCTP		Nuclear Decommissioning Cost Triennial Proceeding, a CPUC proceeding to review decommissioning costs
NERC		North American Electric Reliability Corporation
NRC		United States Nuclear Regulatory Commission
OEIS		Office of Energy Infrastructure Safety of the California Natural Resources Agency
Other 2017/2018 Wildfires		Collectively, all the wildfires that originated in Southern California in 2017 or 2018 where SCE's equipment has been or may be alleged to be associated with the fire's ignition, except for the Thomas Fire, the Koenigstein Fire and the Woolsey Fire
Other Wildfires		Collectively, the Other 2017/2018 Wildfires and the Post-2018 Wildfires
PABA		Portfolio Allocation Balancing Account
Palo Verde		nuclear electric generating facility located near Phoenix, Arizona in which SCE holds a 15.8% ownership interest
PBOP(s)		postretirement benefits other than pension(s)
PG&E		Pacific Gas & Electric Company
Post-2018 Wildfires		Collectively, all the wildfires that originated in Southern California after 2018 where SCE's equipment has been or may be alleged to be associated with the fire's ignition
PSPS		Public Safety Power Shutoff(s)
ROE		return on common equity
RPS		California's Renewables Portfolio Standard
S&P		Standard & Poor's Financial Services LLC
San Onofre		retired nuclear generating facility located in south San Clemente, California in which SCE holds a 78.21% ownership interest
SCE		Southern California Edison Company, a wholly-owned subsidiary of Edison International
SCE Recovery Funding LLC		a bankruptcy remote, wholly owned special purpose subsidiary, consolidated by SCE
SDG&E		San Diego Gas & Electric Company
SEC		U.S. Securities and Exchange Commission
SED		Safety and Enforcement Division of the CPUC
SED Agreement		an agreement dated October 21, 2021 between SCE and the SED regarding the 2017/2018 Wildfire/Mudslide Events and three other 2017 wildfires
Thomas Fire		a wind-driven fire that originated in the Anlauf Canyon area of Ventura County, California, on December 4, 2017
TKM		collectively, the Thomas Fire, the Koenigstein Fire and the Montecito Mudslides
TKM Settlement Agreement		a settlement agreement entered into between SCE and the California Public Advocates Office in August 2024 in the CPUC-jurisdictional rate recovery proceeding related to TKM
Track 4		Track 4 of the 2021 GRC, which addressed SCE's revenue requirement for 2024
Trio		Edison Energy, LLC, an indirect wholly-owned non-utility subsidiary of Edison International, a global energy advisory firm providing integrated sustainability and energy solutions to commercial, industrial and institutional customers doing business as "Trio"
WCCP		Wildfire Covered Conductor Program
WMP		a wildfire mitigation plan required to be filed under AB 1054 to describe a utility's plans to construct, operate, and maintain electrical lines and equipment that will help minimize the risk of catastrophic wildfires caused by such electrical lines and equipment
Wildfire Insurance Fund		the insurance fund established under AB 1054
Woolsey Fire		a wind-driven fire that originated in Ventura County in November 2018

Table of Contents FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect Edison International's and SCE's current expectations and projections about future events based on Edison International's and SCE's knowledge of present facts and circumstances and assumptions about future events and include any statements that do not directly relate to a historical or current fact. Other information distributed by Edison International and SCE that is incorporated in this report, or that refers to or incorporates this report, may also contain forward-looking statements. In this report and elsewhere, the words "expects," "believes," "anticipates," "estimates," "projects," "intends," "plans," "probable," "may," "will," "could," "would," "should," "targets," and variations of such words and similar expressions, or discussions of strategy or plans, are intended to identify forward-looking statements. Such statements necessarily involve risks and uncertainties that could cause actual results to differ materially from those anticipated. Some of the risks, uncertainties and other important factors that could cause results to differ from those currently expected, or that otherwise could impact Edison International and SCE, include, but are not limited to the:

●	ability of SCE to recover its costs through regulated rates, timely or at all, including uninsured wildfire-related and debris flow-related costs (including amounts paid for self-insured retention and co-insurance), costs incurred to mitigate the risk of utility equipment causing future wildfires, and increased costs due to supply chain constraints, inflation and rising interest rates;
●	impact of affordability of customer rates on SCE's ability to execute its strategy, including the impact of affordability on the regulatory approval of operations and maintenance expenses, and proposed capital investment projects;
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●	ability of SCE to implement its operational and strategic plans, including its WMP and capital investment program;
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●	risks of regulatory or legislative restrictions that would limit SCE's ability to implement operational measures to mitigate wildfire risk, including PSPS and fast curve settings, when conditions warrant or would otherwise limit SCE's operational practices relative to wildfire risk mitigation;
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●	ability of SCE to obtain safety certifications from OEIS;
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●	risk that AB 1054 does not effectively mitigate the significant exposure faced by California investor-owned utilities related to liability for damages arising from catastrophic wildfires where utility facilities are alleged to be a substantial cause, including the longevity of the Wildfire Insurance Fund and the CPUC's interpretation of and actions under AB 1054, including its interpretation of the prudency standard clarified by AB 1054;
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●	risks associated with the operation of electrical facilities, including worker and public safety issues, the risk of utility assets causing or contributing to wildfires, failure, availability, efficiency, and output of equipment and facilities, and availability and cost of spare parts;
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●	physical security of Edison International's and SCE's critical assets and personnel and the cybersecurity of Edison International's and SCE's critical information technology systems for grid control, and business, employee and customer data;
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●	ability of Edison International and SCE to effectively attract, manage, develop and retain a skilled workforce, including its contract workers;
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●	decisions and other actions by the CPUC, the FERC, the NRC and other governmental authorities, including decisions and actions related to nationwide or statewide crisis, approval of regulatory proceeding settlements, determinations of authorized rates of return or return on equity, the recoverability of wildfire-related and debris flow-related costs, issuance of SCE's wildfire safety certification, wildfire mitigation efforts, approval and implementation of electrification programs, and delays in executive, regulatory and legislative actions;
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Table of Contents

●	potential for penalties or disallowances for non-compliance with applicable laws and regulations, including fines, penalties and disallowances related to wildfires where SCE's equipment is alleged to be associated with ignition;
●	extreme weather-related incidents (including events caused, or exacerbated, by climate change, such as wildfires, debris flows, flooding, droughts, high wind events and extreme heat events) and other natural disasters (such as earthquakes), which could cause, among other things, worker and public safety issues, property damage, rotating outages and other operational issues (such as issues due to damaged infrastructure), PSPS activations and unanticipated costs;
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●	cost and availability of labor, equipment and materials, including as a result of supply chain constraints and inflation;
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●	ability of Edison International or SCE to borrow funds and access bank and capital markets on reasonable terms;
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●	risks associated with the decommissioning of San Onofre, including those related to worker and public safety, public opposition, permitting, governmental approvals, on-site storage of spent nuclear fuel and other radioactive material, delays, contractual disputes, and cost overruns;
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●	risks associated with cost allocation resulting in higher rates for utility bundled service customers because of possible customer bypass or departure for other electricity providers such as CCAs and Electric Service Providers;
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●	risks inherent in SCE's capital investment program, including those related to project site identification, public opposition, environmental mitigation, construction, permitting, contractor performance, changes in the CAISO's transmission plans, and governmental approvals;
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●	actions by credit rating agencies to downgrade Edison International or SCE's credit ratings or to place those ratings on negative watch or negative outlook;
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●	changes in tax laws and regulations, at both the state and federal levels, or changes in the application of those laws, that could affect recorded deferred tax assets and liabilities, effective tax rates and cash flows;
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●	changes in future taxable income, or changes in tax law, that would limit Edison International's and SCE's realization of expected net operating loss and tax credit carryover benefits prior to expiration;
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●	changes in interest rates and potential future adjustments to SCE's ROE based on changes in Moody's utility bond rate index;
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●	changes in rates of inflation (including whether inflation-related adjustments to SCE's authorized revenues allowed by the public utility regulators are commensurate with inflation rates);
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●	governmental, statutory, regulatory, or administrative changes or initiatives affecting the electricity industry, including the market structure rules applicable to each market adopted by the NERC, CAISO, Western Electricity Coordinating Council, and similar regulatory bodies in adjoining regions, and changes in the United States' and California's environmental priorities that lessen the importance placed on GHG reduction and other climate related priorities;
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●	availability and creditworthiness of counterparties and the resulting effects on liquidity in the power and fuel markets and/or the ability of counterparties to pay amounts owed in excess of collateral provided in support of their obligations; and
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●	cost of fuel for generating facilities and related transportation, which could be impacted by, among other things, disruption of natural gas storage facilities, to the extent not recovered, timely or at all, through regulated rate cost escalation provisions or balancing accounts.
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Table of Contents Additional information about risks and uncertainties, including more detail about the factors described in this report, is contained throughout this report and in the 2023 Form 10-K, including the "Risk Factors" section. Readers are urged to read this entire report, including information incorporated by reference, as well as the 2023 Form 10-K, and carefully consider the risks, uncertainties, and other factors that affect Edison International's and SCE's businesses. Forward-looking statements speak only as of the date they are made and neither Edison International nor SCE are obligated to publicly update or revise forward-looking statements. Readers should review future reports filed by Edison International and SCE with the SEC. Edison International and SCE post or provide direct links to (i) certain SCE and other parties' regulatory filings and documents with the CPUC and the FERC and certain agency rulings and notices in open proceedings in a section titled "SCE Regulatory Highlights," (ii) certain documents and information related to Southern California wildfires which may be of interest to investors in a section titled "Southern California Wildfires," and (iii) presentations, documents and information that may be of interest to investors in a section titled "Presentations and Updates" at www.edisoninvestor.com in order to publicly disseminate such information. The reports, presentations, documents and information contained on, or connected to, the Edison International investor website are not deemed part of, and are not incorporated by reference into, this report.

The MD&A for the nine months ended September 30, 2024 discusses material changes in the consolidated financial condition, results of operations and other developments of Edison International and SCE since December 31, 2023 and as compared to the nine months ended September 30, 2023. This discussion presumes that the reader has read or has access to the 2023 MD&A.

Except when otherwise stated, references to each of Edison International or SCE mean each such company with its subsidiaries on a consolidated basis. References to "Edison International Parent and Other" mean Edison International Parent and its subsidiaries other than SCE and its subsidiaries and "Edison International Parent" mean Edison International on a stand-alone basis, not consolidated with its subsidiaries. Unless otherwise described, all the information contained in this report relates to both filers.

Table of Contents MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT OVERVIEW

Highlights of Operating Results

Edison International is the ultimate parent holding company of SCE and Edison Energy, LLC, doing business as Trio ("Trio"). SCE is an investor-owned public utility primarily engaged in the business of supplying and delivering electricity to an approximately 50,000 square mile area across Southern, Central and Coastal California. Trio is a global energy advisory firm providing integrated sustainability and energy solutions to commercial, industrial and institutional customers. Trio's business activities are currently not material to report as a separate business segment.

Edison International's earnings are prepared in accordance with GAAP. Management uses core earnings (loss) internally for financial planning and for analysis of performance. Core earnings (loss) are also used when communicating with investors and analysts regarding Edison International's earnings results to facilitate comparisons of the company's performance from period to period. Core earnings (loss) are a non-GAAP financial measure and may not be comparable to those of other companies. Core earnings (loss) are defined as earnings attributable to Edison International shareholders less non-core items. Non-core items include income or loss from discontinued operations and income or loss from significant discrete items that management does not consider representative of ongoing earnings, such as write downs, asset impairments and other income and expense related to changes in law, outcomes in tax, regulatory or legal proceedings, and exit activities, including sale of certain assets and other activities that are no longer continuing.

Beginning July 1, 2023, SCE implemented a customer-funded wildfire self-insurance program. With the commencement of this program, Edison International and SCE no longer consider claims-related losses for wildfires to be representative of ongoing earnings and treat such costs as non-core items. For additional information on the customer-funded self-insurance program, see "Management Overview—Customer-Funded Self-Insurance" in the 2023 MD&A. 4

Table of Contents


		Three months ended						Nine months ended
		September 30,						September 30,
(in millions)		2024		2023		Change		2024		2023		Change
Net income (loss) available to Edison International
SCE		$	602	$	239	$	363	$	1,190	$	1,029	$	161
Edison International Parent and Other			(86)		(84)		(2)		(246)		(210)		(36)
Edison International			516		155		361		944		819		125
Less: Non-core items
SCE
2017/2018 Wildfire/Mudslide Events claims and expenses, net of recoveries			(7)		(458)		451		(485)		(560)		75
Other Wildfires claims and expenses, net of recoveries^1^			(3)		(7)		4		(124)		(7)		(117)
Wildfire Insurance Fund expense			(36)		(54)		18		(109)		(159)		50
Severance costs, net of recovery			(44)		—		(44)		(44)		—		(44)
2021 NDCTP disallowance			—		—		—		—		(30)		30
Customer cancellations of certain ECS data services			—		—		—		—		(17)		17
Insurance recovery related to employment litigation matter			—		—		—		—		10		(10)
Income tax benefit^2^			25		145		(120)		213		214		(1)
Edison International Parent and Other
Customer revenues for EIS insurance contract, net of (claims)			(1)		(3)		2		(2)		42		(44)
Income tax benefit (expense)^2^			—		1		(1)		—		(9)		9
Total non-core items			(66)		(376)		310		(551)		(516)		(35)
Core earnings (loss)
SCE			667		613		54		1,739		1,578		161
Edison International Parent and Other			(85)		(82)		(3)		(244)		(243)		(1)
Edison International		$	582	$	531	$	51	$	1,495	$	1,335	$	160
1	Charges of $4 million related to claims from wildfires ignited prior to July 1, 2023 are included in core earnings for the nine months ended September 30, 2023. Core earnings in periods before the third quarter of 2023 have not been recast to exclude these charges.
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2	SCE and Edison International Parent and Other non-core items are tax-effected at an estimated statutory rate of approximately 28%; customer revenues (claims) for EIS insurance contract are tax-effected at the federal statutory rate of 21%.
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Edison International's third quarter 2024 earnings increased $361 million from the third quarter of 2023, resulting from an increase in SCE's earnings of $363 million and an increase in Edison International Parent and Other's loss of $2 million. SCE's higher net income consisted of $54 million of higher core earnings and $309 million of lower non-core loss. Edison International Parent and Other's loss increased due to $3 million of higher core loss, partially offset by $1 million of lower non-core loss. Edison International's earnings for the nine months ended September 30, 2024 increased $125 million from the nine months ended September 30, 2023, resulting from an increase in SCE's earnings of $161 million and an increase in Edison International Parent and Other's loss of $36 million. SCE's higher net income consisted of $161 million of higher core earnings. Edison International Parent and Other's loss increased due to $35 million of lower earnings in non-core items and $1 million increase in core loss.

The increase in SCE's core earnings for both the three and nine months ended September 30, 2024 from the same periods in 2023 was primarily due to higher revenue authorized in Track 4 and an increase in the authorized rate of return resulting from the cost of capital adjustment mechanism, partially offset by higher interest expense. The increase in core earnings for the nine months period was also due to recognition of previously unrecognized return on rate base related to emergency restoration related capital expenditures.

Edison International Parent and Other's core loss for the three and nine months ended September 30, 2024 were both in line with the same periods in the prior year. 5

Table of Contents Consolidated non-core items for the nine months ended September 30, 2024 and 2023 primarily included:

●	Charges of $485 million ($349 million after-tax) recorded in 2024 and $560 million ($404 million after-tax) recorded in 2023 for 2017/2018 Wildfire/Mudslide Events claims and related legal expenses, net of expected FERC recoveries. See "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies" for further information.
●	Charges of $124 million ($90 million after-tax) recorded in 2024 and $7 million ($5 million after-tax) recorded in 2023 for Other Wildfires claims and related legal expenses, net of expected insurance and regulatory recoveries. See "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies" for further information.
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●	Charges of $109 million ($78 million after-tax) recorded in 2024 and $159 million ($114 million after-tax) recorded in 2023 from the amortization of SCE's contributions to the Wildfire Insurance Fund. See "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies" for further information.
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●	Severance costs of $44 million ($32 million after-tax), net of expected FERC recovery, recorded in the third quarter of 2024 due to current and probable reductions in workforce. See "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies" for further information.
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●	A charge of $30 million ($21 million after-tax) recorded in 2023 for a disallowance related to the 2021 NDCTP. See "Liquidity and Capital Resources—SCE—Decommissioning of San Onofre" for more information.
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●	A charge of $17 million ($12 million after-tax) recorded in 2023 related to customer cancellations of certain ECS data services.
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●	Insurance recovery of $10 million ($7 million after-tax) recorded in 2023 related to settlement of an employment litigation matter. SCE and Edison International settled the matter following an atypical jury award.
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●	Expected wildfire claims of $2 million ($2 million after-tax) insured by EIS recorded in 2024 and net earnings of $42 million ($33 million after-tax) recorded in 2023 related to customer revenues for an EIS insurance contract offset by expected wildfire claims insured by EIS. See "Notes to Consolidated Financial Statements— Note 12. Commitments and Contingencies" for further information.
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See "Results of Operations" for discussion of SCE's and Edison International Parent and Other's results of operations.

2025 General Rate Case

As discussed in the 2023 Form 10-K, SCE filed its 2025 GRC application with the CPUC in May 2023, for the four-year period 2025 – 2028. In its application, SCE requested that the CPUC authorize a test year 2025 revenue requirement of approximately $10.3 billion. This represents a $1.9 billion, or 23% increase over the approximately $8.4 billion 2024 revenue requirement adopted in Track 4, prior to adjustments for updated operations and maintenance escalation rates, the CPUC's decisions to adopt SCE's 2023 to 2025 cost of capital, and the expanded customer-funded self-insurance for wildfire-related claims.

In February 2024, intervenors to the 2025 GRC proceeding, including Cal Advocates and The Utility Reform Network ("TURN"), submitted testimony in response to SCE's application. Cal Advocates and TURN recommended reductions to SCE's requests for load growth investments, infrastructure replacement, targeted undergrounding of conductors, and other areas of SCE's application.

Cal Advocates in its testimony proposed a test year 2025 revenue requirement of approximately $9.3 billion, representing an increase of approximately 11% over the 2024 revenue requirement adopted in Track 4, before the adjustments described above. While TURN did not calculate a test year 2025 revenue requirement in connection with its proposals in its testimony, 6

Table of Contents SCE estimates that TURN's proposals would result in a test year 2025 revenue requirement of approximately 12% over the 2024 revenue requirement adopted in Track 4, before the adjustments described above.

In June 2024, following amendments and other revisions to rebuttal testimony, SCE updated its 2025 revenue requirement request to $10.5 billion, and proposed post-test year revenue requirement increases of approximately $670 million, $750 million and $730 million in 2026, 2027 and 2028, respectively. The updated 2025 revenue requirement included a $220 million increase associated with the cost of capital adjustment authorized by the CPUC in a separate proceeding, which was subsequently modified by a CPUC decision in October 2024, as discussed in "—Cost of Capital Trigger."

In July 2024, the CPUC issued a decision approving SCE's request in the 2025 GRC to extend the wildfire customer-funded self-insurance through the 2025 GRC period.

In October 2024, the CPUC approved the establishment of a memorandum account to track changes in the revenue requirement between January 1, 2025, and the implementation date of the final decision, in the event that the decision is not issued in time for implementation by January 2025. While SCE and certain parties have entered into stipulations to resolve certain contested areas in the 2025 GRC, SCE cannot predict the revenue requirement the CPUC will ultimately authorize or forecast the timing of a final decision.

Cost of Capital Trigger

As discussed in the 2023 Form 10-K, the cost of capital adjustment mechanism set by the CPUC provides for an adjustment to SCE's authorized cost of capital that, when triggered, will impact SCE's results of operations and cash flows. In 2023, the cost of capital adjustment mechanism was triggered and resulted in an increase to SCE's CPUC-authorized ROE from 10.05% to 10.75% effective January 1, 2024. The resulting increase to SCE's 2024 GRC-related revenue requirement was $201 million. The cost of capital adjustment mechanism was not triggered in 2024.

In October 2024, the CPUC issued a decision modifying the cost of capital adjustment mechanism that changes the mechanism's adjustment ratio from 50% to 20% effective on January 1, 2025, and also applies to the increase that most recently triggered it in 2023. As a result, SCE's 2025 CPUC-authorized ROE will be adjusted to 10.33%. The decision reduces SCE's updated 2025 GRC-related revenue requirement by approximately $117 million. For further information, see "—2025 General Rate Case." For additional information on the cost of capital adjustment mechanism, see "Business—SCE—Overview of Ratemaking Process—CPUC" in the 2023 Form 10-K.

Capital Program

Total capital expenditures (including accruals) were $4.0 billion and $3.9 billion for the nine months ended September 30, 2024 and 2023, respectively. As discussed in the 2023 Form 10-K, SCE forecasts total capital expenditures ranging from $32.2 billion to $37.5 billion for 2024 – 2028, and weighted average annual rate base from $43.0 billion to $60.6 billion for 2024 – 2028. These capital program and rate base projections incorporate the amounts requested in the 2025 GRC application and do not reflect subsequent updates included in SCE's amended and revised rebuttal testimony. For further information regarding the capital expenditures, see "Liquidity and Capital Resources—SCE—Capital Investment Plan" below and "Management Overview—Capital Program" in the 2023 MD&A.

In May 2023, the CAISO released its 2022 – 2023 Transmission Plan based on the CPUC's projections that more than 40 gigawatts of new resources need to be added in California by 2032. As the incumbent transmission owner for a portion of these transmission projects, SCE expects to construct projects requiring capital investment of at least $2.0 billion, most of which will be incurred beyond 2028. In May 2024, the CAISO released its 2023 – 2024 Transmission Plan which identified four additional transmission projects expected to be constructed by SCE with anticipated capital expenditures of approximately $40 million in 2027 and $48 million in 2029.

In addition to projects awarded to incumbent transmission owners, the CAISO identified projects eligible for competitive solicitation. On May 20, 2024, SCE, in association with Lotus Infrastructure Global Operations, LLC ("Lotus"), was selected 7

Table of Contents as the approved project sponsor for a 30-mile overhead transmission line project connecting San Diego and Orange Counties. The project is expected to be in-service in 2032. Subject to contract finalization with the CAISO and Lotus, under the terms of the commercial arrangement with Lotus, Lotus is expected to finance and construct the project. Upon the in-service date, SCE will purchase the entire project from Lotus for approximately $325 million, subject to certain adjustments, and lease 25% of the transmission capability to Lotus. Under the proposed lease agreement, Lotus will pay approximately $81 million in prepaid rent as well as 25% of the ongoing operations and maintenance costs. As a result, SCE expects to place approximately $244 million into its transmission rate base in 2032.

Southern California Wildfires and Mudslides

2017/2018 Wildfire/Mudslide Events

As discussed in the 2023 Form 10-K, multiple lawsuits and investigations related to the 2017/2018 Wildfire/Mudslide Events have been initiated against SCE and Edison International. SCE has previously entered into settlements with a number of local public entities, subrogation and individual plaintiffs in the TKM and Woolsey Fire litigations and under the SED Agreement. As of October 22, 2024, in addition to the outstanding claims of approximately 440 of the approximately 15,000 initial individual plaintiffs, there were alleged and potential claims of certain public entity plaintiffs, including CAL OES, outstanding.

Through September 30, 2024, SCE has accrued estimated losses of $9.9 billion, recoveries from insurance of $2.0 billion, all of which have been collected, and expected recoveries through FERC electric rates of $440 million, $376 million of which has been collected, related to the 2017/2018 Wildfire/Mudslide Events claims. The after-tax net charges to earnings recorded through September 30, 2024 have been $5.4 billion.

Estimated losses for the 2017/2018 Wildfire/Mudslide Events litigation are based on a number of assumptions and are subject to change as additional information becomes available. Actual losses incurred may be higher or lower than estimated based on several factors, including the uncertainty in estimating damages that have been or may be alleged. For instance, SCE will receive additional information with respect to damages claimed as the claims mediation and trial processes progress. Other factors that can cause actual losses incurred to be higher or lower than estimated include the ability to reach settlements and the outcomes of settlements reached through the ongoing claims mediation processes, uncertainties related to the impact of outcomes of wildfire litigation against other parties and increasingly negative jury sentiments in general litigation, uncertainties related to the sufficiency of insurance held by plaintiffs, uncertainties related to the litigation processes, including whether plaintiffs will ultimately pursue claims, uncertainty as to the legal and factual determinations to be made during litigation, including uncertainty as to the contributing causes of the 2017/2018 Wildfire/Mudslide Events, the complexities associated with fires that merge and whether inverse condemnation will be held applicable to SCE with respect to damages caused by the Montecito Mudslides, and the uncertainty as to how these factors impact future settlements.

As of September 30, 2024, SCE had paid $9.3 billion under executed settlements and had $78 million to be paid under executed settlements, including $58 million to be paid under the SED Agreement, related to the 2017/2018 Wildfire/Mudslide Events. After giving effect to all payment obligations under settlements entered into through September 30, 2024, Edison International's and SCE's best estimate of expected losses for remaining alleged and potential claims related to the 2017/2018 Wildfire/Mudslide Events was $491 million. Edison International and SCE may incur a material loss in excess of amounts accrued in connection with the remaining alleged and potential claims related to the 2017/2018 Wildfire/Mudslide Events.

CPUC-Jurisdictional Rate Recovery

In August 2023, SCE filed an application to seek CPUC-jurisdictional rate recovery of prudently incurred losses related to the Thomas Fire, the Koenigstein Fire and the Montecito Mudslides. SCE also sought recovery of approximately $65 million in restoration costs in the proceeding. In August 2024, SCE and Cal Advocates filed a joint motion in the proceeding seeking 8

Table of Contents approval of the TKM Settlement Agreement between SCE and Cal Advocates. One party to the proceeding, the Wild Tree Foundation, has opposed the TKM Settlement Agreement.

Under the TKM Settlement Agreement, if approved by the CPUC, SCE will be authorized to recover 60%, or approximately $1.6 billion, of approximately $2.7 billion of losses, consisting of approximately $1.3 billion of uninsured claims paid as of May 31, 2024, and $0.3 billion of costs, composed of legal and financing costs incurred as of May 31, 2024 and estimated ongoing financing costs. SCE will also be authorized to recover 60% of claims paid and related costs incurred after May 31, 2024, other than for $125 million of uninsured claims and related financing costs which SCE waived its right to seek recovery of under the SED Agreement. Subject to approval of the TKM Settlement Agreement, SCE will request approval from the CPUC to finance the amounts authorized under the TKM Settlement Agreement through the issuance of securitized bonds. Further, SCE will be authorized to recover approximately $55 million of approximately $65 million in restoration costs incurred. In the TKM Settlement Agreement, SCE also agreed to $50 million of shareholder-funded wildfire- and public safety-related system enhancements. If the TKM Settlement Agreement is approved, SCE will be allowed to permanently exclude any after-tax charges to equity associated with the costs disallowed or funded by shareholders in the TKM Settlement Agreement and the debt issued to finance those costs from SCE's CPUC regulatory capital structure.

In October 2024, SCE filed an application to seek CPUC-jurisdictional rate recovery of $5.4 billion of prudently incurred losses related to the Woolsey Fire, consisting of approximately $4.4 billion of uninsured claims paid as of August 31, 2024 and $1.0 billion of associated costs, composed of legal and financing costs incurred as of August 31, 2024 and estimated ongoing financing costs. SCE is also seeking recovery of approximately $84 million in restoration costs in the proceeding.

Because the CPUC's decision in a cost recovery proceeding involving SDG&E arising from several 2007 wildfires in SDG&E's service area is the only directly comparable precedent available, SCE believes that there is substantial uncertainty regarding how the CPUC will interpret and apply its prudency standard to an investor-owned utility in wildfire claims related cost-recovery proceedings for fires ignited prior to the adoption of AB 1054 on July 12, 2019. Accordingly, while the CPUC has not made a determination regarding SCE's prudency relative to any of the 2017/2018 Wildfire/Mudslide Events, SCE is unable to conclude, at this time, that uninsured CPUC-jurisdictional wildfire-related costs related to the 2017/2018 Wildfire/Mudslide Events are probable of recovery through electric rates. If, and when, the CPUC adopts a final decision approving the TKM Settlement Agreement, SCE will record a regulatory asset for recoveries permitted under the agreement. SCE does not expect to record a regulatory asset for recoveries related to the Woolsey Fire at that time. SCE will continue to evaluate the facts and circumstances of the Woolsey Fire cost recovery proceeding in determining if and when a regulatory asset may be recorded.

For further information on Southern California Wildfires and Mudslides, see "Risk Factors," "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies—Initial and annual contributions to the wildfire insurance fund established pursuant to California Assembly Bill 1054," "Business—Southern California Wildfires" in the 2023 Form 10-K and "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies—Contingencies—Southern California Wildfires and Mudslides" in this report.

RESULTS OF OPERATIONS

SCE

SCE's results of operations are derived mainly through two sources:

●

Earning activities – representing revenue authorized by the CPUC and the FERC, which is intended to provide SCE with a reasonable opportunity to recover its costs and earn a return on its net investment in generation, transmission and distribution assets. The annual revenue requirements are composed of authorized operation and maintenance costs, depreciation, taxes and a return consistent with the capital structure. Also, included in earnings activities are revenue or penalties related to incentive mechanisms, other operating revenue, and regulatory charges or disallowances.

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●

Cost-recovery activities – representing CPUC- and FERC- authorized balancing accounts, which allow for recovery of specific project or program costs, subject to reasonableness review or compliance with upfront standards, as well as non-bypassable rates collected for SCE Recovery Funding LLC. Cost-recovery activities include rates which provide recovery, subject to reasonableness review of, among other things, fuel costs, purchased power costs, public purpose related-program costs (including energy efficiency and demand-side management programs), certain operation and maintenance expenses (including vegetation management and wildfire insurance), and repayment of bonds and financing costs of SCE Recovery Funding LLC. SCE earns no return on these activities.

The following table is a summary of SCE's results of operations for the periods indicated.

Three months ended September 30, 2024 versus September 30, 2023


	Three months ended September 30, 2024						Three months ended September 30, 2023
			Cost-						Cost-
	Earning		Recovery		Total		Earning		Recovery		Total
(in millions)	Activities		Activities		Consolidated		Activities		Activities		Consolidated
Operating revenue	$	2,606	$	2,582	$	5,188	$	2,387	$	2,300	$	4,687
Purchased power and fuel		—		1,898		1,898		—		1,988		1,988
Operation and maintenance		685		679		1,364		552		302		854
Wildfire-related claims, net of insurance recoveries		—		—		—		479		—		479
Wildfire Insurance Fund expense		36		—		36		54		—		54
Depreciation and amortization		698		12		710		650		15		665
Property and other taxes		163		4		167		133		5		138
Total operating expenses		1,582		2,593		4,175		1,868		2,310		4,178
Operating income (loss)		1,024		(11)		1,013		519		(10)		509
Interest expense		(390)		(13)		(403)		(353)		(16)		(369)
Other income, net		102		24		126		102		26		128
Income before income taxes		736		—		736		268		—		268
Income tax expense (benefit)		95		—		95		(1)		—		(1)
Net income		641		—		641		269		—		269
Less: Preference stock dividend requirements		39		—		39		30		—		30
Net income available to common stock	$	602	$	—	$	602	$	239	$	—	$	239

Earning Activities

Earning activities were primarily affected by the following:

●	Higher operating revenue of $219 million is primarily due to:
●	An increase in CPUC-related revenue of $188 million due to higher revenue authorized in Track 4 and an increase in the authorized rate of return resulting from the cost of capital adjustment mechanism. See "Management Overview—Cost of Capital Trigger" for more information.
---	---
●	An increase in CPUC-related revenue of $24 million due to higher wildfire mitigation expenses authorized for recovery in 2024. See "Liquidity and Capital Resources—SCE—Regulatory Proceedings" for more information.
---	---
●	Higher operation and maintenance expense of $133 million is primarily due to:
---	---
●	An increase in wildfire mitigation expense of $99 million due to higher amounts authorized in Track 4, and the recognition of previously deferred costs (offset in revenue above).
---	---
●	Severance costs of $47 million recorded in 2024 due to current and probable reductions in workforce.
---	---

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●	Charges for wildfire-related claims, net of insurance recoveries, were $479 million in 2023, primarily related to the 2017/2018 Wildfire/Mudslide Events and Other Wildfires. See "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies—Contingencies—Southern California Wildfires and Mudslides."
●	Lower wildfire insurance fund amortization expense of $18 million due to the change in the estimated life of the Wildfire Insurance Fund in the first quarter of 2024, which increased the amortization period of SCE's contributions in 2024. See "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies" for further information.
---	---
●	Higher depreciation and amortization expense of $48 million primarily due to an increase in plant balances.
---	---
●	Higher property and other taxes of $30 million primarily due to an increase in assessed property value.
---	---
●	Higher interest expense of $37 million primarily due to higher interest rates and additional long-term borrowings.
---	---
●	See "Income Taxes" below for the explanation of the $96 million increase in income tax expense.
---	---

Cost-Recovery Activities

Operating revenue and the corresponding operating expenses in cost-recovery activities were primarily affected by the following:

●	Lower purchased power and fuel expense of $90 million, primarily due to lower purchased power and gas prices, partially offset by increase in purchased power volume.
●	Higher operation and maintenance expense of $377 million primarily due to:
---	---
●	An increase in vegetation management expense of $261 million due to higher amounts authorized in Track 4 and the recognition of previously deferred costs.
---	---
●	An increase in expense of $53 million primarily due to higher expected uncollectible expenses in 2024.
---	---
●	An increase in expense of $39 million related to public purpose programs.
---	---
●	An increase in expense of $36 million related to higher transmission access charges.
---	---

Table of Contents Nine months ended September 30, 2024 versus September 30, 2023


	Nine months ended September 30, 2024						Nine months ended September 30, 2023
			Cost-						Cost-
	Earning		Recovery		Total		Earning		Recovery		Total
(in millions)	Activities		Activities		Consolidated		Activities		Activities		Consolidated
Operating revenue	$	7,662	$	5,914	$	13,576	$	6,787	$	5,799	$	12,586
Purchased power and fuel		—		4,140		4,140		—		4,453		4,453
Operation and maintenance		2,159		1,754		3,913		1,828		1,342		3,170
Wildfire-related claims, net of insurance recoveries		614		—		614		575		—		575
Wildfire Insurance Fund expense		109		—		109		159		—		159
Depreciation and amortization		2,101		35		2,136		1,937		32		1,969
Property and other taxes		461		13		474		405		20		425
Total operating expenses		5,444		5,942		11,386		4,904		5,847		10,751
Operating income (loss)		2,218		(28)		2,190		1,883		(48)		1,835
Interest expense		(1,144)		(41)		(1,185)		(968)		(29)		(997)
Other income, net		339		69		408		298		77		375
Income before income taxes		1,413		—		1,413		1,213		—		1,213
Income tax expense		94		—		94		96		—		96
Net income		1,319		—		1,319		1,117		—		1,117
Less: Preference stock dividend requirements		129		—		129		88		—		88
Net income available to common stock	$	1,190	$	—	$	1,190	$	1,029	$	—	$	1,029

Earning Activities

Earning activities were primarily affected by the following:

●	Higher operating revenue of $875 million is primarily due to:
●	An increase in CPUC-related revenue of $533 million due to higher revenue authorized in Track 4 and an increase in the authorized rate of return resulting from the cost of capital adjustment mechanism. See "Management Overview—Cost of Capital Trigger" for more information.
---	---
●	An increase in CPUC-related revenue of $355 million due to higher wildfire mitigation and emergency restoration expenses authorized for recovery in 2024. See "Liquidity and Capital Resources—SCE—Regulatory Proceedings" for more information.
---	---
●	Higher operation and maintenance expense of $331 million is primarily due to:
---	---
●	An increase in expense of $200 million related to emergency restoration costs authorized for recovery in 2024 (offset in revenue above).
---	---
●	An increase in wildfire mitigation expense of $146 million due to higher amounts authorized in Track 4, and recognition of previously deferred costs (offset in revenue above).
---	---
●	Severance costs of $47 million recorded in 2024 due to current and probable reductions in workforce.
---	---
●	A decrease in expense of $30 million related to CSRP revenue requirement approved in 2023 (offset in revenue above).
---	---
●	In 2023, SCE recognized a $30 million disallowance related to the 2021 NDCTP.
---	---
●	In 2023, SCE recorded a charge of $17 million related to customer cancellations of certain ECS data services.
---	---

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●	Charges for wildfire-related claims, net of insurance recoveries, were $614 million and $575 million in 2024 and 2023, respectively, related to the 2017/2018 Wildfire/Mudslide Events and Other Wildfires. See "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies—Contingencies—Southern California Wildfires and Mudslides."
●	Lower wildfire insurance fund amortization expense of $50 million due to the change in the estimated life of the Wildfire Insurance Fund, which increased the amortization period of SCE's contributions in 2024. See "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies" for further information.
---	---
●	Higher depreciation and amortization expense of $164 million primarily due to increased plant balances and the recognition of $48 million of previously deferred wildfire mitigation and emergency restoration related depreciation expense in 2024 (offset in revenue above).
---	---
●	Higher property and other taxes of $56 million primarily due to increased assessed property value and the recognition of $8 million of previously deferred wildfire mitigation and emergency restoration related property tax in 2024 (offset in revenue above).
---	---
●	Higher interest expense of $176 million primarily due to increased interest rates on long-term debt and balancing account overcollections, as well as additional long-term borrowings.
---	---
●	Higher other income of $41 million primarily due to increased equity allowance for funds used during construction and increased interest rates applied to balancing account undercollections.
---	---
●	Higher preference stock dividend requirements of $41 million primarily due to increased preference stock outstanding.
---	---
●	See "Income Taxes" below for the explanation of the $2 million decrease in income tax expense.
---	---

Cost-Recovery Activities

Operating revenue and the corresponding operating expenses in cost-recovery activities were primarily affected by the following:

●	Lower purchased power and fuel costs of $313 million, primarily due to lower purchased power and gas prices, partially offset by increase in purchased power volume.
●	Higher operation and maintenance costs of $412 million primarily due to:
---	---
●	An increase in vegetation management expense of $501 million due to higher amounts authorized in Track 4 and the recognition of previously deferred costs.
---	---
●	An increase in expense of $129 million related to public purpose programs.
---	---
●	An increase in expense of $125 million primarily due to higher expected uncollectible expenses in 2024.
---	---
●	An increased expense of $93 million related to higher transmission access charges.
---	---
●	In May 2023, SCE recognized $205 million of previously deferred wildfire insurance premium that provided coverage for the last six months of 2020.
---	---
●	A decrease in insurance costs of $192 million due to SCE's expanded use of customer-funded self-insurance. See "Management Overview—Customer-Funded Self-Insurance" in the 2023 Form 10-K.
---	---
●	A decrease in expense of $48 million due to lower recovery of previously deferred wildfire mitigation costs in 2024 compared to 2023.
---	---

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●	Higher interest expense of $12 million primarily due to recovery of expense associated with AB 1054 Excluded Capital Expenditures financed through securitization.

Supplemental Operating Revenue Information

As a result of the CPUC-authorized decoupling mechanism, SCE revenues are not affected by changes in volume of retail electricity sales.

Income Taxes

Compared to the same periods in 2023, SCE's income tax expense increased by $96 million for the three months ended September 30, 2024 and was comparable to the nine months ended September 30, 2024. In both periods, the key drivers were higher pre-tax income partially offset by higher flow-through tax benefits. The effective tax rates were 12.9% and (0.4)% for the three months ended September 30, 2024 and 2023, respectively. The effective tax rates were 6.7% and 7.9% for the nine months ended September 30, 2024, and 2023, respectively. SCE's effective tax rate is below the federal statutory rate of 21% for 2024 and 2023 primarily due to the CPUC's flow-through ratemaking treatment for the current tax benefit arising from certain property-related and other temporary differences, which reverse over time. The accounting treatment for these temporary differences results in recording regulatory assets and liabilities for amounts that would otherwise be recorded to deferred tax expense/benefit.

See "Notes to Consolidated Financial Statements—Note 8. Income Taxes" for a reconciliation of the federal statutory rate to the effective income tax rates.

Edison International Parent and Other

Results of operations for Edison International Parent and Other include amounts from other subsidiaries that are not reportable segments, as well as intercompany eliminations.

Loss from Operations

The following table summarizes the results of Edison International Parent and Other:


	Three months ended September 30,				Nine months ended September 30,
(in millions)	2024		2023		2024		2023
Edison International Parent and Other net loss	$	(64)	$	(57)	$	(181)	$	(131)
Less: Preferred stock dividend requirements		22		27		65		79
Edison International Parent and Other net loss attributable to common shareholders	$	(86)	$	(84)	$	(246)	$	(210)

The net loss attributable to common shareholders from operations of Edison International Parent and Other for the three months ended September 30, 2024 was in line with the same period in 2023. The net loss attributable to common stock from operations of Edison International Parent and Other increased $36 million for the nine months ended September 30, 2024 compared to the same period in 2023, primarily due to lack of earnings from an EIS insurance contract and higher interest expense, partially offset by lower preferred stock dividend.

LIQUIDITY AND CAPITAL RESOURCES

SCE

SCE's ability to operate its business, fund capital expenditures, and implement its business strategy is dependent upon its cash flow and access to the bank and capital markets. SCE's overall cash flows fluctuate based on, among other things, its ability to recover its costs in a timely manner from its customers through regulated rates, changes in commodity prices and volumes, collateral requirements, interest obligations, dividend payments to and equity contributions from Edison International, obligations to preference shareholders, and the outcome of tax, regulatory and legal matters. 14

Table of Contents In the next 12 months, SCE expects to fund its cash requirements through operating cash flows, and capital market and bank financings. SCE also has availability under its credit facility to fund cash requirements. SCE also expects to issue additional debt for general corporate purposes, and to finance, and refinance debt issued for, payment of claims and expenses related to the 2017/2018 Wildfire/Mudslide Events.

During the first nine months of 2024, SCE issued a total of $4.3 billion of first and refunding mortgage bonds. For further details, see "Notes to Consolidated Financial Statements—Note 5. Debt and Credit Agreements." In May 2024, SCE issued $350 million of preference stock. The proceeds were used in June 2024 to redeem all outstanding shares of SCE's Series E Preference Stock. For further details, see "Notes to Consolidated Financial Statements—Note 13. Equity."

SCE's credit ratings may be affected if, among other things, regulators fail to successfully implement AB 1054 in a consistent and credit supportive manner, or the Wildfire Insurance Fund is depleted by claims from catastrophic wildfires. Credit rating downgrades increase the cost and may impact the availability of short-term and long-term borrowings, including commercial paper, credit facilities, bond financings or other borrowings. In addition, some of SCE's power procurement contracts and environmental remediation obligations would require SCE to pay related liabilities or post additional collateral if SCE's credit rating were to fall below investment grade. For further details, see "—Margin and Collateral Deposits."

For restrictions on SCE's ability to pay dividends, see "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies—SCE Dividends" in the 2023 Form 10-K.

Available Liquidity

At September 30, 2024, SCE had cash on hand of $91 million and approximately $2.8 billion available to borrow on its $3.4 billion revolving credit facility. In May 2024, SCE extended its credit facility through May 2028. The aggregate maximum principal amount may be increased up to $4.0 billion, provided that additional lender commitments are obtained. SCE also has standby letters of credit with total capacity of $625 million, and the unused amount was $429 million as of September 30, 2024. For further details, see "Notes to Consolidated Financial Statements—Note 5. Debt and Credit Agreements."

SCE may finance balancing account undercollections and working capital requirements to support operations and capital expenditures with commercial paper, its credit facilities or other borrowings, subject to availability in the bank and capital markets. As necessary, SCE will utilize its available liquidity, capital market financings, other borrowings or parent company contributions to SCE equity in order to meet its obligations as they become due, including costs related to the 2017/2018 Wildfire/Mudslide Events. For further information, see "Management Overview—Southern California Wildfires and Mudslides."

Debt Covenant

SCE's credit facilities and term loan require a debt to total capitalization ratio as defined in the applicable agreements of less than or equal to 0.65 to 1. At September 30, 2024, SCE's debt to total capitalization ratio was 0.57 to 1.

At September 30, 2024, SCE was in compliance with all financial covenants that affect access to capital.

Regulatory Proceedings

Wildfire-related Regulatory Proceedings

In response to the increase in wildfire activity, and faster progression of and increased damage from wildfires across SCE's service area and throughout California, SCE has incurred wildfire mitigation, wildfire insurance and wildfire and drought restoration related spending at levels significantly exceeding amounts authorized in SCE's GRCs. 15

Table of Contents 2021 GRC Wildfire Mitigation Memorandum Account Balances

In June 2022, SCE filed an application with the CPUC requesting reasonableness review of the incremental costs incurred in 2021 related to non-WCCP wildfire mitigation and vegetation management activities, requesting a total revenue requirement of approximately $327 million plus ongoing capital-related revenue requirement. In March 2024, the CPUC issued a decision fully authorizing SCE's requested revenue requirement. The revenue requirement is being recovered in rates over 12 months starting June 1, 2024.

In October 2023, SCE requested authority to recover a revenue requirement of $384 million, including interest, associated with 2022 operations and maintenance and capital expenditures above levels authorized in wildfire mitigation accounts and the vegetation management balancing account. In July 2024, the CPUC approved SCE's request for interim rate recovery of $210 million of this revenue requirement, subject to refund. The revenue requirement for the interim rate recovery is being recovered in rates over 17 months starting October 1, 2024. A final decision for the total authorized revenue requirement is expected in the second quarter of 2025 according to the CPUC adopted schedule.

2020 Emergency Wildfire Restoration

As discussed in the 2023 MD&A, SCE filed a catastrophic event memorandum account application in 2022 primarily related to restoration efforts related to multiple 2020 wildfires. In May 2024, the CPUC issued a decision approving the recovery of SCE's capital request of $312 million and operation and maintenance expenses of $200 million, resulting in a revenue requirement of $191 million plus ongoing capital-related revenue requirement. The revenue requirement is being recovered in rates over a 12-month period starting October 1, 2024.

Multi-year Wildfire Mitigation and Catastrophic Events Filing ("WMCE Filing")

In April 2024, SCE filed its WMCE Filing, seeking to recover incremental operating and maintenance expenses of $320 million and incremental capital expenditures of $702 million, primarily associated with 2019 – 2023 WCCP capital expenditures recorded in the wildfire risk mitigation balancing account, 2023 operations and maintenance and capital expenditures incremental to amounts authorized in wildfire mitigation accounts and the vegetation management balancing account, storm-related costs associated with certain 2020 – 2022 events recorded in the catastrophic event memorandum account, and certain wildfire liability insurance premium expenses recorded to the wildfire expense memorandum account, which were denied without prejudice in a previous decision. In July 2024, the CPUC adopted a schedule with a proposed decision expected in the third quarter of 2025.

ERRA Trigger Application

SCE recovers its fuel and purchased power-related costs through various balancing accounts, primarily the ERRA and the PABA. SCE sets rates based on an annual forecast of the costs that it expects to incur during the subsequent year. The aggregate overcollection in the ERRA and the eligible portion of the PABA at April 30, 2024 resulted in SCE triggering an established mechanism, which required SCE to file an expedited application for the CPUC's approval to reduce bundled service generation rates (see "Business—SCE—Overview of Ratemaking Process" in the 2023 Form 10-K for further information about the trigger mechanism). The CPUC approved this application in August 2024, resulting in a $742 million reduction in the revenue requirement, returned through rates over a 12-month period starting October 1, 2024.

2025 FERC Formula Rate Annual Update

In June 2024, SCE provided its preliminary 2025 annual transmission revenue requirement update to interested parties. The update proposes a 2025 transmission revenue requirement of $1.3 billion, which is a $221 million, or 20% increase from the 2024 annual rates. The increase is primarily due to 2024 rates including a return of a prior year overcollection. SCE expects to file its 2025 annual update with the FERC by December 1, 2024, with the proposed rates effective January 1, 2025. 16

Table of Contents

Capital Investment Plan

Major Transmission and Utility Owned Storage Projects

Riverside Transmission Reliability Project

As discussed in the 2023 MD&A, the City of Norco filed a petition for modification ("PFM") to modify the CPUC decision approving the project and reopen the record to reconsider full undergrounding during 2023. In March 2024, the CPUC denied the PFM. In May 2024, the Riverside City Council voted to move forward with the original scope of the project and SCE restarted its work on the project.

Alberhill System Project

As discussed in the 2023 MD&A, a final CPUC decision remains pending. In June 2024, the CPUC issued an addendum to its 2017 Final Environmental Impact Report, concluding its California Environmental Quality Act review. The project is now seeking final CPUC approval to begin construction. SCE is expecting the final CPUC decision in mid-2025.

Eldorado-Lugo-Mohave Upgrade Project

As discussed in the 2023 MD&A, additional work is required to mitigate the impact of the project on nearby natural gas transmission lines and a further PFM or an amendment to an existing PFM is expected to be filed to include reasonable and prudent costs of the mitigation work. SCE expects the project to be in service in 2025, subject to the completion of environmental agency review of the mitigation work. See "Liquidity and Capital Resources—SCE—Capital Investment Plan" in the 2023 Form 10-K for further information.

Utility Owned Storage

As discussed in the 2023 MD&A, in October 2021, SCE contracted with Ameresco, Inc. ("Ameresco") for the construction of utility owned energy storage projects at three sites in SCE's service territory that have an aggregate capacity of 537.5 MW, consisting of a 225 MW project, a 200 MW project and a 112.5 MW project, with an in-service date of August 1, 2022. The 200 MW and 112.5 MW projects went in-service during the third quarter of 2024 and Ameresco has advised SCE that it currently expects the 225 MW project to be in-service before the end of 2024. SCE believes that there is risk of delay beyond Ameresco's projected in-service date.

Decommissioning of San Onofre

As discussed in the 2023 Form 10-K, SCE filed the 2021 NDCTP with the CPUC in February 2022 to request reasonableness review of approximately $570 million (SCE share in 2022 dollars) of recorded San Onofre Units 2 and 3 decommissioning costs incurred during the period 2018 to 2020. In May 2023, SCE agreed to a $30 million disallowance related to the 2021 NDCTP under a settlement with the relevant intervenors and recognized the disallowance in 2023. In August 2024, the CPUC approved the 2021 NDCTP, as modified by the settlement agreement. In September 2024, SCE made a contribution to the non-qualified nuclear decommissioning trust to effectuate the disallowance. For more information, see "Liquidity and Capital Resources—SCE—Decommissioning of San Onofre" in the 2023 Form 10-K.

In the third quarter of 2024, SCE updated its decommissioning cost estimate for decommissioning activities to be completed at San Onofre Units 2 and 3 to $3.0 billion (SCE share is $2.3 billion) in 2024 dollars. For more information, see "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies." The decommissioning cost estimate included costs through the expected decommissioning completion date, currently estimated to be in 2056 for San Onofre Units 2 and 3. SCE intends to file its updated decommissioning cost estimate with the CPUC before the end of 2024.

Margin and Collateral Deposits

Certain derivative instruments, power and energy procurement contracts and other contractual arrangements contain collateral requirements. In addition, certain environmental remediation obligations require financial assurance that may be in 17

Table of Contents the form of collateral postings. Future collateral requirements may differ from the requirements at September 30, 2024 due to the addition of incremental power and energy procurement contracts with collateral requirements, if any, the impact of changes in wholesale power and natural gas prices on SCE's contractual obligations, and the impact of SCE's credit ratings falling below investment grade.

The table below provides the amount of collateral posted by SCE to its counterparties as well as the potential collateral that would have been required as of September 30, 2024, if SCE's credit rating had been downgraded to below investment grade as of that date. The table also provides the potential collateral that could be required due to adverse changes in wholesale power and natural gas prices over the remaining lives of existing power and fuel derivative contracts.

In addition to amounts shown in the table, power and fuel contract counterparties may also institute new collateral requirements, applicable to future transactions to allow SCE to continue trading in power and fuel contracts at the time of a downgrade or upon significant increases in market prices. Furthermore, SCE may also be required to post up to $50 million in collateral in connection with its environmental remediation obligations, within 120 days of the end of the fiscal year in which a downgrade below investment grade occurs.


(in millions)
Collateral posted as of September 30, 2024^1^		$	368
Incremental collateral requirements for purchased power and fuel contracts resulting from a potential downgrade of SCE's credit rating to below investment grade^2^			101
Incremental collateral requirements for SCE's financial hedging activities resulting from adverse market price movement^3^			57
Posted and potential collateral requirements		$	526
^1^	Net collateral provided to counterparties and other brokers consisted of $211 million in letters of credit and surety bonds and $157 million of cash collateral.
---	---
^2^	Represents potential collateral requirements for accounts payable and mark-to-market valuation at September 30, 2024. The requirements vary throughout the period and are generally lower at the end of the month.
---	---
^3^	Incremental collateral requirements were based on potential changes in SCE's forward positions as of September 30, 2024 due to adverse market price movements over the remaining lives of the existing power and fuel derivative contracts using a 95% confidence level.
---	---

Edison International Parent and Other

In the next 12 months, Edison International expects to fund its net cash requirements through cash on hand, dividends from SCE, and capital market and bank financings. Edison International may finance its ongoing cash requirements, including dividends, working capital requirements, payment of obligations, and capital investments, including capital contributions to subsidiaries, with short-term or other financings, subject to availability in the bank and capital markets.

In the second quarter of 2024, Edison International Parent issued $500 million of 5.45% senior notes due in 2029. For further details, see "Notes to Consolidated Financial Statements—Note 5. Debt and Credit Agreements."

At September 30, 2024, Edison International Parent and Other had cash on hand of $109 million and $1.5 billion available to borrow on its $1.5 billion revolving credit facility. In May 2024, Edison International extended its credit facility through May 2028. The aggregate maximum principal amount may be increased up to $2.0 billion, provided that additional lender commitments are obtained. For further information, see "Notes to Consolidated Financial Statements—Note 5. Debt and Credit Agreements."

Edison International Parent and Other's liquidity and its ability to pay operating expenses and pay dividends to preferred and common shareholders are dependent on access to the bank and capital markets, dividends from SCE, realization of tax benefits and its ability to meet California law requirements for the declaration of dividends. For information on the California law requirements on the declaration of dividends, see "Notes to Consolidated Financial Statements—Note 1. Summary of 18

Table of Contents Significant Accounting Policies—SCE Dividends" in the 2023 Form 10-K. Edison International intends to maintain its target payout ratio of 45% – 55% of SCE's core earnings, subject to the factors identified above.

Edison International's ability to declare and pay common dividends may be restricted under the terms of its Series A and Series B Preferred Stock. For further information, see "Notes to Consolidated Financial Statements—Note 14. Equity" in the 2023 Form 10-K.

Edison International Parent's credit facility requires a consolidated debt to total capitalization ratio as defined in the applicable agreements of less than or equal to 0.70 to 1. At September 30, 2024, Edison International's consolidated debt to total capitalization ratio was 0.63 to 1.

At September 30, 2024, Edison International Parent was in compliance with all financial covenants that affect access to capital.

Edison International Parent's credit ratings may be affected if, among other things, regulators fail to successfully implement AB 1054 in a consistent and credit supportive manner, or the Wildfire Insurance Fund is depleted by claims from catastrophic wildfires. Credit rating downgrades increase the cost and may impact the availability of short-term and long-term borrowings, including commercial paper, credit facilities, note financings or other borrowings.

Edison International Income Taxes

Inflation Reduction Act of 2022

On August 16, 2022, the IRA was signed into law. The law imposes a 15% corporate alternative minimum tax ("CAMT") on adjusted financial statement income ("AFSI") of corporations with average AFSI exceeding $1.0 billion over a specified 3-year period. The CAMT was effective beginning January 1, 2023. Based on the current interpretation of the law and historical financial data, Edison International estimates that it will exceed the $1.0 billion threshold and be subject to CAMT on its consolidated federal tax returns beginning in 2026. SCE expects to be subject to CAMT on its stand-alone Federal return beginning in 2025.

The law also includes significant extensions, expansions, and enhancements of numerous energy-related investment tax credits, as well as creating new credits applicable to electricity production which may apply to SCE's capital expenditures. Under the IRA, SCE expects to generate investment tax credits related to its utility owned storage projects, which will accrue to the benefit of its customers.

Historical Cash Flows

SCE


	Nine months ended September 30,
(in millions)	2024		2023
Net cash provided by operating activities	$	4,037	$	2,733
Net cash provided by financing activities		188		713
Net cash used in investing activities		(4,093)		(3,894)
Net increase (decrease) in cash, cash equivalents and restricted cash	$	132	$	(448)

Table of Contents Net Cash Provided by Operating Activities

The following table summarizes major categories of net cash for operating activities as provided in more detail in SCE's consolidated statements of cash flows for the nine months ended September 30, 2024 and 2023.


		Nine months ended September 30,				Change in cash flows
(in millions)		2024		2023		2024/2023
Net income		$	1,319	$	1,117
Non-cash items^1^			2,173		2,173
Subtotal			3,492		3,290	$	202
Changes in cash flow resulting from working capital^2^			(834)		(1,120)		286
Regulatory assets and liabilities			1,557		705		852
Wildfire-related claims^3^			(304)		(75)		(229)
Other noncurrent assets and liabilities^4^			126		(67)		193
Net cash provided by operating activities		$	4,037	$	2,733	$	1,304
1	Non-cash items include depreciation and amortization, equity allowance for funds used during construction, deferred income taxes, Wildfire Insurance Fund amortization expenses and other.
---	---
2	Changes in working capital items include receivables, accrued unbilled revenue, inventory, amortization of prepaid expenses, accounts payable, derivative assets and liabilities and other current assets and liabilities.
---	---
3	The amount in 2024 represents payments of $636 million for 2017/2018 Wildfire/Mudslide Events and $342 million for Other Wildfires, partially offset by an increase in wildfire estimated losses of $674 million. The amount in 2023 is primarily related to payments of $747 million for 2017/2018 Wildfire/Mudslide Events and $16 million for Post-2018 Wildfires, partially offset by an increase in wildfire estimated losses of $689 million.
---	---
4	Includes nuclear decommissioning trusts. See "Nuclear Decommissioning Activities" below for further information. The amount in 2024 also includes cash received from customers to fund certain construction projects and cash received for a state incentive program to pass on to customers. The amount in 2023 also includes outflow from increase in wildfire insurance receivables.
---	---

Net cash provided by operating activities was impacted by the following:

Net income and non-cash items increased in 2024 by $202 million primarily due to higher revenue authorized in Track 4, an increase in the authorized rate of return resulting from the cost of capital adjustment mechanism, and recognition of previously unrecognized return on rate base related to emergency restoration related capital expenditures, partially offset by higher interest expense.

The net outflows in cash resulting from working capital were $834 million and $1,120 million during the nine months ended September 30, 2024 and 2023, respectively. Net cash outflows for both 2024 and 2023 were primarily due to the increases in customer receivables and unbilled revenue for both years.

Net cash provided by regulatory assets and liabilities, including changes in net undercollections recorded in balancing accounts, was $1,557 million and $705 million during the nine months ended September 30, 2024 and 2023, respectively. SCE has a number of balancing and memorandum accounts, which impact cash flows based on differences between timing of collection through rates and incurring expenditures. Cash inflows in 2024 and 2023 were both due to recovery of prior year undercollections. The higher inflow in 2024 compared to 2023 was driven by higher prior year undercollections implemented into rates in 2024 and higher sales volume due to hotter weather in 2024. 20

Table of Contents Net Cash Provided by Financing Activities

The following table summarizes cash provided by financing activities for the nine months ended September 30, 2024 and 2023, respectively. Issuances of debt are discussed in "Notes to Consolidated Financial Statements—Note 5. Debt and Credit Agreements."


		Nine months ended September 30,
(in millions)	2024		2023
Issuances of long-term debt, net of discount and issuance costs	$	4,217	$	3,589
Long-term debt repaid		(2,176)		(1,467)
Short-term debt borrowed		—		496
Short-term debt repaid		(386)		(944)
Commercial paper financing, net		(609)		137
Preference stock issued, net of issuance cost		345		—
Preference stock redeemed		(350)		—
Payment of common stock dividends to Edison International Parent		(720)		(1,050)
Payment of preference stock dividends		(130)		(87)
Other		(3)		39
Net cash provided by financing activities	$	188	$	713

Net Cash Used in Investing Activities

Cash flows used in investing activities are primarily due to total capital expenditures of $4.2 billion and $4.0 billion for nine months ended September 30, 2024 and 2023, respectively. In addition, SCE had a net redemption of nuclear decommissioning trust investments of $70 million and $94 million during the nine months ended September 30, 2024 and 2023, respectively. See "Nuclear Decommissioning Activities" below for further discussion.

Nuclear Decommissioning Activities

SCE's consolidated statements of cash flows include nuclear decommissioning activities, which are reflected in the following line items:


	Nine months ended September 30,
(in millions)	2024		2023
Net cash used in operating activities:
Net earnings from nuclear decommissioning trust investments	$	33	$	77
SCE's decommissioning costs		(162)		(167)
Net cash provided by investing activities:
Proceeds from sale of investments		3,558		3,223
Purchases of investments		(3,488)		(3,129)
Net cash (outflow) inflow	$	(59)	$	4

Net cash used in operating activities relates to interest and dividends less administrative expenses, taxes and SCE's decommissioning costs. Investing activities represent the purchase and sale of investments within the nuclear decommissioning trusts, including the reinvestment of earnings from nuclear decommissioning trust investments. The net cash impact reflects timing of decommissioning payments ($162 million and $167 million in 2024 and 2023, respectively) and reimbursements to SCE from the nuclear decommissioning trust ($151 million and $171 million in 2024 and 2023, respectively). The net cash outflow in 2024 also includes $19 million of tax benefits received and a $30 million disallowance under the 2021 NDCTP (For further details, see "—Decommissioning of San Onofre), both contributed by SCE to the decommissioning trust. 21

Table of Contents Edison International Parent and Other

The table below sets forth condensed historical cash flow from operations for Edison International Parent and Other, including intercompany eliminations.


	Nine months ended September 30,
(in millions)	2024		2023
Net cash used in operating activities	$	(193)	$	(187)
Net cash provided by financing activities		176		167
Net cash used in investing activities		(4)		—
Net decrease in cash, cash equivalents and restricted cash	$	(21)	$	(20)

Net Cash Used in Operating Activities

Net cash used in operating activities was impacted by the following:

●	$193 million and $187 million cash outflows from operating activities in 2024 and 2023, respectively, primarily due to payments relating to interest and operating costs.

Net Cash Provided by Financing Activities

Net cash provided by financing activities was as follows:


	Nine months ended September 30,
(in millions)	2024		2023
Dividends paid to Edison International common shareholders	$	(896)	$	(833)
Dividends paid to Edison International preferred shareholders		(88)		(105)
Dividends received from SCE		720		1,050
Long-term debt issuance, net of discount and issuance costs		496		1,089
Receipt from stock option exercises		204		62
Long-term debt repayments		—		(400)
Issuance of short-term debt		—		355
Repayments of short-term debt		(15)		(1,000)
Preferred stock repurchased		(28)		—
Commercial paper financing, net		(208)		(63)
Other		(9)		12
Net cash provided by financing activities	$	176	$	167

Contingencies

Edison International's and SCE's material contingencies are discussed in "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies—Contingencies."

MARKET RISK EXPOSURES

Edison International's and SCE's primary market risks are described in the 2023 Form 10-K, and there have been no material changes during the nine months ended September 30, 2024. For further discussion of market risk exposures, including commodity price risk, and credit risk, see "Notes to Consolidated Financial Statements—Note 4. Fair Value Measurements" and "Note 6. Derivative Instruments."

CRITICAL ACCOUNTING ESTIMATES AND POLICIES

For a discussion of Edison International's and SCE's critical accounting policies, see "Critical Accounting Estimates and Policies" in the 2023 MD&A. 22

Table of Contents NEW ACCOUNTING GUIDANCE

There have been no material changes in recently issued or adopted accounting standards from those disclosed in "Notes to Consolidated Financial Statements—Note 1. Summary of Significant Accounting Policies—New Accounting Guidance" in the 2023 Form 10-K.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Information responding to this section is included in the MD&A under the heading "Market Risk Exposures" and is incorporated herein by reference.

Table of Contents FINANCIAL STATEMENTS

Consolidated Statements of Income	Edison International


	Three months ended				Nine months ended
	September 30,				September 30,
(in millions, except per-share amounts, unaudited)	2024		2023		2024		2023
Operating revenue	$	5,201	$	4,702	$	13,615	$	12,632
Purchased power and fuel		1,898		1,988		4,140		4,453
Operation and maintenance		1,393		882		3,995		3,207
Wildfire-related claims, net of insurance recoveries		1		482		616		578
Wildfire Insurance Fund expense		36		54		109		159
Depreciation and amortization		710		665		2,138		1,971
Property and other taxes		168		139		477		428
Total operating expenses		4,206		4,210		11,475		10,796
Operating income		995		492		2,140		1,836
Interest expense		(477)		(433)		(1,401)		(1,186)
Other income, net		127		130		413		377
Income before income taxes		645		189		1,152		1,027
Income tax expense (benefit)		68		(23)		14		41
Net income		577		212		1,138		986
Less: Net income attributable to noncontrolling interests - preference stock of SCE		39		30		129		88
Preferred stock dividend requirements of Edison International		22		27		65		79
Net income available to Edison International common shareholders	$	516	$	155	$	944	$	819
Basic earnings per share:
Weighted average shares of common stock outstanding		387		383		386		383
Basic earnings per common share available to Edison International common shareholders	$	1.33	$	0.40	$	2.45	$	2.14
Diluted earnings per share:
Weighted average shares of common stock outstanding, including effect of dilutive securities		390		385		388		385
Diluted earnings per common share available to Edison International common shareholders	$	1.32	$	0.40	$	2.44	$	2.13

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents


Consolidated Statements of Comprehensive Income	Edison International


		Three months ended			Nine months ended
	September 30,				September 30,
(in millions, unaudited)	2024		2023		2024		2023
Net income	$	577	$	212	$	1,138	$	986
Other comprehensive income, net of tax:
Pension and postretirement benefits other than pensions		1		—		2		1
Foreign currency translation adjustments		1		—		1		2
Other comprehensive income, net of tax		2		—		3		3
Comprehensive income		579		212		1,141		989
Less: Comprehensive income attributable to noncontrolling interests		39		30		129		88
Comprehensive income attributable to Edison International	$	540	$	182	$	1,012	$	901

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents


Consolidated Balance Sheets	Edison International


	September 30,		December 31,
(in millions, unaudited)	2024		2023
ASSETS
Cash and cash equivalents	$	200	$	345
Receivables, less allowances of $341 and $360 for uncollectible accounts at respective dates		2,780		2,016
Accrued unbilled revenue		1,202		742
Inventory		533		527
Prepaid expenses		104		112
Regulatory assets		2,168		2,524
Wildfire Insurance Fund contributions		138		204
Other current assets		319		341
Total current assets		7,444		6,811
Nuclear decommissioning trusts		4,424		4,173
Other investments		50		54
Total investments		4,474		4,227
Utility property, plant and equipment, less accumulated depreciation and amortization of $13,833 and $12,910 at respective dates		58,092		55,877
Nonutility property, plant and equipment, less accumulated depreciation of $122 and $114 at respective dates		206		207
Total property, plant and equipment		58,298		56,084
Regulatory assets (include $1,524 and $1,558 related to a Variable Interest Entity ("VIE") at respective dates)		8,660		8,897
Wildfire Insurance Fund contributions		1,913		1,951
Operating lease right-of-use assets		1,180		1,221
Long-term insurance receivables		386		501
Other long-term assets		2,394		2,066
Total other assets		14,533		14,636
Total assets	$	84,749	$	81,758

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents


Consolidated Balance Sheets	Edison International


	September 30,		December 31,
(in millions, except share amounts, unaudited)	2024		2023
LIABILITIES AND EQUITY
Short-term debt	$	568	$	1,077
Current portion of long-term debt		2,548		2,697
Accounts payable		2,185		1,983
Wildfire-related claims		39		30
Accrued interest		452		390
Regulatory liabilities		874		763
Current portion of operating lease liabilities		124		120
Other current liabilities		1,717		1,538
Total current liabilities		8,507		8,598
Long-term debt (include $1,492 and $1,515 related to a VIE at respective dates)		32,303		30,316
Deferred income taxes and credits		6,967		6,672
Pensions and benefits		403		415
Asset retirement obligations		2,531		2,666
Regulatory liabilities		10,310		9,420
Operating lease liabilities		1,056		1,101
Wildfire-related claims		1,055		1,368
Other deferred credits and other long-term liabilities		3,510		3,258
Total deferred credits and other liabilities		25,832		24,900
Total liabilities		66,642		63,814
Commitments and contingencies (Note 12)
Preferred stock (50,000,000 shares authorized; 1,159,317 and 1,159,317 shares of Series A and 503,454 and 532,454 shares of Series B issued and outstanding at respective dates)		1,645		1,673
Common stock, no par value (800,000,000 shares authorized; 387,148,995 and 383,924,912 shares issued and outstanding at respective dates)		6,538		6,338
Accumulated other comprehensive loss		(6)		(9)
Retained earnings		7,486		7,499
Total Edison International's shareholders' equity		15,663		15,501
Noncontrolling interests – preference stock of SCE		2,444		2,443
Total equity		18,107		17,944
Total liabilities and equity	$	84,749	$	81,758

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents


Consolidated Statements of Cash Flows	Edison International


	Nine months ended September 30,
(in millions, unaudited)	2024		2023
Cash flows from operating activities:
Net income	$	1,138	$	986
Adjustments to reconcile to net cash provided by operating activities:
Depreciation and amortization		2,183		2,034
Equity allowance for funds used during construction		(143)		(116)
Deferred income taxes		(42)		53
Wildfire Insurance Fund amortization expense		109		159
Other		43		32
Nuclear decommissioning trusts		(118)		(94)
Changes in operating assets and liabilities:
Receivables		(847)		(692)
Inventory		(9)		(40)
Accounts payable		336		(186)
Tax receivables and payables		198		127
Other current assets and liabilities		(492)		(214)
Derivative assets and liabilities, net		(2)		(139)
Regulatory assets and liabilities, net		1,557		705
Wildfire-related insurance receivable		115		(84)
Wildfire-related claims		(304)		(75)
Other noncurrent assets and liabilities		122		90
Net cash provided by operating activities		3,844		2,546
Cash flows from financing activities:
Long-term debt issued, net of discount and issuance costs of $37 and $48 for the respective periods		4,713		4,678
Long-term debt repaid		(2,176)		(1,867)
Short-term debt issued		—		851
Short-term debt repaid		(401)		(1,944)
Common stock issued		12		16
Preference stock issued, net of issuance cost		345		—
Preferred and preference stock repurchased or redeemed		(378)		—
Commercial paper (repayments) borrowing, net		(817)		74
Dividends and distribution to noncontrolling interests		(130)		(87)
Common stock dividends paid		(896)		(833)
Preferred stock dividends paid		(88)		(105)
Other		180		97
Net cash provided by financing activities		364		880
Cash flows from investing activities:
Capital expenditures		(4,211)		(3,991)
Proceeds from sale of nuclear decommissioning trust investments		3,558		3,223
Purchases of nuclear decommissioning trust investments		(3,488)		(3,129)
Other		44		3
Net cash used in investing activities		(4,097)		(3,894)
Net increase (decrease) in cash, cash equivalents and restricted cash		111		(468)
Cash, cash equivalents and restricted cash at beginning of period		532		917
Cash, cash equivalents and restricted cash at end of period	$	643	$	449

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents


Consolidated Statements of Income	Southern California Edison Company


	Three months ended				Nine months ended
	September 30,				September 30,
(in millions, unaudited)	2024		2023		2024		2023
Operating revenue	$	5,188	$	4,687	$	13,576	$	12,586
Purchased power and fuel		1,898		1,988		4,140		4,453
Operation and maintenance		1,364		854		3,913		3,170
Wildfire-related claims, net of insurance recoveries		—		479		614		575
Wildfire Insurance Fund expense		36		54		109		159
Depreciation and amortization		710		665		2,136		1,969
Property and other taxes		167		138		474		425
Total operating expenses		4,175		4,178		11,386		10,751
Operating income		1,013		509		2,190		1,835
Interest expense		(403)		(369)		(1,185)		(997)
Other income, net		126		128		408		375
Income before income taxes		736		268		1,413		1,213
Income tax expense (benefit)		95		(1)		94		96
Net income		641		269		1,319		1,117
Less: Preference stock dividend requirements		39		30		129		88
Net income available to common stock	$	602	$	239	$	1,190	$	1,029


Consolidated Statements of Comprehensive Income	Southern California Edison Company


		Three months ended			Nine months ended
	September 30,				September 30,
(in millions, unaudited)	2024		2023		2024		2023
Net income	$	641	$	269	$	1,319	$	1,117
Other comprehensive income, net of tax:
Pension and postretirement benefits other than pensions		1		—		2		—
Other comprehensive income, net of tax		1		—		2		—
Comprehensive income	$	642	$	269	$	1,321	$	1,117

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

Consolidated Balance Sheets	Southern California Edison Company


	September 30,		December 31,
(in millions, unaudited)	2024		2023
ASSETS
Cash and cash equivalents	$	91	$	214
Receivables, less allowances of $340 and $360 for uncollectible accounts at respective dates		2,772		1,981
Accrued unbilled revenue		1,200		741
Inventory		533		527
Prepaid expenses		103		111
Regulatory assets		2,168		2,524
Wildfire Insurance Fund contributions		138		204
Other current assets		314		331
Total current assets		7,319		6,633
Nuclear decommissioning trusts		4,424		4,173
Other investments		32		38
Total investments		4,456		4,211
Utility property, plant and equipment, less accumulated depreciation and amortization of $13,833 and $12,910 at respective dates		58,092		55,877
Nonutility property, plant and equipment, less accumulated depreciation of $107 and $100 at respective dates		199		201
Total property, plant and equipment		58,291		56,078
Regulatory assets (include $1,524 and $1,558 related to a VIE at respective dates)		8,660		8,897
Wildfire Insurance Fund contributions		1,913		1,951
Operating lease right-of-use assets		1,173		1,214
Long-term insurance receivables		118		157
Long-term insurance receivables due from affiliate		281		355
Other long-term assets		2,312		1,987
Total other assets		14,457		14,561
Total assets	$	84,523	$	81,483

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

Consolidated Balance Sheets	Southern California Edison Company


	September 30,		December 31,
(in millions, except share amounts, unaudited)	2024		2023
LIABILITIES AND EQUITY
Short-term debt	$	548	$	831
Current portion of long-term debt		1,248		2,197
Accounts payable		2,191		1,966
Wildfire-related claims		39		30
Accrued interest		367		355
Regulatory liabilities		874		763
Current portion of operating lease liabilities		123		118
Other current liabilities		2,104		1,535
Total current liabilities		7,494		7,795
Long-term debt (include $1,492 and $1,515 related to a VIE at respective dates)		28,582		26,297
Deferred income taxes and credits		8,470		8,126
Pensions and benefits		105		105
Asset retirement obligations		2,531		2,666
Regulatory liabilities		10,310		9,420
Operating lease liabilities		1,050		1,096
Wildfire-related claims		1,055		1,368
Other deferred credits and other long-term liabilities		3,452		3,206
Total deferred credits and other liabilities		26,973		25,987
Total liabilities		63,049		60,079
Commitments and contingencies (Note 12)
Preference stock		2,495		2,495
Common stock, no par value (560,000,000 shares authorized; 434,888,104 shares issued and outstanding at respective dates)		2,168		2,168
Additional paid-in capital		8,436		8,446
Accumulated other comprehensive loss		(10)		(12)
Retained earnings		8,385		8,307
Total equity		21,474		21,404
Total liabilities and equity	$	84,523	$	81,483

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

Consolidated Statements of Cash Flows	Southern California Edison Company


	Nine months ended September 30,
(in millions, unaudited)	2024		2023
Cash flows from operating activities:
Net income	$	1,319	$	1,117
Adjustments to reconcile to net cash provided by operating activities:
Depreciation and amortization		2,177		2,022
Equity allowance for funds used during construction		(143)		(116)
Deferred income taxes		4		94
Wildfire Insurance Fund amortization expense		109		159
Other		26		14
Nuclear decommissioning trusts		(118)		(94)
Changes in operating assets and liabilities:
Receivables		(868)		(679)
Inventory		(9)		(40)
Accounts payable		359		(178)
Tax receivables and payables		227		127
Other current assets and liabilities		(541)		(211)
Derivative assets and liabilities, net		(2)		(139)
Regulatory assets and liabilities, net		1,557		705
Wildfire-related insurance receivable		113		(87)
Wildfire-related claims		(304)		(75)
Other noncurrent assets and liabilities		131		114
Net cash provided by operating activities		4,037		2,733
Cash flows from financing activities:
Long-term debt issued, net of discount and issuance costs of $33 and $36 for the respective periods		4,217		3,589
Long-term debt repaid		(2,176)		(1,467)
Short-term debt borrowed		—		496
Short-term debt repaid		(386)		(944)
Preference stock issued, net of issuance cost		345		—
Preference stock redeemed		(350)		—
Commercial paper (repayments) borrowing, net		(609)		137
Common stock dividends paid		(720)		(1,050)
Preference stock dividends paid		(130)		(87)
Other		(3)		39
Net cash provided by financing activities		188		713
Cash flows from investing activities:
Capital expenditures		(4,208)		(3,990)
Proceeds from sale of nuclear decommissioning trust investments		3,558		3,223
Purchases of nuclear decommissioning trust investments		(3,488)		(3,129)
Other		45		2
Net cash used in investing activities		(4,093)		(3,894)
Net increase (decrease) in cash, cash equivalents and restricted cash		132		(448)
Cash, cash equivalents and restricted cash at beginning of period		398		766
Cash, cash equivalents and restricted cash at end of period	$	530	$	318

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1.Summary of Significant Accounting Policies

Organization and Basis of Presentation

Edison International is the ultimate parent holding company of Southern California Edison Company ("SCE") and Edison Energy, LLC, doing business as Trio ("Trio"). SCE is an investor-owned public utility primarily engaged in the business of supplying and delivering electricity to an approximately 50,000 square mile area across Southern, Central and Coastal California. Trio is a global energy advisory firm providing integrated sustainability and energy solutions to commercial, industrial and institutional customers. Trio's business activities are currently not material to report as a separate business segment. These combined notes to the consolidated financial statements apply to both Edison International and SCE unless otherwise described. Edison International's consolidated financial statements include the accounts of Edison International, SCE, and other controlled subsidiaries. References to Edison International refer to the consolidated group of Edison International and its subsidiaries. References to "Edison International Parent and Other" refer to Edison International Parent and its competitive subsidiaries and "Edison International Parent" refer to Edison International on a stand-alone basis, not consolidated with its subsidiaries. SCE's consolidated financial statements include the accounts of SCE, its controlled subsidiaries and a variable interest entity, SCE Recovery Funding LLC., of which SCE is the primary beneficiary. All intercompany transactions have been eliminated from the consolidated financial statements.

Edison International's and SCE's significant accounting policies were described in the "Notes to Consolidated Financial Statements" included in Edison International's and SCE's combined Annual Report on Form 10-K for the year ended December 31, 2023 (the "2023 Form 10-K"). This quarterly report should be read in conjunction with the financial statements and notes included in the 2023 Form 10-K.

In the opinion of management, all adjustments, consisting only of adjustments of a normal recurring nature, have been made that are necessary to fairly state the consolidated financial position, results of operations, and cash flows in accordance with accounting principles generally accepted in the United States ("GAAP") for the periods covered by this quarterly report on Form 10-Q. The results of operations for the interim periods presented are not necessarily indicative of the operating results for the full year.

The December 31, 2023 financial statement data was derived from the audited financial statements, but does not include all disclosures required by GAAP for complete annual financial statements. Certain prior period amounts have been conformed to the current period's presentation, including the separate presentation of accrued interest on Edison International's and SCE's consolidated balance sheets.

Cash, Cash Equivalents and Restricted Cash

Cash equivalents consist of investments in money market funds. Generally, the carrying value of cash equivalents equals the fair value, as these investments have original maturities of three months or less. The cash equivalents were as follows:


	Edison International				SCE
	September 30,		December 31,		September 30,		December 31,
(in millions)	2024		2023		2024		2023
Money market funds	$	105	$	199	$	5	$	78

Cash is temporarily invested until required for check clearing. Checks issued, but not yet paid by the financial institution, are reclassified from cash to accounts payable at the end of each reporting period. 33

Table of Contents The following table sets forth the cash, cash equivalents and restricted cash included in the consolidated statements of cash flows:


		September 30,		December 31,
(in millions)		2024		2023
Edison International:
Cash and cash equivalents		$	200	$	345
Short-term restricted cash^1^			67		35
Long-term restricted cash^2^			376		152
Total cash, cash equivalents and restricted cash		$	643	$	532
SCE:
Cash and cash equivalents		$	91	$	214
Short-term restricted cash^1^			63		33
Long-term restricted cash^2^			376		151
Total cash, cash equivalents and restricted cash		$	530	$	398
1	Includes SCE Recovery Funding LLC's restricted cash for payments of senior secured recovery bonds and is reflected in "Other current assets" on Edison International's and SCE's consolidated balance sheets.
---	---
2	The SCE amount represents cash collected for customer-funded wildfire self-insurance and is reflected in "Other long-term assets" on Edison International's and SCE's consolidated balance sheets. See Note 12 for further information.
---	---

Allowance for Uncollectible Accounts

The allowance for uncollectible accounts is recorded based on SCE's estimate of expected credit losses and adjusted over the life of the receivables as needed. Since the customer base of SCE is concentrated in Southern California which exposes SCE to a homogeneous set of economic conditions, the allowance is measured on a collective basis on the historical amounts written-off, assessment of customer collectibility and current economic trends, including unemployment rates and any likelihood of recession for the region. The increase in the provision of uncollectible accounts and write-offs for the three and nine months ended September 30, 2024 is driven primarily by consumer protection programs.

The following table sets forth the changes in allowance for uncollectible accounts for SCE:


		Three months ended							Three months ended
		September 30, 2024							September 30, 2023
(in millions)		Customers		All others		Total			Customers		All others		Total
Beginning balance		$	349	$	15	$	364		$	326	$	17	$	343
Current period provision for uncollectible accounts^1^			90		—		90			25		5		30
Write-offs, net of recoveries			(75)		(3)		(78)			(22)		(6)		(28)
Ending balance		$	364	$	12	$	376	^3^	$	329	$	16	$	345

		Nine months ended							Nine months ended
		September 30, 2024							September 30, 2023
(in millions)		Customers		All others		Total			Customers		All others		Total
Beginning balance		$	347	$	17	$	364	^3^	$	334	$	20	$	354
Current period provision for uncollectible accounts^2^			204		4		208			65		6		71
Write-offs, net of recoveries			(187)		(9)		(196)			(70)		(10)		(80)
Ending balance		$	364	$	12	$	376	^3^	$	329	$	16	$	345
1	This includes $74 million and $17 million of incremental costs, for the three months ended September 30, 2024 and 2023, respectively, which were probable of recovery from customers and recorded as regulatory assets.
---	---
2	This includes $170 million and $44 million of incremental costs, for the nine months ended September 30, 2024 and 2023, respectively, which were probable of recovery from customers and recorded as regulatory assets.
---	---
3	Approximately $36 million and $4 million of allowance for uncollectible accounts are included in "Other long-term assets" on SCE's consolidated balance sheets as of September 30, 2024 and December 31, 2023, respectively.
---	---

Table of Contents Wildfire Insurance Fund

Based on information available in January of 2024 regarding catastrophic wildfires during 2023, SCE reassessed its estimate of the life of the Wildfire Insurance Fund. After incorporating 2023 expected losses into the historical data for the Monte Carlo simulations, SCE determined that effective in the first quarter of 2024, the life of the Wildfire Insurance Fund increased from 15 to 20 years from the date SCE committed to participate in the Wildfire Insurance Fund. Accordingly, the change resulted in a reduction in wildfire insurance fund expense from $54 million in the three months ended September 30, 2023 to $36 million in the three months ended September 30, 2024 and from $159 million in the nine months ended September 30, 2023 to $109 million in the nine months ended September 30, 2024.

Nuclear Decommissioning and Asset Retirement Obligations

As a result of an update to SCE's cost estimate for decommissioning activities to be completed at San Onofre Units 1, 2 and 3, SCE recorded a decrease of $59 million to its asset retirement obligation ("ARO") in the third quarter of 2024.

Earnings Per Share

Edison International computes earnings per common share ("EPS") using the two-class method, which is an earnings allocation formula that determines EPS for each class of common stock and participating security. Edison International's participating securities are stock-based compensation awards, payable in common shares, which earn dividend equivalents on an equal basis with common shares once the awards are vested. See Note 13 for further information.

EPS attributable to Edison International common shareholders was computed as follows:


	Three months ended September 30,				Nine months ended September 30,
(in millions, except per-share amounts)	2024		2023		2024		2023
Basic earnings per share:
Net income available to common shareholders	$	516	$	155	$	944	$	819
Weighted average common shares outstanding		387		383		386		383
Basic earnings per share	$	1.33	$	0.40	$	2.45	$	2.14
Diluted earnings per share:
Net income available to common shareholders	$	516	$	155	$	944	$	819
Income impact of assumed conversions		—		—		1		1
Net income available to common shareholders and assumed conversions	$	516	$	155	$	945	$	820
Weighted average common shares outstanding		387		383		386		383
Incremental shares from assumed conversions		3		2		2		2
Adjusted weighted average shares – diluted		390		385		388		385
Diluted earnings per share	$	1.32	$	0.40	$	2.44	$	2.13

In addition to the participating securities discussed above, Edison International also may award stock options, which are payable in common shares and are included in the diluted earnings per share calculation. Stock option awards to purchase 20,371 and 3,231,385 shares of common stock for the three months ended September 30, 2024 and 2023, respectively, and 2,040,879 and 3,230,603 shares of common stock for the nine months ended September 30, 2024 and 2023, respectively, were outstanding, but were not included in the computation of diluted earnings per share because the effect would have been antidilutive.

Revenue Recognition

Revenue is recognized by Edison International and SCE when a performance obligation to transfer control of the promised goods is satisfied or when services are rendered to customers. This typically occurs when electricity is delivered to customers, which includes amounts for services rendered but unbilled at the end of a reporting period. 35

Table of Contents Regulatory Proceedings

FERC 2024 Formula Rate Update

In November 2023, SCE filed its 2024 annual transmission revenue requirement update with the FERC, with the rate effective January 1, 2024. The update reflects a $1.1 billion transmission revenue requirement for 2024, $290 million or 20% lower than amounts included in the 2023 annual rates. The decrease is primarily due to the return of prior year overcollection. Pending resolution of the FERC formula rate proceedings, SCE recognized revenue in the first nine months of 2024 based on the FERC 2024 annual update rate, subject to refund.

Severance Costs

Severance costs are recorded when it is probable that employees will be entitled to benefits under an existing plan and the amount can be reasonably estimated. As a result of current and probable reductions in workforce, SCE recorded estimated severance costs of $47 million during the third quarter of 2024. Severance costs are included in "Operation and maintenance" on the consolidated statements of income.

New Accounting Guidance

Accounting Guidance Adopted

No material accounting standards were adopted in 2024.

Accounting Guidance Not Yet Adopted

In November 2023, the FASB issued an accounting standards update to enhance the disclosures related to public entities' reportable segments. The new guidance requires an entity with only one reportable segment to include all the required segment disclosures. The guidance will be effective for annual disclosures for the year ended December 31, 2024 and subsequent interim periods with early adoption permitted. The guidance is applied retrospectively to all periods presented in the financial statements. Edison International and SCE have one reportable segment and are currently evaluating the impact to the segment disclosures.

In December 2023, the FASB issued an accounting standards update requiring public entities to provide more disclosures primarily related to the income tax rate reconciliation and income taxes paid. The guidance also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. The guidance is effective January 1, 2025 with early adoption permitted. The guidance is applied prospectively. Edison International and SCE are currently evaluating the impact of the new guidance. 36

Table of Contents

Note 2.Consolidated Statements of Changes in Equity

The following tables provide Edison International's changes in equity:


											Noncontrolling
	Equity Attributable to Edison International Shareholders										Interests
					Accumulated
					Other
	Preferred		Common		Comprehensive		Retained				Preference		Total
(in millions, except per share amounts)	Stock		Stock		Loss		Earnings		Subtotal		Stock		Equity
Balance at December 31, 2023	$	1,673	$	6,338	$	(9)	$	7,499	$	15,501	$	2,443	$	17,944
Net income		—		—		—		11		11		41		52
Common stock issued		—		11		—		—		11		—		11
Common stock dividends declared ($0.78 per share)		—		—		—		(300)		(300)		—		(300)
Preferred stock dividend declared ($26.875 per share for Series A and $25.00 per share for Series B)		—		—		—		(44)		(44)		—		(44)
Dividends to noncontrolling interests ($24.418 - $58.854 per share for preference stock)		—		—		—		—		—		(41)		(41)
Noncash stock-based compensation		—		12		—		—		12		—		12
Preferred stock repurchased		(19)		—		—		—		(19)		—		(19)
Balance at March 31, 2024	$	1,654	$	6,361	$	(9)	$	7,166	$	15,172	$	2,443	$	17,615
Net income		—		—		—		460		460		49		509
Other comprehensive income		—		—		1		—		1		—		1
Common stock issued		—		86		—		—		86		—		86
Common stock dividends declared ($0.78 per share)		—		—		—		(301)		(301)		—		(301)
Dividends to noncontrolling interests ($17.927 - $54.8223 per share for preference stock)		—		—		—		—		—		(43)		(43)
Noncash stock-based compensation		—		14		—		1		15		—		15
Preferred stock repurchased		(9)		—		—		—		(9)		—		(9)
Preference stock issued, net of issuance cost		—		—		—		—		—		345		345
Preference stock redeemed		—		—		—		—		—		(350)		(350)
Balance at June 30, 2024	$	1,645	$	6,461	$	(8)	$	7,326	$	15,424	$	2,444	$	17,868
Net income		—		—		—		538		538		39		577
Other comprehensive income		—		—		2		—		2				2
Common stock issued		—		64		—		—		64		—		64
Common stock dividends declared ($0.78 per share)		—		—		—		(302)		(302)		—		(302)
Preferred stock dividend declared ($26.875 per share for Series A and $25.00 per share for Series B)		—		—		—		(44)		(44)		—		(44)
Dividends to noncontrolling interests (31.25 - $51.8084 per share for preference stock)		—		—		—		(33)		(33)		(39)		(72)
Noncash stock-based compensation		—		13		—		1		14		—		14
Balance at September 30, 2024	$	1,645	$	6,538	$	(6)	$	7,486	$	15,663	$	2,444	$	18,107

Table of Contents


											Noncontrolling
	Equity Attributable to Edison International Shareholders										Interests
					Accumulated
					Other
	Preferred		Common		Comprehensive		Retained				Preference		Total
(in millions, except per share amounts)	Stock		Stock		Loss		Earnings		Subtotal		Stock		Equity
Balance at December 31, 2022	$	1,978	$	6,200	$	(11)	$	7,454	$	15,621	$	1,901	$	17,522
Net income		—		—		—		336		336		29		365
Other comprehensive income		—		—		2		—		2		—		2
Common stock issued		—		15		—		—		15		—		15
Common stock dividends declared ($0.7375 per share)		—		—		—		(282)		(282)		—		(282)
Preferred stock dividend declared ($26.875 per share for Series A and $25.00 per share for Series B)		—		—		—		(52)		(52)		—		(52)
Dividends to noncontrolling interests ($22.281 - $35.937 per share for preference stock)		—		—		—		—		—		(29)		(29)
Noncash stock-based compensation		—		8		—		—		8		—		8
Balance at March 31, 2023	$	1,978	$	6,223	$	(9)	$	7,456	$	15,648	$	1,901	$	17,549
Net income		—		—		—		380		380		29		409
Other comprehensive income		—		—		1		—		1		—		1
Common stock issued		—		35		—		—		35		—		35
Common stock dividends declared ($0.7375 per share)		—		—		—		(283)		(283)		—		(283)
Dividends to noncontrolling interests ($24.273 - $35.937 per share for preference stock)		—		—		—		—		—		(29)		(29)
Noncash stock-based compensation		—		12		—		—		12		—		12
Balance at June 30, 2023	$	1,978	$	6,270	$	(8)	$	7,553	$	15,793	$	1,901	$	17,694
Net income		—		—		—		182		182		30		212
Common stock issued		—		19		—		—		19		—		19
Common stock dividends declared ($0.7375 per share)		—		—		—		(283)		(283)		—		(283)
Preferred stock dividend declared ($26.875 per share for Series A and $25.00 per share for Series B)								(53)		(53)		—		(53)
Dividends to noncontrolling interests ($25.1276 - $35.937 per share for preference stock)		—		—		—		—		—		(30)		(30)
Noncash stock-based compensation and other		—		12		—		—		12		—		12
Balance at September 30, 2023	$	1,978	$	6,301	$	(8)	$	7,399	$	15,670	$	1,901	$	17,571

Table of Contents The following tables provide SCE's changes in equity:


							Accumulated
					Additional		Other
	Preference		Common		Paid-in		Comprehensive		Retained		Total
(in millions, except per share amounts)	Stock		Stock		Capital		Loss		Earnings		Equity
Balance at December 31, 2023	$	2,495	$	2,168	$	8,446	$	(12)	$	8,307	$	21,404
Net income		—		—		—		—		106		106
Other comprehensive income		—		—		—		1		—		1
Dividends declared on common stock ($0.8278 per share)		—		—		—		—		(360)		(360)
Dividends declared on preference stock ($24.418 - $58.854 per share)		—		—		—		—		(41)		(41)
Stock-based compensation		—		—		(20)		—		—		(20)
Noncash stock-based compensation		—		—		7		—		—		7
Balance at March 31, 2024	$	2,495	$	2,168	$	8,433	$	(11)	$	8,012	$	21,097
Net income		—		—		—		—		572		572
Dividends declared on common stock (0.8278 per share)		—		—		—		—		(360)		(360)
Dividends declared on preference stock ($17.927 - $54.8223 per share)		—		—		—		—		(43)		(43)
Stock-based compensation		—		—		(6)		—		—		(6)
Noncash stock-based compensation		—		—		7		—		—		7
Preference stock issued		350		—		(5)		—		—		345
Preference stock redeemed		(350)		—		6		—		(6)		(350)
Balance at June 30, 2024	$	2,495	$	2,168	$	8,435	$	(11)	$	8,175	$	21,262
Net income		—		—		—		—		641		641
Other comprehensive income		—		—		—		1		—		1
Dividends declared on common stock ($0.8278 per share)		—		—		—		—		(360)		(360)
Dividends declared on preference stock ($31.25 - $51.8084 per share)		—		—		—		—		(72)		(72)
Stock-based compensation		—		—		(7)		—		—		(7)
Noncash stock-based compensation		—		—		8		—		1		9
Balance at September 30, 2024	$	2,495	$	2,168	$	8,436	$	(10)	$	8,385	$	21,474

Table of Contents


							Accumulated
					Additional		Other
	Preference		Common		Paid-in		Comprehensive		Retained		Total
(in millions, except per share amounts)	Stock		Stock		Capital		Loss		Earnings		Equity
Balance at December 31, 2022	$	1,945	$	2,168	$	8,441	$	(8)	$	8,243	$	20,789
Net income		—		—		—		—		399		399
Dividends declared on common stock ($0.8048 per share)		—		—		—		—		(350)		(350)
Dividends declared on preference stock ($22.281 - $35.937 per share)		—		—		—		—		(29)		(29)
Stock-based compensation		—		—		(8)		—		—		(8)
Noncash stock-based compensation		—		—		5		—		1		6
Balance at March 31, 2023	$	1,945	$	2,168	$	8,438	$	(8)	$	8,264	$	20,807
Net income		—		—		—		—		449		449
Dividends declared on common stock ($0.8048 per share)		—		—		—		—		(350)		(350)
Dividends declared on preference stock ($24.273 - $35.937 per share)		—		—		—		—		(29)		(29)
Stock-based compensation		—		—		(3)		—		—		(3)
Noncash stock-based compensation		—		—		7		—		—		7
Balance at June 30, 2023	$	1,945	$	2,168	$	8,442	$	(8)	$	8,334	$	20,881
Net income		—		—		—		—		269		269
Dividends declared on common stock ($0.8048 per share)		—		—		—		—		(350)		(350)
Dividends declared on preference stock ($25.1276 - $35.937 per share for preference stock)		—		—		—		—		(30)		(30)
Stock-based compensation		—		—		(1)		—		—		(1)
Noncash stock-based compensation and other		—		—		6		—		—		6
Balance at September 30, 2023	$	1,945	$	2,168	$	8,447	$	(8)	$	8,223	$	20,775

Note 3.Variable Interest Entities

A Variable Interest Entity ("VIE") is defined as a legal entity that meets one of two conditions: (1) the equity owners do not have sufficient equity at risk, or (2) the holders of the equity investment at risk, as a group, lack any of the following three characteristics: decision-making rights, the obligation to absorb losses or the right to receive the expected residual returns of the entity. The primary beneficiary is identified as the variable interest holder that has both the power to direct the activities of the VIE that most significantly impact the entity's economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. The primary beneficiary is required to consolidate the VIE. Commercial and operating activities are generally the factors that most significantly impact the economic performance of such VIEs. Commercial and operating activities include construction, operation and maintenance, fuel procurement, plant dispatch and compliance with regulatory and contractual requirements.

Variable Interest in VIEs that are Consolidated

SCE Recovery Funding LLC is a bankruptcy remote, wholly owned special purpose subsidiary, consolidated by SCE. SCE Recovery Funding LLC is a VIE and SCE is the primary beneficiary. SCE Recovery Funding LLC was formed in 2021 for the purpose of issuing and servicing securitized bonds related to SCE's AB 1054 Excluded Capital Expenditures.

SCE Recovery Funding LLC has issued a total of $1.6 billion of securitized bonds. The proceeds were used to acquire SCE's right, title and interest in and to non-bypassable rates and other charges to be collected from certain existing and future customers in SCE's service territory ("Recovery Property"), associated with the AB 1054 Excluded Capital Expenditures, 40

Table of Contents until the bonds are paid in full, and all financing costs have been recovered. The securitized bonds are secured by the Recovery Property and cash collections from the non-bypassable rates and other charges are the sole source of funds to satisfy the debt obligation. The bondholders have no recourse to SCE.

The following table summarizes the impact of SCE Recovery Funding LLC on SCE's and Edison International's consolidated balance sheets.


		September 30,		December 31,
(in millions)		2024		2023
Other current assets		$	80	$	53
Regulatory assets: non-current			1,524		1,558
Regulatory liabilities: current			35		34
Current portion of long-term debt^1^			48		47
Other current liabilities			20		6
Long-term debt^1^			1,492		1,515
1	The bondholders have no recourse to SCE. The long-term debt balance is net of unamortized debt issuance costs.
---	---

Variable Interest in VIEs that are not Consolidated

Power Purchase Agreements

SCE has PPAs that are classified as variable interests in VIEs, including agreements through which SCE provides the natural gas to fuel the plants, fixed price contracts for renewable energy, and resource adequacy agreements that, upon the seller's election, include the purchase of energy at fixed prices. SCE has concluded that it is not the primary beneficiary of these VIEs since it does not control the commercial and operating activities of these entities. Since payments for capacity are the primary source of income, the most significant economic activity for these VIEs is the operation and maintenance of the power plants, which SCE does not perform.

As of the balance sheet date, the carrying amount of assets and liabilities included in SCE's consolidated balance sheet that relate to involvement with VIEs that are not consolidated, result from amounts due under the PPAs. Under these contracts, SCE recovers the costs incurred through demonstration of compliance with its CPUC-approved long-term power procurement plans. SCE has no residual interest in the entities and has not provided or guaranteed any debt or equity support, liquidity arrangements, performance guarantees, or other commitments associated with these contracts other than the purchase commitments described in Note 12 of the 2023 Form 10-K. As a result, there is no significant potential exposure to loss to SCE from its variable interest in these VIEs. The aggregate contracted capacity dedicated to SCE from these VIE projects was 5,103 Megawatt(s) ("MW") and 3,443 MW at September 30, 2024 and 2023, respectively. The amounts that SCE paid to these projects were $246 million and $191 million for the three months ended September 30, 2024 and 2023, respectively, and $592 million and $476 million for the nine months ended September 30, 2024, and 2023, respectively. These amounts are recoverable in customer rates, subject to reasonableness review.

Unconsolidated Trusts of SCE

SCE Trust II, Trust III, Trust IV, Trust V, Trust VI, Trust VII and Trust VIII were utilized in 2013, 2014, 2015, 2016, 2017, 2023 and 2024, respectively, for the exclusive purpose of issuing the 5.10%, 5.75%, 5.375%, 5.45%, 5.00%, 7.50% and 6.95% trust preference securities, respectively ("trust securities"). The trusts are VIEs. SCE has concluded that it is not the primary beneficiary of these VIEs as it does not have the obligation to absorb the expected losses or the right to receive the expected residual returns of the trusts. SCE Trust II, Trust III, Trust IV, Trust V, Trust VI, Trust VII and Trust VIII issued to the public trust securities in the face amounts of $400 million, $275 million, $325 million, $300 million, $475 million, $550 million and $350 million (cumulative, liquidation amounts of $25 per share), respectively, and $10,000 of common stock each to SCE. The trusts invested the proceeds of these trust securities in Series G, Series H, Series J, Series K, Series L, Series M and Series N Preference Stock issued by SCE in the principal amounts of $400 million, $275 million, $325 million, 41

Table of Contents $300 million, $475 million, $550 million and $350 million (cumulative, $2,500 per share liquidation values), respectively, which have substantially the same payment terms as the respective trust securities.

The Series G, Series H, Series J, Series K, Series L, Series M and Series N Preference Stock and the corresponding trust securities do not have a maturity date. Upon any redemption of any shares of the Series G, Series H, Series J, Series K, Series L, Series M or Series N Preference Stock, a corresponding dollar amount of trust securities will be redeemed by the applicable trust. The applicable trust will make distributions at the same rate and on the same dates on the applicable series of trust securities, if and when the SCE board of directors declares and makes dividend payments on the related Preference Stock. The applicable trust will use any dividends it receives on the related Preference Stock to make its corresponding distributions on the applicable series of trust securities. If SCE does not make a dividend payment to any of these trusts, SCE would be prohibited from paying dividends on its common stock. SCE has fully and unconditionally guaranteed the payment of the trust securities and trust distributions, if and when SCE pays dividends on the related Preference Stock.

The Trust II, Trust III, Trust IV, Trust V, Trust VI and Trust VII balance sheets as of September 30, 2024 and December 31, 2023 consisted of investments of $220 million, $275 million, $325 million, $300 million, $475 million and $550 million in the Series G, Series H, Series J, Series K, Series L and Series M Preference Stock, respectively, $220 million, $275 million, $325 million, $300 million, $475 million and $550 million of trust securities, respectively, and $10,000 each of common stock. The Trust VIII balance sheet as of September 30, 2024, consisted of investments of $350 million in the Series N Preference Stock (see Note 13 for further information), $350 million of trust securities and $10,000 of common stock.

The following table provides a summary of the trusts' income statements:


	Three months ended September 30,
(in millions)	Trust II		Trust III		Trust IV		Trust V		Trust VI		Trust VII		Trust VIII
2024
Dividend income	$	2	$	4	$	4	$	4	$	6	$	10	$	6
Dividend distributions		2		4		4		4		6		10		6
2023
Dividend income	$	2	$	4	$	4	$	4	$	6	$	—	$	—
Dividend distributions		2		4		4		4		6		—		—

	Nine months ended September 30,
(in millions)	Trust II		Trust III		Trust IV		Trust V		Trust VI		Trust VII		Trust VIII
2024
Dividend income	$	8	$	12	$	13	$	12	$	18	$	31	$	9
Dividend distributions		8		12		13		12		18		31		9
2023
Dividend income	$	8	$	12	$	13	$	12	$	18	$	—	$	—
Dividend distributions		8		12		13		12		18		—		—

Note 4.Fair Value Measurements

Recurring Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (referred to as an "exit price"). Fair value of an asset or liability considers assumptions that market participants would use in pricing the asset or liability, including assumptions about nonperformance risk. As of September 30, 2024 and December 31, 2023, nonperformance risk was not material for Edison International or SCE.

Assets and liabilities are categorized into a three-level fair value hierarchy based on valuation inputs used to determine fair value. 42

Table of Contents Level 1 – The fair value of Edison International's and SCE's Level 1 assets and liabilities is determined using unadjusted quoted prices in active markets that are available at the measurement date for identical assets and liabilities. This level includes exchange-traded equity securities, U.S. treasury securities, mutual funds, and money market funds.

Level 2 – Edison International's and SCE's Level 2 assets and liabilities include fixed income securities, primarily consisting of U.S. government and agency bonds, municipal bonds and corporate bonds, and over-the-counter commodity derivatives. The fair value of fixed income securities is determined using a market approach by obtaining quoted prices for similar assets and liabilities in active markets and inputs that are observable, either directly or indirectly, for substantially the full term of the instrument.

The fair value of SCE's over-the-counter commodity derivative contracts is determined using an income approach. SCE uses standard pricing models to determine the net present value of estimated future cash flows. Inputs to the pricing models include forward published or posted clearing prices from an exchange (Intercontinental Exchange) for similar instruments and discount rates. A primary price source that best represents trade activity for each market is used to develop observable forward market prices in determining the fair value of these positions. Broker quotes, prices from exchanges, or comparison to executed trades are used to validate and corroborate the primary price source. These price quotations reflect mid-market prices (average of bid and ask) and are obtained from sources believed to provide the most liquid market for the commodity.

Level 3 – This level consists of congestion revenue rights ("CRRs"), which are derivative contracts that trade infrequently with significant unobservable inputs (CAISO CRR auction prices). SCE employs a market valuation approach of utilizing historical CRR prices as a proxy for forward prices. Edison International Parent and Other does not have any Level 3 assets and liabilities.

Assumptions are made in order to value derivative contracts in which observable inputs are not available. In circumstances where fair value cannot be verified with observable market transactions, it is possible that a different valuation model could produce a materially different estimate of fair value. Modeling methodologies, inputs, and techniques are reviewed and assessed as markets continue to develop and more pricing information becomes available, and the fair value is adjusted when it is concluded that a change in inputs or techniques would result in a new valuation that better reflects the fair value of those derivative contracts. See Note 6 for a discussion of derivative instruments.

SCE

The following table sets forth assets and liabilities of SCE that were accounted for at fair value by level within the fair value hierarchy:


	September 30, 2024
							Netting
							and
(in millions)	Level 1		Level 2		Level 3		Collateral^1^		Total
Assets at fair value
Derivative contracts	$	—	$	9	$	38	$	(10)	$	37
Money market funds and other		5		22		—		—		27
Nuclear decommissioning trusts:
Stocks^2^		1,767		—		—		—		1,767
Fixed Income^3^		929		1,730		—		—		2,659
Short-term investments, primarily cash equivalents		47		59		—		—		106
Subtotal of nuclear decommissioning trusts^4^		2,743		1,789		—		—		4,532
Total assets		2,748		1,820		38		(10)		4,596
Liabilities at fair value
Derivative contracts		—		86		1		(87)		—
Total liabilities		—		86		1		(87)		—
Net assets	$	2,748	$	1,734	$	37	$	77	$	4,596

Table of Contents


		December 31, 2023
								Netting
								and
(in millions)		Level 1		Level 2		Level 3		Collateral^1^			Total
Assets at fair value
Derivative contracts		$	—	$	3	$	91	$	(3)	$	91
Money market funds and other			78		22		—		—		100
Nuclear decommissioning trusts:
Stocks^2^			1,658		—		—		—		1,658
Fixed Income^3^			923		1,421		—		—		2,344
Short-term investments, primarily cash equivalents			169		104		—		—		273
Subtotal of nuclear decommissioning trusts^4^			2,750		1,525		—		—		4,275
Total assets			2,828		1,550		91		(3)		4,466
Liabilities at fair value
Derivative contracts			—		77		—		(77)		—
Total liabilities			—		77		—		(77)		—
Net assets		$	2,828	$	1,473	$	91	$	74	$	4,466
1	Represents the netting of assets and liabilities under master netting agreements and cash collateral.
---	---
2	Approximately 75% of SCE's equity investments were in companies located in the United States at September 30, 2024 and December 31, 2023.
---	---
3	Includes corporate bonds, which were diversified by the inclusion of collateralized mortgage obligations and other asset backed securities, of $109 million and $106 million at September 30, 2024 and December 31, 2023, respectively.
---	---
4	Excludes net payables of $108 million and $102 million at September 30, 2024 and December 31, 2023, respectively, which consist of interest and dividend receivables as well as receivables and payables related to SCE's pending securities sales and purchases.
---	---

SCE Fair Value of Level 3

The following table sets forth a summary of changes in SCE's fair value of Level 3 net derivative assets and liabilities:


		Three months ended September 30,				Nine months ended September 30,
(in millions)		2024		2023		2024		2023
Fair value of net assets at beginning of period		$	79	$	12	$	91	$	63
Sales			(1)		—		(1)		(1)
Settlements			8		(23)		12		(47)
Total realized/unrealized (losses)/gains^1^			(49)		45		(65)		19
Fair value of net assets at end of period		$	37	$	34	$	37	$	34
1	Due to regulatory mechanisms, SCE's realized and unrealized gains and losses are recorded as regulatory assets and liabilities.
---	---

There were no material transfers into or out of Level 3 during 2024 and 2023.

The following table sets forth the significant unobservable inputs used to determine fair value for Level 3 CRR assets and liabilities:


	Fair Value				Significant		Weighted
	(in millions)				Unobservable	Range	Average
	Assets		Liabilities		Input	(per MWh)	(per MWh)
September 30, 2024	$	38	$	1	CAISO CRR auction prices	($11.27) - $8,423.68	$	2.72
December 31, 2023		91		—	CAISO CRR auction prices	(6.44) - 16,574.36		2.74

Table of Contents Level 3 Fair Value Uncertainty

For CRRs, increases or decreases in CAISO auction prices would result in higher or lower fair value, respectively.

Nuclear Decommissioning Trusts

SCE's nuclear decommissioning trust investments include equity securities, U.S. treasury securities, and other fixed income securities. Equity and treasury securities are classified as Level 1 as fair value is determined by observable market prices in active or highly liquid and transparent markets. The remaining fixed income securities are classified as Level 2. There are no securities classified as Level 3 in the nuclear decommissioning trusts. See Note 10 for more information on nuclear decommissioning trusts.

Edison International Parent and Other

Edison International Parent and Other assets measured at fair value and classified as Level 1 consisted of money market funds of $100 million and $121 million at September 30, 2024 and December 31, 2023, respectively. There were no assets classified as Level 2 at September 30, 2024. Assets measured at fair value and classified as Level 2 consisted of short-term investments of $2 million at December 31, 2023. There were no securities classified as Level 3 for Edison International Parent and Other.

Fair Value of Debt Recorded at Carrying Value

The carrying value and fair value of Edison International's and SCE's long-term debt (including the current portion of long-term debt) are as follows:


		September 30, 2024				December 31, 2023
		Carrying		Fair		Carrying		Fair
(in millions)		Value^1^		Value^2^		Value^1^		Value^2^
Edison International		$	34,851	$	33,887	$	33,013	$	31,315
SCE			29,830		28,679		28,494		26,712
1	Carrying value is net of debt issuance costs.
---	---
2	The fair value of long-term debt is classified as Level 2.
---	---

Note 5.Debt and Credit Agreements

Long-Term Debt

In the first nine months of 2024, SCE issued the following first and refunding mortgage bonds:


Description	Month of Issuance	Rate	Maturity Date	Amount <br>(in millions)
Series 2024A	January 2024	4.875%	2027	$	500
Series 2024B	January 2024	5.20%	2034		900
Series 2024C	March 2024	5.35%	2026		600
Series 2024D	March 2024	5.15%	2029		600
Series 2024E	March 2024	5.75%	2054		400
Series 2024F	May 2024	5.45%	2031		750
Series 2024G	September 2024	4.40%	2026		500

The proceeds were used to fund and refinance debt for the payment of wildfire claims and related expenses above the amount of insurance proceeds, repay commercial paper borrowings, and for general corporate purposes.

In June 2024, Edison International Parent issued $500 million of 5.45% senior notes due in 2029. The proceeds were used for general corporate purposes and to repay commercial paper borrowings. 45

Table of Contents Credit Agreements and Short-Term Debt

The following table summarizes the status of the credit facilities at September 30, 2024:


(in millions, except for rates)
Borrower		Termination Date	Secured Overnight Financing Rate ("SOFR") plus (bps)	Commitment		Outstanding borrowings		Outstanding letters of credit		Amount available
Edison International Parent^1, 3^		May 2028	128	$	1,500	$	20	$	—	$	1,480
SCE^2, 3^		May 2028	108		3,350		548		21		2,781
Total Edison International				$	4,850	$	568	$	21	$	4,261
1	At September 30, 2024, Edison International Parent had $20 million outstanding commercial paper, net of discount, at a weighted-average interest rate of 5.00%.
---	---
2	At September 30, 2024, SCE had $548 million outstanding commercial paper, net of discount, at a weighted-average interest rate of 5.25%.
---	---
3	In May 2024, Edison International Parent and SCE amended their credit facilities to extend the maturity date to May 2028, with additional one-year extension options. The aggregate maximum principal amount under the SCE and Edison International Parent revolving credit facilities may be increased up to $4.0 billion and $2.0 billion, respectively, provided that additional lender commitments are obtained.
---	---

Uncommitted Letters of Credit

SCE entered into agreements with certain lenders for bilateral unsecured standby letters of credit ("SBLC") with a total capacity of $625 million that is uncommitted and supported by reimbursement agreements. The SBLCs are not subject to any collateral or security requirements. At September 30, 2024, SCE had $196 million outstanding under these agreements, which expire between October 2024 and July 2025. The unused capacity under these agreements was $429 million.

Note 6.Derivative Instruments

Derivative financial instruments are used to manage exposure to commodity price risk resulting from SCE's electricity and natural gas procurement activities. The risks of fluctuating commodity prices are managed in part by entering into forward commodity transactions, including options, swaps and futures. To mitigate credit risk from counterparties in the event of nonperformance, master netting agreements are used whenever possible, and counterparties may be required to pledge collateral depending on the creditworthiness of each counterparty and the risk associated with the transaction.

Certain power and gas contracts contain a provision that requires SCE to maintain an investment grade rating from the major credit rating agencies, referred to as a credit-risk-related contingent feature. If SCE's credit rating were to fall below investment grade, SCE may be required to post additional collateral to cover derivative liabilities and the related outstanding payables. The fair value of these derivative contracts and any related collateral were immaterial as of September 30, 2024 and December 31, 2023.

SCE presents its derivative assets and liabilities, recorded at fair value, on a net basis on its consolidated balance sheets when subject to master netting agreements or similar agreements. Derivative positions are also offset against margin and cash collateral deposits. See Note 4 for a discussion of fair value of derivative instruments. 46

Table of Contents The following table summarizes the gross and net fair values of SCE's commodity derivative instruments:


	September 30, 2024
	Derivative Assets				Derivative Liabilities
(in millions)	Short-Term^1^		Long-Term^2^		Short-Term
Commodity derivative contracts
Gross amounts recognized	$	42	$	5	$	87
Gross amounts offset in the consolidated balance sheets		(10)		—		(10)
Cash collateral posted		—		—		(77)
Net amounts presented in the consolidated balance sheets	$	32	$	5	$	—


		December 31, 2023
		Derivative Assets		Derivative Liabilities
(in millions)		Short-Term^1^		Short-Term
Commodity derivative contracts
Gross amounts recognized		$	94	$	77
Gross amounts offset in the consolidated balance sheets			(3)		(3)
Cash collateral posted			—		(74)
Net amounts presented in the consolidated balance sheets		$	91	$	—
1	Included in "Other current assets" on SCE's consolidated balance sheets.
---	---
2	Included in "Other long-term assets" on SCE's consolidated balance sheets.
---	---

At September 30, 2024, SCE posted and accrued $133 million of cash collateral, of which $77 million was offset against derivative liabilities and $56 million was reflected in "Other current assets" on SCE's consolidated balance sheets. At December 31, 2023, SCE posted and accrued $121 million of cash collateral, of which $74 million was offset against derivative liabilities and $47 million was reflected in "Other current assets" on the consolidated balance sheets.

Financial Statement Impact of Derivative Instruments

SCE recognizes realized gains and losses on derivative instruments as purchased power expense and unrealized gains and losses as regulatory assets or liabilities. Both realized and unrealized gains and losses are expected to be recovered from customers and therefore do not affect earnings. Cash flows from derivative activities, including cash collateral, are reported in cash flows from operating activities in SCE's consolidated statements of cash flows.

The following table summarizes the (losses)/gains of SCE's economic hedging activity:


	Three months ended September 30,					Nine months ended September 30,
(in millions)		2024		2023		2024		2023
Realized	$	(187)	$	(57)	$	(313)	$	52
Unrealized		(19)		34		(56)		(344)

Notional Volumes of Derivative Instruments

The following table summarizes the notional volumes of derivatives used for SCE's economic hedging activities:


	Unit of	Economic Hedges
Commodity	Measure	September 30, 2024	December 31, 2023
Electricity options, swaps and forwards	Gigawatt hours	5,363	3,494
Natural gas options, swaps and forwards	Billion cubic feet	10	31
CRRs	Gigawatt hours	15,824	35,011

Table of Contents

Note 7.Revenue

SCE's revenue is disaggregated by two revenue sources:

●

Earning activities – representing revenue authorized by the CPUC and FERC, which is intended to provide SCE with a reasonable opportunity to recover its costs and earn a return on its net investment in generation, transmission and distribution assets. The annual revenue requirements are composed of authorized operation and maintenance costs, depreciation, taxes and a return consistent with the capital structure. Also, included in earnings activities are revenue or penalties related to incentive mechanisms, other operating revenue, and regulatory charges or disallowances.

●

Cost-recovery activities – representing CPUC- and FERC- authorized balancing accounts, which allow for recovery of specific project or program costs, subject to a reasonableness review or compliance with upfront standards, as well as non-bypassable rates collected for SCE Recovery Funding LLC. Cost-recovery activities include rates which provide recovery, subject to a reasonableness review of, among other things, fuel costs, purchased power costs, public purpose related-program costs (including energy efficiency and demand-side management programs), certain operation and maintenance expenses and repayment of bonds and financing costs of SCE Recovery Funding LLC. SCE earns no return on these activities.

---

The following table is a summary of SCE's revenue:


	Three months ended September 30, 2024						Three months ended September 30, 2023
			Cost-						Cost-
	Earning		Recovery		Total		Earning		Recovery		Total
(in millions)	Activities		Activities		Consolidated		Activities		Activities		Consolidated
Revenue from contracts with customers^1^	$	2,512	$	4,051	$	6,563	$	2,362	$	3,479	$	5,841
Alternative revenue programs and other operating revenue^2^		94		(1,469)		(1,375)		25		(1,179)		(1,154)
Total operating revenue	$	2,606	$	2,582	$	5,188	$	2,387	$	2,300	$	4,687


		Nine months ended September 30, 2024						Nine months ended September 30, 2023
				Cost-						Cost-
		Earning		Recovery		Total		Earning		Recovery		Total
(in millions)		Activities		Activities		Consolidated		Activities		Activities		Consolidated
Revenues from contracts with customers^1^		$	6,858	$	7,576	$	14,434	$	6,481	$	6,685	$	13,166
Alternative revenue programs and other operating revenue^2^			804		(1,662)		(858)		306		(886)		(580)
Total operating revenue		$	7,662	$	5,914	$	13,576	$	6,787	$	5,799	$	12,586
1	At September 30, 2024 and December 31, 2023, SCE's receivables related to contracts from customers were $3.8 billion and $2.5 billion, respectively, which include accrued unbilled revenue of $1.2 billion and $741 million, respectively.
---	---
2	Includes differences between revenues from contracts with customers and authorized levels for certain CPUC and FERC revenues.
---	---

Deferred Revenue

As of September 30, 2024, SCE has deferred revenue of $358 million related to the 2021 sale of transmission line use, of which $344 million is included in "Other deferred credits and other long-term liabilities" on SCE's consolidated balance sheets and is being amortized straight-line over the period of use of 30 years.

Table of Contents

Note 8.Income Taxes

Effective Tax Rate

The table below provides a reconciliation of income tax expense computed at the federal statutory income tax rate to the income tax provision:


	Three months ended September 30,						Nine months ended September 30,
(in millions)	2024			2023			2024			2023
Edison International:
Income from operations before income taxes	$	645		$	189		$	1,152		$	1,027
Provision for income tax at federal statutory rate of 21%		136			40			242			216
Increase (decrease) in income tax from:
State tax, net of federal tax effect		12			(16)			(18)			(16)
Property-related		(78)			(47)			(195)			(152)
Other		(2)			—			(15)			(7)
Total income tax expense (benefit)	$	68		$	(23)		$	14		$	41
Effective tax rate		10.5	%		(12.2)	%		1.2	%		4.0	%
SCE:
Income from operations before income taxes	$	736		$	268		$	1,413		$	1,213
Provision for income tax at federal statutory rate of 21%		155			56			297			255
Increase (decrease) in income tax from:
State tax, net of federal tax effect		18			(11)			—			—
Property-related		(78)			(47)			(195)			(152)
Other		—			1			(8)			(7)
Total income tax expense (benefit)	$	95		$	(1)		$	94		$	96
Effective tax rate		12.9	%		(0.4)	%		6.7	%		7.9	%

The CPUC requires flow-through ratemaking treatment for the current tax benefit arising from certain property-related and other temporary differences which reverse over time. Flow-through items reduce current authorized revenue requirements in SCE's rate cases and result in a regulatory asset for recovery of deferred income taxes in future periods. The difference between the authorized amounts as determined in SCE's rate cases, adjusted for balancing and memorandum account activities, and the recorded flow-through items also result in increases or decreases in regulatory assets with a corresponding impact on the effective tax rate to the extent that recorded deferred amounts are expected to be recovered in future rates. For further information, see Note 11.

In the third quarter of 2024, SCE placed in-service two utility owned storage projects of 200MW and 112.5MW, generating an investment tax credit of approximately $210 million. The tax benefits associated with these credits will be recognized and returned to customers as the credits are utilized.

Tax Disputes

The tax years that remain open for examination by the IRS and the California Franchise Tax Board are 2021 – 2023 and 2013 – 2023, respectively. 49

Table of Contents

Note 9.Compensation and Benefit Plans

Pension Plans

Net periodic pension expense components are:


		Three months ended				Nine months ended
		September 30,				September 30,
(in millions)		2024		2023		2024		2023
Edison International:
Service cost		$	24	$	25	$	72	$	75
Non-service cost (benefit)
Interest cost			44		45		132		135
Expected return on plan assets			(58)		(54)		(176)		(162)
Amortization of net loss^1^			—		—		2		2
Regulatory adjustment			(5)		(12)		(15)		(36)
Total non-service benefit^2^		$	(19)	$	(21)	$	(57)	$	(61)
Total expense		$	5	$	4	$	15	$	14
SCE:
Service cost		$	24	$	24	$	72	$	72
Non-service cost (benefit)
Interest cost			41		42		122		126
Expected return on plan assets			(56)		(51)		(166)		(153)
Amortization of net loss^1^			1		—		2		—
Regulatory adjustment			(5)		(12)		(15)		(36)
Total non-service benefit^2^		$	(19)	$	(21)	$	(57)	$	(63)
Total expense		$	5	$	3	$	15	$	9
1	Represents the amount of net loss reclassified from other comprehensive loss.
---	---
2	Included in "Other Income, net" on Edison International's and SCE's consolidated statements of income.
---	---

Postretirement Benefits Other Than Pensions ("PBOP")

Net periodic PBOP expense components for Edison International and SCE are:


		Three months ended				Nine months ended
		September 30,				September 30,
(in millions)		2024		2023		2024		2023
Service cost		$	3	$	5	$	9	$	15
Non-service cost (benefit)
Interest cost			9		18		27		54
Expected return on plan assets			(28)		(27)		(84)		(81)
Amortization of net gain			(24)		(12)		(72)		(36)
Regulatory adjustment			40		16		120		48
Total non-service benefit^1^		$	(3)	$	(5)	$	(9)	$	(15)
Total expense		$	—	$	—	$	—	$	—
1	Included in "Other income, net" on Edison International's and SCE's consolidated statements of income.
---	---

Table of Contents Note 10. Investments

Nuclear Decommissioning Trusts

Future decommissioning costs related to SCE's nuclear assets are expected to be funded from independent decommissioning trusts.

The following table sets forth amortized cost and fair value of the trust investments (see Note 4 for a discussion on fair value of the trust investments):


			Amortized Costs				Fair Values
		Longest	September 30,		December 31,		September 30,		December 31,
(in millions)		Maturity Dates	2024		2023		2024		2023
Municipal bonds		2067	$	754	$	636	$	931	$	757
Government and agency securities		2074		1,098		1,072		1,262		1,186
Corporate bonds		2072		402		361		466		401
Short-term investments and receivables/payables^1^		One-year		98		164		(2)		171
Total debt securities and other			$	2,352	$	2,233		2,657		2,515
Equity securities								1,767		1,658
Total^2^							$	4,424	$	4,173
1	As of September 30, 2024 and December 31, 2023, short-term investments included $37 million and $38 million of repurchase agreement payable by financial institutions which earned interest, were fully secured by U.S. Treasury securities, and mature by October 1, 2024 and January 2, 2024, respectively.
---	---
2	Represents amounts before reduction for deferred tax liabilities on net unrealized gains of $426 million and $380 million as of September 30, 2024 and December 31, 2023, respectively.
---	---

Trust fund earnings (based on specific identification) increase the trust fund balance and the ARO regulatory liability. Unrealized holding gains, net of losses, were $1.9 billion and $1.8 billion at September 30, 2024 and December 31, 2023, respectively.

The following table summarizes the gains and losses for the trust investments:


	Three months ended September 30,				Nine months ended September 30,
(in millions)	2024		2023		2024		2023
Gross realized gains	$	84	$	48	$	186	$	243
Gross realized losses		(8)		(38)		(22)		(69)
Net unrealized gains/(losses) for equity securities		31		(81)		116		(17)

Due to regulatory mechanisms, changes in the assets of the trusts from income or loss items do not materially affect earnings.

Edison International Parent and Other's Investments

Edison International Parent and Other holds strategic investments in companies focused on innovative clean energy related technologies and services, included as "Other investments" on Edison International's consolidated balance sheets. As of September 30, 2024 and December 31, 2023, these investments include $14 million and $12 million of equity investments without readily determinable fair values, respectively. The equity investments without readily determinable fair values balances included cumulative upward adjustments of $9 million, resulting primarily from values determined by additional capital infusions, at both September 30, 2024 and December 31, 2023.

Table of Contents

Note 11. Regulatory Assets and Liabilities

Regulatory Assets

SCE's regulatory assets included on the consolidated balance sheets are:


	September 30,		December 31,
(in millions)	2024		2023
Current:
Regulatory balancing and memorandum accounts	$	2,098	$	2,502
Other		70		22
Total current		2,168		2,524
Long-term:
Deferred income taxes		5,829		5,533
Unamortized investments, net of accumulated amortization		114		110
Unamortized losses on reacquired debt		90		99
Regulatory balancing and memorandum accounts		777		1,257
Environmental remediation		226		226
Recovery assets		1,524		1,558
Other		100		114
Total long-term		8,660		8,897
Total regulatory assets	$	10,828	$	11,421

Regulatory Liabilities

SCE's regulatory liabilities included on the consolidated balance sheets are:


	September 30,		December 31,
(in millions)	2024		2023
Current:
Regulatory balancing and memorandum accounts	$	830	$	704
Other		44		59
Total current		874		763
Long-term:
Costs of removal		2,603		2,635
Deferred income taxes		2,171		2,211
Recoveries in excess of ARO liabilities		1,855		1,498
Regulatory balancing and memorandum accounts		1,964		1,395
Pension and other postretirement benefits		1,695		1,664
Other		22		17
Total long-term		10,310		9,420
Total regulatory liabilities	$	11,184	$	10,183

Table of Contents Net Regulatory Balancing and Memorandum Accounts

The following table summarizes the significant components of regulatory balancing and memorandum accounts included in the above tables of regulatory assets and liabilities:


	September 30,		December 31,
(in millions)	2024		2023
Asset (liability)
Energy procurement related costs	$	(376)	$	397
Public purpose and energy efficiency		(1,864)		(1,736)
GRC related balancing accounts		852		1,361
FERC related balancing accounts		42		(211)
Wildfire risk mitigation and insurance		687		1,169
Wildfire and drought restoration		256		417
Residential uncollectibles balancing account		179		—
Customer service re-platform memorandum account		116		21
Tax accounting memorandum account		13		108
Other		176		134
Assets, net of liabilities	$	81	$	1,660

Note 12. Commitments and Contingencies

Indemnities

Edison International and SCE have various financial and performance guarantees and indemnity agreements which are issued in the normal course of business.

Edison International and SCE have agreed to provide indemnifications through contracts entered into in the normal course of business. These are primarily indemnifications against adverse litigation outcomes in connection with underwriting agreements, indemnities for specified environmental liabilities and income taxes with respect to assets sold or other contractual arrangements. Edison International's and SCE's obligations under these agreements may or may not be limited in terms of time and/or amount, and in some instances Edison International and SCE may have recourse against third parties. Edison International and SCE have not recorded a liability related to these indemnities. The overall maximum amount of the obligations under these indemnifications cannot be reasonably estimated.

Contingencies

In addition to the matters disclosed in these Notes, Edison International and SCE are involved in other legal, tax, and regulatory proceedings before various courts and governmental agencies regarding matters arising in the ordinary course of business. Edison International and SCE believe the outcome of each of these other proceedings will not materially affect its financial position, results of operations and cash flows. Legal costs expected to be incurred by Edison International and SCE in connection with loss contingencies are expensed as incurred.

Southern California Wildfires and Mudslides

California has experienced unprecedented weather conditions in recent years due to climate change and wildfires in SCE's territory, including those where SCE's equipment has been alleged to be associated with the fire's ignition have caused loss of life and substantial damage. SCE's service territory remains susceptible to additional wildfire activity.

Numerous claims related to wildfire events have been initiated against SCE and Edison International. Edison International and SCE have incurred material losses in connection with the 2017/2018 Wildfire/Mudslide Events (defined below) and other fires, which are described below. In addition, SCE's equipment has been, and may further be, alleged to be associated with other wildfires that have originated in Southern California. 53

Table of Contents Liability Overview

The extent of legal liability for wildfire-related damages in actions against utilities depends on a number of factors, including whether the utility substantially caused or contributed to the damages and whether parties seeking recovery of damages will be required to show negligence in addition to causation. California courts have previously found utilities to be strictly liable for property damage along with associated interest and attorneys' fees, regardless of fault, by applying the theory of inverse condemnation when a utility's facilities were determined to be a substantial cause of a wildfire that caused the property damage. If inverse condemnation is held to be inapplicable to SCE in connection with a wildfire, SCE still could be held liable for property damages and associated interest if the property damages were found to have been proximately caused by SCE's negligence. If SCE were to be found negligent, SCE could also be held liable for, among other things, fire suppression costs, business interruption losses, evacuation costs, clean-up costs, medical expenses, and personal injury/wrongful death claims, including claims for non-economic damages. Additionally, SCE could potentially be subject to fines and penalties for alleged violations of CPUC rules and state laws investigated in connection with the ignition of a wildfire.

While investigations into the cause of a wildfire event are conducted by one or more fire agencies, fire agency findings do not determine legal causation of or assign legal liability for a wildfire event. Final determinations of legal causation and liability for wildfire events, including determinations of whether SCE was negligent, would only be made during lengthy and complex litigation processes and settlements may be reached before determinations of legal liability are ever made. Even when investigations are still pending or legal liability is disputed, an assessment of likely outcomes, including through future settlement of disputed claims, may require estimated losses to be accrued under accounting standards. Each reporting period, management reviews its loss estimates for remaining alleged and potential claims related to wildfire events. The process for estimating losses associated with alleged and potential wildfire-related claims requires management to exercise significant judgment based on a number of assumptions and subjective factors, including, but not limited to: estimates of known and expected claims by third parties based on currently available information, opinions of counsel regarding litigation risk, the status of and developments in the course of litigation, and prior experience litigating and settling wildfire litigation claims. As additional information becomes available, management's estimates and assumptions regarding the causes and financial impact of wildfire events may change. Actual losses incurred may be higher or lower than estimated based on several factors, including the uncertainty in estimating damages that have been or may be alleged and in estimating settlement outcomes.

2017/2018 Wildfire/Mudslide Events

Wildfires in SCE's territory in December 2017 and November 2018 caused loss of life, substantial damage to both residential and business properties, and service outages for SCE customers. The investigating government agencies, the Ventura County Fire Department ("VCFD") and California Department of Forestry and Fire Protection ("CAL FIRE"), have determined that the largest of the 2017 fires in SCE's territory originated on December 4, 2017, in the Anlauf Canyon area of Ventura County (the investigating agencies refer to this fire as the "Thomas Fire"), followed shortly thereafter by a second fire that originated near Koenigstein Road in the City of Santa Paula (the "Koenigstein Fire"). The December 4, 2017 fires eventually burned substantial acreage in both Ventura and Santa Barbara Counties. According to CAL FIRE, the Thomas and Koenigstein Fires, collectively, burned over 280,000 acres, destroyed or damaged an estimated 1,343 structures and resulted in two confirmed fatalities. The largest of the November 2018 fires in SCE's territory, known as the "Woolsey Fire," originated in Ventura County and burned acreage in both Ventura and Los Angeles Counties. According to CAL FIRE, the Woolsey Fire burned almost 100,000 acres, destroyed an estimated 1,643 structures, damaged an estimated 364 structures and resulted in three confirmed fatalities. Four additional fatalities are alleged to have been associated with the Woolsey Fire.

As described below, multiple lawsuits related to the Thomas and Koenigstein Fires and the Woolsey Fire have been initiated against SCE and Edison International. Some of the Thomas and Koenigstein Fires lawsuits claim that SCE and Edison International have responsibility for the damages caused by debris flows and flooding in Montecito and surrounding areas in January 2018 (the "Montecito Mudslides," and collectively with the Thomas Fire and the Koenigstein Fire, "TKM") based on a theory alleging that SCE has responsibility for the Thomas and/or Koenigstein Fires and further alleging that the Thomas and/or Koenigstein Fires proximately caused the Montecito Mudslides. According to Santa Barbara County initial reports, the 54

Table of Contents Montecito Mudslides destroyed an estimated 135 structures, damaged an estimated 324 structures, and resulted in 21 confirmed fatalities, with two additional fatalities presumed but not officially confirmed.

The Thomas Fire, the Koenigstein Fire, the Montecito Mudslides and the Woolsey Fire are each referred to as a "2017/2018 Wildfire/Mudslide Event," and, collectively, referred to as the "2017/2018 Wildfire/Mudslide Events."

As of September 30, 2024, SCE had paid $9.3 billion under executed settlements, had $78 million to be paid under executed settlements, including $58 million to be paid under the SED Agreement (as defined below), and had $491 million of estimated losses for remaining alleged and potential claims reflected on its consolidated balance sheets related to the 2017/2018 Wildfire/Mudslide Events. As of the same date, SCE had assets for expected recoveries through FERC electric rates of $64 million on its consolidated balance sheets and had exhausted expected insurance recoveries related to the 2017/2018 Wildfire/Mudslide Events.

The estimated losses for the 2017/2018 Wildfire/Mudslide Events do not include estimates of potential losses related to certain potential public entity plaintiff claims, including the California Governor's Office of Emergency Service's ("Cal OES") claim in the TKM litigation, for which the statute of limitations has been tolled, and for an individual plaintiff demand received in the first quarter of 2024 that has not been substantiated, as losses from these alleged and potential claims are not estimable at this time. Edison International and SCE may incur a material loss in excess of amounts accrued in connection with the remaining alleged and potential claims related to the 2017/2018 Wildfire/Mudslide Events. Due to the number of uncertainties and possible outcomes related to the 2017/2018 Wildfire/Mudslide Events litigation, Edison International and SCE cannot estimate the upper end of the range of reasonably possible losses that may be incurred.

Estimated losses for the 2017/2018 Wildfire/Mudslide Events litigation are based on a number of assumptions and are subject to change as additional information becomes available. Actual losses incurred may be higher or lower than estimated based on several factors, including the uncertainty in estimating damages that have been or may be alleged and uncertainty in estimating settlement outcomes. For instance, SCE will receive additional information with respect to damages claimed as the claims mediation and trial processes progress. Other factors that can cause actual losses incurred to be higher or lower than estimated include the ability to reach settlements and the outcomes of settlements reached through the ongoing claims mediation processes, uncertainties related to the impact of outcomes of wildfire litigation against other parties and increasingly negative jury sentiments in general litigation, uncertainties related to the sufficiency of insurance held by plaintiffs, uncertainties related to the litigation processes, including whether plaintiffs will ultimately pursue claims, uncertainty as to the legal and factual determinations to be made during litigation, including uncertainty as to the contributing causes of the 2017/2018 Wildfire/Mudslide Events, the complexities associated with fires that merge and whether inverse condemnation will be held applicable to SCE with respect to damages caused by the Montecito Mudslides, and the uncertainty as to how these factors impact future settlements.

The CPUC and FERC may not allow SCE to recover uninsured losses through electric rates if it is determined that such losses were not prudently incurred. See "Loss Estimates for Third Party Claims and Potential Recoveries from Insurance and through Electric Rates" below for additional information.

External Investigations and Internal Review

The VCFD and CAL FIRE have jointly issued reports concerning their findings regarding the causes of the Thomas Fire and the Koenigstein Fire. The reports did not address the causes of the Montecito Mudslides. SCE has also received a non-final redacted draft of a report from the VCFD regarding Woolsey Fire (the "Redacted Woolsey Report"). SCE cannot predict when the VCFD will release its final report regarding the Woolsey Fire.

The CPUC's Safety and Enforcement Division ("SED") conducted investigations to assess SCE's compliance with applicable rules and regulations in areas impacted by the Thomas, Koenigstein and Woolsey Fires. As discussed below, in October 2021, SCE and the SED executed the SED Agreement (as defined below) to resolve the SED's investigations into the 2017/2018 Wildfire/Mudslide Events. 55

Table of Contents The California Attorney General's Office has completed its investigation of the Thomas Fire and the Woolsey Fire without pursuing criminal charges.

SCE's internal review into the facts and circumstances of each of the 2017/2018 Wildfire/Mudslide Events is complex and time consuming. SCE expects to obtain and review additional information and materials in the possession of third parties during the course of its internal reviews and the litigation processes.

Thomas Fire

On March 13, 2019, the VCFD and CAL FIRE jointly issued a report concluding, after ruling out other possible causes, that the Thomas Fire was started by SCE power lines coming into contact during high winds, resulting in molten metal falling to the ground. However, the report does not state that their investigation found molten metal on the ground. At this time, based on available information, SCE believes that it is likely that its equipment was not associated with the ignition of the Thomas Fire. Based on publicly available radar data showing a smoke plume in the Anlauf Canyon area emerging in advance of the report's indicated start time and other evidence, SCE believes that the Thomas Fire started at least 12 minutes prior to any issue involving SCE's system and at least 15 minutes prior to the start time indicated in the report.

Koenigstein Fire

On March 20, 2019, the VCFD and CAL FIRE jointly issued a report finding that the Koenigstein Fire was caused when an energized SCE electrical wire separated and fell to the ground along with molten metal particles and ignited the dry vegetation below. SCE believes that its equipment was associated with the ignition of the Koenigstein Fire.

Montecito Mudslides

SCE's internal review includes inquiry into whether the Thomas and/or Koenigstein Fires proximately caused or contributed to the Montecito Mudslides, whether, and to what extent, the Thomas and/or Koenigstein Fires were responsible for the damages in the Montecito area and other factors that potentially contributed to the losses that resulted from the Montecito Mudslides. Many other factors, including, but not limited to, weather conditions and insufficiently or improperly designed and maintained debris basins, roads, bridges and other channel crossings, caused, contributed to or exacerbated the losses that resulted from the Montecito Mudslides.

At this time, based on available information, SCE has not been able to determine whether the Thomas Fire or the Koenigstein Fire, or both, were responsible for the damages in the Montecito area. In the event that SCE is determined to have caused the fire that spread to the Montecito area, SCE cannot predict whether, if fully litigated, the courts would conclude that the Montecito Mudslides were caused by or contributed to the Thomas and/or Koenigstein Fires or that SCE would be liable for some or all of the damages caused by the Montecito Mudslides.

Woolsey Fire

SCE's internal review into the facts and circumstances of the Woolsey Fire is ongoing. SCE has reported to the CPUC that there was an outage on SCE's electric system in the vicinity of where the Woolsey Fire reportedly began on November 8, 2018. SCE is aware of witnesses who saw fire in the vicinity of SCE's equipment at the time the fire was first reported. While SCE did not find evidence of downed electrical wires on the ground in the suspected area of origin, it observed a pole support wire in proximity to an electrical wire that was energized prior to the outage.

The Redacted Woolsey Report states that the VCFD investigation team determined that electrical equipment owned and operated by SCE was the cause of the Woolsey Fire. Absent additional evidence, SCE believes that it is likely that its equipment was associated with the ignition of the Woolsey Fire. SCE expects to obtain and review additional information and materials in the possession of CAL FIRE and others during the course of its internal review and the Woolsey Fire litigation process, including SCE equipment that has been retained by CAL FIRE. 56

Table of Contents Litigation

Multiple lawsuits related to the 2017/2018 Wildfire/Mudslide Events naming SCE as a defendant have been filed by three categories of plaintiffs: individual plaintiffs, subrogation plaintiffs and public entity plaintiffs. A number of the lawsuits also name Edison International as a defendant and some of the lawsuits were filed as purported class actions. As of October 22, 2024, in addition to the outstanding claims of approximately 440 individual plaintiffs, there were alleged and potential claims of certain public entity plaintiffs, including the CAL OES, outstanding. The litigation could take a number of years to be completely resolved because of the complexity of the matters and number of plaintiffs.

On October 4, 2018, the Los Angeles Superior Court denied Edison International's and SCE's challenge to the application of inverse condemnation to SCE with respect to the Thomas and Koenigstein Fires and, on February 26, 2019, the California Supreme Court denied SCE's petition to review the Superior Court's decision. In April 2022, following a stipulated judgment entered against SCE in the TKM litigation, SCE filed an appeal related to inverse condemnation in the California Court of Appeal, which was denied. In August 2024, the California Supreme Court denied SCE's petition to review the California Court of Appeal's decision.

In January 2019, SCE filed a cross-complaint against certain local public entities alleging that failures by these entities, such as failure to adequately plan for flood hazards and build and maintain adequate debris basins, roads, bridges and other channel crossings, among other things, caused, contributed to or exacerbated the losses that resulted from the Montecito Mudslides. These cross-claims in the Montecito Mudslides litigation were not released as part of the Local Public Entity Settlements (as defined below). Several of these cross-claims have been settled or dismissed.

Settlement of Claims

In 2019, SCE paid $360 million to a number of local public entities to resolve those parties' collective claims arising from the 2017/2018 Wildfire/Mudslide Events (the "Local Public Entity Settlements"). SCE has also settled all fire suppression claims related to the 2017/2018 Wildfire/Mudslide Events.

In 2020, Edison International and SCE entered into an agreement (the "TKM Subrogation Settlement") under which all of the insurance subrogation plaintiffs' in the TKM litigation (the "TKM Subrogation Plaintiffs") collective claims arising from the Thomas Fire, Koenigstein Fire or Montecito Mudslides have been resolved. Under the TKM Subrogation Settlement, SCE paid the TKM Subrogation Plaintiffs an aggregate of $1.2 billion in October 2020 and also agreed to pay $0.555 for each dollar in claims to be paid by the TKM Subrogation Plaintiffs to their policy holders on or before July 15, 2023, up to an agreed upon cap.

In 2021, Edison International and SCE entered into an agreement (the "Woolsey Subrogation Settlement") under which all of the insurance subrogation plaintiffs' in the Woolsey Fire litigation (the "Woolsey Subrogation Plaintiffs") collective claims arising from the Woolsey Fire have been resolved. Under the Woolsey Subrogation Settlement, SCE paid the Woolsey Subrogation Plaintiffs an aggregate of $2.2 billion in March and April 2021. SCE has also agreed to pay $0.67 for each dollar in claims to be paid by the Woolsey Subrogation Plaintiffs to their policy holders on or before July 15, 2023, up to an agreed upon cap.

As of October 22, 2024, SCE has also entered into settlements with approximately 13,000 individual plaintiffs in the 2017/2018 Wildfire/Mudslide Events litigation. In 2023, 2022 and 2021, SCE entered into settlements with individual plaintiffs in the 2017/2018 Wildfire/Mudslide Events litigation under which it agreed to pay an aggregate of approximately $876 million, $1.7 billion and $1.7 billion, respectively, to those individual plaintiffs. In the first, second, and third quarters of 2024, SCE entered into settlements with individual plaintiffs in the 2017/2018 Wildfire/Mudslide Events litigation under which it agreed to pay an aggregate of approximately $216 million, $180 million, and $107 million, respectively, to those individual plaintiffs. 57

Table of Contents The statutes of limitations for individual plaintiffs in the 2017/2018 Wildfire/Mudslide Events have expired. As of October 22, 2024, SCE has received demands for approximately 95% and 94% of outstanding individual plaintiff claims in the TKM litigation and Woolsey Fire litigation, respectively.

Edison International and SCE did not admit wrongdoing or liability as part of any of the settlements described above. Other claims and potential claims related to the 2017/2018 Wildfire/Mudslide Events remain. SCE continues to explore reasonable settlement opportunities with other plaintiffs in the outstanding 2017/2018 Wildfire/Mudslide Events litigation.

SED Agreement

In October 2021, SCE and the SED executed an agreement (the "SED Agreement") to resolve the SED's investigations into the 2017/2018 Wildfire/Mudslide Events and three other 2017 wildfires for, among other things, aggregate costs of $550 million. The $550 million in costs was composed of a $110 million fine to be paid to the State of California General Fund, $65 million of shareholder-funded safety measures, and an agreement by SCE to waive its right to seek cost recovery in CPUC-jurisdictional rates for $125 million and $250 million of third-party uninsured claims payments (and related financing costs) in the TKM litigation and the Woolsey Fire litigation, respectively. The SED Agreement provides that SCE may, on a permanent basis, exclude from its ratemaking capital structure any after-tax charges to equity or debt borrowed to finance costs incurred under the SED Agreement. The SED Agreement also imposes other obligations on SCE, including reporting requirements and safety-focused studies. SCE's obligations under the SED Agreement commenced on August 15, 2022, when CPUC approval of the SED Agreement became final and non-appealable. SCE did not admit imprudence, negligence or liability with respect to the 2017/2018 Wildfire/Mudslide Events in the SED Agreement.

Loss Estimates for Third Party Claims and Potential Recoveries from Insurance and through Electric Rates

At September 30, 2024 and December 31, 2023, Edison International's and SCE's consolidated balance sheets included fixed payments to be made under executed settlement agreements and accrued estimated losses of $569 million and $715 million, respectively, for claims related to the 2017/2018 Wildfire/Mudslide Events. The following table presents changes in estimated losses since December 31, 2023:


(in millions)
Balance at December 31, 2023^1^		$	715
Increase in accrued estimated losses			490
Amounts paid			(636)
Balance at September 30, 2024^2^		$	569
1	At December 31, 2023, $30 million in current liabilities, wildfire-related claims, on Edison International's and SCE's consolidated balance sheets consisted of $16 million of settlements executed and $14 million of short term payables under the SED Agreement in connection with the 2017/2018 Wildfire/Mudslide Events. At December 31, 2023, the $1,368 million included in deferred credits and other liabilities, wildfire-related claims, on Edison International's and SCE's consolidated balance sheets included Edison International's and SCE's best estimate of expected losses for remaining alleged and potential claims related to the 2017/2018 Wildfire/Mudslide Events of $637 million, $48 million of long term payables under the SED Agreement and estimated losses related to the Other Wildfires of $683 million.
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2	At September 30, 2024, $39 million in current liabilities, wildfire-related claims, on Edison International's and SCE's consolidated balance sheets consisted of $20 million of settlements executed in connection with the 2017/2018 Wildfire/Mudslide Events, $15 million of short term payables under the SED Agreement, and $4 million of settlements executed in connection with the Other Wildfires. At September 30, 2024, the $1,055 million included in deferred credits and other liabilities, wildfire-related claims, on Edison International's and SCE's consolidated balance sheets included Edison International's and SCE's best estimate of expected losses for remaining alleged and potential claims related to the 2017/2018 Wildfire/Mudslide Events of $491 million, $43 million of long term payables under the SED Agreement and estimated losses related to the Other Wildfires of $521 million.
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Table of Contents For the three and nine months ended September 30, 2024 and 2023, Edison International's and SCE's consolidated statements of income included charges for the estimated losses, net of expected recoveries from FERC customers, related to the 2017/2018 Wildfire/Mudslide Events claims as follows:


	Three months ended September 30,				Nine months ended September 30,
(in millions)	2024		2023		2024		2023
Charge for wildfire-related claims	$	—	$	475	$	490	$	565
Expected revenue from FERC customers		—		(27)		(27)		(33)
Total pre-tax charge		—		448		463		532
Income tax benefit		—		(125)		(130)		(148)
Total after-tax charge	$	—	$	323	$	333	$	384

For events that occurred in 2017 and early 2018, principally the Thomas and Koenigstein Fires and Montecito Mudslides, SCE had $1.0 billion of wildfire-specific insurance coverage, subject to a self-insured retention of $10 million per occurrence. For the Woolsey Fire, SCE had an additional $1.0 billion of wildfire-specific insurance coverage, subject to a self-insured retention of $10 million per occurrence.

In total, through September 30, 2024, SCE has accrued estimated losses of $9.9 billion, has paid or is obligated to pay approximately $9.4 billion in settlements, including $58 million to be paid under the SED Agreement, and has recovered $2.0 billion from its insurance carriers in relation to the claims related to the 2017/2018 Wildfire/Mudslide Events.

Recovery of SCE's losses realized in connection with the 2017/2018 Wildfire/Mudslide Events in excess of available insurance is subject to approval by regulators. Under accounting standards for rate-regulated enterprises, SCE defers costs as regulatory assets when it concludes that such costs are probable of future recovery in electric rates. SCE utilizes objectively determinable evidence to form its view on probability of future recovery. The only directly comparable precedent in which a California investor-owned utility sought recovery for uninsured wildfire claims related costs is San Diego Gas & Electric's ("SDG&E") requests for cost recovery related to 2007 wildfire activity, where the FERC allowed recovery of all FERC-jurisdictional wildfire claims related costs while the CPUC rejected recovery of all CPUC-jurisdictional wildfire claims related costs based on a determination that SDG&E did not meet the CPUC's prudency standard ("SDG&E Decision"). As a result, while SCE does not agree with the CPUC's decision, it believes that the CPUC's interpretation and application of the prudency standard to SDG&E creates substantial uncertainty regarding how that standard will be applied to an investor-owned utility in wildfire cost-recovery proceedings for fires ignited prior to July 12, 2019. SCE will continue to evaluate the probability of recovery based on available evidence, including judicial, legislative and regulatory decisions, including any CPUC decisions illustrating the interpretation and/or application of the prudency standard when making determinations regarding recovery of uninsured wildfire-related costs. While the CPUC has not made a determination regarding SCE's prudency relative to any of the 2017/2018 Wildfire/Mudslide Events, SCE is unable to conclude, at this time, that uninsured CPUC-jurisdictional wildfire claims related costs related to the 2017/2018 Wildfire/Mudslide Events are probable of recovery through electric rates. SCE would record a regulatory asset at the time it obtains sufficient information to support a conclusion that recovery is probable.

In August 2023, SCE filed an application to seek CPUC-jurisdictional rate recovery of prudently incurred losses related to the Thomas Fire, the Koenigstein Fire and the Montecito Mudslides, consisting of uninsured claims and associated costs, including legal costs and financing costs. In August 2024, SCE and the California Public Advocates Office filed a joint motion in the cost recovery proceeding seeking approval of a settlement agreement between SCE and the California Public Advocates Office (the "TKM Settlement Agreement"). One party to the proceeding, the Wild Tree Foundation, has opposed the TKM Settlement Agreement.

Table of Contents 2024, other than for $125 million of uninsured claims and related financing costs which SCE waived its right to seek recovery of under the SED Agreement.

In October 2024, SCE filed an application (the "Woolsey Application") to seek CPUC-jurisdictional rate recovery of $5.4 billion of prudently incurred losses related to the Woolsey Fire, consisting of approximately $4.4 billion of uninsured claims paid as of August 31, 2024 and $1.0 billion of associated costs, composed of legal and financing costs incurred as of August 31, 2024 and estimated ongoing financing costs.

If, and when, the CPUC adopts a final decision approving the TKM Settlement Agreement, SCE will record a regulatory asset for recoveries permitted under the agreement. SCE does not expect to record a regulatory asset for recoveries related to the Woolsey Fire at that time. SCE will continue to evaluate the facts and circumstances of the Woolsey Fire cost recovery proceeding in determining if and when a regulatory asset may be recorded.

Through the operation of its FERC Formula Rate, and based upon the precedent established in SDG&E's recovery of FERC-jurisdictional wildfire-related costs, SCE believes it is probable it will recover its FERC-jurisdictional costs related to the 2017/2018 Wildfire/Mudslide Events and has recorded total expected recoveries of $440 million within the FERC balancing account. This amount is the FERC portion of the total estimated losses accrued and is subject to refund. As of September 30, 2024, collections have reduced the regulatory assets remaining in the FERC balancing account to $64 million. FERC recoveries are subject to refund, and SCE will continue to evaluate the probability of recovery of FERC-jurisdictional wildfire and mudslide related costs related to the 2017/2018 Wildfire/Mudslide Events based on available evidence, including any FERC decisions to allow or disallow recovery, or require refund, of FERC-jurisdictional wildfire-related costs based on a state regulator's decision on whether to permit recovery of related costs.

Through September 30, 2024, SCE has recorded $145 million gross, and $120 million net of depreciation, in incremental property, plant and equipment in relation to restoration costs related to the 2017/2018 Wildfire/Mudslide Events. These assets would be impaired to the extent restoration costs are permanently disallowed by the CPUC in cost recovery proceedings. Under the TKM Settlement Agreement, if approved by the CPUC, SCE will be authorized to recover approximately $55 million of approximately $65 million in incremental restoration costs, inclusive of operations and maintenance expenses, incurred related to the Thomas and Koenigstein Fires. SCE is seeking recovery of approximately $84 million in incremental restoration costs, inclusive of operations and maintenance expenses, incurred related to the Woolsey Fire in the Woolsey Application.

Other Wildfires

In addition to the Thomas, Koenigstein and Woolsey Fires, several other wildfires that ignited in and after 2017 impacted portions of SCE's service territory. Wildfires, where SCE's equipment has been and may be further alleged to be associated with the fire's ignition, that originated in Southern California (i) in 2017 or 2018, other than the Thomas, Koenigstein and Woolsey Fires, are referred to collectively as the "Other 2017/2018 Wildfires," (ii) after 2018 are referred to collectively as the "Post-2018 Wildfires." The Post-2018 Wildfires and the Other 2017/2018 Wildfires are referred to collectively as the "Other Wildfires."

During the nine months ended September 30, 2024, SCE accrued estimated losses of $184 million for claims related to the Other Wildfires, against which SCE has recorded expected recoveries from insurance of $60 million and expected recoveries through electric rates of $7 million. The resulting net charge to earnings was $117 million ($84 million after-tax).

Through September 30, 2024, SCE has recorded total estimated losses of $1.1 billion, expected recoveries from insurance and third parties of $683 million and expected recoveries through electric rates of $175 million related to the Other Wildfires claims. The after-tax net charges to earnings recorded through September 30, 2024 have been $152 million.

As of September 30, 2024, SCE has paid or is obligated to pay approximately $549 million under executed settlements related to the Other Wildfires and Edison International's and SCE's estimated losses for remaining alleged and potential claims (established at the low end of the estimated range of reasonably possible losses) related to the Other Wildfires was 60

Table of Contents $521 million. As of the same date, SCE had assets for expected recoveries through insurance and third parties of $399 million and through electric rates of $148 million on its consolidated balance sheets related to the Other Wildfires.

Other 2017/2018 Wildfires

Numerous claims related to the Other 2017/2018 Wildfires have been initiated against SCE. The SED is also conducting investigations with respect to some Other 2017/2018 Wildfires.

2017 Creek Fire

The Creek Fire originated near Sylmar in Los Angeles County in December 2017 and burned approximately 16,000 acres, destroyed an estimated 123 structures, damaged an estimated 81 structures, and resulted in 3 civilian injuries. While the United States Forest Service's ("USFS") January 2018 report of investigation concluded that the Los Angeles Department of Water and Power ("LADWP") long-span transmission lines slapping together in high winds resulted in arcing and ignition of the fire, in August 2024, the USFS issued a supplemental report concluding that the fire was caused by SCE power lines. In 2023, the USFS dismissed its claim against LADWP and filed a claim against SCE to recover over $40 million for fire-suppression costs incurred by the USFS and environmental damage to U.S. lands. A trial in the USFS litigation is currently set for July 2025. Other than for the claims of 8 individual plaintiffs related to two properties that were damaged by the Creek Fire, SCE has entered into settlements or settlements in principle on all claims filed by individual and subrogation plaintiffs who filed complaints against SCE related to the fire. A damages-only bench trial is currently set for June 2025 in one of the outstanding individual plaintiff cases. SCE expects to obtain and review additional information and materials in the possession of third parties during the course of its internal reviews and the litigation process. SCE has accrued charges for potential losses relating to the Creek Fire. The accrued charges correspond to the low end of the estimated range of reasonably possible losses that may be incurred in connection with the Creek Fire and are subject to change as additional information becomes available. While Edison International and SCE may incur a material loss in excess of the amount accrued, they cannot estimate the upper end of the range of reasonably possible losses that may be incurred. SCE has recorded recoveries from insurance of $18 million related to the Creek Fire. No additional insurance is available because wildfire insurance for the period in which the Creek Fire was ignited has been almost fully exhausted as a result of the TKM litigation.

Post-2018 Wildfires

Numerous claims related to the Post-2018 Wildfires have been initiated against SCE and Edison International. The SED is also conducting investigations with respect to several Post-2018 Wildfires.

Expected recoveries from insurance recorded for the Post-2018 Wildfires are supported by SCE's insurance coverage for multiple policy years. While Edison International and SCE may incur material losses in excess of the amounts accrued for certain of the Post-2018 Wildfires, Edison International and SCE expect that any losses incurred in connection with any such fire will be covered by insurance, subject to self-insured retentions and co-insurance, and expect that any such losses after expected recoveries from insurance and through electric rates will not be material.

2019 Saddle Ridge Fire

The "Saddle Ridge Fire," originated in Los Angeles County in October 2019 and burned approximately 9,000 acres, destroyed an estimated 19 structures, damaged an estimated 88 structures, and resulted in one fatality and injuries to eight fire fighters. In August 2023, SCE received a signed report of investigation from the Los Angeles Fire Department ("LAFD"), in which the LAFD stated with respect to the Saddle Ridge Fire that the cause of ignition was unintentional, the form of heat was undetermined, the item first ignited was undetermined and the material type first ignited was undetermined. The LAFD report noted that no other competent ignition sources other than SCE's transmission lines were found in the specific origin area of the Saddle Ridge Fire. There are currently no trials scheduled in the Saddle Ridge Fire litigation. Based on pending litigation and without considering insurance recoveries, it is reasonably possible that SCE will incur a material loss in connection with the Saddle Ridge Fire, but the range of reasonably possible losses that could be incurred cannot be estimated 61

Table of Contents at this time. SCE has not determined that losses in connection with the Saddle Ridge Fire are probable and consequently has not accrued a charge for potential losses relating to the Saddle Ridge Fire.

2020 Bobcat Fire

The "Bobcat Fire" was reported in the vicinity of Cogswell Dam in Los Angeles County in September 2020. The USFS has reported that the Bobcat Fire burned approximately 116,000 acres in Los Angeles County, destroyed an estimated 87 homes, one commercial property and 83 minor structures, damaged an estimated 28 homes and 19 minor structures, and resulted in injuries to six firefighters. In addition, fire authorities have estimated suppression costs at approximately $80 million. An investigation into the cause of the Bobcat Fire was led by the USFS. In May 2023, SCE received a report of investigation from the USFS, in which the USFS finds that the Bobcat Fire was caused when an SCE electrical wire made contact with a tree limb. The SED has concluded its investigation of the Bobcat Fire and found no violations of its rules and regulations by SCE related to the Bobcat Fire. The United States of America has filed a claim against SCE and one of its contractors to recover fire-suppression costs, property and natural resource losses, and emergency response costs. A jury trial in this litigation is currently set for July 2025. Individual plaintiffs have also filed complaints against SCE related to the Bobcat Fire, and a trial is currently set for July 2025. SCE expects to obtain and review additional information and materials in the possession of third parties during the course of its internal reviews and the litigation process. SCE has accrued material charges for potential losses relating to the Bobcat Fire. The accrued charges correspond to the low end of the estimated range of reasonably possible losses that may be incurred in connection with the Bobcat Fire and are subject to change as additional information becomes available. While Edison International and SCE may incur a material loss in excess of the amount accrued, they cannot estimate the upper end of the range of reasonably possible losses that may be incurred.

2022 Coastal Fire

The "Coastal Fire" originated in Orange County in May 2022 and burned approximately 200 acres. The Orange County Fire Authority ("OCFA") has reported that the Coastal Fire destroyed 20 residential structures and damaged 11 residential structures. Two firefighters also reportedly sustained minor injuries. In addition, fire authorities have estimated suppression costs at approximately $3 million. While SCE's investigation remains ongoing, SCE's information reflects that a SCE circuit in the area experienced an anomaly (a relay) approximately 2 minutes prior to the reported time of the fire. An investigation into the cause of the Coastal Fire was led by the OCFA. The OCFA has retained SCE equipment in connection with its investigation. In September 2024, SCE received a report of investigation from the OCFA, in which the OCFA finds that the Coastal Fire was unintentionally caused by sparks from overhead SCE electrical equipment igniting vegetation under the equipment. One damages only trial for a household of individual plaintiffs in the Coastal Fire litigation is currently scheduled for March 2025. SCE expects to obtain and review additional information and materials in the possession of third parties during the course of its internal reviews and the litigation process. SCE has accrued material charges for potential losses relating to the Coastal Fire. The accrued charges correspond to the low end of the estimated range of reasonably possible losses that may be incurred in connection with the Coastal Fire and are subject to change as additional information becomes available. While Edison International and SCE may incur a material loss in excess of the amount accrued, they cannot estimate the upper end of the range of reasonably possible losses that may be incurred.

2022 Fairview Fire

The "Fairview Fire" originated in Riverside County in September 2022 and burned approximately 28,000 acres. CAL FIRE has reported that the Fairview Fire destroyed 22 residential structures, damaged five residential structures, and destroyed or damaged 17 minor structures. CAL FIRE also reported two civilian fatalities, one civilian injury and two injuries to responding fire personnel. In addition, fire authorities have estimated suppression costs at $39 million. While SCE's investigation remains ongoing, SCE's information reflects that a SCE circuit in the area experienced an anomaly (a relay) approximately 8 minutes prior to the reported start time of the fire. In November 2023, SCE received a report of investigation conducted by CAL FIRE, in which CAL FIRE finds that the Fairview Fire was caused when a sagging SCE electrical conductor came in contact with a communication line, causing sparks to fall and ignite surrounding vegetation. In July 2024, the SED issued a notice of violation alleging that SCE failed to comply with clearance requirements with respect to its 62

Table of Contents electrical conductor. Jury trials for bellwether plaintiffs in the Fairview Fire litigation have been set for April and May 2025. SCE expects to obtain and review additional information and materials in the possession of third parties during the course of its internal reviews and the litigation process. SCE has accrued material charges for potential losses relating to the Fairview Fire. The accrued charges correspond to the low end of the estimated range of reasonably possible losses that may be incurred in connection with the Fairview Fire and are subject to change as additional information becomes available. While Edison International and SCE may incur a material loss in excess of the amount accrued, they cannot estimate the upper end of the range of reasonably possible losses that may be incurred.

Loss Estimates for Third Party Claims and Potential Recoveries from Insurance and through Electric Rates

At September 30, 2024 and December 31, 2023, Edison International's and SCE's consolidated balance sheets included accrued estimated losses of $525 million and $683 million, respectively, for claims related to the Other Wildfires. Edison International and SCE have accrued the low end of the estimated range of reasonably possible losses for each of the Other Wildfires as no amount within the range of reasonably possible losses for each such fire appears at this time to be a better estimate than any other amount within the range. While Edison International and SCE may incur a material loss in excess of the amount accrued, they cannot estimate the upper end of the range of reasonably possible losses that may be incurred.

The following table presents changes in estimated losses since December 31, 2023:


(in millions)
Balance at December 31, 2023	$	683
Increase in accrued estimated losses		184
Amounts paid		(342)
Balance at September 30, 2024	$	525

For the three and nine months ended September 30, 2024 and 2023, Edison International's and SCE's consolidated statements of income included charges for the estimated losses (established at the low end of the estimated range of reasonably possible losses), net of expected recoveries from insurance and customers, related to the Other Wildfires as follows, respectively:


		Three months ended September 30,				Nine months ended September 30,
(in millions)		2024		2023		2024		2023
Edison International:
Charge for wildfire-related claims		$	4	$	118	$	184	$	124
Expected insurance recoveries^1^			(3)		(111)		(58)		(111)
Expected revenue from CPUC and FERC customers			—		—		(7)		—
Total pre-tax charge			1		7		119		13
Income tax benefit			—		(2)		(33)		(4)
Total after-tax charge		$	1	$	5	$	86	$	9

		Three months ended September 30,				Nine months ended September 30,
(in millions)		2024		2023		2024		2023
SCE:
Charge for wildfire-related claims		$	4	$	118	$	184	$	124
Expected insurance recoveries			(4)		(114)		(60)		(114)
Expected revenue from CPUC and FERC customers			—		—		(7)		—
Total pre-tax charge			—		4		117		10
Income tax benefit			—		(1)		(33)		(3)
Total after-tax charge		$	—	$	3	$	84	$	7
1	In the first and third quarters of 2024, Edison Insurance Services, Inc. ("EIS"), a wholly-owned subsidiary of Edison International, incurred $1 million insurance expenses each quarter. This amount was included in the insurance recovery of SCE but was excluded from that of Edison International.
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Table of Contents Recovery of SCE's losses realized in connection with the Other Wildfires in excess of available insurance is subject to approval by regulators. The CPUC and FERC may not allow SCE to recover uninsured losses through electric rates, including by requiring refund of amounts recovered, if it is determined that such losses were not prudently incurred. Under accounting standards for rate-regulated enterprises, SCE defers costs as regulatory assets when it concludes that such costs are probable of future recovery in electric rates. SCE utilizes objectively determinable evidence to form its view on the probability of future recovery. As of September 30, 2024, SCE has recorded total expected recoveries related to the Other Wildfires claims of $152 million within the Wildfire Expense Memorandum Account and Risk Management Balancing Account and $23 million within the FERC balancing account.

As discussed above, the SDG&E Decision is evidence of a California investor-owned utility seeking recovery for uninsured wildfire-related costs and FERC allowing recovery of all FERC-jurisdictional wildfire-related costs while the CPUC rejected recovery of all CPUC-jurisdictional wildfire-related costs based on a determination that the utility did not meet the CPUC's prudency standard. In light of the SDG&E Decision, as with the 2017/2018 Wildfire/Mudslide Events, SCE is unable to conclude, at this time, that uninsured CPUC-jurisdictional costs related to the Other 2017/2018 Wildfires are probable of recovery through electric rates.

The SDG&E Decision was prior to the adoption of AB 1054 on July 12, 2019, after which date AB 1054 clarified that the CPUC must find a utility to be prudent if the utility's conduct related to the ignition was consistent with actions that a reasonable utility would have undertaken in good faith under similar circumstances, at the relevant point in time, and based on the information available at that time. Further, utilities with a valid safety certification at the time of the relevant wildfire will be presumed to have acted prudently related to a wildfire ignition unless a party in the cost recovery proceeding creates serious doubt as to the reasonableness of the utility's conduct, at which time, the burden shifts back to the utility to prove its conduct was prudent. Each of the Post-2018 Wildfires was ignited after July 12, 2019, and SCE has held a valid safety certificate since July 15, 2019. While a California investor-owned utility has not yet sought recovery for uninsured claims and other costs related to wildfires ignited after the adoption of AB 1054, SCE believes that for fires ignited after July 12, 2019, and investor-owned utilities holding a safety certificate at the time of the fire, the CPUC will apply a standard of review similar to that applied by the FERC which presumes all costs requested by an investor-owned utility are reasonable and prudent unless serious doubt as to the reasonableness of the utility's conduct is raised. As such, SCE has concluded, at this time, that both uninsured CPUC-jurisdictional and uninsured FERC-jurisdictional wildfire-related costs related to those Post-2018 Wildfires that it has deferred as regulatory assets are probable of recovery through electric rates. SCE will continue to evaluate the probability of recovery based on available evidence, including regulatory decisions, including any CPUC decisions illustrating the interpretation and/or application of the prudency standard under AB 1054, and, for each applicable fire, evidence that could cast serious doubt as to the reasonableness of SCE's conduct relative to that fire.

Wildfire Insurance Coverage

In May 2023, the CPUC allowed SCE to establish an expanded self-insurance program for wildfire-related costs that will be funded through CPUC-jurisdictional rates, with $150 million collected for the second half of 2023 and, in the absence of wildfire-related claims, $300 million collected for 2024. In July 2024, the CPUC issued a decision in the 2025 GRC proceeding authorizing this self-insurance framework to continue through at least 2028, supporting a self-insurance fund of up to $1.0 billion per policy year. Through 2028, $300 million will be collected annually until a total available self-insurance accrual amount of $1.0 billion is achieved. If losses are accrued for wildfire-related claims for wildfires that occur between July 1, 2023 and the end of 2028, customer rates will be increased in subsequent years, as needed, to allow for full recovery of the amounts accrued up to $1.0 billion per policy year, subject to a shareholder contribution of 2.5% of any self-insurance costs ultimately paid exceeding $500 million in any policy year, up to a maximum annual contribution of $12.5 million per policy year. SCE's self-insurance program meets its obligation to maintain reasonable insurance coverage under AB 1054 for the January 1, 2024 through December 31, 2024 period.

SCE has approximately $1.0 billion of wildfire-specific insurance coverage for events that occurred during the period July 1, 2022 through June 30, 2023, subject to up to $100 million of self-insured retention and co-insurance per fire, which results in 64

Table of Contents aggregate net coverage of approximately $937 million. Of this coverage, approximately $102 million is provided by EIS and approximately $835 million is provided by other commercial insurance carriers (commercial insurance carriers other than EIS are referred to herein as "Third-Party Commercial Insurers").

SCE's wildfire insurance expense for the July 1, 2022 through June 30, 2023 policy period was approximately $450 million, of which $357 million was paid to Third-Party Commercial Insurers. The difference between the Third-Party Commercial Insurer cost and total cost for the July 1, 2022 through June 30, 2023 policy period was paid in premiums to EIS. Wildfire insurance premiums paid for the July 1, 2022 through June 30, 2023 policy period are being recovered through customer rates. See Note 17 for further information.

Edison International and SCE record a receivable for insurance recoveries when recovery of a recorded loss is determined to be probable.

Environmental Remediation

SCE records its environmental remediation and restoration liabilities when site assessments and/or remedial actions are probable and a range of reasonably likely cleanup costs can be estimated. SCE reviews its sites and measures the liability quarterly, by assessing a range of reasonably likely costs for each identified site using currently available information, including existing technology, presently enacted laws and regulations, experience gained at similar sites, and the probable level of involvement and financial condition of other potentially responsible parties. These estimates include costs for site investigations, remediation, operation and maintenance, monitoring, and site closure. Unless there is a single probable amount, SCE records the lower end of this reasonably likely range of costs (reflected in "Other long-term liabilities") at undiscounted amounts as timing of cash flows is uncertain.

At September 30, 2024, SCE's recorded estimated minimum liability to remediate its 21 identified material sites (sites with a liability balance at September 30, 2024, in which the upper end of the range of expected costs is at least $1 million) was $238 million, including $156 million related to San Onofre. In addition to these sites, SCE also has 19 immaterial sites with a liability balance as of September 30, 2024, for which the total minimum recorded liability was $3 million. Of the $242 million total environmental remediation liability for SCE, $226 million has been recorded as a regulatory asset. SCE expects to recover $36 million through an incentive mechanism that allows SCE to recover 90% of its environmental remediation costs at certain sites (SCE may request to include additional sites in this mechanism) and $190 million through proceedings that allow SCE to recover up to 100% of the costs incurred at certain sites through customer rates. SCE's identified sites include several sites for which there is a lack of currently available information, including the nature and magnitude of contamination, and the extent, if any, that SCE may be held responsible for contributing to any costs incurred for remediating these sites. Thus, no reasonable estimate of cleanup costs can be made for these sites.

The ultimate costs to clean up SCE's identified sites may vary from its recorded liability due to numerous uncertainties inherent in the estimation process, such as: the extent and nature of contamination; the scarcity of reliable data for identified sites; the varying costs of alternative cleanup methods; developments resulting from investigatory studies; the possibility of identifying additional sites; and the time periods over which site remediation is expected to occur. SCE believes that, due to these uncertainties, it is reasonably possible that cleanup costs at the identified material sites and immaterial sites could exceed its recorded liability by up to $112 million and $2 million, respectively. The upper limit of this range of costs was estimated using assumptions least favorable to SCE among a range of reasonably possible outcomes.

SCE expects to clean up and mitigate its identified sites over a period of up to 35 years. Remediation costs for each of the next five years are expected to range from $13 million to $20 million. Costs incurred for the nine months ended September 30, 2024 and 2023 were both $9 million, and were included in the "Operation and maintenance" expense on Edison International's and SCE's consolidated statements of income.

Based upon the CPUC's regulatory treatment of environmental remediation costs incurred at SCE, SCE believes that costs ultimately recorded will not materially affect its results of operations, financial position, or cash flows. There can be no 65

Table of Contents assurance, however, that future developments, including additional information about existing sites or the identification of new sites, will not require material revisions to estimates.

Nuclear Insurance

SCE is a member of Nuclear Electric Insurance Limited ("NEIL"), a mutual insurance company owned by entities with nuclear facilities. NEIL provides insurance for nuclear property damage, including damages caused by acts of terrorism up to specified limits, and for accidental outages for active facilities. The amount of nuclear property damage insurance purchased for San Onofre and Palo Verde exceeds the minimum federal requirement of $50 million and $1.1 billion, respectively. If NEIL losses at any nuclear facility covered by the arrangement were to exceed the accumulated funds for these insurance programs, SCE could be assessed retrospective premium adjustments of up to approximately $17 million per year.

Federal law limits public offsite liability claims for bodily injury and property damage from a nuclear incident to the amount of available financial protection, which is currently approximately $560 million for San Onofre and $16.3 billion for Palo Verde. SCE and other owners of San Onofre and Palo Verde have purchased the maximum private primary insurance available through a Facility Form issued by American Nuclear Insurers. SCE withdrew from participation in the secondary insurance pool for San Onofre for offsite liability insurance effective January 5, 2018. Based on its ownership interests in Palo Verde, SCE could be required to pay a maximum of approximately $79 million per nuclear incident for future incidents. However, it would have to pay no more than approximately $12 million per future incident in any one year. Based on its ownership interests in San Onofre and Palo Verde prior to January 5, 2018, SCE could be required to pay a maximum of approximately $255 million per nuclear incident and a maximum of $38 million per year per incident for liabilities arising from events prior to January 5, 2018, although SCE is not aware of any such events.

Note 13. Equity

Common Stock Issuances

As of September 30, 2024, Edison International had not issued any shares through its "at-the-market" ("ATM") program established in August 2022. Under the ATM program, Edison International may sell shares of its common stock having an aggregate sales price of up to $500 million. Edison International has no obligation to sell the remaining shares available under the ATM program.

Edison International continued to settle its ongoing common stock requirements of various internal programs through issuance of new common stock. During the three months ended September 30, 2024, 1,049,343 shares of common stock were issued as stock compensation awards for net cash receipts of $67 million.

During the nine months ended September 30, 2024, 3,075,416 shares of common stock were issued as stock compensation awards for net cash receipts of $171 million, 70,246 shares of new common stock were issued in lieu of distributing $5 million to shareholders opting to receive dividend payments in the form of additional common stock, 43,300 shares of common stock were issued to employees through the 401(k) defined contribution savings plan for net cash receipts of $3 million as dividend payments and 31,112 shares of common stock were issued to employees through the Employee Stock Purchase Plan for net cash receipts of $2 million.

Preferred Stock

In the first and second quarter of 2024, Edison International repurchased 20,000 shares and 9,000 shares of its Series B Preferred Stock via open market repurchases for $19 million and $9 million at an average price of $952 per share and $967 per share, respectively, including accrued and unpaid dividends. Edison International recognized a total net gain of $1 million from the open market repurchase, reflected in "Preferred stock dividend requirements of Edison International" on the consolidated statements of income. 66

Table of Contents

Preference Stock of SCE

During the second quarter of 2024, SCE issued $350 million of 6.95% Series N preference stock (140,004 shares; cumulative, $2,500 liquidation value) to SCE Trust VIII, a special purpose entity formed to issue trust securities as discussed in Note 3. The Series N preference stock may be redeemed at a premium, in whole, but not in part, at any time prior to May 13, 2029 if certain changes in tax or investment company law or interpretation or applicable rating agency equity credit criteria occur. On or after May 13, 2029, SCE may redeem the Series N shares at par, in whole or in part. The shares are not subject to mandatory redemption. In June 2024, the proceeds were used to redeem $350 million of SCE's Series E Preference Stock.

Note 14. Accumulated Other Comprehensive Loss

The changes in accumulated other comprehensive loss, net of tax, are as follows:



		Three months ended September 30,				Nine months ended September 30,
(in millions)		2024		2023		2024		2023
Edison International:
Beginning balance		$	(8)	$	(8)	$	(9)	$	(11)
Pension and PBOP:
Reclassified from accumulated other comprehensive loss^1^			1		—		2		1
Foreign currency translation adjustments			1		—		1		2
Change			2		—		3		3
Ending Balance		$	(6)	$	(8)	$	(6)	$	(8)
SCE:
Beginning balance		$	(11)	$	(8)	$	(12)	$	(8)
Pension and PBOP:
Reclassified from accumulated other comprehensive loss^1^			1		—		2		—
Change			1		—		2		—
Ending Balance		$	(10)	$	(8)	$	(10)	$	(8)
1	These items are included in the computation of net periodic pension and PBOP Plan expense. See Note 9 for additional information.
---	---

Note 15. Other Income, Net

Other income net of expenses is as follows:


	Three months ended				Nine months ended
	September 30,				September 30,
(in millions)	2024		2023		2024		2023
SCE other income (expense):
Equity allowance for funds used during construction	$	47	$	41	$	143	$	116
Increase in cash surrender value of life insurance policies and life insurance benefits		9		9		34		29
Interest income		64		68		200		194
Net periodic pension and PBOP benefit income – non-service components		22		26		66		78
Civic, political and related activities and donations		(12)		(12)		(24)		(28)
Other		(4)		(4)		(11)		(14)
Total SCE other income, net		126		128		408		375
Other income (expense) of Edison International Parent and Other:
Net loss on equity securities		—		—		—		(3)
Interest income and other		1		2		5		5
Total Edison International other income, net	$	127	$	130	$	413	$	377

Table of Contents Note 16. Supplemental Cash Flows Information

Supplemental cash flows information is:


	Edison International				SCE
	Nine months ended September 30,
(in millions)	2024		2023		2024		2023
Cash payments (receipts):
Interest, net of amounts capitalized	$	1,152	$	1,034	$	991	$	888
Income taxes, net		—		—		—		—
Non-cash financing and investing activities:
Dividends declared but not paid:
Common stock		302		283		720		350
Preference stock of SCE		39		9		39		9

SCE's accrued capital expenditures at September 30, 2024 and 2023 were $546 million and $584 million, respectively. Accrued capital expenditures are included in investing activities in the consolidated statements of cash flows in the periods paid.

Note 17. Related-Party Transactions

In July 2022, SCE purchased wildfire liability insurance for premiums of $273 million from EIS, for the period to June 30, 2023. SCE subsequently did not renew or purchase wildfire liability insurance from EIS for additional periods. In lieu of obtaining wildfire liability insurance from the commercial insurance market, SCE implemented its customer-funded wildfire self-insurance program beginning July 1, 2023. For further information, see Note 12. The expected insurance recoveries from previously purchased wildfire-related insurance from EIS included in SCE's consolidated balance sheets were $281 million and $355 million at September 30, 2024 and December 31, 2023, respectively. The expense for wildfire-related insurance premiums paid to EIS was $132 million for the nine months ended September 30, 2023. 68

Table of Contents CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

The management of Edison International and SCE, under the supervision and with the participation of Edison International's and SCE's respective Chief Executive Officers and Chief Financial Officers, have evaluated the effectiveness of Edison International's and SCE's disclosure controls and procedures (as that term is defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended), respectively, as of the end of the third quarter of 2024. Based on that evaluation, Edison International's and SCE's respective Chief Executive Officers and Chief Financial Officers have each concluded that, as of the end of the period, Edison International's and SCE's disclosure controls and procedures, respectively, were effective.

Changes in Internal Control Over Financial Reporting

There were no changes in Edison International's or SCE's internal control over financial reporting, respectively, during the third quarter of 2024 that have materially affected, or are reasonably likely to materially affect, Edison International's or SCE's internal control over financial reporting.

Jointly Owned Utility Plant

Edison International's and SCE's respective scope of evaluation of internal control over financial reporting includes their Jointly Owned Utility Projects as discussed in "Notes to Consolidated Financial Statements—Note 2. Property, Plant and Equipment" in the 2023 Form 10-K.

LEGAL PROCEEDINGS

2017/2018 Wildfire/Mudslide Events

Multiple lawsuits related to the 2017/2018 Wildfire/Mudslide Events naming SCE as a defendant have been filed by three categories of plaintiffs: individual plaintiffs, subrogation plaintiffs and public entity plaintiffs. A number of the lawsuits also name Edison International as a defendant and some of the lawsuits were filed as purported class actions. As of October 22, 2024, in addition to the outstanding claims of approximately 440 of the approximately 15,000 initial individual plaintiffs, there were alleged and potential claims of certain public entity plaintiffs, including CAL OES, outstanding. The litigation could take a number of years to be completely resolved because of the complexity of the matters and number of plaintiffs.

As of October 22, 2024, SCE was aware of approximately 30 pending unsettled lawsuits representing approximately 80 individual plaintiffs related to the Thomas and Koenigstein Fires naming SCE as a defendant. Approximately 15 of the approximately 30 lawsuits also name Edison International as a defendant based on its ownership and alleged control of SCE. One of the lawsuits was filed as a purported class action. The lawsuits, which have been filed in the superior courts of Ventura, Santa Barbara and Los Angeles Counties allege, among other things, negligence, inverse condemnation, trespass, private nuisance, and violations of the public utilities and health and safety codes. SCE and certain of the individual plaintiffs in the Thomas and Koenigstein Fire litigation have been pursuing settlements of claims under a mediation program adopted to promote an efficient and orderly settlement process. As of October 22, 2024, one damages only trial has been set for May 2025 for individual plaintiffs in the TKM litigation.

Approximately 10 of the approximately 30 pending unsettled individual plaintiff lawsuits mentioned in the paragraph above allege that SCE has responsibility for the Thomas and/or Koenigstein Fires and that the Thomas and/or Koenigstein Fires proximately caused the Montecito Mudslides, resulting in the plaintiffs' claimed damages. Many of the Montecito Mudslides lawsuits also name Edison International as a defendant based on its ownership and alleged control of SCE. In addition to other causes of action, some of the Montecito Mudslides lawsuits also allege personal injury and wrongful death.

As of October 22, 2024, SCE was aware of approximately 100 currently pending unsettled lawsuits representing approximately 360 individual plaintiffs related to the Woolsey Fire naming SCE as a defendant. Approximately 80 of the 100 69

Table of Contents lawsuits also name Edison International as a defendant based on its ownership and alleged control of SCE. The lawsuits, which have been filed in the superior courts of Ventura and Los Angeles Counties allege, among other things, negligence, inverse condemnation, personal injury, wrongful death, trespass, private nuisance, and violations of the public utilities and health and safety codes. SCE and certain of the individual plaintiffs in the Woolsey Fire litigation have been pursuing settlements of claims under a mediation program adopted to promote an efficient and orderly settlement process. As of October 22, 2024, a liability trial has been set for March 2025 for CAL OES.

The Thomas and Koenigstein Fires and Montecito Mudslides lawsuits are being coordinated in the Los Angeles Superior Court. The Woolsey Fire lawsuits have also been coordinated in the Los Angeles Superior Court.

For further information, including regarding settlement activity related to the 2017/2018 Wildfire/Mudslide Events, see "Notes to Consolidated Financial Statements—Note 12. Commitments and Contingencies—Contingencies—Southern California Wildfires and Mudslides."

Environmental Proceedings

Each of Edison International and SCE have elected to disclose environmental proceedings described in Item 103(c)(3)(iii) of Regulation S-K unless it reasonably believes that such proceeding will result in no monetary sanctions, or in monetary sanctions, exclusive of interest and costs, of less than $1,000,000.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Share Repurchase Program

On July 25, 2024, Edison International announced a stock repurchase program effective July 29, 2024 for repurchase of up to $200 million of its common stock until December 31, 2025 ("Repurchase Program"). The Repurchase Program will be used to offset dilution from common stock issued under Edison International's long-term incentive compensation programs and will be funded using Edison International's working capital.

The timing and the amount of any repurchased common stock will be determined by Edison International's management based on their evaluation of market conditions and other factors. The Repurchase Program may be executed through various methods, including open market purchases, privately negotiated transactions, and other transactions in accordance with applicable securities laws. Any repurchased shares of common stock will be retired. The Repurchase Program does not obligate Edison International to acquire any particular amount of common stock, and it may be suspended or discontinued at any time in its discretion.

During the quarter ended September 30, 2024, Edison International did not purchase any shares under the Repurchase Program. 70

Table of Contents Purchases of Equity Securities by Edison International and Affiliated Purchasers ****

The following table contains information about all purchases of Edison International's common stock made by or on behalf of Edison International in the third quarter of 2024.

<br><br><br><br><br><br><br><br><br><br>
	(a) Total<br> Number of Shares (or Units Purchased)^1^	(b) Average Price Paid per Share (or Unit)	(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs	(d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
July 1, 2024 to<br><br>July 31, 2024	90,089	$77.19	-	-
August 1, 2024 to<br><br>August 31, 2024	21,245	$80.36	-	-
September 1, 2024 to<br><br>September 30, 2024	660	$86.03	-	-
Total<br><br>	111,994	$77.85	-	-
^1^	The shares were purchased by agents acting on Edison International's behalf for delivery to plan participants to fulfill requirements in connection with Edison International's 401(k) Savings Plan, Dividend Reinvestment and Direct Stock Purchase Plan, and Employee Stock Purchase Plan. The shares were purchased in open-market transactions pursuant to plan terms and participant elections. The shares were never registered in Edison International's name and none of the shares purchased were retired as a result of the transaction.
---	---

OTHER INFORMATION

Trading Plans

During the quarter ended September 30, 2024, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).

Table of Contents EXHIBITS ****


Exhibit Number	****	Description

10.1**		Edison International 2008 Executive Retirement Plan, as amended and restated effective August 21, 2024

31.1		Certifications of the Chief Executive Officer and Chief Financial Officer of Edison International pursuant to Section 302 of the Sarbanes-Oxley Act

31.2		Certifications of the Chief Executive Officer and Chief Financial Officer of Southern California Edison Company pursuant to Section 302 of the Sarbanes-Oxley Act

32.1		Certifications of the Chief Executive Officer and the Chief Financial Officer of Edison International required by Section 906 of the Sarbanes-Oxley Act

32.2		Certifications of the Chief Executive Officer and the Chief Financial Officer of Southern California Edison Company required by Section 906 of the Sarbanes-Oxley Act

101.1		Financial statements from the quarterly report on Form 10-Q of Edison International for the quarter ended September 30, 2024, filed on October 29, 2024, formatted in Inline XBRL: (i) the Consolidated Statements of Income; (ii) the Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Cash Flows; and (v) the Notes to Consolidated Financial Statements

101.2		Financial statements from the quarterly report on Form 10-Q of Southern California Edison Company for the quarter ended September 30, 2024, filed on October 29, 2024, formatted in Inline XBRL: (i) the Consolidated Statements of Income; (ii) the Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Cash Flows; and (v) the Notes to Consolidated Financial Statements

104		The cover page of this report formatted in Inline XBRL (included as Exhibit 101)

** Indicates a management contract or compensatory plan or arrangement as required by Item 15(a)(3).

Edison International and SCE will furnish a copy of any exhibit listed in the accompanying Exhibit Index upon written request and upon payment to Edison International or SCE of their reasonable expenses of furnishing such exhibit, which shall be limited to photocopying charges and, if mailed to the requesting party, the cost of first-class postage.

Table of Contents SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.

	EDISON INTERNATIONAL		SOUTHERN CALIFORNIA EDISON COMPANY

By:	/s/ Kara G. Ryan	By:	/s/ Kara G. Ryan
	Kara G. Ryan<br><br>Vice President, Chief Accounting Officer and Controller<br><br>(Duly Authorized Officer and Principal Accounting Officer)		Kara G. Ryan<br><br>Vice President, Chief Accounting Officer and Controller<br><br>(Duly Authorized Officer and Principal Accounting Officer)

Date:	October 29, 2024	Date:	October 29, 2024

Exhibit 10.1 EDISON INTERNATIONAL

2008 EXECUTIVE RETIREMENT PLAN

Amended and Restated Effective

August 21, 2024 (except as otherwise provided)

PREAMBLE

The purpose of this Plan is to provide supplemental retirement benefits to Participants and surviving spouses or other designated Beneficiaries of such Participants.

This Plan applies to benefits that are accrued or vested after December 31, 2004, and is intended to comply with Section 409A of the Internal Revenue Code and the regulations promulgated thereunder. Benefits that were accrued and vested prior to 2005 shall be paid under the Predecessor Plan in accordance with the terms therein, and shall not be subject to any of the terms of this Plan. In no event shall a Participant receive benefits under this Plan and the Predecessor Plan with respect to the same years of service.

ARTICLE 1DEFINITIONS

Capitalized terms in the text of the Plan are defined as follows:

401(k) Earnings means the Participant’s “Earnings” taken into account for purposes of determining “Deferrals” under the Savings Plan, with “Earnings” and “Deferrals” having the meanings set forth in the Savings Plan, provided however, that as to a Non-Cash Balance Participant who first commences participation in the Plan on or after January 1, 2021 and as to a True-Up Participant who first commences participation in the Plan on or after January 1, 2019, the Participant’s 401(k) Earnings taken into account as to the first Plan Year the individual is a Participant shall be limited to 401(k) Earnings earned by the Participant on and after the first day of the first payroll period applicable to the Participant that commences after the last day of the thirty-day period (or such shorter period as may be prescribed by the Administrator) for the individual to make an initial Payment Election after first becoming a Participant.

Administrator means the Compensation and Executive Personnel Committee of the Board of Directors of EIX.

Affiliate means EIX or any corporation or entity which (i) along with EIX, is a component member of a “controlled group of corporations” within the meaning of Section 414(b) of the Code, and (ii) has approved the participation of its Executives in the Plan.

Beneficiary means the person or persons or entity designated as such in accordance with Article 6 of the Plan. 1

Benefit Feature means one of the levels of benefit under the Plan as described in Section 3.2(a).

Board means the Board of Directors of EIX.

Bonus means (i) the dollar amount of bonus (if any) awarded by the Employer to the Participant pursuant to the terms of the Executive Incentive Compensation Plan, the 2007 Performance Incentive Plan, or a successor plan governing annual executive bonuses (collectively, the “Executive Bonus Plan”) and (ii) for a Qualifying Severance in connection with a Separation from Service that occurs on or after January 1, 2023, the dollar amount of the Participant’s target bonus under the Executive Bonus Plan for the calendar year preceding the year of the Separation from Service if a bonus is not paid to the Participant under the Executive Bonus Plan for such preceding calendar year because the Separation from Service occurs before the vesting date under the Executive Bonus Plan for such bonus. Notwithstanding the foregoing, effective for any Bonus for 2018 or a later year, the Administrator shall have discretion to provide that, for purposes of determining benefits under this Plan, a Participant shall be treated as having received (i) the Bonus that would otherwise be taken into account pursuant to the preceding sentence or (ii) such other amount as determined by the Administrator that is no greater than the Participant’s target bonus for the year under the Executive Bonus Plan. As to a Non-Cash Balance Participant who first commences participation in the Plan on or after January 1, 2021 and as to a True-Up Participant who first commences participation in the Plan on or after January 1, 2019, the Participant’s Bonus taken into account as to the first Plan Year the individual is a Participant shall be the Participant’s Bonus earned during the Plan Year multiplied by the ratio of (i) the number of full payroll periods remaining in the Plan Year after the last day of the thirty-day period (or such shorter period as may be prescribed by the Administrator) for the individual to make an initial Payment Election after first becoming a Participant to (ii) the total number of full payroll periods during the Plan Year that such individual is an Executive.

Cash Balance Pay Credits means the Participant’s “Pay Credits” for purposes of the Qualified Plan, as defined in the Qualified Plan. As to an individual who first commences participation in the Plan on or after January 1, 2019, the Participant’s Cash Balance Pay Credits taken into account as to the first Plan Year the individual is a Participant shall equal the Participant’s Pay Credits for purposes of the Qualified Plan for that Plan Year multiplied by the ratio of (i) the number of full payroll periods remaining in the Plan Year after the last day of the thirty-day period (or such shorter period as may be prescribed by the Administrator) for the individual to make an initial Payment Election after first becoming a Participant to (ii) the total number of full payroll periods during the Plan Year that such individual is employed by an Affiliate.

Change in Control means a Change in Control of EIX as defined in the Severance Plan.

Code means the Internal Revenue Code of 1986, as amended.

Contingent Event means the Participant’s Disability or death while employed by an Affiliate or Separation from Service for other reasons if such event occurs prior to the Participant’s Retirement. 2

Contingent Payment Election means an election regarding the time and form of payment made or deemed made in accordance with Section 4.2.

Crediting Rate means the rate at which interest will be credited when interest at the “Crediting Rate” is specified pursuant the Plan. If the Valuation Date for a Participant is before 2018, the Crediting Rate will be the interest crediting rate in effect for the Qualified Plan. If the Valuation Date for a Participant is after 2017, the Crediting Rate will be determined annually in advance of the calendar year and will be equal to the average monthly Moody’s Corporate Bond Yield for Baa Public Utility Bonds for the 60 months preceding September 1st of the prior year. Notwithstanding the foregoing, EIX reserves the right to prospectively change the definition of Crediting Rate.

Disability means the Participant (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve months or (ii) is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than twelve months, receiving income replacement benefits for a period of not less than three months under a plan covering employees of the Employer.

EIX means Edison International.

Employer means the Affiliate employing the Participant. Notwithstanding the foregoing, with respect to a particular Participant’s benefits under the Plan, for purposes of determining which Affiliate is obligated to pay such benefits, Employer as to such Participant and benefits means the Affiliate employing the Participant upon the Participant’s Separation from Service (or, as to any distribution of any benefit under the Plan prior to the Participant’s Separation from Service, the Affiliate employing the Participant at the time of such distribution).

ERISA means the Employee Retirement Income Security Act of 1974, as amended.

Executive means an employee of an Affiliate who is designated an Executive by the Chief Executive Officer (“CEO”) of that Affiliate or who is elected as a Vice President or officer of higher rank by the board of that Affiliate or by the Board.

Executive Profit Sharing Credits mean the amounts the Employer would have contributed to the Savings Plan if the Participant were not subject to Sections 415 and 401(a)(17) of the Code and if the Participant’s elective deferrals under the EIX 2008 Executive Deferred Compensation Plan or predecessor or successor plans governing nonqualified deferrals were included in the definition of Earnings under the Savings Plan.

Executive Retirement Account or ERA means the notional cash balance account established for record keeping purposes for a Participant pursuant to Section 3.4 of the Plan.

Executive Retirement Account Credits or ERA Credits means the amounts credited to a Participant’s Executive Retirement Account under Section 3.4 of the Plan. 3

Executive Retirement Account Salary Base or ERA Salary Base means (i) for a Non-Cash Balance Participant, the amount (if any) by which the Participant’s Salary for the applicable calendar year exceeds his or her 401(k) Earnings for that year, and (ii) for any other Participant, the amount (if any) by which the Participant’s Salary for the applicable calendar year exceeds the compensation limit for that year set by the Secretary of the Treasury for purposes of Section 401(a)(17) of the Internal Revenue Code.

Executive Retirement Account Salary Base Differential or ERA Salary Base Differential means (i) for a Non-Cash Balance Participant, the amount (if any) by which (1) the Participant’s annual rate of Salary in effect immediately prior to the Participant’s Separation from Service exceeds (2) the Participant’s annual rate of 401(k) Earnings in effect immediately prior to the Participant’s Separation from Service, and (ii) for any other Participant, the amount (if any) by which (1) the Participant’s annual rate of Salary in effect immediately prior to the Participant’s Separation from Service exceeds (2) the compensation limit set by the Secretary of the Treasury for purposes of Section 401(a)(17) of the Internal Revenue Code for the year in which the Participant’s Separation from Service occurs.

Non-Cash Balance Participant means a Participant who is described either in Section 3.1(c) below (other than a Participant who was employed by an Affiliate before January 1, 2018 but is not described in Section 3.1(d)) or in Section 3.1(d) below. ****

Officer means the CEOs, Presidents, Executive Vice Presidents, Senior Vice Presidents and elected Vice Presidents of EIX and its Affiliates. Other employees of EIX and its Affiliates, including officers who are not elected Vice Presidents or above, shall not be treated as Officers for purposes of the Plan, unless the Administrator specifically designates any such employee as an Officer for purposes of the Plan.

Participant means an individual who either (1) is an employee of an Affiliate, who (i) is a U.S. employee or an expatriate and is based and paid in the U.S.; (ii) has been designated as an Executive by the Administrator, the Affiliate’s board or the Affiliate’s CEO for purposes of the Plan; and (iii) qualifies as a member of the “select group of management or highly compensated employees” under ERISA, provided that an individual first designated as an Executive on or after December 1, 2020 shall not be a Participant until the first day of the calendar quarter following the calendar quarter in which the Executive satisfies such criteria, except as otherwise specified in writing by the Administrator; or (2) is a person who has a vested benefit under the Plan by virtue of prior employment as an Executive of an Affiliate, which vested benefit has not yet been completely distributed.

Payment Election means a Primary Payment Election or a Contingent Payment Election, or a payment election pursuant to Section 4.1.1, as the case may be, subject to change pursuant to Section 4.3. Payment Elections shall be made in the manner prescribed by the Administrator, or its delegate, which may include electronic elections.

Payment Event means: **** (i) as to an individual who first commenced participation in the Plan prior to 2021, the Participant’s Separation from Service for any reason other than death or Disability; and (ii) as to an individual who first commenced participation in the Plan after 2020, the Participant’s Separation from Service for any reason other than death. 4

Plan means the EIX 2008 Executive Retirement Plan.

Predecessor Plan means the Southern California Edison Company Executive Retirement Plan.

Primary Payment Election means an election regarding the time and form of payments made or deemed made in accordance with Section 4.1.

Profit Sharing means the programs under which some Affiliates have made profit sharing or gain sharing contributions to the Savings Plan.

Profit Sharing Modifier Percentage means

(i)Zero percent (0%) as to a Participant hired by an Employer on or after December 31, 2017 and prior to July 1, 2024;

(ii)Zero percent (0%) as to a Participant hired (whether a new hire or a rehire) by an Employer on or after July 1, 2024 whose Profit Sharing Contribution Percentage is equal to six percent (6%); and

(iii)An amount equal to the difference between six percent (6%) and the applicable Profit Sharing Contribution Percentage as to a Participant hired (whether a new hire or a rehire) by an Employer on or after July 1, 2024 whose Profit Sharing Contribution Percentage is less than six percent (6%).

Profit Sharing Contribution Percentage means, as to a Participant hired (whether a new hire or a rehire) by an Employer on or after July 1, 2024, the percent taken from the following schedule with the term “Age and Service Points” having the meaning set forth in the Savings Plan and with the determination of Age and Service Points and the applicable contribution percent determined in accordance with the provisions of the Savings Plan applicable to determining the “Fixed Profit Sharing Contribution” contribution percent for employees who are not represented for collective bargaining purposes:

If the Participant’s<br><br>Age and Service Points Equal:	The Participant’s Profit Sharing<br><br>Contribution Percent is:
45 or less	4%
46 – 59	5%
60 or more	6%

Qualified Plan means the Southern California Edison Company Retirement Plan, or a successor plan, intended to qualify under Section 401(a) of the Code.

Qualifying Severance means a Participant is entitled to benefits under the Severance Plan or any similar successor plan as in effect upon the Participant’s Separation from Service, and has satisfied all conditions for such benefits. 5

Retirement means Separation from Service upon attainment of at least age 55 with at least five Years of Service.

Salary means (i) for purposes of determining the ERA Salary Base on a payroll period basis for (x) a Non-Cash Balance Participant for any Plan Year or (y) for any other Executive for the 2018 Plan Year, the product of the Executive’s hourly Basic Pay (determined by dividing annualized Basic Pay by 2,080 hours) on the last day of the payroll period on which the Executive is employed by the Employer, times 80 hours, (ii) for purposes of True-Up Participants, the sum of the True-Up Participant’s Salary for the payroll periods for the Plan Year in which he or she serves at least one day as an Executive, with the Salary for each such payroll period determined in the same manner as clause (i) above, and (iii) for other purposes, the Executive’s Basic Pay. “Basic Pay” means the Executive’s basic pay from the Employer (excluding Bonuses, special awards, commissions, severance pay, and other non-regular forms of compensation) before reductions for deferrals under the Savings Plan or the EIX 2008 Executive Deferred Compensation Plan or predecessor or successor plans governing deferral of salary. As to a Non-Cash Balance Participant who first commences participation in the Plan on or after January 1, 2021 and as to a True-Up Participant who first commences participation in the Plan on or after January 1, 2019, the Participant’s Salary taken into account as to the first Plan Year the individual is a Participant shall be limited to the Salary earned by the Participant on and after the first day of the first payroll period applicable to the Participant that commences after the last day of the thirty-day period (or such shorter period as may be prescribed by the Administrator) for the individual to make an initial Payment Election after first becoming a Participant. Notwithstanding the foregoing, the Administrator, or its delegate, may prescribe a different definition of Salary for a Plan Year (or part thereof) if such definition is set forth in the form or instructions for the Payment Election for such Plan Year.

Savings Plan means the Edison 401(k) Savings Plan, or a successor plan.

Separation from Service occurs: (i) with respect to an individual who is a Participant on or prior to December 31, 2023, when such Participant dies, retires, or otherwise has a termination of employment from the Employer that constitutes a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h)(1), without regard to the optional alternative definitions available thereunder; and (ii) with respect to an individual who becomes a Participant following December 31, 2023, when such Participant dies, retires, or otherwise has a termination of employment from the Employer that constitutes a “separation from service” within the meaning of Treasury Regulation Section 1.409A-1(h)(1), provided that a termination of employment from the Employer constituting such a “separation from service” shall be deemed to occur on the date on which it is reasonably anticipated that the level of bona fide services that the Participant will perform after such date (whether as an employee or as an independent contractor) will permanently decrease to less than 50 percent of the average level of bona fide services performed (whether as an employee or an independent contractor) over the immediately preceding 36-month period (or the full period of services to the Employer if the Participant has been providing services to the Employer less than 36 months), all as determined in accordance with Treasury Regulation Section 1.409A-1(h).

Severance Plan means the EIX 2008 Executive Severance Plan (or any similar successor plan). 6

Similar Plan means a plan required to be aggregated with this Plan under Treasury Regulation Section 1.409A-1(c)(2)(i).

Specified Employee means a Participant who is designated as an elected Vice President or above by the Administrator, using the identification date and methods determined by the Administrator.

Target Bonus Amount means, as to a particular Participant, the amount obtained by multiplying (1) the stated target bonus percentage (as a percentage of salary) in effect immediately prior to the Participant’s Separation from Service (or, if the Participant first commenced participation in the Plan prior to 2021, the earlier of the Participant’s Separation from Service or Disability) for the bonus to be awarded to the Participant pursuant to the terms of the Executive Bonus Plan, multiplied by (2) the Participant’s annual rate of Salary in effect immediately prior to the Participant’s Separation from Service (or, if the Participant first commenced participation in the Plan prior to 2021, the earlier of the Participant’s Separation from Service or Disability).

Termination of Employment means the voluntary or involuntary Separation from Service for any reason other than Retirement or death.

Total Compensation means (i) for Participants not eligible for Benefit Feature (iii), the monthly average Salary based on the Participant’s 36 highest consecutive months of Salary, and (ii) for Participants eligible for Benefit Feature (iii), the monthly average Salary plus Bonus based on the 36 consecutive months in which the Participant had the highest combination of Salary and Bonus. The 36 months need not be consecutive for individuals who were Participants in the Predecessor Plan and eligible for Benefit Feature (iii) before January 1, 2008. For purposes of determining the highest 36 months for Participants eligible for Benefit Feature (iii), each of the Participant’s annual Bonuses will be spread evenly over the months worked in the years in which the Bonuses were earned. If a vested individual terminates prior to Retirement and was no longer an Officer or designated Executive at the time employment was terminated, the Plan benefit described in Section 3.3(a) will be based on the Participant’s Total Compensation and service determined as of the last date of the Participant’s status as an Officer or designated Executive.

True-Up Participant means a Participant who is an Officer or other designated Executive on or after January 1, 2019, but is not a Non-Cash-Balance Participant.

Unforeseeable Emergency means a severe financial hardship to the Participant resulting from an illness or accident of the Participant, the Participant’s Beneficiary, or the Participant’s spouse or dependent (as defined in Code Section 152, without regard to Sections 152(b)(1), (b)(2) and (d)(1)(B)); loss of the Participant’s property due to casualty (including the need to rebuild a home following damage to a home not otherwise covered by insurance, for example, as a result of a natural disaster); or other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the Participant’s control.

Valuation Date means the date as of which the Participant’s benefit will be calculated, and is the first day of the month following the month in which the final day of employment falls 7

prior to Separation from Service (or if the Participant first commenced participation in the Plan prior to 2021, the earlier of the Participant’s Separation from Service or Disability), except that if the Participant’s Separation from Service is a Termination of Employment, the Valuation Date is the later of (1) the first day of the month of the Participant’s 55th birthday or (2) the first day of the month following the month in which the Participant’s final day of employment occurs prior to Termination of Employment.

Year of Service means a year of service as determined in accordance with the terms of the Qualified Plan (in the case of a Participant who does not actually participate in the Qualified Plan, determined in accordance with the terms of the Qualified Plan as though the Participant was a participant in the Qualified Plan). For Participants grandfathered in the defined-benefit final average pay benefit feature of the Qualified Plan (other than any such grandfathered Participants who were hired by an Affiliate or its subsidiaries in 1999 from Commonwealth Edison Company), years of service will be determined according to the same rules applicable to such benefit. For all other Participants, years of service will be determined according to the rules applicable to the cash-balance feature of the Qualified Plan. A Participant’s prior service with Commonwealth Edison Company will be recognized for purposes of this Plan if the individual was a Participant on or before April 1, 2012 and was hired by an Affiliate (or its subsidiaries) in 1999 from Commonwealth Edison Company in connection with an acquisition transaction involving Edison Mission Energy. A Participant’s prior service with Citizens Power LLC will be recognized for purposes of this Plan if the individual was a Participant on or before April 1, 2012 and was hired by an Affiliate (or its subsidiaries) in 2000 in connection with the acquisition of Citizens Power LLC by Edison Mission Energy.

ARTICLE 2PARTICIPATION

Individuals are eligible to participate in the Plan when they become Officers or are designated as Executives by the Affiliate’s board or the Affiliate’s CEO for purposes of this Plan. Participation in the Plan will continue as long as the individual remains an Officer or a designated Executive (subject to any applicable Plan restrictions) or has a vested benefit under the Plan that has not been completely paid out.

ARTICLE 3BENEFIT DETERMINATION AND VESTING

3.1	Overview

(a)Benefits under the Plan will be payable with respect to any vested Participant following Retirement or the occurrence of a Contingent Event to the extent a benefit under the Plan is determined to exist by calculations as provided under the applicable provisions of this Article 3. Effective January 1, 2018, an ERA Credits feature has been added to the Plan as provided in Section 3.4 below. Prior to such date, a Participant’s benefit under the Plan will be determined as provided in Sections 3.2 and 3.3 hereof. From and after such date, a Participant’s benefit under the Plan will be determined as provided below in this Section 3.1. In each case, the Participant’s benefit will be subject to vesting, as provided in Section 3.5, and to the provisions of Sections 3.6 and 3.7. 8

(b)If a Participant was an Officer or a designated Executive at any time prior to January 1, 2018, the Participant’s benefit under the Plan (subject to vesting as provided in Section 3.5) will be equal to the lesser of the amounts determined under paragraphs (i) and (ii) of this Section 3.1(b), determined based on lump sum values as of the applicable Valuation Date.

(i)The Participant’s total benefit as determined under Sections 3.2 and 3.3 below, taking into account the Participant’s Total Compensation and Years of Service accrued at any time (whether before or after January 1, 2018). Such determination will be made without regard to Section 3.3(c) and will not include any ERA Credits under Section 3.4.

(ii)The Participant’s total benefit determined as the sum of (x) the Participant’s total benefit as determined under Sections 3.2 and 3.3 below (giving effect to Section 3.3(c) below), and (y) the amounts credited to the Participant’s Executive Retirement Account.

(c)If a Participant first becomes an Officer or a designated Executive on or after January 1, 2018, the Participant will be eligible only to receive ERA Credits (and earnings thereon) to the Participant’s Executive Retirement Account as provided in Section 3.4 and will not be eligible for any benefits under Sections 3.2 and 3.3.

(d)Notwithstanding any Plan provisions to the contrary, if a Participant who has experienced a Separation from Service is rehired on or after January 1, 2018 and becomes an Officer or designated Executive, the Participant will be treated for additional benefit accrual purposes as if he or she was a new participant in the Plan: he or she will be eligible to receive additional ERA Credits (and earnings thereon) as provided in Section 3.4, but will not be eligible for any additional benefit accruals under Sections 3.2 and 3.3.

3.2	Benefit Features

(a)The Plan provides a supplemental retirement benefit calculated in accordance with Section 3.3 below. This supplemental retirement benefit incorporates the following Benefit Features:

(i)Recognition of the amount of Salary that is not recognized for purposes of calculating benefits under the Qualified Plan or Profit Sharing contributions to the Savings Plan due to limits imposed by the Code under Sections 415(b) or 401(a)(17).

(ii)Recognition of deferred Salary that is not recognized for purposes of calculating benefits under the Qualified Plan or Profit Sharing contributions to the Savings Plan.

(iii)Recognition of Bonuses that are not recognized for purposes of calculating benefits under the Qualified Plan.

(b)Participants who are Officers on the date of their termination of employment are eligible for all three Benefit Features. Other Participants are eligible for Benefit Features (i) and (ii) only; provided, however, as to a Participant who was once an Officer but who is not 9

described in the immediately preceding sentence, such Participant shall be eligible for Benefit Features (i) and (ii) only, but his or her benefits shall not be less than if the Participant had terminated employment on December 11, 2012 and had Bonuses recognized for purposes of determining his or her benefits as of December 11, 2012.

(c)Participants in the Predecessor Plan on December 31, 1994 and Participants who were CEOs, Presidents, Executive Vice Presidents or Senior Vice Presidents of EIX or its Affiliates or elected Vice Presidents of EIX, Southern California Edison Company or Edison Capital prior to January 1, 2006, are also eligible for all three Benefit Features and an additional 0.75% benefit accrual for each Year of Service up to ten Years of Service (this additional 0.75% benefit accrual is taken into account when calculating the value of the single life annuity benefit for purposes of Section 3.3(b)), unless they were participants in the Predecessor Plan on December 31, 1992 and elected not to participate in the Executive Disability and Survivor Benefit Program, in which case they are eligible for all three Benefit Features but not for the additional 0.75% benefit accrual.

(d)Notwithstanding the above, elected Vice Presidents of Edison Mission Energy, Edison Mission Marketing and Trading, and Midwest Generation whose Separation from Service occurred prior to January 1, 2006, are eligible for Benefit Features (i) and (ii) only.

(e)Notwithstanding anything to the contrary in this Section 3.2, the three Benefit Features in this Section 3.2 and the additional 0.75% benefit accrual in Section 3.2(c) are subject to the provisions of Section 3.1.

3.3	Benefit Computation

(a)EIX will calculate at the time of a Participant’s Disability (if the Participant first commenced participation in the Plan prior to 2021) or Separation from Service the amount of any benefit payable under the Plan. The benefit payable under this Section 3.3 will be the greater of (1) the value of the single life annuity calculated pursuant to Section 3.3(b), reduced by (i) the value of the single life annuity (unreduced for a contingent annuitant) payable to the Participant under the terms of the Qualified Plan, or other Affiliate defined benefit plan, after taking into account any applicable restrictions or limitations as to such payments required by the Code or other applicable law or the terms of the Qualified Plan, or other applicable Affiliate defined benefit plan; (ii) the actuarial single life annuity value, as defined in the Qualified Plan, of the Participant’s Profit Sharing Account under the Savings Plan, or a successor plan; and (iii) the portion of the Participant’s Social Security benefit specified in the Qualified Plan or (2) the actuarial single life annuity value of the notional account derived from any Executive Profit Sharing Credits allocated to the Participant plus earnings thereon.

(b)The Participant’s Total Compensation and Years of Service will be used to calculate the value of the single life annuity benefit based on the “Supplemental A” formula set forth in Section 4.02(a) of the Qualified Plan, including Subsection (1) but excluding Subsection (2), and Section 4.12(b) of the Qualified Plan (provided, however, that individuals who become Participants after December 31, 2016 shall not be entitled to a benefit in this Plan based on the benefit formula in Section 4.12(b) of the Qualified Plan), and also, in the case of Disability or Death, Exhibit B of the Qualified Plan, or, in the case of Termination of Employment, Exhibit G 10

of the Qualified Plan, notwithstanding the Participant’s eligibility for such benefits under the terms of the Qualified Plan.

(c)Notwithstanding the foregoing, for purposes of determining a Participant’s benefit under clause (x) of Section 3.1(b)(ii), the “Supplemental A” formula set forth in Section 4.02(a) of the Qualified Plan used to determine the value of the Participant’s single life annuity benefit as provided in Section 3.3(b) with respect to any Years of Service accrued after December 31, 2017 shall be modified as follows: “one percent (1%)” shall replace “one and three-quarters percent (1-3/4%)” as applied to the Participant’s Total Compensation for each of the Participant’s first thirty (30) Years of Service; and “one-half of one percent (0.5%)” shall replace “one percent (1%)” as applied to the Participant’s Total Compensation for each of the Participant’s Years of Service in excess of thirty (30).

(d)If a Participant who was an Executive prior to January 1, 2022 (for clarity, this Section 3.3(d) does not apply to any Participant who first became an Executive on or after January 1, 2022) experiences a Qualifying Severance, then an additional Year of Service credit (in the case of a Qualifying Termination Event associated with a Change in Control as defined in the Severance Plan, two years for Senior Vice Presidents and Executive Vice Presidents of EIX or Southern California Edison Company, but three years for the most senior officer of EIX, the most senior officer of Southern California Edison Company, the General Counsel of EIX, and the Chief Financial Officer of EIX) and an additional year of age (in the case of a Qualifying Termination Event associated with a Change in Control as defined in the Severance Plan, two years for Senior Vice Presidents and Executive Vice Presidents of EIX or Southern California Edison Company, but three years for the most senior officer of EIX, the most senior officer of Southern California Edison Company, the General Counsel of EIX, and the Chief Financial Officer of EIX) shall be included for purposes of the benefit calculation under Section 3.3(b), including in applying the benefit formula under the Qualified Plan for grandfathered employees who are not yet age 55 but who have 68 points. The value added by this severance enhancement shall be the difference between (i) the gross benefit calculated as described in Section 3.3(b) but with the additional age and service credits, before any reduction for benefits under other plans pursuant to Section 3.3(a), and (ii) the unenhanced gross benefit calculated under Section 3.3(b). Notwithstanding anything to the contrary in this Section 3.3(d), if a Participant becomes entitled to benefits under the Severance Plan or any similar successor plan and is subsequently rehired as an Executive prior to the date lump sum payments or initial installment or annuity payments commence, the Participant shall not be entitled to any additional Year of Service or age credits under this Section 3.3.

(e)Participants who are also eligible for Profit Sharing may receive Executive Profit Sharing Credits. If any Profit Sharing contribution is reduced because a portion of the Participant’s Salary is excluded either because of nonqualified Salary deferrals or the limits imposed by Sections 415 and 401(a)(17) of the Code, the amount by which the contribution was reduced will be credited to a notional Executive Profit Sharing Credit account under the Plan as of the date of the Profit Sharing contribution. Amounts in this notional account will earn notional interest at the rates in effect for cash balance interest credits in the Qualified Plan, credited daily and compounded annually. The resulting notional Executive Profit Sharing Credit amount will be taken into account in calculating the benefit described in Section 3.3(a). 11

(f)The lump sum value of the benefit payable under Sections 3.3 as of the Valuation Date will be actuarially determined as the present value of the Participant’s single life annuity benefit under Section 3.3 as of that date, using the discount rate and mortality table then in effect for lump sum determination in the Qualified Plan, except that the lump sum value may not be less than the value of the notional Executive Profit Sharing Credit account balance as of that date.

(g)A vested Participant who remains employed with an Affiliate until Retirement but is no longer an Officer or designated Executive will retain a Section 3.3 benefit based on the Participant’s Total Compensation and service determined as of the last date of the Participant’s eligible status and reduced by the amounts specified in Section 3.3(a) determined upon the Participant’s Retirement.

(h)As to a Participant whose Separation from Service (or if earlier, Disability) occurs after December 31, 2016, the following additional rules shall apply in calculating the amount of any benefit payable under the Plan with respect to the Participant’s accrued but unused Sick Time Allowance Credits (as that term is used in the Qualified Plan):

(i)In applying the benefit formula set forth in Section 4.12(b) of the Qualified Plan, the Participant’s accrued but unused Sick Time Allowance Credits taken into account for purposes of this Section 3.3 shall be the lesser of (a) the Participant’s accrued but unused Sick Time Allowance Credits as of December 31, 2016, or (b) the Participant’s accrued but unused Sick Time Allowance Credits as of the Participant’s Separation from Service (or if earlier, Disability).

(ii)The form and timing of payment of the benefit attributable to such accrued but unused Sick Time Allowance Credits shall be deemed to be calculated under Section 4.12(b) of the Qualified Plan as in effect on January 1, 2015 (disregarding, for example, any change in the Qualified Plan that takes effect after that date to provide for such benefit to be paid in a single lump sum).

(i)Notwithstanding anything to the contrary in this Section 3.3, the benefits calculated pursuant to this Section 3.3 are subject to the provisions of Section 3.1.

3.4	Executive Retirement Account Credits

This Section 3.4 shall be effective January 1, 2018.

(a)ERA Credits for Non-Cash-Balance Participants. For each calendar year (commencing with 2018), ERA Salary Credits will be added by the Administrator to the Non-Cash-Balance Participant's Executive Retirement Account in an amount equal to the sum of (i) twelve percent (12%) of the Non-Cash-Balance Participant’s ERA Salary Base for the calendar year plus (ii) the product of such Participant’s Profit Sharing Modifier Percentage multiplied by such Participant’s 401(k) Earnings for that calendar year. Beginning with the 2018 Bonus (which is payable in 2019), ERA Bonus Credits will be added by the Administrator to the Non-Cash-Balance Participant's Executive Retirement Account in an amount equal to twelve percent (12%) of the Non-Cash-Balance Participant’s Bonus. ERA Credits will be credited (conditionally until vesting and subject to Section 3.4(c)) to the Executive Retirement Account 12

effective as of the time the ERA Salary Base or Bonus to which the ERA Credits relate is actually paid. If a Non-Cash-Balance Participant has his or her employment transferred from an Affiliate to a non-participating affiliate of EIX, then ERA Bonus Credits will be added for the Non-Cash-Balance Participant’s Bonus with respect to the Non-Cash-Balance Participant’s employment by the Affiliate during the year in which the transfer occurred. As to a Non-Cash Balance Participant who is first employed by an Affiliate on or after January 1, 2021 and who commences participation in the Plan in the calendar year the individual is first employed by an Affiliate, ERA Salary Credits will be added by the Administrator to the Non-Cash-Balance Participant's Executive Retirement Account for the calendar year in which the Participant is first employed by an Affiliate, in an amount equal to the result of the following formula, but only if the result is a positive number: (i) six percent (6%) of the Participant’s 401(k) Earnings for that calendar year, minus (ii) the maximum matching contribution that could be made to the Participant under the Savings Plan for that calendar year assuming that the Participant maximized the Participant’s “Deferrals” to the Savings Plan for that calendar year and taking into account, without limitation, (x) the limits under Section 402(g) of the Code and (y) the Participant’s substantiated elective deferrals for that calendar year to any plan sponsored by an entity that is not a component member of EIX’s “controlled group of corporations” within the meaning of Section 414(b) of the Code. Any ERA Credits pursuant to the preceding sentence will be credited (conditionally until vesting and subject to Section 3.4(c)) to the Participant’s Executive Retirement Account effective as of the last day of the calendar year with respect to which such amounts are being credited.

ERA Credits for 2018 for Other Participants. For purposes of the 2018 calendar year for Participants who are not Non-Cash-Balance Participants, ERA Credits will be added by the Administrator to the Participant's Executive Retirement Account in an amount equal to twelve percent (12%) of the Participant’s ERA Salary Base for 2018. In addition, ERA Credits will be added by the Administrator to the Participant's Executive Retirement Account in an amount equal to twelve percent (12%) of the Participant’s 2018 Bonus (which is payable in 2019). ERA Credits will be credited (conditionally until vesting and subject to Section 3.4(c)) to the Executive Retirement Account effective as of the time the ERA Salary Base or Bonus to which the ERA Credits relate is actually paid. If a Participant has his or her employment transferred from an Affiliate to a non-participating affiliate of EIX, then ERA Bonus Credits will be added for the Participant’s Bonus with respect to the Participant’s employment by the Affiliate during the year in which the transfer occurred.

ERA Credits for True-Up Participants. For True-Up Participants, the amount of ERA Salary Credits for a calendar year after 2018 will be the result of the following formula: twelve percent (12%) of the Participant’s Salary for the calendar year, minus the sum of (i) the Participant’s Cash Balance Pay Credits for the calendar year and (ii) six percent (6%) of the Participant’s 401(k) Earnings for the calendar year. The amount of ERA Bonus Credits for a calendar (beginning with the 2019 Bonus payable in 2020) will equal twelve percent (12%) of the Participant’s Bonus for the calendar year, subject to the following reduction: if the equation for a Participant’s ERA Salary Credits for a calendar year results in a negative number (the “Adjustment”), then the Participant’s ERA Salary Credits for that calendar year will be zero and the Adjustment will be applied to the Participant’s ERA Bonus Credits for that calendar year, thereby reducing the ERA Bonus Credits; if the Adjustment would reduce the Participant’s ERA Bonus Credits for that calendar year below zero, then the Participant’s ERA Bonus Credits for 13

that calendar year will be zero and the remainder of the Adjustment (i.e., the amount of the Adjustment remaining when ERA Bonus Credits are reduced to zero) will be disregarded. ERA Credits will be added by the Administrator to the True-Up Participant's Executive Retirement Account by April 30 of the following year. ERA Salary Credits for a calendar year will be credited (conditionally until vesting and subject to Section 3.4(c)) to the True-Up Participant's Executive Retirement Account effective as of December 31 of the calendar year; provided, however, for a calendar year in which a True-Up Participant experiences a Separation from Service or Disability, the True-Up Participant’s ERA Salary Credits for that calendar year will be added to his or her Executive Retirement Account within 60 days of, and will be credited effective as of, the Separation from Service or Disability. ERA Bonus Credits for a calendar year will be credited (conditionally until vesting and subject to Section 3.4(c)) to the True-Up Participant's Executive Retirement Account effective as of the date the Bonus to which the ERA Credits relate is actually paid. If a Participant has his or her employment transferred from an Affiliate to a non-participating affiliate of EIX, then ERA Credits will be added to the Participant's Executive Retirement Account with respect to Salary and Bonus attributable to the Participant’s employment by the Affiliate during the year in which the transfer occurred.

(b)ERA Interest Credits for Non-Cash-Balance Participants. The Administrator will credit interest at the Crediting Rate (conditionally until vesting and subject to Section 3.4(c)) to a Non-Cash-Balance Participant’s Executive Retirement Account on a daily basis, compounded annually, until the Valuation Date. No interest will be credited on ERA Credits for any date on or before the date when the ERA Salary Base or Bonus to which the ERA Credit relates is actually paid (for example, if a Participant’s 2018 Bonus is paid on February 28, 2019, the related ERA Credits will be credited as of that date and interest will begin being credited on those ERA Credits on a go-forward basis as of March 1, 2019). After the Valuation Date, interest will be credited in accordance with Section 3.7.

ERA Interest Credits for 2018 Salary and Bonus for Other Participants. With respect to ERA Credits for Salary and Bonus for 2018 for a Participant who is not a Non-Cash Balance Participant, the Administrator will credit interest at the Crediting Rate (conditionally until vesting and subject to Section 3.4(c)) to the Participant’s Executive Retirement Account on a daily basis, compounded annually, commencing on the date described in the next sentence and continuing until the Valuation Date. Interest will be credited commencing the day following the date when the ERA Salary Base or Bonus to which the ERA Credit relates is actually paid (for example, if a Participant’s 2018 Bonus is paid on February 28, 2019, the related ERA Credits will be credited as of that date and interest will begin being credited on those ERA Credits on a go-forward basis as of March 1, 2019). After the Valuation Date, interest will be credited in accordance with Section 3.7.

ERA Interest Credits for True-Up Participants. With respect to ERA Credits for Salary and Bonus for 2019 and subsequent years for True-Up Participants, the Administrator will credit interest (conditionally until vesting and subject to Section 3.4(c)) in the manner described in this paragraph. With respect to ERA Salary Credits for a Plan Year, the Administrator will credit interest as follows: the ERA Salary Credits for the Plan Year (after the Adjustment, if any) will be multiplied by the annual Crediting Rate (converted into a decimal format) and the result will be multiplied by a fraction, the numerator of which is the number of months in the Plan Year during which the True-Up Participant served at least one day as an Executive, and the 14

denominator of which is twenty-four (24); the resulting simplified interest will be credited on the “Simplified Interest Crediting Date,” which shall be December 31 of the Plan Year or, if earlier, the last day of the month in which the Participant’s Separation from Service or Disability occurs; commencing the day after the Simplified Interest Crediting Date, interest will be credited at the Crediting Rate on a daily basis, compounded annually, until the Valuation Date. With respect to ERA Bonus Credits for a Plan Year, no interest will be credited for the date as of which the ERA Bonus Credits (after the Adjustment, if any) are credited, but commencing as of the following day, the Administrator will credit interest at the Crediting Rate on a daily basis, compounded annually, until the Valuation Date. After the Valuation Date, all interest will be credited in accordance with Section 3.7.

Prospective Changes. Notwithstanding anything to the contrary in this Section 3.4(b), the Administrator, or its delegate, may prospectively change the methodology for calculating ERA Interest Credits.

(c)In the event a Participant is entitled to the benefit specified in Section 3.1(b)(i), the Participant’s Executive Retirement Account shall be disregarded and automatically cancelled.

(d)In the event a Participant is entitled to the benefit specified in Section 3.1(b)(ii) or Section 3.1(c), the benefit attributable to the Participant’s Executive Retirement Account shall be subject to the payment election provisions of Article 4 and, if the Participant’s benefit is determined under Section 3.1(b)(ii), the Participant’s Executive Retirement Account shall be paid on the same schedule as the Participant’s benefit determined under Sections 3.2 and 3.3.

(e)If a Participant who was an Executive prior to January 1, 2022 (for clarity, this Section 3.4(e) does not apply to any Participant who first became an Executive on or after January 1, 2022) experiences a Qualifying Severance, then ERA Credits will be added by the Administrator to the Participant's Executive Retirement Account in an amount equal to twelve percent (12%) times the sum of (i) the Participant’s ERA Salary Base Differential plus (ii) the Participant’s Target Bonus Amount. In the case of a Qualifying Termination Event associated with a Change in Control as defined in the Severance Plan, “twelve percent (12%)” in the preceding sentence will be replaced by: “twenty-four percent (24%)” if the Participant is a Senior Vice President or Executive Vice President of EIX or Southern California Edison Company; “thirty-six percent (36%)” if the Participant is the most senior officer of EIX, the most senior officer of Southern California Edison Company, the General Counsel of EIX, or the Chief Financial Officer of EIX. Such ERA credits will be credited effective as of the date of the Separation from Service. Notwithstanding anything to the contrary in this Section 3.4(e), if a Participant becomes entitled to benefits under the Severance Plan or any similar successor plan and is subsequently rehired as an Executive prior to the date lump sum payments or initial installment or annuity payments commence, any additional ERA credits under this Section 3.4(e) shall be disregarded and automatically cancelled.

(f)Notwithstanding anything to the contrary in this Section 3.4, the Administrator, or its delegate, may prescribe rules in the form or instructions for any Payment Election for a Plan Year that are different than the rules set forth in this Section 3.4 for purposes of determining Executive Retirement Account credits for the Plan Year. For clarity, no ERA Credits will be 15

credited with respect to a Participant for any Plan Year prior to the Plan Year in which the individual is first a Participant.

3.5	Vesting

Subject to the provisions of Section 3.4, the right to receive benefits under the Plan (including any amounts credited to a Participant’s Executive Retirement Account, if a Participant is entitled to such amounts under Section 3.1) will vest (i) when the Participant has completed five Years of Service with an Affiliate, (ii) upon the Participant’s Disability while employed with an Affiliate, (iii) upon the Participant’s death while employed with an Affiliate, or (iv) upon the Participant’s Separation from Service if the Participant experiences a Qualifying Severance. Notwithstanding the foregoing, credits and benefits under the Plan (together with any earnings or interest credited thereon pursuant to the Plan) shall be subject to recoupment and/or forfeiture to the extent that they are calculated or based upon a Bonus or other incentive-based compensation that is subject to forfeiture and/or recoupment in accordance with applicable law, pursuant to any recoupment, “clawback” or similar policy maintained by EIX or its Affiliates, or pursuant to the terms of the Bonus award or incentive-based compensation award to which the credits or benefits relate.

3.6	Adjustment for Final Bonus

If the final Bonus is determined after benefits under the Plan are paid or commenced, the benefit will be recalculated from inception (as a point of clarity, ERA Credits for the final Bonus will be credited, in accordance with and subject to Section 3.4, as of the date the Bonus is actually paid, but for purposes of Section 3.1(b) the value of those ERA Credits will be calculated as of the Valuation Date using the discount rate in effect for lump sum determination in the Qualified Plan as of the Valuation Date) and a one-time adjustment will be made to true-up payments already made, and future payments, if any, will be adjusted accordingly. Any true-up payment will be made within two and one-half months of the date the final Bonus is determined.

3.7	Valuation Date Notional Account

A notional account will be established as the Plan benefit as of the Valuation Date, with an initial value equal to the lump sum value calculated pursuant Article 3. The account will be credited with interest at the Crediting Rate on a daily basis, compounded annually, until the account has been fully paid out (or annuity payments commence, as the case may be) according to the terms of the Plan and the Participant’s Payment Election. 16

ARTICLE 4PAYMENT ELECTIONS^1^

4.1	Primary Payment Election ** for Plan Years Prior to 2019 (except as otherwise provided)**

(a)Each year (through December 31, 2017), a Participant may make a Primary Payment Election specifying the payment schedule for the benefits to be accrued in the following Plan Year (concluding with the 2018 Plan Year) by submitting an election to the Administrator in such time and manner established by the Administrator. By way of example, benefits attributable to Bonus compensation will be treated as accrued during the Plan Year when the relevant services are performed (and not any later year when the Bonus is actually paid), and any benefits attributable to additional Year of Service or age credits triggered by a Participant’s Separation from Service under the Severance Plan will be treated as accrued during the Plan Year when the Participant’s Separation from Service occurs.

(b)Except as otherwise provided in this paragraph, a Primary Payment Election made for one Plan Year shall apply for subsequent Plan Years unless prior to a subsequent Plan Year the Participant submits a new Primary Payment Election for the subsequent Plan Year. If (i) a Primary Payment Election in effect with respect to one Plan Year (the first Plan Year) carries over and applies to the next Plan Year (the second Plan Year) pursuant to the preceding sentence, and (ii) the Participant’s Primary Payment Election in effect with respect to the first Plan Year is that payments shall commence upon the later of the Participant’s Retirement or the first day of a specific month and year, then the same Primary Payment Election (including the same specified date) will apply to the second Plan Year; provided that if the specified date payout election in effect with respect to the first Plan Year is a date in the first or second Plan Year, the Participant shall be deemed to have made a Primary Payment Election for the second Plan Year that the benefits accrued in the second Plan Year shall commence payment upon the Participant’s Retirement.

(c)On or before December 31, 2008, Participants may make a special Primary Payment Election in accordance with the transition rule under Section 409A of the Code for Plan benefits previously scheduled to commence payment after the calendar year in which the special Primary Payment Election is made.

(d)The choices available for a Primary Payment Election are as provided in the applicable Primary Payment Election form, but may include the following:

(i)Joint and survivor life annuity paid in monthly installments; or

(ii)Contingent life annuity paid in monthly installments; or

(iii)Monthly installments for 60 to 180 months; or

^1^ For purposes of clarity, the provisions of this Plan regarding Payment Elections for the 2021 Plan Year are effective beginning with Payment Elections made in 2020 for the 2021 Plan Year. 17

(iv)A single lump sum; or

(v)Two to fifteen installments paid annually; or

(vi)Any combination of the choices listed in (iii), (iv) and (v).

Payments under a Primary Payment Election may commence upon (i) the Participant’s Retirement, (ii) the later of the Participant’s Retirement or the first day of a specific month and year, or (iii) the first day of the month that is a specified number of months and/or years following the Participant’s Retirement or the first day of a specified month a specified number of years following the calendar year in which the Participant’s Retirement occurs (provided that if the date otherwise determined pursuant to clauses (ii) and (iii) is later than the later of the Participant’s Retirement or the month and year in which the Participant attains age 75, the date pursuant to clauses (ii) and (iii) shall be the later of the Participant’s Retirement or the month and year in which the Participant attains age 75). If the Participant elects under a Primary Payment Election to receive payment pursuant to clause (ii) and the Participant dies prior to the later of Retirement or the specified payment date, payment shall be made pursuant to the Participant’s Contingent Payment Election (if any) for the Participant’s death (regardless of whether the Participant’s death occurs while the Participant is employed by an Affiliate or thereafter).

(e)If no Primary Payment Election has been made, the Primary Payment Election shall be deemed to be a joint and survivor annuity paid in monthly installments commencing upon the Participant’s Retirement (or, if earlier, the Participant’s death or Disability); provided, however, that if a Participant first becomes an Officer or a designated Executive on or after January 1, 2018, the Primary Payment Election shall be deemed (if no Primary Payment Election has been made) to be a lump sum payable upon Retirement (or, if earlier, the Participant’s death or Disability).

(f)Subject to Section 4.5, lump sum payments or initial installment or annuity payments will be made within 90 days (60 days in the case of a payment triggered by a specified payment date) of the scheduled dates, and interest will be added at the Crediting Rate to the payment amount for the days elapsed between the scheduled payment date and the actual date of payment. If the Participant’s delivery of a release would change the amount of his or her Plan benefit, and the period for the Participant to consider, execute, and revoke such release spans two different calendar years, and the 90- or 60-day period, as applicable, specified above for the payment of any benefit contingent on such release also spans those two years, payment of the portion of the benefit contingent upon such release (and earnings thereon) shall be made in the time period otherwise specified above but in the second of those two years.

If paid in installments, the installments will be paid as follows:

(i) For purposes of calculating installments, the account will be valued as of the Valuation Date and subsequently as of December 31 each year, with installments for the next calendar year adjusted according to procedures established by the Administrator.

(ii) For individuals who first commenced participation in the Plan prior to 2021, the installments will be paid in amounts that will amortize the balance with 18

interest credited at the Crediting Rate on a daily basis, compounded annually, over the period of time benefits are to be paid.

(iii) For individuals who first commenced participation in the Plan after 2020, annual installment amounts shall be determined by dividing (a) by (b), where (a) equals the account value as of the last valuation under clause (i) above and (b) equals the remaining number of installment payments. The balance will continue to be credited with interest at the Crediting Rate until the last installment payment is made.

Notwithstanding anything herein to the contrary, distribution in installments shall be treated as a single payment as of the date of the initial installment for purposes of Section 409A of the Code. If paid in monthly installments, the installments may be paid in a single check or in more than one check for any given month, provided that in either such case the total amount of the monthly payment shall not change.

If the applicable Payment Election or deemed Payment Election is for payment in the form of an annuity, the annuity value of the Plan benefit will be calculated in a manner consistent with the provisions of the Qualified Plan except that this Plan will govern where its provisions under Section 3.3 (which shall also apply to Section 3.4(d) for purposes of calculating the applicable annuity value of any benefit derived from an Executive Retirement Account) are inconsistent with those of the Qualified Plan.

4.1.1****Payment Election for 2019 and Later Plan Years

(a)If a Participant first commenced participation in the Plan prior to 2021, the Participant may elect, as part of a Payment Election for each Plan Year from 2019 through 2021, and subject to the conditions set forth in this Section 4.1.1, that payments commence upon: (i) the Participant’s Payment Event; (ii) the later of the Participant’s Payment Event or January 1 of a specified year that may be no later than the year in which the Participant attains age 75; (iii) January 1 of the year following the Payment Event; or (iv) January 1 of the fifth year following the Payment Event. If the date otherwise determined pursuant to clauses (iii) and (iv) above is later than the later of the Participant’s Payment Event or the month and year in which the Participant attains age 75, the commencement date pursuant to clauses (iii) and (iv) shall be the later of the Participant’s Payment Event or the month and year in which the Participant attains age 75. If the Payment Event is a Separation from Service prior to Retirement (other than due to death), the commencement date pursuant to clauses (i) through (iv) above shall be determined as if the Payment Event was the later of the Participant’s Separation from Service or the first day of the month of the Participant’s 55th birthday.

If a Participant first commenced participation in the Plan after 2020, the Participant may elect, as part of a Payment Election that applies to all Plan benefits accrued by the Participant in the Plan Year of initial participation and all subsequent Plan Years, and subject to the conditions set forth in this Section 4.1.1, that payments commence upon: (i) the later of January 1 of the year following the Participant’s Payment Event or the first day of the seventh month following the Participant’s Payment Event; or (ii) the later of the first day of the seventh month following the Participant’s Payment Event or January 1 of a specified year; provided, however, that if the 19

Payment Event is a Separation from Service prior to Retirement (other than due to death), the commencement date shall be determined as if the Payment Event was the later of the Participant’s Separation from Service or the first day of the month of the Participant’s 55th birthday.

Notwithstanding any provisions to the contrary in this Plan, a Participant’s Payment Election for the 2021 Plan Year (or for the first Plan Year that the individual participates in the Plan, if the individual is not a Participant for the 2021 Plan Year) shall also apply to all benefits accrued by the Participant under the Plan in all subsequent Plan Years (the “Single Payment Election for 2021 and Later Years”).

Unless otherwise provided by the Administrator, or its delegate, in the applicable Payment Election form or instructions, the choices available for a Payment Election are as follows: a single lump sum; five, ten or fifteen installments paid annually; a joint and survivor life annuity paid in monthly installments; or Contingent life annuity paid in monthly installments.

Notwithstanding any provisions of the preceding paragraphs in this Section 4.1.1(a) to the contrary, benefits accrued with respect to the 2019 Plan Year or any subsequent Plan Year by an individual who first commenced participation in the Plan prior to 2021 shall (except as provided in the next paragraph) be subject to the following payment rules: (i) if a Participant dies or, while employed by an Affiliate, becomes Disabled before payments have commenced, then payments shall be made in a lump sum upon (or within 90 days following) the Participant’s death or Disability; (ii) if a Participant dies or, while employed by an Affiliate, becomes Disabled after payments have commenced but before all payments have been completed, then all of the Participant’s remaining benefits shall be made in a lump sum upon (or within 90 days following) the Participant’s death or Disability; provided, however, that (iii) if a Participant who dies had elected either a joint and survivor annuity or a Contingent life annuity with a survivor benefit, then the survivor benefit shall be paid in accordance with the terms of the Participant’s Payment Election. Notwithstanding any provisions of the preceding paragraphs in this Section 4.1.1(a) to the contrary, benefits accrued by an individual who first commenced participation in the Plan after 2020 shall (except as provided in the next paragraph) be subject to the following payment rules: (i) if a Participant dies before payments have commenced, then payments shall be made in a lump sum upon (or within 90 days following) the Participant’s death; (ii) if a Participant dies after payments have commenced but before all payments have been completed, then all of the Participant’s remaining benefits shall be made in a lump sum upon (or within 90 days following) the Participant’s death; provided, however, that (iii) if a Participant who dies had elected either a joint and survivor annuity or a Contingent life annuity with a survivor benefit, then the survivor benefit shall be paid in accordance with the terms of the Participant’s Payment Election.

Notwithstanding any provisions of this Section 4.1.1 to the contrary, if a Participant who has a Primary Payment Election in effect with respect to the 2018 Plan Year (including a deemed election) does not make a new Payment Election for benefits accrued for the 2019 Plan Year, then Sections 4.1(b) and 4.2(b) (and not the preceding provisions of this Section 4.1.1) shall continue to apply to such Participant and the Primary Payment Election (including a deemed election) for the 2018 Plan Year and the Contingent Payment Election (including a deemed election) for the 2018 Plan Year (such Primary Payment Election and Contingent Payment 20

Election, the “2018 Elections”) shall apply for the 2019 Plan Year and then for the 2020 Plan Year and then for the Single Payment Election for 2021 and Later Years, unless prior to such subsequent Plan Year (but no later than 2020 for the Single Payment Election for 2021 and Later Years) the Participant submits a new Payment Election pursuant to this Section 4.1.1 for the subsequent Plan Year. For clarity, as to any benefits accrued for a Plan Year as to which a Participant’s 2018 Elections apply, such benefits shall be paid in accordance with Sections 4.1(b) and 4.2(b) and such 2018 Elections, and the preceding paragraphs of this Section 4.1.1 (including, without limitation, the death and Disability payment rules of the preceding paragraph) shall not apply.

(b)Except as otherwise provided in this Section 4.1.1, a Payment Election made for one Plan Year shall apply for subsequent Plan Years unless prior to such subsequent Plan Year (but no later than 2020 for the Single Payment Election for 2021 and Later Years) the Participant submits a new Payment Election for the subsequent Plan Year. If a Payment Election in effect with respect to one Plan Year (the first Plan Year) carries over and applies to the next Plan Year (the second Plan Year) pursuant to this paragraph, and the Participant’s Payment Election in effect with respect to the first Plan Year includes a specified date payout election pursuant to clause (ii) of Section 4.1.1(a), that date will apply to the second Plan Year; provided that if the specified date payout election in effect with respect to the first Plan Year is a date in the first or second Plan Year, the Participant shall be deemed to have made a Payment Election for the second Plan Year that the benefits accrued in the second Plan Year shall commence payment upon the Participant’s Payment Event.

(c)A Payment Election with respect to a Plan Year shall be made in such time and manner established by the Administrator, but in all events (except as provided in the next sentence) prior to the start of the Plan Year with respect to which the election is made. An individual who is first selected as a Participant in this Plan may make a Payment Election within thirty days (or such shorter period as may be prescribed by the Administrator) after the date the individual first becomes a Participant. In each case, if no Payment Election has been made by the Participant, the Participant’s Payment Election shall be deemed to be a lump sum payable, for Participants who first commenced participation in the Plan prior to 2021, upon the earliest of the Participant’s Payment Event, death, or Disability, and for Participants who first commenced participation in the Plan after 2020, upon the earlier of (i) death or (ii) the later of January 1 of the year following the Participant’s Payment Event or the first day of the seventh month following the Participant’s Payment Event; provided, however, that if the Payment Event is a Separation from Service prior to the first day of the month of the Participant’s 55th birthday, the commencement date shall be the first day of the month of the Participant’s 55th birthday.

(d)The provisions in Section 4.1(f) also apply to this Section 4.1.1.

(e)Notwithstanding anything to the contrary in this Section 4.1.1, the Administrator, or its delegate, may prescribe rules in the form or instructions for any Payment Election that are different than the rules set forth in this Section 4.1.1 as to the benefits covered by such Payment Election, including expanding or limiting the forms of payment and payment commencement dates available for the Payment Election and prescribing different payment rules for death and Disability. 21

4.2	Contingent Payment Elections ** for Plan Years Prior to 2019 (except as otherwise provided)**

(a)Each year (through December 31, 2017), a Participant may make Contingent Payment Elections for each of the Contingent Events of (1) the Participant’s death while employed by an Affiliate, (2) the Participant’s Disability while employed by an Affiliate, and (3) Termination of Employment for the benefits to be accrued in the following Plan Year (concluding with the 2018 Plan Year), which election will take effect upon the first Contingent Event that occurs before the Participant’s Retirement, by submitting an election to the Administrator in such time and manner established by the Administrator.

(b)Except as otherwise provided in this paragraph, a Contingent Payment Election made for one Plan Year shall apply for subsequent Plan Years unless prior to a subsequent Plan Year the Participant submits a new Contingent Payment Election for the subsequent Plan Year. If (i) a Contingent Payment Election in effect with respect to one Plan Year (the first Plan Year) carries over and applies to the next Plan Year (the second Plan Year) pursuant to the preceding sentence, and (ii) the Participant’s Contingent Payment Election in effect with respect to the first Plan Year is that payments shall commence upon the later of the Participant’s Contingent Event or the first day of a specific month and year, then the same Contingent Payment Election (including the same specified date) will apply to the second Plan Year; provided that if the specified date payout election in effect with respect to the first Plan Year is a date in the first or second Plan Year, the Participant shall be deemed to have made a Contingent Payment Election for the Second Plan Year that the benefits accrued in the second Plan Year shall commence payment upon the Participant’s Contingent Event.

(c)The choices available for the Contingent Payment Elections are those specified in Section 4.1 except that the references to Retirement shall instead be the applicable Contingent Event if the event is death or Disability or the first day of the month of the Participant’s 55th birthday (or, if later, Termination of Employment) if the Contingent Event is Termination of Employment.

If the Participant has made no Contingent Payment Election and a Contingent Event occurs prior to Retirement, the Administrator will pay the benefit as specified in the Participant’s Primary Payment Election, except that payments scheduled for payment or commencement of payment “upon Retirement,” or with a payment date determined by reference to Retirement, will be paid, commence or have payment determined by reference to the first day of the month following the date of the Contingent Event if the Contingent Event is the Participant’s death or Disability, but will be the first day of the month of the Participant’s 55th birthday (or, if later, Termination of Employment) if the Contingent Event is Termination of Employment. If a Contingent Event occurs prior to Retirement and the Participant has made neither a Primary Payment Election nor a Contingent Payment Election, the Payment Election shall be deemed to be a joint and survivor life annuity payable on the first day of the month following the date of the Contingent Event if the Contingent Event is the Participant’s death or Disability, but payable on the first day of the month of the Participant’s 55th birthday (or, if later, the first day of the month following the month in which the Participant’s final day of employment occurs prior to Termination of Employment) if the Contingent Event is Termination of Employment. Notwithstanding the foregoing, if a Participant first becomes an Officer or a designated 22

Executive in 2018, the Contingent Payment Election shall be deemed to be a lump sum payable upon on the first day of the month following the date of the Contingent Event if the Contingent Event is the Participant’s death or Disability, but payable on the first day of the month of the Participant’s 55th birthday (or, if later, Termination of Employment) if the Contingent Event is Termination of Employment.

4.3	Changes to Payment Elections ****

Participants may change an existing Payment Election, including a deemed Payment Election, by submitting a new written Payment Election to the Administrator, subject to the following conditions: (1) the new Payment Election shall not be effective unless made at least twelve months before the payment or commencement date scheduled under the prior Payment Election, (2) the new Payment Election must defer a lump sum payment or commencement of installment or life annuity payments for a period of at least five years from the date that the lump sum would have been paid or installment or life annuity payments would have commenced under the prior Payment Election, and (3) the election shall not be effective until twelve months after it is filed with the Administrator. For Payment Election changes submitted before 2021, a Payment Election change will not be effective if at the time such new Payment Election is made, the imposition of the five-year delay would require that the benefits to be paid pursuant to such Payment Election would not begin until Participant’s 75^th^ birthday. Except as otherwise provided by the Administrator, or its delegate, in the form or instructions for a Payment Election change submitted after 2020, any such Payment Election change as to a Payment Event or (in the case of a change to a Contingent Payment Election) death (or, in either case, a date determined with reference to a Payment Event or death) will not be effective unless the new Payment Election defers the applicable payment start date by exactly five years from the start date under the prior Payment Election (for clarity, to the extent a Payment Election provides for payment to commence upon a specified date, rather than a date determined with reference to a Payment Event or death, the new Payment Election may defer the specified date by five or more years). After 2018, the payment schedules available under a new Payment Election are those prescribed by the Administrator, or its delegate, in the form or instructions for the Payment Election change, subject to the conditions specified in this paragraph. After 2018, a Participant will only be given one opportunity to change a Payment Election for benefit accruals with respect to each of the following (i) each Plan Year prior to 2021 and (ii) the Single Payment Election for 2021 and Later Years.

Participants who have elected a form of life annuity as their Primary Payment Election or Contingent Payment Election (including any deemed Payment Election) may change such election from one form of life annuity to another form of life annuity otherwise permitted by the Plan (to the extent applicable) by submitting a new written Payment Election to the Administrator, subject to the following conditions: (1) the new Payment Election shall not be effective unless made before the payment or commencement date scheduled under the prior Payment Election, (2) the payment or commencement date under the prior Payment Election is not changed (or the change is made pursuant to the provisions of the preceding paragraph), and (3) the annuities are actuarially equivalent (within the meaning of Treasury Regulation Section 1.409A-2(b)(2)(ii). 23

4.4	Small Benefit Exception ****

Notwithstanding the foregoing, the Administrator may, in its sole discretion and as determined by it in writing, pay the benefits in a single lump sum if the sum of all benefits payable to the Participant under this Plan and all Similar Plans is less than or equal to the applicable dollar amount under Section 402(g)(1)(B) of the Code.

4.5	Six-Month Delay in Payment for Specified Employees ****

Notwithstanding anything herein to the contrary, in the event that a Participant who is a Specified Employee is entitled to a distribution from the Plan due to the Participant’s Separation from Service, the lump sum payment or the commencement of installment or life annuity payments, as the case may be, may not be scheduled to occur or occur before the date that is the earlier of (1) six months following the Participant’s Separation from Service for reasons other than death or (2) the Participant’s death.

4.6	Conflict of Interest Exception, Etc. ****

Notwithstanding the foregoing, the Administrator may, in its sole discretion, pay benefits in a single lump sum if permitted under Treasury Regulation Section 1.409A-3(j)(4)(iii). In addition, the Administrator may, in its sole discretion, accelerate benefits, and pay such benefits in a single lump sum, if and to the extent permitted under any of the other exceptions specified in Treasury Regulation Section 1.409A-3(j)(4) to the general rule in Section 409A of the Code prohibiting accelerated payments, provided that the terms of Section 4.4 of the Plan shall govern whether benefits will be paid in a single lump sum pursuant to the small benefit exception contained in Treasury Regulation Section 1.409A-3(j)(4)(v).

ARTICLE 5SURVIVOR BENEFITS ****

5.1	Payment

Following the Participant’s death, payment of the Participant’s benefit will be made to the Participant’s Beneficiary or Beneficiaries according to the payment schedule elected or deemed elected according to Article 4, subject to the payment provisions (if applicable) of Section 4.1.1.

5.2	Benefit Computation ****

In addition, if the applicable Payment Election or deemed Payment Election is for a joint and survivor life annuity, the survivor benefit is 50% of the Participant’s annuity amount, payable only to the spouse married to the Participant at the earlier of the commencement of Plan benefit payments to the Participant or the Participant’s death, but actuarially reduced if that spouse is more than five years younger than the Participant. If the election is for a contingent life annuity, the survivor benefit will be as elected. The survivor benefit associated with a life annuity will be calculated in a manner consistent with the survivor benefit provisions of the Qualified Plan except that this Plan will govern where its provisions under Sections 3.3 and 3.4(d) are inconsistent with those of the Qualified Plan. Notwithstanding the preceding 24

provisions of this Section 5.2, if the Payment Election or deemed Payment Election is for a joint and survivor annuity, or a contingent life annuity, and the Participant dies on or after December 8, 2021 and while employed by an Affiliate, the survivor benefit as to any distribution of Plan benefits triggered by such Separation from Service will equal 100% of the Participant’s benefit (i.e., not reduced to 50% or 75% of the Participant’s annuity amount), but such benefit shall still be actuarially reduced (as otherwise provided above) for the age of the spouse or contingent annuitant, as applicable.

ARTICLE 6BENEFICIARY DESIGNATION ****

The Participant will have the right, at any time, to designate any person or persons or entity as Beneficiary (both primary and contingent) to whom payment under the Plan will be made in the event of the Participant’s death; provided that if the Participant has elected (or is deemed to have elected) a Payment Election in the form of a joint and survivor life annuity or a contingent life annuity and designates a new person or entity as Beneficiary after annuity payments have commenced, the annuity payments to such newly designated Beneficiary must be made in the same amounts and at the same times as payments would have been made to the designated Beneficiary immediately preceding the commencement of payments. The Beneficiary designation will be effective when it is submitted to the Administrator during the Participant’s lifetime in accordance with procedures established by the Administrator.

The submission of a new Beneficiary designation will cancel all prior Beneficiary designations. Any finalized divorce or marriage of a Participant subsequent to the date of a Beneficiary designation will revoke such designation, unless in the case of divorce the previous spouse was not designated as a Beneficiary, and unless in the case of marriage the Participant’s new spouse has previously been designated as the sole primary Beneficiary. The spouse of a married Participant must consent in writing to any designation of a Beneficiary other than the spouse.

If a Participant fails to designate a Beneficiary as provided above, or if the Beneficiary designation is revoked by marriage, divorce, or otherwise without execution of a new designation, or if every person designated as Beneficiary predeceases the Participant, then the Administrator will direct the distribution of the benefits to the Participant’s estate. If a primary Beneficiary dies after the Participant’s death but prior to completion of the distribution of benefits under this Plan, and no contingent Beneficiary has been designated by the Participant, any remaining payments will be made to the primary Beneficiary’s Beneficiary, if one has been designated, or to the Beneficiary’s estate.

ARTICLE 7CONDITIONS RELATED TO BENEFITS ****

7.1	Nonassignability

The benefits provided under the Plan may not be alienated, assigned, transferred, pledged or hypothecated by or to any person or entity, at any time or any manner whatsoever. These benefits will be exempt from the claims of creditors of any Participant or other claimants and 25

from all orders, decrees, levies, garnishment or executions against any Participant to the fullest extent allowed by law. Notwithstanding the foregoing, the benefit payable to a Participant may be assigned in full or in part, pursuant to a domestic relations order of a court of competent jurisdiction.

7.2	Unforeseeable Emergency ****

A Retired Participant, a Participant who has a Disability, or a Participant who is age 55 or older may submit a hardship distribution request to the Administrator in writing setting forth the reasons for the request. The Administrator will have the sole authority to approve or deny such requests. Upon a finding that the Participant has suffered an Unforeseeable Emergency, the Administrator may in its discretion, permit the Participant to accelerate distributions of benefits under the Plan in the amount reasonably necessary to alleviate the Unforeseeable Emergency.

7.3	No Right to Assets

A Participant’s benefits paid under the Plan will be paid from the general funds of the Participant’s Employer, and the Participant and any Beneficiary will be no more than unsecured general creditors of that Employer with no special or prior right to any assets of the Employer for payment of any obligations hereunder. Neither the Participant nor the Beneficiary will have a claim to benefits from any other Affiliate. Notwithstanding the foregoing or anything in the definition of “Employer” to the contrary, and at the sole discretion of EIX, EIX may determine that for purposes of benefits payable under the Plan, EIX shall be deemed to be the Employer obligated to pay such benefits. Such an election by EIX may be made, in EIX’s sole discretion, as to all Plan benefits, as to only certain benefits, and/or as to only certain Affiliates or Participants, and will be deemed an assumption of the specified benefit obligations of the applicable Affiliates. Subject to the further provisions hereof, EIX will be solely obligated to pay any such benefits and no Participant (or Beneficiary) will have a claim as to any other Affiliate with respect to such benefits. Upon an election by EIX under this Section 7.3, benefits covered by the election will be paid from the general funds of EIX (and not the Affiliate that would otherwise pay the benefits), provided that EIX may require that as between EIX and the Affiliate that would otherwise pay such benefits, the Affiliate will be responsible to pay EIX for the assumption of such obligations in accordance with funding arrangements determined by EIX at the time of election or any time thereafter. To the extent such Affiliate fails to comply with such funding arrangements or obtains any refund or offset of payments made from the Affiliate to EIX without the consent of EIX, the Affiliate that would otherwise be responsible for payment of benefits to the applicable Participant will remain responsible for such benefits. EIX will effectuate any such election pursuant to this Section 7.3 by providing written notice to the Administrator and the applicable Affiliates regarding the effective date of such election, and the benefits, Affiliates and Participants for which the election is applicable. The funding arrangements established by EIX at the time of its election, or from time to time thereafter, will set forth the method by which the Affiliates will remit funds to EIX in consideration of Plan benefit obligations that are assumed by EIX. Such a method may include, but is not limited to, lump sum payment by an Affiliate to EIX of relevant benefits accrued through the date of EIX’s election based on the Projected Benefit Obligation (“PBO”) with regular periodic payments to EIX of continuing accruals; regular periodic payments by an Affiliate to EIX of benefits accrued based on the PBO beginning with the date of EIX’s election through the date such benefits 26

become due under the Plan; lump sum payment by an Affiliate to EIX at the time benefits become due under the Plan; or intercompany payables and receivables used with funding on a “pay-as-you-go” basis.

7.4	Protective Provisions

The Participant will cooperate with the Administrator by furnishing any and all information requested by the Administrator, in order to facilitate the payment of benefits hereunder, taking such physical examinations as the Administrator may deem necessary and signing such consents to insure or taking such other actions as may be requested by the Administrator. If the Participant refuses to cooperate, the Administrator and the Employer will have no further obligation to the Participant under the Plan.

7.5	Constructive Receipt ****

Notwithstanding anything to the contrary in this Plan, in the event the Administrator determines that amounts deferred under the Plan have failed to comply with Section 409A and must be recognized as income for federal income tax purposes, distribution of the amounts included in a Participant’s income will be made to such Participant. The determination of the Administrator under this Section 7.5 will be binding and conclusive.

7.6	Withholding

The Participant or the Beneficiary will make appropriate arrangements with the Administrator for satisfaction of any federal, state or local income tax withholding requirements and Social Security or other employee tax requirements applicable to the accrual or payment of benefits under the Plan. If no other arrangements are made, the Administrator may provide, at its discretion, for such withholding and tax payments as may be required.

7.7	Incapacity

If any person entitled to payments under this Plan is incapacitated and unable to use such payments in his or her own best interest, EIX may direct that payments (or any portion) be made to that person’s legal guardian or conservator, or that person’s spouse, as an alternative to payment to the person unable to use the payments. EIX will have no obligation to supervise the use of such payments, and court-appointed guardianship or conservatorship may be required.

ARTICLE 8PLAN ADMINISTRATION

8.1	Plan Interpretation

The Administrator will administer the Plan and interpret, construe and apply its provisions in accordance with its terms and will provide direction and oversight as necessary to management, staff, or contractors to whom day-to-day Plan operations may be delegated. The Administrator will establish, adopt or revise such rules and regulations as it may deem necessary or advisable for the administration of the Plan. The Administrator will interpret and construe the Plan to comply with Section 409A of the Code. All decisions of the Administrator will be final 27

and binding.

8.2	Limited Liability

Neither the Administrator, nor any of its members or designees, will be liable to any person for any action taken or omitted in connection with the interpretation and administration of this Plan.

ARTICLE 9AMENDMENT OR TERMINATION OF PLAN

9.1	Authority to Amend or Terminate

The Administrator will have full power and authority to prospectively modify or terminate this Plan, and the Administrator’s interpretations, constructions and actions, including any determination of the Participant’s account or benefits, or the amount or recipient of the payment to be made, will be binding and conclusive on all persons for all purposes. Absent the consent of the Participant, however, the Administrator will in no event have any authority to modify this section. However, no such amendment or termination will apply to any person who has then qualified for or is receiving benefits under this Plan.

9.2	Limitations

In the event of Plan amendment or termination which has the effect of eliminating or reducing a benefit under the Plan, the benefit payable on account of a retired Participant or Beneficiary will not be impaired, and the benefits of other Participants will not be less than the benefit to which each such Participant would have been entitled if he or she had retired immediately prior to such amendment or termination.

ARTICLE 10CLAIMS AND REVIEW PROCEDURES

10.1	Claims Procedure for Claims Other Than Due to Disability

(a)Except for claims due to Disability, the Administrator will notify a Participant or his or her Beneficiary (or person submitting a claim on behalf of the Participant or Beneficiary) (a “claimant”) in writing, within 90 days after his or her written application for benefits, of his or her eligibility or noneligibility for benefits under the Plan. If the Administrator determines that a claimant is not eligible for benefits or full benefits, the notice will set forth (1) the specific reasons for the denial, (2) a specific reference to the provisions of the Plan on which the denial is based, (3) a description of any additional information or material necessary for the claimant to perfect his or her claim, and a description of why it is needed, and (4) an explanation of the Plan’s claims review procedure and other appropriate information as to the steps to be taken if the claimant wishes to have the claim reviewed. If the Administrator determines that there are special circumstances requiring additional time to make a decision, the Administrator will notify the claimant of the special circumstances and the date by which a decision is expected to be made, and may extend the time for up to an additional 90-day period. 28

(b)If a claimant is determined by the Administrator not to be eligible for benefits, or if the claimant believes that he or she is entitled to greater or different benefits, the claimant will have the opportunity to have the claim reviewed by the Administrator by filing a petition for review with the Administrator within 60 days after receipt of the notice issued by the Administrator. Said petition will state the specific reasons which the claimant believes entitle him or her to benefits or to greater or different benefits. Within 60 days after receipt by the Administrator of the petition, the Administrator will afford the claimant (and counsel, if any) an opportunity to present his or her position to the Administrator in writing, and the claimant (or counsel) will have the right to review the pertinent documents. The Administrator will notify the claimant of its decision in writing within the 60-day period, stating specifically the basis of its decision, written in a manner calculated to be understood by the claimant and the specific provisions of the Plan on which the decision is based. If, due to special circumstances (for example, because of the need for a hearing), the 60-day period is not sufficient, the decision may be deferred for up to another 60-day period at the election of the Administrator, but notice of this deferral will be given to the claimant. In the event of the death of the Participant, the same procedures will apply to the Participant’s Beneficiaries.

10.2	Claims Procedure for Claims Due to Disability

(a)For purposes of Section 10.1, this Section 10.2 and Section 10.3, a claim shall not be considered to be due to Disability if the existence of the Participant’s Disability is determined by reference to whether the Participant is eligible for benefits under his or her Employer’s long-term disability plan applicable to the Participant, as determined by the Employer. A claim due to Disability will be approved or denied by the Administrator or its delegate, as it deems appropriate in its discretion, based on its interpretation of the Plan, medical evidence, and the analysis and conclusions of a physician selected by the Administrator or its delegate. Within a reasonable period of time, but not later than 45 days after receipt of a claim due to Disability, the Administrator or its delegate shall notify the claimant of any adverse benefit determination on the claim, unless circumstances beyond the Plan’s control require an extension of time for processing the claim. Except as contemplated by this Section 10.2, in no event may the extension period exceed 30 days from the end of the initial 45-day period. If an extension is necessary, the Administrator or its delegate shall provide the claimant with a written notice to this effect prior to the expiration of the initial 45-day period. The notice shall describe the circumstances requiring the extension and the date by which the Administrator or its delegate expects to render a determination on the claim. If, prior to the end of the first 30-day extension period, the Administrator or its delegate determines that, due to circumstances beyond the control of the Plan, a decision cannot be rendered within that extension period, the period for making the determination may be extended for an additional 30 days, so long as the Administrator or its delegate notifies the claimant, prior to the expiration of the first 30-day extension period, of the circumstances requiring the extension and the date as of which the Administrator or its delegate expects to render a decision. This notice of extension shall specifically describe the standards on which entitlement to a benefit is based, the unresolved issues that prevent a decision on the claim, and the additional information needed to resolve those issues, and that the claimant has at least 45 days within which to provide the specified information. Furthermore, in the event that a period of time is extended as permitted due to a claimant’s failure to submit information necessary to decide a claim, the period for making the benefit determination shall be tolled from the date on which the notification of the extension is 29

sent to the claimant until the date on which the claimant responds to the request for additional information.

(b)In the case of an adverse benefit determination, the Administrator or its delegate shall provide to the claimant written or electronic notification setting forth in a manner calculated to be understood by the claimant in a culturally and linguistically appropriate manner: (i) the specific reason or reasons for the adverse benefit determination; (ii) reference to the specific Plan provisions on which the adverse benefit determination is based; (iii) a description of any additional material or information necessary for the claimant to perfect the claim and an explanation of why the material or information is necessary; (iv) a description of the Plan’s claim review procedures and the time limits applicable to such procedures, including a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA following an adverse final benefit determination on review and in accordance with Section 10.2(c) below; (v) either the specific internal rules, guidelines, protocols, standards or other similar criteria of the Plan relied upon in making the adverse determination or a statement that such rules, **** guidelines, protocols, standards or other similar criteria of the Plan do not exist; (vi) if the determination is based on a medical necessity or experimental treatment or similar exclusion or limit, either an explanation of the scientific or clinical judgment for the determination, applying the terms of the Plan to the claimant’s medical circumstances, or a statement that such explanation shall be provided free of charge upon request; (vii) a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other information relevant to the claimant’s claim for benefits; and (viii) a discussion of the decision, including an explanation of the basis for disagreeing with or not following: (a) the views presented by the claimant to the Plan of health care professionals treating the claimant and vocational professionals who evaluated the claimant; (b) the views of medical or vocational experts whose advice was obtained on behalf of the Plan in connection with a claimant’s adverse benefit determination, without regard to whether the advice was relied upon in making the benefit determination; and (c) a disability determination made by the Social Security Administration regarding the claimant presented by the claimant to the Plan.

(c)Any good-faith determination by the Administrator or its delegate will be final and binding on the Plan and the claimant unless appealed in accordance with this Section 10.2(c). Within 180 days after receipt by the claimant of notification of the adverse benefit determination, the claimant or the claimant’s duly authorized representative, upon written application to the Administrator, may request that the Plan fully and fairly review the adverse benefit determination (also sometimes referred to herein as an “appeal”). Upon request and free of charge, the claimant pursuing an appeal shall have reasonable access to, and be provided copies of, all documents, records and other information relevant to the claimant’s claim for benefits. The claimant shall have the opportunity to submit written comments, documents, records, and other information relating to the claim for benefits. The review: (i) shall take into account all comments, documents, records, and other information submitted regardless of whether the information was previously submitted or considered in the initial adverse benefit determination; (ii) shall not afford deference to the initial adverse benefit determination; (iii) shall be conducted, at the direction of the Administrator, by an appropriate fiduciary of the Plan who is neither the individual who made the adverse benefit determination that is the subject of the review, nor the subordinate of such individual; (iv) shall identify medical and vocational experts whose advice was obtained on behalf of the Plan in connection with the initial adverse 30

benefit determination, without regard to whether the advice was relied upon in making the benefit determination; and (v) where based in whole or in part on medical evidence or medical judgment, including determinations with regard to whether a particular treatment, drug, or other item is experimental, investigational, or not medically necessary or appropriate, shall include consultation with a physician, with appropriate training and experience in the field of medicine involved in the medical judgment, who was neither consulted in connection with the initial adverse benefit determination, nor the subordinate of any such professional.

The appeal will then be approved or denied by the Administrator or its delegate, as it deems appropriate, based on its interpretation of the Plan in light of the medical evidence.

Before an adverse benefit determination on review of a claim due to Disability is issued, the claimant shall be provided, free of charge, with any new or additional evidence considered, relied upon, or generated by the Administrator or its delegate making the benefit determination (or at the direction of the Administrator) in connection with the claim; such evidence will be provided as soon as possible and sufficiently in advance of the date on which the notice of adverse benefit determination on review is required to be provided to give the claimant a reasonable opportunity to respond prior to that date.

Also before an adverse benefit determination on review based on a new or additional rationale is issued, the claimant shall be provided, free of charge, the rationale; the rationale must be provided as soon as possible and sufficiently in advance of the date on which the notice of adverse benefit determination on review is required to be provided to give the claimant a reasonable opportunity to respond prior to that date.

A final benefit determination will be made by the Administrator or its delegate, and the Administrator or its delegate shall provide the claimant with written or electronic notification of the final benefit determination within a reasonable period of time, but no later than 45 days immediately following receipt of claimant’s request for review, unless special circumstances require a further extension of time for processing the claim, which extension may be up to an additional 45 days. If such an extension of time for review is required because of special circumstances, the Administrator or its delegate shall provide the claimant with a written notice of the extension prior to the commencement of the extension. The notice shall describe the special circumstances requiring the extension and the date as of which the final benefit determination shall be made. In the event that a period of time is extended due to a claimant’s failure to submit information necessary to decide a claim, the period for making the benefit determination on review shall be tolled from the date on which the notification of the extension is sent to the claimant until the date on which the claimant responds to the request for additional information. In the case of an adverse final benefit determination, the Administrator or its delegate shall provide to the claimant written or electronic notification setting forth in a manner calculated to be understood by the claimant and in a culturally and linguistically appropriate manner: (i) the specific reason or reasons for the adverse final benefit determination; (ii) reference to the specific Plan provisions on which the adverse final benefit determination is based; (iii) a statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant to the claimant’s claim for benefits; (iv) a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA following an adverse final benefit determination on review and 31

mandatory arbitration in accordance with Section 10.3 below; (v) either the specific internal rules, guidelines, protocols, standards or other similar criteria of the Plan relied upon in making the adverse determination or a statement that such rules, guidelines, protocols, standards or other similar criteria of the Plan do not exist; (vi) if the determination is based on a medical necessity or experimental treatment or similar exclusion or limit, an explanation of the scientific or clinical judgment for the determination, applying the terms of the Plan to the claimant’s medical circumstances, or a statement that such explanation shall be provided free of charge upon request; (vii) a discussion of the decision, including an explanation of the basis for disagreeing with or not following: (a) the views presented by the claimant to the Plan of health care professionals treating the claimant and vocational professionals who evaluated the claimant; (b) the views of medical or vocational experts whose advice was obtained on behalf of the Plan in connection with a claimant’s adverse benefit determination, without regard to whether the advice was relied upon in making the benefit determination; and (c) a disability determination made by the Social Security Administration regarding the claimant presented by the claimant to the Plan; and (viii) the following statement: “You and your plan may have other voluntary alternative dispute resolution options, such as mediation. One way to find out what may be available is to contact your local U.S. Department of Labor Office and your State insurance regulatory agency.” As described above, there shall be only one level of review of an adverse benefit determination, followed by mandatory arbitration under Section 10.3, before a claimant may bring a civil action pursuant to Section 502 of ERISA.

10.3	Dispute Arbitration

(a)Effective as to any claims filed on or after June 19, 2014, final and binding arbitration under this Section 10.3 shall be the sole remedy available to a claimant after he or she has exhausted the claim and review procedures set forth in Section 10.1. Furthermore, exhaustion by the claimant of the claim and review procedures set forth in Section 10.1 is a mandatory prerequisite for binding arbitration under this Section 10.3. Any arbitration or civil action brought prior to the exhaustion of the claim and review procedures set forth in Section 10.1 shall be remanded to the Administrator to permit the claim and review procedures to be exhausted.

(b)After a claimant has exhausted the claim and review procedures set forth in Section 10.1, if the claimant is determined by the Administrator not to be eligible for benefits, or if the claimant believes that he or she is entitled to greater or different benefits, the claimant may submit his or her claim to final and binding arbitration under this Section 10.3.

Any arbitration under this Section 10.3 will be held in Los Angeles County, California, in accordance with the then-current JAMS Arbitration Rules and Procedures for Employment Disputes (“JAMS Rules”) and under the Federal Arbitration Act. The arbitration shall be before a single neutral arbitrator licensed to practice law and experienced in employee benefits law as well as the laws governing nonqualified deferred compensation plans, selected by mutual agreement of the parties. If the parties are unable to agree upon an arbitrator, the arbitrator shall be selected by striking in accordance with the then-current JAMS Rules from a list of arbitrators supplied by JAMS. Any and all claims and/or defenses that would otherwise be available in a court of law will be fully available to the parties. The arbitrator selected pursuant to this paragraph (the “Arbitrator”) may order such discovery as is necessary for a full and fair 32

exploration of the issues and dispute, consistent with the expedited nature of arbitration. The Arbitrator shall apply applicable substantive law to resolve the dispute. To the fullest extent provided by federal law, the decision rendered by the Administrator pursuant to the claim and review procedures set forth in Section 10.1 shall be upheld by the Arbitrator unless the Arbitrator determines that the Administrator abused its discretion. Notwithstanding the preceding sentence, if a Change in Control occurs, then a claim review decision rendered by the Administrator within the three years following the Change in Control shall, if it is challenged by the claimant in accordance with this Section 10.3, be subject to de novo review by the Arbitrator. Subject to the applicable standard of review in the preceding two sentences, the Arbitrator may grant any award or relief available under applicable law that the Arbitrator deems just and equitable.

At the conclusion of the arbitration, the Arbitrator shall issue a written decision that sets forth the essential findings and conclusions upon which the Arbitrator’s award or decision is based. Any award or relief granted by the Arbitrator hereunder shall be final and binding on the parties hereto, and may be enforced by any court of competent jurisdiction. The Administrator will pay the Arbitrator’s fee and arbitration forum fees, to the extent required by law. Otherwise, each party shall be solely responsible for paying his/her/their/its own costs/fees for the arbitration, including but not limited to attorneys’ fees. However, the Arbitrator in his or her discretion may allow reasonable attorney’s fees and costs of action to either party to the same extent as would be permissible if the claim(s) were filed in a court of law in lieu of arbitration.

(c)Notwithstanding any contrary provisions of this Section 10.3, if the claim is due to Disability, the following rules apply: (1) arbitration under this Section 10.3 shall be the mandatory second level of appeal following the exhaustion by the claimant of the claim and review procedures set forth in Section 10.2, and such exhaustion is a mandatory prerequisite for arbitration under this Section 10.3—any arbitration or civil action brought with respect to a claim due to Disability prior to the exhaustion of the claim and review procedures set forth in Section 10.2 shall be remanded to the Administrator to permit the claim and review procedures to be exhausted; (2) arbitration of a claim due to Disability under this Section 10.3 shall not be binding, and the claimant shall not be precluded from challenging the decision of the Arbitrator in a civil action brought pursuant to Section 502(a) of ERISA; and (3) except as specifically set forth in this Section 10.3(c), if the claim is due to Disability, the arbitration shall be conducted as set forth in Section 10.3(b).

(d)Effective as to any claims filed on or after January 1, 2024, the Officer, Executive, Participant, or Beneficiary must bring any dispute in arbitration on an individual basis only, and not on a class, collective or representative basis and must waive the right to commence, be a party to, or be an actual or putative class member of any class, collective or representative action arising out of or relating to the Plan, including, but not limited to, any claims related to the Plan (“class action waiver”). However, if this class action waiver is found to be unenforceable by a court of competent jurisdiction, then any claim on a class, collective or representative basis shall be filed and adjudicated in a court of competent jurisdiction, and not in arbitration. Except as provided in the preceding sentence, this Section 10.3 is intended to make mandatory individual arbitration apply, as described above, to the maximum extent permissible under ERISA; if any feature of this arbitration requirement is impermissible under ERISA, arbitration as described above shall remain required with the minimum change necessary to allow the arbitration requirement to be permissible under ERISA. This Section 10.3(d) shall only apply 33

with respect to an Officer, Executive or Participant hired (including those rehired) by an Employer on or after January 1, 2024 and to any Beneficiary thereof.

ARTICLE 11MISCELLANEOUS

11.1	Participation in Other Plans

Participation in this Plan will not limit a Participant’s ability to continue to participate in any other employee benefit program of an Employer, subject to and in accordance with the terms of the applicable employee benefit program.

11.2	Relationship to Qualified Plan

This Plan will to the fullest extent possible under currently applicable law be administered in accordance with, and where practicable according to the terms of the Qualified Plan and/or Savings Plan. Notwithstanding the foregoing, the terms of this Plan shall control benefits payable under this Plan whenever the terms of the Qualified Plan and/or Savings Plan differ from this Plan.

11.3	Forfeiture

The payments to be made pursuant to the Plan require the Participant, for so long as the Participant remains in the active employ of the Employer, to devote substantially all of his or her time, skill, diligence and attention to the business of the Employer and not to actively engage, either directly or indirectly, in any business or other activity adverse to the best interests of the business of the Employer. In addition, the Participant will remain available during Retirement for consultation in any matter related to the affairs of the Employer. Any breach of these conditions by a Participant will result in complete forfeiture by the Participant of any further benefits under the Plan. If the Participant fails to observe any of the above conditions, or if he or she is discharged by the Employer for malfeasance or willful neglect of duty, then in any of said events, the Participant’s benefits under this Plan will terminate and will not be paid, and EIX and the Employer will have no further liability therefor.

11.4	Successors

The rights and obligations of each Employer under the Plan will inure to the benefit of, and will be binding upon, the successors and assigns of the Employer.

11.5	Trust

The Employers will be responsible for the payment of all benefits under the Plan. At their discretion, the Employers may establish one or more grantor trusts for the purpose of providing for payment of benefits under the Plan. The trust or trusts may be irrevocable, but an Employer’s share of the assets thereof will be subject to the claims of the Employer’s creditors. Benefits paid to the Participant from any such trust will be considered paid by the Employer for purposes of meeting the obligations of the Employer under the Plan. 34

11.6	Employment Not Guaranteed

Nothing contained in the Plan nor any action taken hereunder will be construed as a contract of employment or as giving any Participant any right to continue in employment with the Employer or any other Affiliate.

11.7	Gender, Singular and Plural

All pronouns and variations thereof will be deemed to refer to the masculine, feminine, or neuter, as the identity of the person or persons may require. As the context may require, the singular may be read as the plural and the plural as the singular.

11.8	Captions

The captions of the articles and sections of the Plan are for convenience only and will not control or affect the meaning or construction of any of its provisions.

11.9	Validity ****

If any provision of the Plan is held invalid, void or unenforceable, the same will not affect, in any respect whatsoever, the validity of any other provisions of the Plan.

11.10	Waiver of Breach

The waiver by EIX or the Administrator of any breach of any provision of the Plan by the Participant will not operate or be construed as a waiver of any subsequent breach by the Participant.

11.11	Applicable Law

The Plan will be governed and construed in accordance with the laws of California except where the laws of California are preempted by ERISA.

11.12	Notice

Any notice or filing required or permitted to be given to the Administrator under the Plan will be sufficient if in writing and hand-delivered, or sent by first class mail to the principal office of EIX, directed to the attention of the Administrator. The notice will be deemed given as of the date of delivery, or, if delivery is made by mail, as of the date shown on the postmark.

11.13	ERISA Plan

The Plan is intended to be an unfunded plan maintained primarily to provide deferred compensation benefits for “a select group of management or highly compensated employees” within the meaning of Sections 201, 301 and 401 of ERISA and therefore to be exempt from Parts 2, 3 and 4 of Title I of ERISA. EIX is the named fiduciary. 35

11.14	Statutes and Regulations

Any reference to a statute or regulation herein shall include any successor to such statute or regulation.

IN WITNESS WHEREOF, EIX has amended and restated this Plan on the 21st day of August, 2024.

EDISON INTERNATIONAL

/s/ Natalie Schilling

Natalie Schilling

Senior Vice President, Human Resources 36

Q4 EIX-SCE 10K 2020 - EX 31.1

Exhibit 31.1

CERTIFICATION

I, PEDRO J. PIZARRO, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 of Edison International;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: October 29, 2024


/s/ PEDRO J. PIZARRO
PEDRO J. PIZARRO<br>Chief Executive Officer

CERTIFICATION

I, MARIA RIGATTI , certify that:

1.I have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 of Edison International;

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: October 29, 2024


/s/ MARIA RIGATTI
MARIA RIGATTI<br>Chief Financial Officer

Q4 EIX-SCE 10K 2020 - EX 31.2

Exhibit 31.2

CERTIFICATION

I, STEVEN D. POWELL, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 of Southern California Edison Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: October 29, 2024


/s/ STEVEN D. POWELL
STEVEN D. POWELL<br>Chief Executive Officer

CERTIFICATION

I, AARON D. MOSS, certify that: