Sec Form 4 Filing - LEMBO PHILIP J @ EVERSOURCE ENERGY - 2019-08-26

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person LEMBO PHILIP J 2. Issuer Name and Ticker or Trading Symbol EVERSOURCE ENERGY [ ES] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & Chief Financial Officer (Last) (First) (Middle) C/O EVERSOURCE ENERGY, 300 CADWELL DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 08/26/2019 (Street) SPRINGFIELD, MA01104 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Shares, $5.00 par value 08/26/2019 S 1,256 D $ 79.61 ( 1 ) 40,699 ( 2 ) D Common Shares, $5.00 par value 08/26/2019 G V 373 D $ 0 40,326 ( 2 ) D Common Shares, $5.00 par value 08/26/2019 G V 373 D $ 0 39,953 ( 2 ) D Common Shares, $5.00 par value 08/26/2019 G V 373 D $ 0 39,580 ( 2 ) D Common Shares, $5.00 par value 08/26/2019 G V 125 D $ 0 39,455 ( 2 ) D Common Shares, $5.00 par value 08/26/2019 G V 125 ( 3 ) A $ 0 125 ( 4 ) I Lembo Charitable Trust Common Shares, $5.00 par value 08/26/2019 G V 3 D $ 0 39,452 ( 2 ) D Common Shares, $5.00 par value 08/26/2019 G V 3 ( 5 ) A $ 0 535 ( 6 ) I Custodial Account for grandchild Common Shares, $5.00 par value 08/26/2019 I 3,094 D $ 79.94 0 ( 7 ) I 401K Plan (Trustee)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Phantom Shares ( 8 ) 08/26/2019 I 4,080 ( 8 ) ( 8 ) Common Shares, $5.00 par value 4,080 ( 8 ) $ 79.94 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LEMBO PHILIP J C/O EVERSOURCE ENERGY 300 CADWELL DRIVE SPRINGFIELD, MA01104 EVP & Chief Financial Officer Signatures /s/ Kerry J. Tomasevich, attorney-in-fact for Mr. Lembo 08/28/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The price in Column 4 is the weighted average price. These shares were sold in two transactions at prices of $79.605 and $79.611. The reporting person undertakes to provide Eversource Energy, any security holder of Eversource Energy, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at the prices set forth above. ( 2 )Includes restricted share units and dividend equivalents thereon. ( 3 )Bona fide gift to family charitable trust for which the reporting person is the trustee. The reporting person disclaims beneficial ownership of these securities. ( 4 )Represents shares held by a family charitable trust for the benefit of certain members of the reporting person's family, of which the reporting person is the trustee. The reporting person disclaims beneficial ownership of these securities. ( 5 )Bona fide gift to custodial account for which the reporting person is the custodian. The reporting person disclaims beneficial ownership of these securities. ( 6 )These shares are held in an account for the reporting person's minor grandchild and the reporting person is the custodian of the account. The reporting person disclaims ownership of the shares held in the custodial account, and this report is not an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. ( 7 )Shares held in trust under the Eversource 401k Plan, a qualified plan, according to information supplied by the Plan's record keeper. ( 8 )Reporting person's deferred compensation under the Eversource Deferred Compensation Plan, a non-qualified deferred compensation plan, that is nominally invested as common shares. Shares of phantom stock may be transferred by the reporting person into an alternative investment at any time.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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