8-K

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 27, 2020

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
Consumers Energy Company Cumulative Preferred Stock, $1.00 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 ¨

Item 2.02. Results of Operations and Financial Condition.

On April 27, 2020, CMS Energy Corporation (“CMS Energy”) issued a News Release, in which it announced its 2020 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, regulatory items from prior years, or other items. Because CMS Energy is not able to estimate the impact of specific line items, which have the potential to significantly impact reported earnings in future periods, Exhibit 99.1 does not contain reported earnings guidance nor a reconciliation for the comparable future period earnings. 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. 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 27, 2020, 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 2020 first quarter results and provide a business and financial outlook on April 27 at 9:00 a.m. (EDT). 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 27, 2020
99.2		CMS Energy presentation dated April 27, 2020
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 27, 2020	By:	/s/ Rejji P. Hayes
		Rejji P. Hayes
		Executive Vice President and Chief Financial Officer
		CONSUMERS ENERGY COMPANY
Dated: April 27, 2020	By:	/s/ Rejji P. Hayes
		Rejji P. Hayes
		Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

CMS Energy Announces First Quarter Earnings Results of
$0.85 Per Share Reported and $0.86 Per Share Adjusted

JACKSON, Mich., April 27, 2020 – CMS Energy announced today reported net income of $243 million or $0.85 per share, for the first quarter of 2020, compared to $213 million or $0.75 per share for the same quarter in 2019. The company’s adjusted earnings per share for the first quarter of 2020 were $245 million or $0.86 per share. The primary drivers of CMS Energy’s quarterly financial performance were timely recovery of customer investments and cost management, partially offset by mild winter weather.

“Consumers Energy is focused on the safety and health of our co-workers, customers, and the communities we serve during these unprecedented times,” said Patti Poppe, President and CEO of CMS Energy and Consumers Energy. “We are especially mindful of our duty to deliver essential services to those on the front line of the pandemic and we are working hard to deliver safe and reliable energy to Michigan’s homes and hospitals.”

As the ultimate impacts of the pandemic on Michigan’s economy and our business remain uncertain, at this time CMS Energy is not changing guidance for 2020 adjusted earnings of $2.64 - $2.68* per share, as announced on January 30^th (*See below for important information about non-GAAP measures). CMS Energy will discuss the financial risks and sensitivities related to COVID-19 in more detail during its earnings webcast on April 27.

CMS Energy (NYSE: CMS) is a Michigan-based company that has an electric and natural gas utility, Consumers Energy, as its primary business. It also owns and operates independent power generation businesses.

# # #

CMS Energy will hold a webcast to discuss its 2020 first quarter results and provide a business and financial outlook on April 27 at 9:00 a.m. (EDT). To participate in the webcast, go to CMS Energy’s homepage (cmsenergy.com) and select “Investor Meeting.”

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. Adjustments could include items such as discontinued operations, asset sales, impairments, restructuring costs, regulatory items from prior years, or other items detailed in the attached summary financial statements. 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. All references to net income refer to net income available to common stockholders and references to earnings per share are on a diluted basis.

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.

For more information on CMS Energy, please visit our website at cmsenergy.com.
To sign up for email alert notifications, please visit the Investor Relations section of our website.

Media Contacts: Katie Carey, 517/740-1739

Investment Analyst Contact: CMS Energy Investor Relations, 517/788-2590

2

 Page 1 of 3

CMS ENERGY CORPORATION
Consolidated Statements of Income
(Unaudited)

	In Millions, Except Per Share Amounts
	Three Months Ended
	3/31/20		3/31/19
Operating revenue	$	1,864	$	2,059
Operating expenses		1,496		1,700
Operating Income		368		359
Other income		39		23
Interest charges		137		121
Income Before Income Taxes		270		261
Income tax expense		27		48
Net Income Available to Common Stockholders	$	243	$	213
Basic Earnings Per Average Common Share	$	0.86	$	0.75
Diluted Earnings Per Average Common Share		0.85		0.75

CMS ENERGY CORPORATION
Summarized Consolidated Balance Sheets
(Unaudited)

	In Millions
	As of
	3/31/20		12/31/19
Assets
Current assets
Cash and cash equivalents	$	834	$	140
Restricted cash and cash equivalents		27		17
Other current assets		1,956		2,174
Total current assets		2,817		2,331
Non-current assets
Plant, property, and equipment		19,144		18,926
Other non-current assets		5,486		5,580
Total Assets	$	27,447	$	26,837
Liabilities and Equity
Current liabilities (1)	$	1,219	$	1,484
Non-current liabilities (1)		6,669		7,051
Capitalization
Debt, finance leases, and other financing (excluding securitization debt) (2)
Debt, finance leases, and other financing (excluding non-recourse and securitization debt)		11,617		10,518
Non-recourse debt		2,469		2,478
Total debt, finance leases, and other financing (excluding securitization debt)		14,086		12,996
Noncontrolling interests		37		37
Common stockholders' equity		5,185		5,018
Total capitalization (excluding securitization debt)		19,308		18,051
Securitization debt (2)		251		251
Total Liabilities and Equity	$	27,447	$	26,837

(1)	Excludes debt, finance leases, and other financing.
(2)	Includes current and non-current portions.

CMS ENERGY CORPORATION

Summarized Consolidated Statements of Cash Flows

(Unaudited)

	In Millions
	Three Months Ended
	3/31/20			3/31/19
Beginning of Period Cash and Cash Equivalents, Including Restricted Amounts	$	157		$	175
Net cash provided by operating activities (3)		201			617
Net cash used in investing activities		(559	)		(675	)
Cash flows from operating and investing activities		(358	)		(58	)
Net cash provided by financing activities		1,062			150
Total Cash Flows	$	704		$	92
End of Period Cash and Cash Equivalents, Including Restricted Amounts	$	861		$	267

⁽³⁾ Includes the impact of a $531 million pension contribution in 2020.

 Page 2 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
	3/31/20			3/31/19
Net Income Available to Common Stockholders		243			213
Reconciling items:
Other exclusions from adjusted earnings		3			(*	)
Tax impact		(*	)		*
Tax reform		(9	)		-
Voluntary separation program		11			-
Tax impact		(3	)		-
Adjusted net income – non-GAAP		245			213
Average Common Shares Outstanding
Basic		283.3			282.8
Diluted		285.2			283.6
Basic Earnings Per Average Common Share
Reported net income per share		0.86			0.75
Reconciling items:
Other exclusions from adjusted earnings		0.01			(*	)
Tax impact		(*	)		*
Tax reform		(0.03	)		-
Voluntary separation program		0.04			-
Tax impact		(0.01	)		-
Adjusted net income per share – non-GAAP		0.87			0.75
Diluted Earnings Per Average Common Share
Reported net income per share		0.85			0.75
Reconciling items:
Other exclusions from adjusted earnings		0.01			(*	)
Tax impact		(*	)		*
Tax reform		(0.03	)		-
Voluntary separation program		0.04			-
Tax impact		(0.01	)		-
Adjusted net income per share – non-GAAP		0.86			0.75

*

Less than $0.5 million or $0.01 per share.

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, regulatory items from prior years, or other items detailed in these summary financial statements.  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

Exhibit 99.2

First Quarter 2020 Results and Outlook April 27, 2020FOCUSED ON WORLD CLASS PERFORMANCE

This presentation is made as of the date hereof and contains “forward-looking statements” as defined in Rule 3b-6 of the Securities 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-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. 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 Consumers Energy’s “FORWARD-LOOKING STATEMENTS AND INFORMATION” and “RISK FACTORS” sections are incorporated herein by reference and discuss important factors that 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 obligation 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.CMS Energy provides historical financial results on both a reported (GAAP) and adjusted (non-GAAP) basis and provides forward-looking guidance on an adjusted basis. During an oral presentation, references to “earnings” are on an adjusted basis. 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, regulatory items from prior years, 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 adjusted earnings should be considered supplemental information to assist in understanding our business results, rather than as a substitute for the reported earnings.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.2

AgendaBusiness Update & Long-Term Outlook Patti PoppeCOVID-19 Response President & CEOPEOPLEPLANETPROFITFinancial Results Rejji HayesExecutive VP & CFO3

First Quarter . . .Results Amount a First Quarter 2020 EPS $0.86Guidance (as of 1/30/20) a Full-year EPS $2.64 – $2.68Long-Term OutlookCommentaryChallenging weather offset by cost managementUnchanged given uncertainty of duration & full impact of COVID-19EPS a& DPS Growth+6% to +8%Long-term investment thesis remains intacta _ _ _ _ _ Adjusted EPS (non-GAAP). . . earnings growth despite headwinds.4

Response to COVID-19 . . .Co-workers Customers Community• Enhanced safety protocols • Work from home (office) • Direct job-site reporting (field)• Flexible time off policies• Sequestration of critical roles• Proactive quarantining and contact tracing• Dedicated customer service representatives helping to navigate stimulus programs• Suspended shut-offs for low- income and senior customers• Rescheduled non-critical, in- home work• Continue to operate critical services• Dream Maker Fund • $1 MM for local small businesses• CE Foundation • $1.1 MM for food banks, local charities, and health care PPE• Matching contributions for all employee donationsPeoplePlanet ProfitPEOPLEPLANETPROFITUnderpinned by Performance. . . embodies our commitment to the Triple Bottom Line.5

Managing Work Every Year . . .a EPS20122013 2014 20152016 201720182019$2.60+7%+7%+7%+7%Storms (9)¢Weather (13)¢+7%+7%+7%Weather (13)¢+7%Weather & storms (13)¢Weather & storms (16)¢Storms (10)¢_ _ _ _ _ a Adjusted EPS (non-GAAP). .. . maximizes benefits for customers and investors. 6

Compelling Investment Thesis . . .Clean Energy LeaderAging InfrastructureConstructive RegulationStrong Cash Flow & Balance SheetAffordable PricesDiversified Service Territory. . . adaptive to changing conditions.

2020 First Quarter EPS Results . . .ResultsBy Business Segment2019 2020EPS – (GAAP) $0.75 $0.85aUtilityEnterprisesEPS $0.860.06AdjustmentsAdjusted (non-GAAP)--$0.750.01$0.86EnerBankParent & otherCMS Energy0.05(0.11)$0.86_ _ _ _ _ a See non-GAAP reconciliations_ _ _ _ _ b Adjusted EPS (non-GAAP). . . driven by investments and cost performance.8

Key COVID-19 Financial Risks . . .Utility Enterprises EnerBank Parent/LiquidityPotential Impacts• Lower sales volume from commercial and industrial • Increased uncollectible accounts • Sequestration/quarantine-related costs• Revenue stability• Loan originations • Higher charge-offs• Capital market dislocation • Higher funding costsMitigating Factors• Higher margin residential usage • Regulatory deferral mechanisms • Operational flexibility/waste elimination • Fiscal stimulus customer support• Capacity and Energy at DIG are 100% & 95% contracted, respectively • Remaining assets are under long-term PPAs with quality off-takers/contracts• 750+ FICO score borrowers • Market share gain opportunities • Conservative loan loss provision • Lower funding costs• 2020 financing plan on track • No 2020 maturities remaining (no CP) • Planned equity needs fully priced • Conservative funding assumptions • No required pension contributions. . . difficult to predict, so preparing robust risk mitigation. 9

Preliminary April Sales Challenged . . .2019 Electric & Gas Rate MixAuto2020 EPS Sensitivities1% Full Year Δ in VolumeOther Industrial 11%Other 2% 2%Residential Commercial IndustrialElectric ~ 3+¢ ~ 2 ½ +Gas 2 ¢½Commercial 23%Residential Electric 39%Impact of Observed Electric Trends (since March)x ÷Residential Gas 23%Combined residential >60% (3)¢ - (4)¢/ mo. EPS impact during extensive social distancing_ _ _ _ _ a Tariff net of PSCR and GCR_ _ _ _ _ b Non-GAAP . . . partially offset by diversification and favorable mix. 10

2020 EPS . . .First Quarter Nine Months To Go$2.49(23)¢11¢12¢ 8¢4¢ - 8¢14¢ 4¢ (1)¢1¢ - 5¢$2.64 - $2.68 6% - 8%Select COVID-19 Risks: •SalesReference: •Historical flex range~(3)¢ - (4)¢/ mo.~10¢ - 15¢First Quarter $0.752019_ _ _ _ _Weather Absence of StormsRates & InvestmentUsage, Enterprises, Tax & OtherAbsence of 2019 WeatherRates & InvestmentUsage, Enterprises, Tax & OtherFirst Quarter $0.862020a Adjusted EPS (non-GAAP). . . manageable through Q1, with longer-term risks of COVID-19 unclear.1

Financing Plan on Track . . .Planned 2020 FinancingExisting FacilitiesConsumers Energy: First Mortgage BondsTerm LoanCMS Parent: New DebtPlanned EquityRetirements:Consumers EnergyOther:Pension Contribution_ _ _ _ _Plan (MM)$650$300$325 Up to $250$100$531YTD (MM)$575$300$300$100$100$5313.5% closed 3/26Term-loan L+50 2021 maturity$150 MM pricedCalled$250 MM (Nov-2021)$850 MM (Jun-2023)Consumers Energy$2.3 Bn a of net liquidity position with no CP outstanding (as of 3/31/20)$550 MM (Jun-2023)CMS Energya $1,606 MM in available revolvers + $834 MM of unrestricted cash - $119 MM of cash at EnerBank and Other . . . with emphasis on liquidity management. 12

Credit Metrics Maintained . . .Consumers EnergyS&P Moody’s FitchRatings DriversSenior Secured Commercial Paper Outlook CMS EnergySenior Unsecured Junior Subordinated OutlookAA-2StableBBB BBB- StableAa3P-1Stable Highest Governance Practices Score (GA-1)Baa1Baa2StableA+F-2StableBBB BB+ Stable• Strong financial position• Growing operating cash flow• Return on regulated investment• Supportive regulatory environmentLast Review Oct. 2019 Jul. 2019 Oct. 2019. . . at solid investment-grade levels. 13

Investment Thesis . . .Investment Thesis TakeawaysPrudent Liquidity Management • 2020 financings largely executed • No pension contributions required in 2020Operational Excellence and Track Record • Increased productivity driven by the CE Way • Adaptive to changing conditions Top-Tier Regulatory Construct • Forward-looking test years • 10-month rate cases Visible and Executable 10-yr Capital Plan ($25 Bn) • ~85% of projects are less than $200 MMClean and Lean Energy Strategy • Replacing PPAs and coal with renewables and energy waste reductionNearly two decades of industry-leading,• Net zero carbon (2040) and afinancial performancemethane (2030) goals_ _ _ _ _ a Methane emissions for our natural gas delivery system . . . remains intact, regardless of changing conditions. 14

Q & A Thank You!

Appendix

2020 Sensitivities . . .SensitivityFull-Year ImpactEPS a OCFSalesb Electric (~36,500 GWh) Gas (~300 Bcf)+ 1% + 5(¢)+ 6 + 13($ MM)+ 25 + 50Gas prices (NYMEX) + 50¢ + 0 + 55Utility Earned ROE Electric Gas+ 10 bps + 10+ 1½ + 6 + 1 + 4Interest rates + 25 bps <1 2Effective Tax Rate (16%) + 100 bps 3 0EE cIncentives (1.5% electric) + 25 bps + 1 + 5_ _ _ _ _ a Adjusted (non-GAAP)b Reflect 2020 sales forecast; weather - normalizedc Energy Efficiency . . . reflect effective risk mitigation. 17

Post Retirement Benefit Plans . . .PensionOPEB(Bn) (Bn)~$3.0Asset Allocation Equity Fixed-income Multi-asset Expected rate of return~$2.555% 39% 6% 6.75%$531 MM contribution in January 2020Asset Allocation Equity Fixed-income Multi-asset Expected rate of return$1.548% 33% 19% 6.75%$1.2_ _ _ _ _ _ aBenefit ObligationPlan AssetsBenefit ObligationPlan AssetsAs of December 31, 2019. Asset allocation does not include market performance, rebalancing or contributions. Estimated expected rate of return for 2020. . . . do not require incremental contributions in 2020. 18

Regulatory Outlook . . . 2019Regulatory / Policy20202016 Energy Law fully implementedElectric4/15: COVID-19 order U-20757 for deferred accounting9/26: Final order U-20322Gas12/16: Filed $245 MM U-20650 10.5% ROE2/27: a Filed $244 MM U-20697 10.5% ROEDec. Expected final orderOct. Expected final ordera Including $36 MM of Calc. C DFIT Amortizationb Final order $157 MM, 9.9% ROE excluding $13 MM of Calc. C included in rates, offset by lower tax expense . . . to general rate cases and COVID-19 matters. 19

Utility Customer Investment Plan . . .Investment PlanPriorNewRate Base GrowthRenewables ElectricCapital Investment (Bn):Renewables Electric Utility Gas Utility‘19-‘23 Plan$ 1¾55‘20-‘24 Plan$ 1¾5½5Gas$17½+7%$24½Total$11¾$12¼2019 2024$25 Bn 10-Yr Plan with $3 - $4 Bn of Opportunities _ _ _ _ _a 10-yr Plan includes years 2019 through 2028 . . . includes increased renewables and maintains focus on safety & reliability. 20

CMS Enterprises . . .DIG & Other• ~1,000 MWs of plants in MI• DIG long-term energy (>95% contracted) & short-term capacity (100% contracted)• Filer City PPA with the Utility• Upside: tightening supply with future retirementsRenewable PlatformOperating Projects: • 27 MWs of solar • 64 MWs biomass • 105 MWs of wind (15-year PPA with GM)• Nearly 100% contracted• Upside: utility-like returns with creditworthy counterparties. . . continues to manage its portfolio with an emphasis on risk mitigation. 21

“DIG” (750 MW) & Peakers (200 MW) . . .Pre-Tax Income (MM) $100Planning Year (MISO) 2020 Through 2023 Contracteda Opportunities90 Capacity (~$2.00/kw-month) 80 Energy 70100%>95%~$90$7.50 b6050 $45• LCR upheld by MI Supreme Court • MISO Zone 7 PY cleared at CONE~$4540 $383020100$38~$35/ yr.$3.00 b_ _ _ _ _2017 2018 2019 2020-2023 2024+a Assumes 100% capacity available at $3.00 and $7.50/ kw-month. b $/ kw-month . . . offers risk mitigation to Plan with future upside opportunities. 22

GAAP Reconciliation

CMS ENERGY CORPORATION Reconciliation of GAAP EPS to Non-GAAP Adjusted EPS by Segment (Unaudited)In Millions, Except Per Share Amounts Three Months Ended 3/31/20 3/31/19El ectri c Uti l i ty Reported net income per share $ 0.41 $ 0.37 Reconciling items: Other exclusions from adjusted earnings 0.01 - Tax impact(*) - Voluntary separation program0.03 - Tax impact(0.01) - Adjusted net income per share – non-GAAP $ 0.44 $ 0.37Gas Uti l i ty Reported net income per share $ 0.41 $ 0.43 Reconciling items: Other exclusions from adjusted earnings* - Tax impact(*) - Voluntary separation program0.01 - Tax impact(*) - Adjusted net income per share – non-GAAP $ 0.42 $ 0.43Enterpri ses Reported net income per share $ 0.07 $ 0.02 Reconciling items: Other exclusions from adjusted earnings* (*) Tax impact(*) * Tax reform(0.01) - Voluntary separation program* - Tax impact(*) - Adjusted net income per share – non-GAAP $ 0.06 $ 0.02EnerBank Reported net income per share $ 0.05 $ 0.04 Reconciling items: Other exclusions from adjusted earnings- - Tax impact- - Adjusted net income per share – non-GAAP $ 0.05 $ 0.04Corporate Interest and Other Reported net loss per share $ (0.09) $ (0.11) Reconciling items: Other exclusions from adjusted earnings(*) * Tax impact* (*) Tax reform(0.02) - Adjusted net loss per share – non-GAAP $ (0.11) $ (0.11)Consol i dated Reported net income per share $ 0.85 $ 0.75 Reconciling items: Other exclusions from adjusted earnings 0.01 (*) Tax impact(*) * Tax reform(0.03) - Voluntary separation program0.04 - Tax impact(0.01) - Adjusted net income per share – non-GAAP $ 0.86 $ 0.75Average Common Shares Outstandi ng – Di l uted 285.2 283.6 * Less than $0.01 per share.24

CMS ENERGY CORPORATION Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income by Quarter (Unaudited)In Millions, Except Per Share Amounts 2020 1QNet Income Avai l abl e to Common Stockhol ders $ 243 Reconciling items: Electric utility and gas utility 15 Tax impact (4) Enterprises1 Tax impact (4) EnerBank- Tax impact - Corporate interest and other(2) Tax impact (4) Adjusted Net Income – Non-GAAP $ 245Average Common Shares Outstandi ng – Di l uted 285.2Di l uted Earni ngs Per Average Common Share $ 0.85 Reconciling items: Electric utility and gas utility 0.05 Tax impact (0.01) Enterprises* Tax impact (0.01) EnerBank - Tax impact- Corporate interest and other (*) Tax impact(0.02) Adjusted Di l uted Earni ngs Per Average Common Share – Non-GAAP $ 0.86In Millions, Except Per Share Amounts 2019 1Q 2Q 3Q 4QNet Income Avai l abl e to Common Stockhol ders $ 213 $ 93 $ 207 $ 167 Reconciling items: Electric utility and gas utility - - - 6 Tax impact - - - (1) Enterprises(*) * 1 (1) Tax impact * (*) (*) * EnerBank - - - - Tax impact- - - - Corporate interest and other * * * 31 Tax impact (*) (*) (*) (8) Adjusted Net Income – Non-GAAP $ 213 $ 93 $ 208 $ 194Average Common Shares Outstandi ng – Di l uted 283.6 284.0 284.6 284.8Di l uted Earni ngs Per Average Common Share $ 0.75 $ 0.33 $ 0.73 $ 0.58 Reconciling items: Electric utility and gas utility - - - 0.02 Tax impact - - - (*) Enterprises(*) * * (*) Tax impact* (*) (*) * EnerBank - - - - Tax impact- - - - Corporate interest and other * * * 0.11 Tax impact (*) (*) (*) (0.03) Adjusted Di l uted Earni ngs Per Average Common Share – Non-GAAP $ 0.75 $ 0.33 $ 0.73 $ 0.68* Less than $0.5 million or $0.01 per share.25

CMS ENERGY CORPORATION Reconciliation of GAAP Net Income to Non-GAAP Adjusted Net Income (Unaudited)In Millions, Except Per Share Amounts Three Months Ended 3/31/20 3/31/19Net Income Avai l abl e to Common Stockhol ders $ 243 $ 213 Reconciling items: Other exclusions from adjusted earnings3 (*) Tax impact(*) * Tax reform(9) - Voluntary separation program11 - Tax impact(3) -Adjusted net income – non-GAAP $ 245 $ 213Average Common Shares Outstandi ng Basic283.3 282.8 Diluted285.2 283.6Basi c Earni ngs Per Average Common Share Reported net income per share $ 0.86 $ 0.75 Reconciling items: Other exclusions from adjusted earnings0.01 (*) Tax impact(*) * Tax reform(0.03) - Voluntary separation program0.04 - Tax impact(0.01) -Adjusted net income per share – non-GAAP $ 0.87 $ 0.75Di l uted Earni ngs Per Average Common Share Reported net income per share $ 0.85 $ 0.75 Reconciling items: Other exclusions from adjusted earnings0.01 (*) Tax impact(*) * Tax reform(0.03) - Voluntary separation program0.04 - Tax impact(0.01) -Adjusted net income per share – non-GAAP $ 0.86 $ 0.75* Less than $0.5 million or $0.01 per share.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, regulatory items from prior years, or other items detailed in these summary financial statements. Adjusted earnings should be considered supplemental information to assist in understanding our business results, rather than as a substitute for reported earnings.26

CMS ENERGY CORPORATION Earnings Per Share By Year GAAP Reconciliation CMS ENERGY CORPORATION (Unaudited) Earnings Per Share By Year GAAP Reconciliation (Unaudited)2012 2013 2014 2015 2016 2017 2018 2019 Reported earni ngs per share - GAAP $1.42 $1.66 $1.74 $1.89 $1.98 $1.64 $2.32 $2.39 Pretax i tems: Electric and gas utility 0.27 - - - 0.04 - - 0.02 Tax impact (0.10) - - - (0.01) 0.12 (a) 0.01 (a) (*) Enterprises (0.01) * 0.05 * * * 0.02 * Tax impact * (*) (0.02) (*) (*) 0.20 (a) (0.02) (a) (*) EnerBank - - - - - - - - Tax impact - - - - - 0.01 (a) * - Corporate interest and other * * * * 0.02 0.01 * 0.11 Tax impact (*) (*) (*) (*) (0.01) 0.19 (a) (*) (0.03) Discontinued operations (income) loss, net (0.03) * (*) (*) * * (*) (*) Adjusted earni ngs per share - non-GAAP $1.55 $1.66 $1.77 $1.89 $2.02 $2.17 $2.33 $2.49* Les s than $0.01 per s hare.(a) Reflects the impact of tax reform.27

XML

Cover	Apr. 27, 2020
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 27, 2020
Entity File Number	1-9513
Entity Registrant Name	CMS ENERGY CORPORATION
Entity Central Index Key	0000811156
Entity Tax Identification Number	38-2726431
Entity Incorporation, State or Country Code	MI
Entity Address, Address Line One	One Energy Plaza
Entity Address, City or Town	Jackson
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49201
City Area Code	517
Local Phone Number	788-0550
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	CMS Energy Corporation Common Stock, $0.01 par value
Trading Symbol	CMS
Security Exchange Name	NYSE
A 5.625 Junior Subordinated Notes Due 2078 Member
Document Information [Line Items]
Title of 12(b) Security	CMS Energy Corporation 5.625% Junior Subordinated Notes due 2078
Trading Symbol	CMSA
Security Exchange Name	NYSE
A 5.875 Junior Subordinated Notes Due 2078 Member
Document Information [Line Items]
Title of 12(b) Security	CMS Energy Corporation 5.875% Junior Subordinated Notes due 2078
Trading Symbol	CMSC
Security Exchange Name	NYSE
A 5.875 Junior Subordinated Notes Due 2079 Member
Document Information [Line Items]
Title of 12(b) Security	CMS Energy Corporation 5.875% Junior Subordinated Notes due 2079
Trading Symbol	CMSD
Security Exchange Name	NYSE
Consumers Energy Company Member
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 27, 2020
Entity File Number	1-5611
Entity Registrant Name	CONSUMERS ENERGY COMPANY
Entity Central Index Key	0000201533
Entity Tax Identification Number	38-0442310
Entity Incorporation, State or Country Code	MI
Entity Address, Address Line One	One Energy Plaza
Entity Address, City or Town	Jackson
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49201
City Area Code	517
Local Phone Number	788-0550
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Consumers Energy Company Cumulative Preferred Stock, $1.00 par value:$4.50 Series
Trading Symbol	CMS-PB
Security Exchange Name	NYSE
Entity Emerging Growth Company	false