CONSUMERS ENERGY CO

Current report (Form 8-K) · Jun 3, 2026 · Leadership change · Investor press release · Financial statements

Company

CONSUMERS ENERGY CO

Documents

Primary topic

Leadership change

Filed

Jun 3, 2026

Filing summary Workforce analysis SEC documents(9)Filing text Exhibits(1)

Type

8-K

File

tm2616692d1_8k.htm

Document text
8-K · tm2616692d1_8k.htm iXBRL 0000811156 2026-06-01 2026-06-01 0000811156 cms:ConsumersEnergyCompanyMember 2026-06-01 2026-06-01 0000811156 us-gaap:CommonStockMember 2026-06-01 2026-06-01 0000811156 cms:A5.625JuniorSubordinatedNotesDue2078Member 2026-06-01 2026-06-01 0000811156 cms:A5.875JuniorSubordinatedNotesDue2078Member 2026-06-01 2026-06-01 0000811156 cms:A5.875JuniorSubordinatedNotesDue2079Member 2026-06-01 2026-06-01 0000811156 cms:CMSEnergyCorporationDepositaryShareseachrepresentinga11000thinterestinashareof4200percentCumulativeRedeemablePerpetualPreferredStockSeriesCMember 2026-06-01 2026-06-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares 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) June 1, 2026 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 ¨ Co-Registrant CIK 0000201533 Co-Registrant Amendment Flag false Co-Registrant Form Type 8-K Co-Registrant DocumentPeriodEndDate 2026-06-1 Co-Registrant Written Communications false Co-Registrant Solicitating Materials false Co-Registrant PreCommencement Tender Offer false Co-Registrant PreCommencement Issuer Tender Offer false Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 3, 2026, CMS Energy Corporation (“CMS Energy”) announced that Rejji P. Hayes has retired from his positions as CMS Energy and Consumers Energy Company (“Consumers Energy”) executive vice president and chief financial officer, effective June 3, 2026. Srikanth (Sri) Maddipati, 43, has been appointed to succeed Hayes as CMS Energy and Consumers Energy executive vice president and chief financial officer, effective June 3, 2026. Maddipati has been with CMS Energy for 12 years, joining in 2014 as assistant treasurer. In 2016, Maddipati was elected vice president and treasurer where he was responsible for budget and planning, corporate liquidity, financing and maintaining relationships with investors, banks and rating agencies, a position he held until he moved to the role of Consumers Energy vice president electric supply in 2023. In that role, Maddipati was responsible for Consumers Energy’s electric supply business unit, which includes electric supply planning and strategy, market operations, generating plant operations and engineering, and generation development and procurement. He also led the company’s enterprise project management and real estate functions. Maddipati was appointed Consumers Energy senior vice president and president of the electric supply business unit in 2025. Prior to joining CMS Energy, Maddipati was vice president in the financial institutions group at Goldman Sachs. The Compensation Committee of the Board has approved (i) a base salary for Maddipati of $775,000 annually and (ii) an increase in his standard award percentage under the CMS Energy Incentive Compensation Plan to 80% of his base salary. These changes will be effective June 3, 2026. In addition, Maddipati will receive $750,000 in tenure-based restricted stock which cliff vests on his third-year service anniversary. There are no arrangements or understandings between Maddipati and CMS Energy or Consumers Energy pursuant to which Maddipati was elected as executive vice president and chief financial officer. Additional leadership roles are described in the CMS Energy News Release which is filed as Exhibit 99.1 to this report and incorporated by reference. Item 7.01. Regulation FD Disclosure. The information set forth under Item 5.02 of this Current Report on Form 8-K is hereby incorporated in Item 7.01 by reference. Additionally, CMS Energy reaffirms, as of June 3, 2026, its guidance as provided on April 28, 2026. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, 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. This 8-K 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. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Index 99.1 CMS Energy News Release dated June 3, 2026 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: June 3, 2026 By: /s/ Shaun M. Johnson Shaun M. Johnson Executive Vice President and Chief Legal and Administrative Officer CONSUMERS ENERGY COMPANY Dated: June 3, 2026 By: /s/ Shaun M. Johnson Shaun M. Johnson Executive Vice President and Chief Legal and Administrative Officer

Document text

8-K · tm2616692d1_8k.htm iXBRL

0000811156

 2026-06-01
 2026-06-01

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 2026-06-01
 2026-06-01

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 cms:CMSEnergyCorporationDepositaryShareseachrepresentinga11000thinterestinashareof4200percentCumulativeRedeemablePerpetualPreferredStockSeriesCMember

 2026-06-01
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 iso4217:USD

 xbrli:shares

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 xbrli:shares

  

  

  

 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)
 June 1, 2026

  

 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 ¨

  

  

  

 Co-Registrant CIK
 0000201533

 Co-Registrant Amendment Flag
 false

 Co-Registrant Form Type
 8-K

 Co-Registrant DocumentPeriodEndDate
 2026-06-1

 Co-Registrant Written Communications
 false

 Co-Registrant Solicitating Materials
 false

 Co-Registrant PreCommencement Tender Offer
 false

 Co-Registrant PreCommencement Issuer Tender Offer
 false

  

  

  

 Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

  

 On June 3, 2026, CMS Energy Corporation (“CMS Energy”)
announced that Rejji P. Hayes has retired from his positions as CMS Energy and Consumers Energy Company (“Consumers Energy”)
executive vice president and chief financial officer, effective June 3, 2026.

  

 Srikanth (Sri) Maddipati, 43, has been appointed to succeed Hayes as
CMS Energy and Consumers Energy executive vice president and chief financial officer, effective June 3, 2026. Maddipati has been
with CMS Energy for 12 years, joining in 2014 as assistant treasurer. In 2016, Maddipati was elected vice president and treasurer
where he was responsible for budget and planning, corporate liquidity, financing and maintaining relationships with investors, banks and
rating agencies, a position he held until he moved to the role of Consumers Energy vice president electric supply in 2023. In that role,
Maddipati was responsible for Consumers Energy’s electric supply business unit, which includes electric supply planning and
strategy, market operations, generating plant operations and engineering, and generation development and procurement. He also led the
company’s enterprise project management and real estate functions. Maddipati was appointed Consumers Energy senior vice president
and president of the electric supply business unit in 2025. Prior to joining CMS Energy, Maddipati was vice president in the financial
institutions group at Goldman Sachs.

  

 The Compensation Committee of the Board has approved (i) a base
salary for Maddipati of $775,000 annually and (ii) an increase in his standard award percentage under the CMS Energy Incentive Compensation
Plan to 80% of his base salary. These changes will be effective June 3, 2026. In addition, Maddipati will receive $750,000 in tenure-based
restricted stock which cliff vests on his third-year service anniversary.

  

 There are no arrangements or understandings between Maddipati and CMS
Energy or Consumers Energy pursuant to which Maddipati was elected as executive vice president and chief financial officer.

  

 Additional leadership roles are described in the CMS Energy News Release
which is filed as Exhibit 99.1 to this report and incorporated by reference.

  

 Item 7.01. Regulation FD Disclosure.

  

 The information set forth under Item 5.02 of this Current
Report on Form 8-K is hereby incorporated in Item 7.01 by reference. Additionally, CMS Energy reaffirms, as of June 3,
2026, its guidance as provided on April 28, 2026.

  

 In accordance with General Instruction B.2 of Form 8-K, the information
in this Item 7.01 of this Current Report on Form 8-K, 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.

  

 This 8-K 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. 

  

  

  

  

 Item 9.01. Financial Statements and Exhibits.

  

 (d) Exhibits.

  

  
 Exhibit Index

  
  

 99.1
 CMS Energy News Release dated June 3, 2026

  
  

 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: June 3, 2026
 By:
 /s/ Shaun M. Johnson

  
  
 Shaun M. Johnson

  
  
 Executive Vice President and

Chief Legal and

 Administrative Officer

  
  
  

  
  
 CONSUMERS ENERGY COMPANY

  
  
  

 Dated: June 3, 2026
 By:
 /s/ Shaun M. Johnson

  
  
 Shaun M. Johnson

  
  
 Executive Vice President and

Chief Legal and

Administrative Officer

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