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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 24, 2025

 

Commission   Registrant; State of Incorporation;   IRS Employer
File Number   Address; and Telephone Number   Identification No.
         
1-9513  

CMS ENERGY CORPORATION

(A Michigan Corporation)
One Energy Plaza
Jackson, Michigan 49201
(517) 788-0550

  38-2726431
         
1-5611  

CONSUMERS ENERGY COMPANY

(A Michigan Corporation)
One Energy Plaza
Jackson, Michigan 49201
(517) 788-0550

  38-0442310

 

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
CMS Energy Corporation Common Stock, $0.01 par value   CMS   New York Stock Exchange
CMS Energy Corporation 5.625% Junior Subordinated Notes due 2078   CMSA   New York Stock Exchange
CMS Energy Corporation 5.875% Junior Subordinated Notes due 2078   CMSC   New York Stock Exchange
CMS Energy Corporation 5.875% Junior Subordinated Notes due 2079   CMSD   New York Stock Exchange
CMS Energy Corporation, Depositary Shares, each representing a 1/1,000th interest in a share of 4.200% Cumulative Redeemable Perpetual Preferred Stock, Series C   CMS PRC   New York Stock Exchange
Consumers Energy Company Cumulative Preferred Stock, $100 par value: $4.50 Series   CMS-PB   New York Stock Exchange

 

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:  CMS Energy Corporation ¨        Consumers Energy 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.  CMS Energy Corporation ¨  Consumers Energy Company ¨

 

 

 

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Co-Registrant Form Type 8-K
Co-Registrant DocumentPeriodEndDate 2025-04-24
Co-Registrant Written Communications false
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Co-Registrant PreCommencement Tender Offer false
Co-Registrant PreCommencement Issuer Tender Offer false
Emerging Growth Company false

 


 

Item 2.02. Results of Operations and Financial Condition.

 

On April 24, 2025, CMS Energy Corporation (“CMS Energy”) issued a News Release, in which it announced its 2025 first quarter results. Attached as Exhibit 99.1 to this report and incorporated herein by reference is a copy of the CMS Energy News Release, furnished as a part of this report.

 

Exhibit 99.1 contains certain financial measures that are considered “non-GAAP financial measures” as defined in Securities and Exchange Commission rules. Other than forward-looking earnings guidance, Exhibit 99.1 contains a reconciliation of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States. Adjustments could include items such as discontinued operations, asset sales, impairments, restructuring costs, business optimization initiative, changes in accounting principles, voluntary separation program, changes in federal tax policy, regulatory items from prior years, unrealized gains or losses from mark-to-market adjustments, recognized in net income related to NorthStar Clean Energy's interest expense, or other items. Management views adjusted earnings as a key measure of CMS Energy’s present operating financial performance and uses adjusted earnings for external communications with analysts and investors. Internally, CMS Energy uses adjusted earnings to measure and assess performance. Because CMS Energy is not able to estimate the impact of specific line items, which have the potential to significantly impact, favorably or unfavorably, reported earnings in future periods, Exhibit 99.1 does not contain reported earnings guidance nor a reconciliation for the comparable future period earnings. The adjusted earnings should be considered supplemental information to assist in understanding our business results, rather than as a substitute for the reported earnings. All references to net income refer to net income available to common stockholders and references to earnings per share are on a diluted basis.

 

Item 7.01. Regulation FD Disclosure.

 

The information set forth in the CMS Energy News Release dated April 24, 2025, attached as Exhibit 99.1, is incorporated by reference in response to this Item 7.01.

 

CMS Energy will hold a webcast to discuss its 2025 first quarter results and provide a business and financial outlook on April 24 at 9:30 a.m. (ET). A copy of the CMS Energy presentation is furnished as Exhibit 99.2 to this report. A webcast of the presentation will be available on the CMS Energy website, www.cmsenergy.com.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

 

Investors and others should note that CMS Energy routinely posts important information on its website and considers the Investor Relations section, www.cmsenergy.com/investor-relations, a channel of distribution.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.  

   
  Exhibit Index
99.1 CMS Energy News Release dated April 24, 2025
99.2 CMS Energy presentation dated April 24, 2025
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).

 

 


 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

 

 

 

  CMS ENERGY CORPORATION
       
       
       
Dated: April 24, 2025 By: /s/ Rejji P. Hayes  
  Rejji P. Hayes  
    Executive Vice President and
Chief Financial Officer
 

 

 

  CONSUMERS ENERGY COMPANY
       
       
       
Dated: April 24, 2025 By: /s/ Rejji P. Hayes  
  Rejji P. Hayes  
    Executive Vice President and
Chief Financial Officer
 

 

 

 

EX-99.1 2 tm2513034d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

 

CMS Energy Announces First Quarter Results for 2025, Reaffirms
2025 Adjusted EPS Guidance

 

JACKSON, Mich., April 24, 2025 – CMS Energy announced today reported earnings per share of $1.01 for the first quarter of 2025, compared to $0.96 per share for 2024. The company’s adjusted earnings per share for the first quarter were $1.02, compared to $0.97 per share for 2024.

 

CMS Energy reaffirmed its 2025 adjusted earnings guidance of $3.54 to $3.60 per share (*See below for important information about non-GAAP measures) and long-term adjusted EPS growth of 6 to 8 percent, with continued confidence toward the high end.

 

“Results from the first quarter show we are on track to deliver operationally and financially for 2025,” said Garrick Rochow, President and CEO of CMS Energy and Consumers Energy. “A constructive outcome in our electric rate case in March, which supports needed investments in our electric Reliability Roadmap; sustained momentum on the economic development front; and steady progress on a variety of customer investment projects in our electric and gas systems together support our triple bottom line of people, planet and prosperity.”  

 

CMS Energy (NYSE: CMS) is a Michigan-based energy provider featuring Consumers Energy as its primary business. It also owns and operates independent power generation businesses.

 

# # #

 

CMS Energy will hold a webcast to discuss its 2025 first quarter results and provide a business and financial outlook on Thursday, April 24 at 9:30 a.m. (EDT). To participate in the webcast, go to CMS Energy’s homepage (cmsenergy.com) and select “Events and Presentations.”

 

Important information for investors about non-GAAP measures and other disclosures.

 

This news release contains non-Generally Accepted Accounting Principles (non-GAAP) measures, such as adjusted earnings. All references to net income refer to net income available to common stockholders and references to earnings per share are on a diluted basis.

 

 


 

Adjustments could include items such as discontinued operations, asset sales, impairments, restructuring costs, business optimization initiative, changes in accounting principles, voluntary separation program, changes in federal tax policy, regulatory items from prior years, unrealized gains or losses from mark-to-market adjustments, recognized in net income related to NorthStar Clean Energy's interest expense, or other items. Management views adjusted earnings as a key measure of the company's present operating financial performance and uses adjusted earnings for external communications with analysts and investors. Internally, the company uses adjusted earnings to measure and assess performance. Because the company is not able to estimate the impact of specific line items, which have the potential to significantly impact, favorably or unfavorably, the company's reported earnings in future periods, the company is not providing reported earnings guidance nor is it providing a reconciliation for the comparable future period earnings. The company's adjusted earnings should be considered supplemental information to assist in understanding our business results, rather than as a substitute for the reported earnings.   

 

This news release contains "forward-looking statements." The forward-looking statements are subject to risks and uncertainties that could cause CMS Energy's and Consumers Energy's results to differ materially. All forward-looking statements should be considered in the context of the risk and other factors detailed from time to time in CMS Energy's and Consumers Energy's Securities and Exchange Commission filings. 

 

Investors and others should note that CMS Energy routinely posts important information on its website and considers the Investor Relations section, www.cmsenergy.com/investor-relations, a channel of distribution.

 

Media Contacts: Katie Carey, 517/740-1739

 

Investment Analyst Contact: Travis Uphaus, 517/817-9241

 

2


 

Page 1 of 3

 

CMS ENERGY CORPORATION

Consolidated Statements of Income

(Unaudited)

 

  In Millions, Except Per Share Amounts  
        Three Months Ended  
        3/31/25       3/31/24  
                   
Operating revenue     $ 2,447     $ 2,176  
                   
Operating expenses       1,953       1,764  
                   
Operating Income       494       412  
                   
Other income       50       86  
                   
Interest charges       186       177  
                   
Income Before Income Taxes       358       321  
                   
Income tax expense       63       58  
                   
Net Income       295       263  
                   
Loss attributable to noncontrolling interests       (9 )     (24 )
                   
Net Income Attributable to CMS Energy       304       287  
                   
Preferred stock dividends       2       2  
                   
Net Income Available to Common Stockholders     $ 302     $ 285  
                   
Diluted Earnings Per Average Common Share     $ 1.01     $ 0.96  

 

 


 

Page 2 of 3

 

CMS ENERGY CORPORATION
Summarized Consolidated Balance Sheets

(Unaudited)

 

      In Millions  
      As of  
      3/31/25     12/31/24  
Assets                  
Current assets                  
Cash and cash equivalents     $ 465     $ 103  
Restricted cash and cash equivalents       61       75  
Other current assets       2,256       2,612  
Total current assets       2,782       2,790  
Non-current assets                  
Plant, property, and equipment       27,903       27,461  
Other non-current assets       5,610       5,669  
Total Assets     $ 36,295     $ 35,920  
                   
Liabilities and Equity                  
Current liabilities (1)     $ 1,920     $ 2,261  
Non-current liabilities (1)       8,486       8,345  
Capitalization                  
Debt and finance leases (excluding securitization debt) (2)       16,308       15,866  
Preferred stock and securities       224       224  
Noncontrolling interests       588       518  
Common stockholders' equity       8,111       8,006  
Total capitalization (excluding securitization debt)       25,231       24,614  
Securitization debt (2)       658       700  
Total Liabilities and Equity     $ 36,295     $ 35,920  

 

(1) Excludes debt and finance leases.

 

(2) Includes current and non-current portions.              

 

CMS ENERGY CORPORATION

Summarized Consolidated Statements of Cash Flows

(Unaudited)

 

      In Millions  
      Three Months Ended  
      3/31/25     3/31/24  
               
Beginning of Period Cash and Cash Equivalents, Including Restricted Amounts     $ 178     $ 248  
                   
Net cash provided by operating activities       1,000       956  
Net cash used in investing activities       (918 )     (637 )
Cash flows from operating and investing activities       82       319  
Net cash provided by financing activities       266       294  
                   
Total Cash Flows     $ 348     $ 613  
                   
End of Period Cash and Cash Equivalents, Including Restricted Amounts     $ 526     $ 861  

 

 


 

Page 3 of 3

CMS ENERGY CORPORATION
Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income

(Unaudited)

 

  In Millions, Except Per Share Amounts  
      Three Months Ended  
      3/31/25     3/31/24  
               
Net Income Available to Common Stockholders     $ 302     $ 285  
Reconciling items:                  
Other exclusions from adjusted earnings**       3       4  
Tax impact       (1 )     (1 )
Voluntary separation program       -       *  
Tax impact       -       (* )
                   
Adjusted net income – non-GAAP     $ 304     $ 288  
                   
Average Common Shares Outstanding - Diluted       299.1       297.2  
                   
Diluted Earnings Per Average Common Share                  
Reported net income per share     $ 1.01     $ 0.96  
Reconciling items:                  
Other exclusions from adjusted earnings**       0.01       0.01  
Tax impact       (* )     (* )
Voluntary separation program       -       *  
Tax impact       -       (* )
                   
Adjusted net income per share – non-GAAP     $ 1.02     $ 0.97  

 

*   Less than $0.5 million or $0.01 per share.                
** Includes restructuring costs and business optimization initiative.                

 

Management views adjusted (non-Generally Accepted Accounting Principles) earnings as a key measure of the Company's present operating financial performance and uses adjusted earnings for external communications with analysts and investors.  Internally, the Company uses adjusted earnings to measure and assess performance.  Adjustments could include items such as discontinued operations, asset sales, impairments, restructuring costs, business optimization initiative, changes in accounting principles, voluntary separation program, changes in federal tax policy, regulatory items from prior years, unrealized gains or losses from mark-to-market adjustments, recognized in net income related to NorthStar Clean Energy's interest expense, or other items.  The adjusted earnings should be considered supplemental information to assist in understanding our business results, rather than as a substitute for reported earnings.  

 

 

 

 

 

EX-99.2 3 tm2513034d1_ex99-2.htm EXHIBIT 99.2

 

Exhibit 99.2

 

LEADING THE CLEAN ENERGY TRANSFORMATION 2025 First Quarter Results & Outlook April 24 , 2025

 


2 Enter “so what” if necessary – Century Gothic, Bold, Size 18 or smaller This presentation is made as of the date hereof and contains “forward - looking statements” as defined in Rule 3b - 6 of the Securit ies Exchange Act of 1934, Rule 175 of the Securities Act of 1933, and relevant legal decisions. The forward - looking statements are subject to risks and uncertainties. All forward - lo oking statements should be considered in the context of the risk and other factors detailed from time to time in CMS Energy’s and Consumers Energy’s Securities and Exchange Commissi on filings. Forward - looking statements should be read in conjunction with “FORWARD - LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections of CMS Energy’s and Consumers Energy’s most recent Form 10 - K and as updated in reports CMS Energy and Consumers Energy file with the Securities and Exchange Commission. CMS Energy’s and Cons ume rs Energy’s “FORWARD - LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections are incorporated herein by reference and discuss important factors th at could cause CMS Energy’s and Consumers Energy’s results to differ materially from those anticipated in such statements. CMS Energy and Consumers Energy undertake no ob ligation to update any of the information presented herein to reflect facts, events or circumstances after the date hereof. The presentation also includes non - GAAP measures when describing CMS Energy’s results of operations and financial performance. A reconciliation of each of these measures to the most directly comparable GAAP measure is included in the appendix and posted on our website at www.cmsenergy.com . Investors and others should note that CMS Energy routinely posts important information on its website and considers the Inves tor Relations section, www.cmsenergy.com/investor - relations , a channel of distribution. Presentation endnotes are included after the appendix. 2 3 Investment Thesis . . . . . . is simple, clean and lean. Over two decades of industry - leading financial performance Industry - leading c lean e nergy commitments Excellence through the Top - tier regulatory jurisdiction a with attractive growth Premium total shareholder r eturn 6% to 8% adjusted EPS growth + ~3% dividend yield Presentation endnotes are included after the appendix. Strong Cash Flow & Balance Sheet Attractive & Diversified Territory Clean Energy Leader Infrastructure Renewal Constructive Legislation & Regulation Affordable Prices

 


 


4 Q2: File New Rate Case By Oct. 16 th : Expected Order U - 21806 Dec. 16 th : Filed Rate Case $248M, 10.25% ROE U - 21806 2024 Michigan’s Strong Regulatory Environment . . . . . . provides constructive outcomes and forward - looking visibility. Electric Gas Supportive Energy Policy • Timely recovery of investments x Forward - looking test years/earn authorized ROEs x 10 - month rate cases x Monthly fuel adjustment trackers (PSCR/GCR) x Constructive ROEs • Supportive incentives enhanced w/ 2023 Michigan Energy Law x Energy efficiency incentives x FCM adder on PPAs • Appointed commissioners Renewable Energy Plan (REP) Nov. 15 th : Filed REP U - 21816 Presentation endnotes are included after the appendix. By Sep. 15 th : Expected Order U - 21816 2025 Mar.

 


2 1 st : Order $176M a , 9.9% ROE U - 21585 x 5 CMS Energy is Well - Positioned . . . . . . t o weather the challenging operating environment . Sector Top of Mind Risk Mitigants x ~90% of supply chain domestically sourced with broad vendor redundancy x Manageable inflationary impacts skewed toward capital (<0.02% of annual capex budget) x ~95% – 100% of gas supply domestically sourced x No imported electricity from Canada / net exporter into MISO Tariff Impacts x Strong industry and bipartisan congressional support for the IRA x 2023 MI Energy Law provides support for renewables and operational/financial flexibility Potential IRA Repeal x Auto sector only represents ~2% of total gross margin (including tier I & II suppliers) x Top 10 customers combined represent ~2½% of total gross margin x Grand Rapids is in the heart of our electric service territory with strong diversified commercial & industrial load Industrial Recession Risk 6 Expansive Economic Development Efforts . . . . . . drive diversified growth across Michigan and reduce customer rates. Electric Gas Combined 2022 New Load 2023 New Load 2024 New Load Corning Inc. Solar production facility $900M investment ~1,100 jobs Saab Inc. Military & civil security $75M investment ~70 jobs Northland Corporation High - end appliance products $21M investment ~200 jobs Hemlock Semiconductor ~$375M investment ~175 jobs Ford Blue Oval Battery Park ~$2,600M investment ~1,700 jobs Benteler Automotive Battery component production $105M investment ~170 jobs Corewell Health ~$ 80 M investment ~ 240 jobs Switch ~230 MW contracted Economic Development (MW) Historical Contracted Load '16 - '24 5-year Plan '25 - '29 Not in Plan >1 ,300 ~900 2% to 3% l ong - term g rowth Manufacturing Data Centers Other ~ 9,000 additional opportunity Manufacturing Data Centers Manufacturing Data Centers Other

 


 


7 Commentary Amount Financial Results & Outlook . . . . . . on track to deliver in 2025 and beyond. Long - Term Outlook 2025 Full - Year Outlook Q1 2025 Results $1.02 Adjusted EPS Toward the high end Up 11¢ $3.06 – $3.12 $2.17 Adjusted EPS Guidance Annual Dividend Per Share (DPS) Toward the high end Consistent DPS growth Up $3 vs. prior plan +6% to +8% Adjusted EPS Growth Dividend Payout Ratio Utility Capital Plan ($B) a $20 $3.54 – $3.60 Executing on Plan ~60% payout over time Presentation endnotes are included after the appendix.

 


8 2024 Weather Rates, Renewables & Investment Reliability, Storms incl. Productivity Parent Financing, Tax & Other Normal Weather Rates, Renewables & Investment Reliability, Storms incl. Productivity Parent Financing, Tax & Other 2025 2025 Adjusted EPS . . . . . . continued confidence toward the high end. First Three Months 5¢ Nine Months To - Go 15¢ – 21 ¢ Presentation endnotes are included after the appendix.

 


$3.54 – $3.60 26¢ $3.34 7¢ (23)¢ 12¢ 16¢ (3) ¢ – (9)¢ (5)¢ ( 4 )¢ First Quarter $1.02 First Quarter $0.97 2025 2024 $1.01 $0.96 Reported EPS 0.01 0.01 Adjustments a $ 1.02 $ 0.97 Adjusted EPS a First Quarter EPS Results 9 . Strong Balance Sheet . . . . . . m aintains credit metrics and solid investment - grade ratings. Consumers Energy CMS Energy Senior Secured Commercial Paper Outlook Senior Unsecured Junior Subordinated Outlook Last Review A1 P - 2 Stable Baa2 Baa3 Stable Mar. 2024 A+ F - 2 Stable BBB BB+ Stable Mar. 2025 S&P Moody’s Fitch x Forward - looking recovery x Constructive rate construct x Strong operating cash flow generation x 100% fixed rate debt x Hybrid debt (w/ equity credit) x Limited near - term maturities Key Strengths A A - 2 Stable BBB BBB - Stable Dec. 2024 Mar. 2025 10 YTD Plan ($M) ($M) Consumers Energy: -- $1,125 First Mortgage Bonds CMS Energy: $1,000 $1,270 New Debt Issuances -- Up to $500 Planned Equity Retirements (incl.

 


term loans): -- None Consumers Energy $600 $850 CMS Energy Existing Facilities $1,100M (Dec - 2027) $550M (Dec - 2027) $250M (Nov - 2025) Consumers Energy CMS Energy Financings 2025 Planned Financings . . . . . . fund customer investments and provide ample liquidity. Presentation endnotes are included after the appendix. ~$2.2B a of net liquidity $1B, 6.5% 30 - yr Jr. Sub.

 


Notes provides downward pressure on Parent equity financing needs 11 Recession Industry - Leading Financial Performance . . . . . . for over two decades, regardless of conditions. 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025+ Recession Adjusted EPS Dividend +6% to +8% Weather Help Hurt Cold winter Mild summer Warm winter Hot summer Mild summer Cold winter Polar vortex Mild summer Warm winter Hot summer Hot summer Summer - less Storms Hot summer Storms Hot summer Warm winter Warm winter Mild winter Governor (D) Governor (R) Governor (D) Commission (D) Commission (D) Commission (R) Commission (I) Commission (D) Dave Joos John Russell Patti Poppe K. Whipple Recession / Pandemic Garrick Rochow Mild w/ storms Hot summer Mild w/ storms 12 12 Q&A Thank You!

 


 


13 13 Appendix

 


14 42% 26% 32% Updated Customer Investment Plan . . . . . . delivers benefits for customers and investors. New Utility Investment Plan Rate Base Growth Presentation endnotes are included after the appendix.

 


Clean Energy Generation Electric Distribution & Other Gas Utility $20B ’25 – ’29 68% Electric utility investment x ~$20M pre - tax for FCM by 2029 x ~$60M/yr pre - tax for Energy Efficiency incentive x NorthStar – DIG re - contracting opportunities Non - Rate Base Earnings b 2024 2029 $26.2B $39.4B ~8½%/ yr a Up $3B from prior plan 15 Electric Sales Offering Favorable Mix . . . . . . with supportive economic backdrop in our service territory. Weather - Normalized Electric Deliveries (Q1 2025 vs. Q1 2024) (Excluding Leap Day & Energy Efficiency Impacts) a Residential Commercial Industrial Total 2.3% 3.8 % 1.6% Presentation endnotes are included after the appendix. Electric Customers Gas Customers >½% >½% (5 - Yr Avg. Customer Count) Residential Customer Growth 2019 – 2024 Electric Residential Commercial Industrial 4¢ 2½ (1% Full Year in Volume) 2025 Adj. EPS Sensitivities Gas ½ ~½ ~½ Auto Industry (incl.

 


Tier 1 and 2) make up ~2% of total gross margin ( 2.3 )% 3 ¢ 16 2025 Sensitivities . . . . . . r eflect effective risk mitigation. Presentation endnotes are included after the appendix. Full - Year Impact OCF Adj. EPS Sensitivity ($M) 27 17 + + ( ¢) 7 4 + + 1% 1 + + Sales a Electric (~37,000 GWh) Gas (~308 Bcf) 60 + 0 + 50 ¢ + Gas Prices 8 6 + + 2 1 + + 10 bps 10 + + Utility Earned ROE Electric Gas < 1 1 25 bps + Interest Rates 0 4 100 bps + Effective Tax Rate (19%) + + + + Electric Residential Commercial Industrial 4¢ 2½ 3 ¢ (1% Full Year in Volume) 2025 Adj.

 


17 17 Endnotes

 


EPS Sensitivities Gas ½ ~½ ~½ < 18 Presentation Endnotes Slide 3: a UBS Research, 2024 state rankings and D.C. Slide 4: a $176M order includes a $22M surcharge related to distribution investments made in 2023 above prior approved levels Slide 7: a $20B utility capital investment plan (2025 - 2029), up $3B from prior plan (2024 - 2028) Slide 8: a Adjusted EPS; see GAAP reconciliation on slide 20 Slide 10 : a $1,766M in unreserved revolvers + $439M of unrestricted cash; excludes cash unavailable for debt retirement, such as cash hel d a t NorthStar Slide 14: a Assumes $2 6 .2B rate base in 2024, $39.4B in 2029, CAGR b Over plan period years 2025 - 2029 Slide 15: a YTD 2025 over YTD 2024 change in GWh, excludes ROA (see reconciliation table below) Slide 16: a Reflects 2025 sales forecast; weather - normalized 18 Weather-Normalized Electric Deliveries (In Millions of kWh)3/31/2025 3/31/2024 % Change Ex. EWR Residential 3,215 3,240 -0.8% 2.0% 1.1% 2.3% Commercial 2,911 2,891 0.7% 2.0% 1.1% 3.8% Industrial 2,040 2,156 -5.4% 2.0% 1.1% -2.3% Total 8,166 8,287 -1.5% 2.0% 1.1% 1.6% Three Months Ended % Change Ex. 2024 Leap Day 19 GAAP Reconciliation CMS Energy provides historical financial results on both a reported (GAAP) and adjusted (non - GAAP) basis and provides forward - lo oking guidance on an adjusted basis.

 


During an oral presentation, references to “earnings” are on an adjusted basis. All references to net income ref er to net income available to common stockholders and references to earnings per share are on a diluted basis. Adjustments could include items such as disc ont inued operations, asset sales, impairments, restructuring costs, business optimization initiative, changes in accounting principles, voluntary separation pr ogr am, changes in federal tax policy, regulatory items from prior years, unrealized gains or losses from mark - to - market adjustments, recognized in net income related to NorthStar Clean Energy's interest expense, or other items. Management views adjusted earnings as a key measure of the company’s present operating fina nci al performance and uses adjusted earnings for external communications with analysts and investors. Internally, the company uses adjusted earnings to mea sure and assess performance. Because the company is not able to estimate the impact of specific line items, which have the potential to significantly impa ct, favorably or unfavorably, the company's reported earnings in future periods, the company is not providing reported earnings guidance nor is it providing a rec onciliation for the comparable future period earnings. The adjusted earnings should be considered supplemental information to assist in understanding our bu sin ess results, rather than as a substitute for the reported earnings. 19 CMS ENERGY CORPORATION Reconciliation of GAAP Net Income to Non - GAAP Adjusted Net Income (Unaudited) Net Income Available to Common Stockholders $ 302 $ 285 Reconciling items: Other exclusions from adjusted earnings** 3 4 Tax impact (1) (1) Voluntary separation program - * Tax impact - (*) Adjusted net income – non-GAAP $ 304 $ 288 Average Common Shares Outstanding - Diluted 299.1 297.2 Diluted Earnings Per Average Common Share Reported net income per share $ 1.01 $ 0.96 Reconciling items: Other exclusions from adjusted earnings** 0.01 0.01 Tax impact (*) (*) Voluntary separation program - * Tax impact - (*) Adjusted net income per share – non-GAAP $ 1.02 $ 0.97 * Less than $0.5 million or $0.01 per share.

 


**Includes restructuring costs and business optimization initiative. In Millions, Except Per Share Amounts Three Months Ended 3/31/25 3/31/24 20