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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 27, 2023

EDISON INTERNATIONAL

(Exact name of registrant as specified in its charter)

California

001-9936

95-4137452

(State or other jurisdiction

(Commission

(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

2244 Walnut Grove Avenue

(P.O. Box 976)

Rosemead, California 91770

(Address of principal executive offices, including zip code)

(626) 302-2222

(Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, no par value

EIX

NYSE

LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.           

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

At Edison International's ("EIX") Annual Meeting of Shareholders on April 27, 2023, four matters were submitted to a vote of the shareholders: (1) the election of eleven directors; (2) ratification of the independent registered public accounting firm; (3) an advisory vote to approve Say-on-Pay vote frequency and (4) an advisory vote to approve executive compensation.

Shareholders elected eleven nominees to the Board of Directors. Each of the eleven Director-nominees received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum. The final vote results were as follows:

Name

For

Against

Abstentions

Broker Non-Votes

Jeanne Beliveau-Dunn

321,743,687

2,462,696

462,244

19,756,432

Michael C. Camuñez

321,308,774

2,524,264

835,589

19,756,432

Vanessa C.L. Chang

306,829,692

17,399,169

439,766

19,756,432

James T. Morris

319,131,884

5,132,515

404,228

19,756,432

Timothy T. O’Toole

320,580,637

3,632,964

455,026

19,756,432

Pedro J. Pizarro

322,631,325

1,438,245

599,057

19,756,432

Marcy L. Reed

322,000,023

1,913,338

755,266

19,756,432

Carey A. Smith

322,028,490

1,836,628

803,509

19,756,432

Linda G. Stuntz

318,336,685

5,786,608

545,334

19,756,432

Peter J. Taylor

314,096,366

10,134,827

437,434

19,756,432

Keith Trent

321,649,057

2,311,856

707,714

19,756,432

The proposal to ratify the appointment of the independent registered public accounting firm, PricewaterhouseCoopers LLP, received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum, and was therefore adopted. The final vote results were as follows:

For

Against

Abstentions

Broker Non-Votes

327,949,832

15,803,217

672,010

N/A

Regarding the advisory vote on the frequency of future Say-on-Pay votes, the one year frequency received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum, and was therefore adopted. As a result, EIX will continue to include the advisory vote on Say-on-Pay in its proxy materials for shareholder meetings every year where Directors will be elected and executive compensation information is required until the next advisory vote on the frequency of Say-on-Pay votes is held. The final vote results were as follows:

1 Year

2 Years

3 Years

Abstentions

320,276,263

503,690

3,039,968

848,706

The advisory vote to approve executive compensation received the affirmative vote of at least a majority of the votes cast and the affirmative vote of at least a majority of the votes required to constitute a quorum, and was therefore adopted. The final vote results were as follows:

For

Against

Abstentions

Broker Non-Votes

299,347,455

24,052,743

1,268,429

19,756,432

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EDISON INTERNATIONAL

(Registrant)

/s/ Kate Sturgess

Kate Sturgess

Vice President and Controller

Date: April 28, 2023