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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

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

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Date of Report (Date of earliest event reported): December 8, 2022

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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:

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

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

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

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

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

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Edison International:

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Southern California Edison Company: None

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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).

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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.

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Item  5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 8, 2022, the Boards of Directors of Edison International and SCE amended the Bylaws of Edison International and SCE, respectively, to (i) clarify that shareholder meetings may be held virtually in accordance with California law (Article II, Section 1); (ii) incorporate the notice and information requirements of the Securities and Exchange Commission’s universal proxy rules (Article II, Section 4); (iii) modernize the forms of communication used to notify directors of Board meetings (Article III, Section 7); and (iv) explicitly state that Board meetings may be held by conference video (Article III, Section 9).

The foregoing description of the amendments to the Bylaws of Edison International and SCE is qualified in its entirety by reference to the revised Bylaws, which are filed as Exhibits 3.1 and 3.2 to this report and are incorporated herein by reference.

Item  9.01Financial Statements and Exhibits

EXHIBIT INDEX

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SIGNATURES

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

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Date: December 9, 2022

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Date: December 9, 2022

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