CMS ENERGY CORP: Results of Operations and Financial Condition, Settlement FD Disclosure (Form 8-K)

Item 2.02. Results of Operations and Financial Condition.

At February 3, 2022, CMS Energy Company (“CMS Energy”) issued a press release announcing its 2021 results. A copy of CMS Energy’s press release, provided as part of this report, is attached as Exhibit 99.1 to this report and incorporated herein by reference.

Exhibit 99.1 contains certain financial measures that are considered “non-GAAP financial measures” within the meaning of Security and Exchange Commission rules. In addition to the 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 generally accepted accounting principles in United States. Adjustments may include items such as discontinued operations, asset sales, impairments, restructuring costs, changes in accounting principles, changes in federal tax policy, regulatory items from prior years, gains or unrealized losses from mark-to-market adjustments recognized in net income related to CMS Companies
interest charges or other items. Management views Adjusted Earnings as a key measure of the Company’s current operating financial performance and uses Adjusted Earnings for external communications with analysts and investors. Internally, the company uses adjusted earnings to measure and evaluate performance. Because CMS Energy is unable to estimate the impact of specific items, which have the potential to have a material impact, favorable or unfavorable, on reported earnings in future periods, note 99.1 does not contain any guidance on reported earnings or reconciliation for comparable earnings in future periods. Adjusted earnings should be viewed as supplemental information to help understand our business results, rather than a substitute for reported earnings. All references to net earnings are to net earnings available to common shareholders and references to earnings per share are on a diluted basis.

Item 7.01. FD Regulation Disclosure.

The information contained in CMS Energy’s press release dated February 3, 2022attached as Exhibit 99.1, is incorporated by reference in response to this Section 7.01.

CMS Energy will host a webcast to discuss its 2021 results and provide business and financial insights on February 3 at 9:30 a.m. (ET). A copy of the
CMS Energy presentation is provided as Exhibit 99.2 to this report. A webcast of the presentation will be available on CMS Energy website www.cmsenergy.com.

Pursuant to Policy Statement B.2 of Form 8-K, information contained in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of the Section 18 of the Securities Exchange Act. of 1934, or otherwise subject to the responsibilities of this 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 regularly posts important information on its website and considers the Investor Relations section, www.cmsenergy.com/investor-relations, as a distribution channel.

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