Eversource 2012 Annual Report Download - page 147

Download and view the complete annual report

Please find page 147 of the 2012 Eversource annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 160

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160

134
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
NU
In addition to the information below under "Securities Authorized for Issuance Under Equity Compensation Plans," incorporated herein
by reference is the information contained in the sections "Common Share Ownership of Certain Beneficial Owners" and "Common
Share Ownership of Trustees and Management" of NU’s definitive proxy statement for solicitation of proxies, expected to be filed with
the SEC on or about March 21, 2013.
NSTAR ELECTRIC, PSNH and WMECO
Certain information required by this Item 12 has been omitted for NSTAR Electric, PSNH and WMECO pursuant to Instruction I(2)(c) to
Form 10-K, Omission of Information by Certain Wholly-Owned Subsidiaries.
CL&P
The information required by this Item 12 for CL&P has been omitted from this report but is set forth in the Annual Report on
Form 10-K for 2012 filed with the SEC on a combined basis with NU on February 28, 2013. Such report is also available at the
Investors section at www.nu.com.
SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS
The following table sets forth the number of NU common shares issuable under NU equity compensation plans, as well as their
weighted exercise price, as of December 31, 2012, in accordance with the rules of the SEC:
Plan Category
Number of securities to be
issued upon exercise of
outstanding options,
warrants and rights
(a)
Weighted-average
exercise price of
outstanding options,
warrants and rights
(b)
Number of securities
remaining available for
future issuance under equity
compensation plans
(excluding securities
reflected in column (a))
(c)
Equity compensation plans
approved by security holders 3,880,013 $24.92 4,337,714
Equity compensation plans not
approved by security holders (d) — — —
Total 3,880,013 $24.92 4,337,714
(a) Includes 1,545,757 common shares to be issued upon exercise of options, 2,183,319 common shares for distribution of restricted share units,
and 150,937 performance shares issuable at target, all pursuant to the terms of our Incentive Plan.
(b) The weighted-average exercise price in Column (b) does not take into account restricted share units or performance shares, which have no
exercise price.
(c) Includes 857,280 common shares issuable under our Employee Share Purchase Plan II.
(d) All of our current compensation plans under which equity securities of NU are authorized for issuance have been approved by shareholders of
NU or the former shareholders of NSTAR, the predecessor of NSTAR LLC.
Item 13. Certain Relationships and Related Transactions, and Director Independence
NU
Incorporated herein by reference is the information contained in the sections captioned "Trustee Independence" and "Certain
Relationships and Related Transactions" of NU’s definitive proxy statement for solicitation of proxies, expected to be filed with the SEC
on or about March 21, 2013.
NSTAR ELECTRIC, PSNH and WMECO
Certain information required by this Item 13 has been omitted for NSTAR Electric, PSNH and WMECO pursuant to Instruction I(2)(c) to
Form 10-K, Omission of Information by Certain Wholly-Owned Subsidiaries.
CL&P
The information required by this Item 13 for CL&P has been omitted from this report but is set forth in the Annual Report on
Form 10-K for 2012 filed with the SEC on a combined basis with NU on February 28, 2013. Such report is also available at the
Investors section at www.nu.com.