What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-07 compared with 2025-05-07 · 234 added, 125 removed, 727 unchanged (33% of the section changed)

2 unchanged sentences

Condensed Consolidated Statements of Income (Unaudited)

Three Months Ended

(in millions, except shares and per share data)

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

(in millions, except shares (thousands) and per share data)

Operating Revenues

27 unchanged sentences

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

(in millions)

2 unchanged sentences

Cash Flow Hedges, net of tax:

Net gain on commodity contract cash flow hedges, net of tax of $ 0.2 and $ 0.5 , respectively

Net gain (loss) on commodity contract cash flow hedges, net of tax of $( 0.1 ), $ 0.1 , $ 0.1 and $ 0.6 , respectively

( 0.3 ) 0.1 0.4 1.6

Reclassifications of net (gain) on commodity contract cash flow hedges, net of tax $ 0.0 , $( 0.1 ), $( 0.2 ) and $( 0.4 ), respectively

1 unchanged sentence

Net gain (loss) on interest rate swap cash flow hedges, net of tax of $ 0.0 , $ 0.1 , $( 0.2 ) and $ 0.2 , respectively

— 0.1 ( 0.7 ) 0.5

Reclassifications of net (gain) on interest rate swap cash flow hedges, net of tax of $ 0.0 , $ 0.0 , $ 0.0 and $( 0.1 ), respectively

5 unchanged sentences

Condensed Consolidated Balance Sheets (Unaudited)

Assets March 31,

Assets June 30,

2025 December 31,

36 unchanged sentences

Condensed Consolidated Balance Sheets (Unaudited)

Capitalization and Liabilities March 31,

Capitalization and Liabilities June 30,

2025 December 31,

38 unchanged sentences

Condensed Consolidated Statements of Cash Flows (Unaudited)

Three Months Ended

Six Months Ended

(in millions)

34 unchanged sentences

Net cash provided by (used in) financing activities 67.1 ( 10.1 )

Net Decrease in Cash and Cash Equivalents ( 7.2 ) ( 3.2 )

Net Increase (Decrease) in Cash and Cash Equivalents ( 6.4 ) 1.5

Cash and Cash Equivalents—Beginning of Period 7.9 4.9

11 unchanged sentences

Compensation Treasury

Balance at March 31, 2024 22,267 $ 10.8 $ 750.2 $ 521.7 $ ( 1.8 ) $ 9.6 $ ( 9.6 ) $ 1,280.9

Net income — — — 18.2 — — — 18.2

Other comprehensive income — — — — 0.2 — — 0.2

Dividend declared ($ 0.640 per share)

— — — ( 14.4 ) — — — ( 14.4 )

Issuance under various plans (3)

25 0.1 2.6 — — — — 2.7

Share-based compensation and tax benefit (4) (5)

7 — 3.0 — — — — 3.0

Treasury stock activities — — — — — 0.1 ( 0.1 ) —

Balance at June 30, 2024 22,299 $ 10.9 $ 755.8 $ 525.5 $ ( 1.6 ) $ 9.7 $ ( 9.7 ) $ 1,290.6

Balance at December 31, 2023 22,235 $ 10.8 $ 749.4 $ 488.7 $ ( 2.8 ) $ 9.1 $ ( 9.1 ) $ 1,246.1

9 unchanged sentences

— — — — — 0.6 ( 0.6 ) —

Balance at June 30, 2024 22,299 $ 10.9 $ 755.8 $ 525.5 $ ( 1.6 ) $ 9.7 $ ( 9.7 ) $ 1,290.6

Balance at March 31, 2025 23,089 $ 11.2 $ 852.0 $ 586.4 $ ( 2.3 ) $ 12.2 $ ( 12.2 ) $ 1,447.3

Net income — — — 23.9 — — — 23.9

Other comprehensive income — — — — ( 0.5 ) — — ( 0.5 )

Dividend declared ($ 0.685 per share)

— — — ( 16.2 ) — — — ( 16.2 )

Issuance under various plans (3)

325 0.2 41.2 — — — — 41.4

Share-based compensation and tax benefit (4) (5)

6 — 3.2 — — — — 3.2

Treasury stock activities — — — — — 0.3 ( 0.3 ) —

Balance at June 30, 2025 23,420 $ 11.4 $ 896.4 $ 594.1 $ ( 2.8 ) $ 12.5 $ ( 12.5 ) $ 1,499.1

Balance at December 31, 2024 22,899 $ 11.1 $ 830.5 $ 550.3 $ ( 1.7 ) $ 9.8 $ ( 9.8 ) $ 1,390.2

9 unchanged sentences

— — — — — 2.7 ( 2.7 ) —

Balance at March 31, 2025 23,089 $ 11.2 $ 852.0 $ 586.4 $ ( 2.3 ) $ 12.2 $ ( 12.2 ) $ 1,447.3

Balance at June 30, 2025 23,420 $ 11.4 $ 896.4 $ 594.1 $ ( 2.8 ) $ 12.5 $ ( 12.5 ) $ 1,499.1

(1) 2.0 million shares of preferred stock at $ 0.01 par value have been authorized.

1 unchanged sentence

accordingly, no information has been included in the Condensed Consolidated Statements of Stockholders’ Equity.

(2) Includes 126 thousand, 114 thousand, 111 thousand, and 108 thousand shares at March 31, 2025, December 31, 2024, March 31, 2024 and December 31, 2023, respectively, held in a Rabbi Trust related to our Non-Qualified Deferred Compensation Plan.

(2) Includes 127 thousand, 114 thousand, 113 thousand, and 108 thousand shares at June 30, 2025, December 31, 2024, June 30, 2024 and December 31, 2023, respectively, held in a Rabbi Trust related to our Non-Qualified Deferred Compensation Plan.

(3) Includes shares issued under the Retirement Savings Plan, DRIP and/or ATM program, as applicable.

1 unchanged sentence

(5) The shares issued under the SICP are net of shares withheld for employee taxes.

For the three months ended March 31, 2025 and 2024, we withheld 8 thousand and 14 thousand shares, respectively, for employee taxes.

For the six months ended June 30, 2025 and 2024, we withheld 8 thousand and 14 thousand shares, respectively, for employee taxes.

The accompanying notes are an integral part of these condensed consolidated financial statements.

23 unchanged sentences

Climate-Related Disclosures - In March 2024, the SEC issued a final rule that requires a public entity to provide disclosures surrounding material Scope 1 and Scope 2 emissions, climate-related risks and the material impact of those risks, and material climate targets and goals.

In April 2024, the SEC issued a stay on the final rule as a result of various petitions being filed and that sought review of the final ruling in multiple courts of appeals.

In April 2024, the SEC issued a stay on the final rule as a result of various petitions being filed that sought review of the final ruling in multiple courts of appeals.

In March 2025, the SEC withdrew its defense of the final rule.

We will continue to monitor any further developments related to the stay and review process.

Federal Statute Updates

In July 2025, H.R.

1 (referred to as the "One Big Beautiful Bill Act") was signed into law.

The comprehensive legislative package contains, amongst other topics, significant tax law changes and regulatory compliance updates, with various effective dates including certain provisions with effective dates tied to the date of enactment.

While the provisions of the Act did not impact our financial position, results of operations, or cash flows as of June 30, 2025, we are currently evaluating any such impacts on a go-forward basis.

Calculation of Earnings Per Share

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

(dollars in millions, shares in thousands (except per share data))

9 unchanged sentences

Diluted Earnings Per Share $ 1.02 $ 0.82 $ 3.22 $ 2.89

There were no acquisitions completed during 2024 or during the three months ended March 31, 2025.

T he Company’s consolidated results include certain transaction and transition-related expenses for the three months ended March 31, 2025 and 2024 related to the integration of the FCG acquisition which was completed in November 2023.

There were no acquisitions completed during 2024 or during the six months ended June 30, 2025.

The Company’s consolidated results include certain transaction and transition-related expenses for the three and six months ended June 30, 2025 and 2024 related to the integration of the FCG acquisition which was completed in November 2023.

Refer to our Annual Report on Form 10-K for the year ended December 31, 2024 for additional details on the FCG acquisition as well as previous acquisitions.

3 unchanged sentences

Typically, our customers pay for the goods and/or services we provide in the month following the satisfaction of our performance obligation.

The following tables display our revenue by major source based on product and service type for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31, 2025 Three Months Ended March 31, 2024

The following tables display our revenue by major source based on product and service type for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, 2025 Three Months Ended June 30, 2024

(in millions) Regulated Energy Unregulated Energy Other Businesses and Eliminations Total Regulated Energy Unregulated Energy Other Businesses and Eliminations Total

7 unchanged sentences

10.7 — — 10.7 9.9 — — 9.9

Sandpiper natural gas/propane operations (1)

Total energy distribution 138.5 — — 138.5 118.3 — — 118.3

Energy transmission

Aspire Energy — 8.4 — 8.4 — 5.3 — 5.3

Aspire Energy Express 0.3 — — 0.3 0.3 — — 0.3

Eastern Shore 21.2 — — 21.2 19.9 — — 19.9

Peninsula Pipeline 11.8 — — 11.8 8.1 — — 8.1

Total energy transmission 33.3 8.4 — 41.7 28.3 5.3 — 33.6

Energy generation

Eight Flags — 4.6 — 4.6 — 4.4 — 4.4

Propane operations

Propane delivery operations — 26.5 — 26.5 — 28.0 — 28.0

CNG / RNG Services

Marlin Gas Services — 7.3 — 7.3 — 3.7 — 3.7

Other RNG — 1.1 — 1.1 — — — —

Total CNG / RNG Services — 8.4 — 8.4 — 3.7 — 3.7

Other Businesses and Eliminations

Eliminations ( 20.0 ) — ( 6.9 ) ( 26.9 ) ( 15.9 ) — ( 5.8 ) ( 21.7 )

Total operating revenues (2)

$ 151.8 $ 47.9 $ ( 6.9 ) $ 192.8 $ 130.7 $ 41.4 $ ( 5.8 ) $ 166.3

Elkton Gas (1)

(1) In accordance with the Maryland PSC approval of our natural gas base rate proceeding, effective April 2025, our natural gas distribution businesses in Maryland (Maryland natural gas division, Sandpiper Energy and Elkton Gas) are now consolidated for rate-making and other purposes and are reflected on a consolidated basis for all periods presented consistent with the final rate order.

(2) Total operating revenues for the three months ended June 30, 2025 include other revenue (revenues from sources other than contracts with customers) of $ 1.0 million and $ 0.1 million for our Regulated Energy and Unregulated Energy segments, respectively, and $ 0.1 million for both our Regulated Energy and Unregulated Energy segments for the three months ended June 30, 2024.

The sources of other revenues include revenue from alternative revenue programs related to revenue normalization for the Maryland division and Sandpiper Energy and late fees .

Six Months Ended June 30, 2025 Six Months Ended June 30, 2024

(in millions) Regulated Energy Unregulated Energy Other Businesses and Eliminations Total Regulated Energy Unregulated Energy Other Businesses and Eliminations Total

Energy distribution

Delaware natural gas division $ 57.8 $ — $ — $ 57.8 $ 45.3 $ — $ — $ 45.3

Florida natural gas distribution

97.9 — — 97.9 87.9 — — 87.9

Florida City Gas 83.1 — — 83.1 68.4 — — 68.4

FPU electric distribution 49.4 — — 49.4 42.5 — — 42.5

Maryland natural gas division (1)

36.0 — — 36.0 29.7 — — 29.7

Total energy distribution 324.2 — — 324.2 273.8 — — 273.8

17 unchanged sentences

$ 351.4 $ 154.6 $ ( 14.5 ) $ 491.5 $ 299.1 $ 124.5 $ ( 11.6 ) $ 412.0

(1) In accordance with the Maryland PSC approval of our natural gas base rate proceeding, effective April 2025, our natural gas distribution businesses in Maryland (Maryland natural gas division, Sandpiper natural gas/propane operations and Elkton Gas) will be consolidated for rate-making and other purposes and will be presented in a consolidated basis consistent with the final rate order going forward.

(2) Total operating revenues for the three months ended March 31, 2025 include other revenue (revenues from sources other than contracts with customers) of $ 0.5 million loss and $ 0.1 million for our Regulated Energy and Unregulated Energy segments, respectively, and $ 0.6 million and $ 0.1 million for our Regulated Energy and Unregulated Energy segments, respectively, for the three months ended March 31, 2024.

( 2) Total operating revenues for the six months ended June 30, 2025 include other revenue (revenues from sources other than contracts with customers) of $ 0.5 million and $ 0.2 million for our Regulated Energy and Unregulated Energy segments, respectively, and $ 0.7 million and $ 0.2 million for our Regulated Energy and Unregulated Energy segments, respectively, for the six months ended June 30, 2024.

The sources of other revenues include revenue from alternative revenue programs related to revenue normalization for the Maryland division and Sandpiper Energy and late fees.

1 unchanged sentence

The timing of revenue recognition, customer billings and cash collections results in trade receivables and customer advances (contract liabilities) in our condensed consolidated balance sheets.

The balances of our trade receivables, contract assets, and contract liabilities as of December 31, 2024 and March 31, 2025 were as follows:

The balances of our trade receivables, contract assets, and contract liabilities as of December 31, 2024 and June 30, 2025 were as follows:

Trade Receivables Contract Assets (Current) Contract Assets (Non-current) Contract Liabilities (Current)

9 unchanged sentences

Our performance obligation is satisfied over the term of the respective customer retail program on a ratable basis.

For the three months ended March 31, 2025 and 2024, the amounts recognized in revenue were not material.

For the three and six months ended June 30, 2025 and 2024, the amounts recognized in revenue were not material.

Remaining Performance Obligations

Certain of our businesses have long-term fixed fee contracts with customers in which revenues are recognized when performance obligations are satisfied over the contract term.

Revenue for these businesses for the remaining performance obligations, at March 31, 2025, are expected to be recognized as follows:

Revenue for these businesses for the remaining performance obligations, at June 30, 2025, are expected to be recognized as follows:

(in millions) 2025 2026 2027 2028 2029 2030 2031 and thereafter

13 unchanged sentences

Annualized interim rates were approved by the Delaware PSC in the amount of $ 2.5 million and became effective in October 2024.

A settlement among the Company, PSC staff and the Delaware Division of the Public Advocate was reached providing an annual revenue increase of $ 6.1 million, dividing the rate case into two phases and suspending the procedural schedule.

The related, fully executed settlement agreement has been filed in the docket and awaits Delaware PSC approval, with a hearing scheduled in May 2025.

Interim rates, set to recover the $ 6.1 million increase went into effect in March 2025.

A procedural schedule is pending in Phase II which will address tariff-related changes including rate design.

A settlement among the Company, PSC staff and the Delaware Division of the Public Advocate was reached and approved by the Delaware PSC in June 2025 providing an annual revenue increase of $ 6.1 million, as well as dividing the rate case into two phases.

Rates set to recover the approved components of the increase were effective in March 2025.

Phase II of the rate case which will address tariff-related changes including rate design began in July 2025.

Maryland Natural Gas Rate Case:

7 unchanged sentences

The $ 2.6 million increase in annual base rates was approved and the Company filed a Phase II filing in November 2024 to determine rate design across the Maryland natural gas distribution businesses, consolidation of the applicable tariffs and recovery of technology costs.

The hearing was held in March 2025 and Phase II was approved including an additional $ 0.9 million in revenue requirement for a total cumulative increase of $ 3.5 million.

The approval also included the consolidation of the operations of CUC-Maryland Division, Sandpiper Energy, and Elkton Gas into one entity which was renamed and will operate as Chesapeake Utilities of Maryland, Inc.

The hearing was held in March 2025, during which Phase II was approved including an additional $ 0.9 million in revenue requirement for a total cumulative increase of $ 3.5 million.

A final order was issued in April 2025 and included approval of the consolidation of the operations and the assets of CUC-Maryland Division, Sandpiper Energy, and Elkton Gas into one entity, which was renamed and will operate as Chesapeake Utilities of Maryland, Inc.

Maryland Natural Gas Depreciation Study:

In January 2024, the Company's Maryland natural gas distribution businesses filed a joint petition for approval of its proposed unified depreciation rates with the Maryland PSC.

In January 2024, the Company's natural gas distribution businesses in Maryland filed a joint petition for approval of its proposed unified depreciation rates with the Maryland PSC.

A settlement among the Company, PSC staff and the Maryland OPC was reached and the final order approving the related settlement agreement went into effect in July 2024, with new depreciation rates effective as of January 1, 2023.

15 unchanged sentences

Oral arguments in the case were held in December 2024.

The RSAM is recorded as either an increase or decrease to accrued removal costs which is reflected on the Company’s balance sheets and a corresponding increase or decrease to depreciation and amortization expense.

The RSAM was recorded as either an increase or decrease to accrued removal costs which is reflected on the Company’s balance sheets and a corresponding increase or decrease to depreciation and amortization expense.

In order to earn the targeted regulatory ROE in each reporting period subject to the conditions of the effective rate agreement, RSAM is calculated using a trailing thirteen-month average of rate base and capital structure in conjunction with the trailing twelve-month regulatory base net operating income, which primarily includes the base portion of rates and other revenues, net of operations and maintenance expenses, depreciation and amortization, interest and tax expenses.

5 unchanged sentences

The Florida OPC filed a motion to hold this filing in abeyance, which was denied in April 2025.

A final ruling on the depreciation study is expected in September 2025.

The OPC has since filed motions to reconsider and dismiss the docket, which will be considered by Florida PSC in September 2025.

Storm Protection Plan:

In 2020, the Florida PSC implemented the Storm Protection Plan ("SPP") and Storm Protection Plan Cost Recovery Clause ("SPPCRC") rules, which require electric utilities to petition the Florida PSC for approval of a Transmission and Distribution Storm Protection Plan that covers the utility’s immediate 10-year planning period with updates to the plan at least every 3 years.

The SPPCRC rules allow the utility to file for recovery of associated costs for the SPP.

Our Florida electric distribution operation’s initial SPP plan was filed during the first quarter of 2022 and approved in the fourth quarter of 2022, with modifications, by the Florida PSC.

The SPPCRC rules allow the utility to file for recovery of associated costs related to the SPP.

Our Florida electric distribution operation’s initial SPP plan was filed and approved in 2022, with modifications, by the Florida PSC.

Rates associated with this initiative were effective in January 2023.

In October 2024, the Florida PSC approved the Company's projected 2025 SPP costs of $ 20.4 million for both capital and operating expenses.

Our Florida electric distribution operations filed an updated SPP plan in January 2025 which was approved in June 2025, with modifications by the Florida PSC.

GUARD Program :

10 unchanged sentences

Specifically, the requested modifications will enable FCG to accelerate remediation related to problematic pipe and facilities consisting of obsolete and exposed pipe.

These efforts will serve to improve the safety and reliability of service to FCG's customers and the modifications will increase the total projected capital expenditures to $ 50.0 million in capital expenditures associated with the SAFE Program, which would increase the total projected capital expenditures to approximately $ 255.0 million over a 10-year period.

These efforts will serve to improve the safety and reliability of service to FCG's customers and the modifications will result in an estimated additional $ 50.0 million in capital expenditures associated with the SAFE Program, which would increase the total projected capital expenditures to approximately $ 255.0 million over a 10-year period.

The Florida PSC approved the modifications in September 2024.

4 unchanged sentences

A filing to address the acquisition and conversion of existing Company-owned propane community gas systems in Newberry was made in November 2023.

The Florida PSC approved it in April 2024 and conversions of the community gas systems commenced in the second quarter of 2024.

The Florida PSC approved it in April 2024.

Conversions of the community gas systems commenced in the second quarter of 2024 and are projected to be complete in the third quarter of 2025.

East Coast Reinforcement Projects:

3 unchanged sentences

The Florida PSC approved the projects in March 2024.

Construction is projected to be complete in the second and fourth quarters of 2025 for New Smyrna Beach and Boynton Beach, respectively.

New Smyrna Beach was placed into service during May 2025 and construction is projected to be complete for Boynton Beach in the fourth quarter of 2025.

Central Florida Reinforcement Projects :

In February 2024, Peninsula Pipeline filed a petition with the Florida PSC for its Transportation Service Agreements with FPU for projects that will support additional supply to communities located in Central Florida.

In February 2024, Peninsula Pipeline filed a petition with the Florida PSC for approval of its Transportation Service Agreements with FPU for projects that will support additional supply to communities located in Central Florida.

The projects are driven by the need for increased supply to communities in central Florida that are experiencing significant population growth.

1 unchanged sentence

The Florida PSC approved the projects in May 2024.

The Plant City project was completed in the fourth quarter of 2024, and the Lake Mattie project is projected to be completed during the fourth quarter of 2025.

The Plant City project was completed in the fourth quarter of 2024, and the Lake Mattie project went into service in July 2025.

Renewable Natural Gas Supply Projects :

12 unchanged sentences

Pioneer Supply Header Pipeline Project :

In March 2024, Peninsula Pipeline filed a petition with the Florida PSC for approval of Firm Transportation Service Agreements with both FCG and FPU for a project supporting greater supply growth of natural gas service in southeast Florida.

In March 2024, Peninsula Pipeline filed a petition with the Florida PSC for its approval of Firm Transportation Service Agreements with both FCG and FPU for a project that will support greater supply growth of natural gas service in southeast Florida.

The project consists of the transfer of a pipeline asset from FCG to Peninsula Pipeline.

Peninsula Pipeline will provide transportation service to both FCG and FPU using the pipeline asset, which supports continued customer growth and system reinforcement of these distribution systems.

Peninsula Pipeline will proceed to provide transportation service to both FCG and FPU using the pipeline asset, which supports continued customer growth and system reinforcement of these distribution systems.

The Florida PSC approved the petition in July 2024 and the project was completed in September 2024.

Miami Inner Loop Projects:

Miami Inner Loop Pipeline Projects:

In September 2024, Peninsula Pipeline filed a petition with the Florida PSC for approval of the Transportation Service Agreement with FCG for a series of projects that will enhance the infrastructure in Miami-Dade county.

The proposed expansion consists of the development of several pipeline projects to support growth and support FCG's distribution system in the area and also enhance FCG's ability to obtain gas from various access points in the Miami-Dade county area.

The project was approved in February 2025 and construction is expected to be complete in the second half of 2025.

The expansion was approved in February 2025 and the projects are expected to be in service in the third quarter of 2025.

FPU Electric Rate Case :

In August 2024, our Florida Electric division filed a petition with the Florida PSC seeking a general base rate increase of $ 12.6 million with a ROE of 11.3 percent based on a 2025 projected test year.

Annualized interim rates of approximately $ 1.8 million were approved with an effective date of November 1, 2024.

2025, the Florida PSC approved the permanent rate increase, but the order was subsequently protested.

interim rates of approximately $ 1.8 million were approved with an effective date of November 1, 2024.

In March 2025, the Florida PSC approved the permanent rate increase, but the order was subsequently protested.

In May 2025, the Company reached a settlement agreement with the interested parties to resolve all outstanding issues in its current base rate case, which was filed as a joint motion for approval with the Florida PSC.

This settlement allows for a total revenue increase of approximately $ 8.6 million on an annual basis.

The Company anticipates this agreement to be on the Florida PSC hearing agenda for review and approval in June 2025.

This settlement which was approved by the Florida PSC in July 2025, provides for a total revenue increase of approximately $ 8.6 million on an annual basis, with $ 1.0 million of the increase deferred from the first year's base rate increase and recovered over three years.

A step-up rate increase was also approved for up to $ 0.7 million, upon completion of the purchase and refurbishment of certain substations, which is expected in December 2026.

Eastern Shore

Worcester Resiliency Upgrade:

In August 2023, Eastern Shore filed an application with the FERC requesting authorization to construct the Worcester Resiliency Upgrade, which consists of a mixture of storage and transmission facilities in Sussex County, DE and Wicomico, Worcester, and Somerset Counties in Maryland.

In August 2023, Eastern Shore filed an application with the FERC requesting authorization to construct the Worcester Resiliency Upgrade, which consists of a mixture of storage and transmission facilities in Sussex County, Delaware and Wicomico, Worcester, and Somerset Counties in Maryland.

The project will provide long-term incremental supply necessary to support the growing demand of the participating shippers.

In January 2025, the FERC approved the project, and construction is expected to be complete in the second quarter of 2026.

In June 2025, Eastern Shore filed a limited amended application with the FERC requesting that it issue an order authorizing revised initial transportation rates for the project.

The revised rates were requested to address increased capital costs being incurred related to unanticipated changes in global markets and supply chains.

Eastern Shore requested expedited action by the FERC in relation to this matter and an approved order was issued in July 2025.

Salisbury Integrity Project:

Eastern Shore submitted a Prior Notice Filing under its Blanket Certificate to the FERC in March 2025 requesting to construct, own, operate, and maintain approximately 5.5 miles of 10-inch looping pipeline in Wicomico County, Maryland.

The protest period terminated in May 2025 with no protests filed.

The project is necessary to comply with pipeline integrity management regulations of the Pipeline and Hazardous Materials Safety Administration ("PHMSA").

Capital Cost Surcharge:

In December 2024, Eastern Shore submitted a filing with the FERC regarding a capital cost surcharge to recover capital costs associated with the replacement of existing Eastern Shore facilities because of mandated highway relocation projects as well as compliance with PHMSA regulation.

The capital cost surcharge mechanism was approved in Eastern Shore's last rate case.

In conjunction with the filing of this surcharge, a cumulative adjustment to the existing surcharge to reflect additional depreciation was included.

The FERC issued an order approving the surcharge as filed in December 2024.

The combined revised surcharge became effective January 1, 2025.

In March 2025, Eastern Shore submitted an annual true-up filing with the FERC regarding a capital cost surcharge to recover capital costs associated with the replacement of existing Eastern Shore facilities because of mandated highway relocation projects as well as compliance with a PHMSA regulation.

3 unchanged sentences

In connection with the TCJA, which was signed into law in December 2017, customer rates for our regulated businesses were adjusted as approved by the regulators.

Regulatory liabilities related to accumulated deferred income taxes (“ADIT”) associated with the TCJA amounted to $ 84.3 million and $ 84.6 million at March 31, 2025 and December 31, 2024, respectively.

Regulatory liabilities related to accumulated deferred income taxes (“ADIT”) associated with the TCJA amounted to $ 84.0 million and $ 84.6 million at June 30, 2025 and December 31, 2024, respectively.

With the exception of the ADIT balance of $ 34.2 million attributable to Eastern Shore, such amounts are being amortized in accordance with approvals received from the Delaware, Maryland, and Florida PSCs in 2018 and 2019.

7 unchanged sentences

and Winter Haven, Key West, Pensacola, Sanford and West Palm Beach, Florida.

As of March 31, 2025 and December 31, 2024, we had approximately $ 3.3 million and $ 3.2 million, respectively, in environmental liabilities related to the former MGP sites, and related regulatory assets of approximately $ 0.3 million and $ 0.3 million at the respective balance sheet dates for future recovery of environmental costs from customers.

As of June 30, 2025 and December 31, 2024, we had approximately $ 3.1 million and $ 3.2 million, respectively, in environmental liabilities related to the former MGP sites, and related regulatory assets of approximately $ 0.3 million and $ 0.3 million at the respective balance sheet dates for future recovery of environmental costs from customers.

Environmental liabilities for our MGP sites are recorded on an undiscounted basis based on the estimate of future costs provided by independent consultants.

2 unchanged sentences

The remaining clean-up costs are estimated to range from $ 0.3 million to $ 0.8 million for these three sites.

The Environmental Protection Agency has approved a "site-wide ready for anticipated use" status for the Sanford, Florida

MGP site, which is the final step before delisting a site.

The Environmental Protection Agency has approved a "site-wide ready for anticipated use" status for the Sanford, Florida MGP site, which is the final step before delisting a site.

The remaining remediation expenses for the Sanford MGP site are not material.

The remedial actions approved by the Florida Department of Environmental Protection have been implemented on the east parcel of our West Palm Beach, Florida site.

Similar remedial actions have been initiated on the site's west parcel, and construction of the systems required to remediate the site are now complete with remediation activities ongoing as of March 31, 2025.

Remaining remedial costs for West Palm Beach, including completion of the construction for the system start-up on the west parcel, and continued operation and maintenance, are estimated to take between five and fifteen years of operation, maintenance and monitoring, and final site work for closeout of the property is estimated to be between $ 2.8 million and $ 5.2 million.

13 unchanged sentences

If FPU fails to meet this standard, it must provide an Adequate Assurance of Performance which can include an irrevocable letter of credit, a prepayment, a security interest in an asset or a performance bond or guaranty.

As of March 31, 2025, FPU was in compliance with all of the requirements of its supply contracts.

As of June 30, 2025, FPU was in compliance with all of the requirements of its supply contracts.

Eight Flags provides electricity and steam generation services through its CHP plant located on Amelia Island, Florida.

4 unchanged sentences

The Board of Directors has authorized us to issue corporate guarantees securing obligations of our subsidiaries and to obtain letters of credit securing our subsidiaries' obligations.

The maximum authorized liability under such guarantees and letters of credit as of March 31, 2025 was $ 38.0 million.

The aggregate amount guaranteed related to our subsidiaries at March 31, 2025 was $ 28.6 million with the guarantees expiring on various dates through March 2026.

The maximum authorized liability under such guarantees

and letters of credit as of June 30, 2025 was $ 40.0 million.

The aggregate amount guaranteed related to our subsidiaries at June 30, 2025 was $ 30.7 million with the guarantees expiring on various dates through June 2026.

In addition, the Board has authorized us to issue specific purpose corporate guarantees.

The amount of specific purpose guarantees outstanding at March 31, 2025 was $ 5.2 million.

As of March 31, 2025, we have issued letters of credit totaling $ 7.6 million related to various transportation, transmission, capacity and storage agreements as well as our primary insurance carriers.

These letters of credit have various expiration dates through February 2026 and to date, none have been used.

The amount of specific purpose guarantees outstanding at June 30, 2025 was $ 5.2 million.

As of June 30, 2025, we have issued letters of credit totaling $ 7.6 million related to various transportation, transmission, capacity and storage agreements as well as our primary insurance carriers.

These letters of credit have various expiration dates through April 2026 and to date, none have been used.

We do not anticipate that the counterparties will draw upon these letters of credit, and we expect that they will be renewed to the extent necessary in the future.

1 unchanged sentence

We use the management approach to identify operating segments.

We organize our business around differences in regulatory environment and/or products or services, and the operating results of each segment are regularly reviewed

by the chief operating decision maker, our President and Chief Executive Officer ("CEO"), in order to make decisions about resources and to assess performance.

We organize our business around differences in regulatory environment and/or products or services, and the operating results of each segment are regularly reviewed by the chief operating decision maker, our President and Chief Executive Officer ("CEO"), in order to make decisions about resources and to assess performance.

Our operations are entirely domestic and are comprised of two reportable segments:

8 unchanged sentences

The following table presents information about our reportable segments:

Three Months Ended March 31,

Three Months Ended June 30,

(in millions) Regulated Unregulated Other Businesses and Eliminations (1)

21 unchanged sentences

Unregulated - Other taxes .

(in millions) March 31, 2025 December 31, 2024

Six Months Ended June 30,

(in millions) Regulated Unregulated Other Businesses and Eliminations (1)

Total Regulated Unregulated Other Businesses and Eliminations (1)

Operating revenues, unaffiliated customers $ 350.6 $ 140.9 $ — $ 491.5 $ 294.9 $ 117.1 $ — $ 412.0

Intersegment revenues (2)

0.8 13.7 ( 14.5 ) — 4.2 7.4 ( 11.6 ) —

351.4 154.6 ( 14.5 ) 491.5 299.1 124.5 ( 11.6 ) 412.0

Natural gas, propane and electric costs 105.6 75.1 ( 14.4 ) 166.3 77.3 55.1 ( 11.5 ) 120.9

Operations and maintenance expenses 82.4 42.0 ( 0.1 ) 124.3 78.3 37.2 ( 0.1 ) 115.4

Depreciation and amortization 34.4 10.0 — 44.4 27.2 7.7 — 34.9

Other segment items (3)

16.7 2.7 — 19.4 17.7 2.7 — 20.4

Segment operating income $ 112.3 $ 24.8 $ — $ 137.1 $ 98.6 $ 21.8 $ — $ 120.4

Other income, net 1.0 1.2

Interest charges 35.9 33.8

Income before income taxes 102.2 87.8

Income taxes 27.4 23.4

Net Income $ 74.8 $ 64.4

Capital expenditures $ 187.6 $ 22.5 $ 2.7 $ 212.8 $ 141.9 $ 16.3 $ 1.3 $ 159.5

(1) Other revenues and other operating income (loss) amounts are attributable to eliminations and unregulated subsidiaries that own real estate leased to the Company.

(2) All significant intersegment revenues are billed at market rates and have been eliminated from consolidated revenues.

( 3) Other segment items for each reportable segment include:

Regulated - Other taxes and transaction and transition costs related to the integration of FCG;

Unregulated - Other taxes.

(in millions) June 30, 2025 December 31, 2024

Identifiable Assets

5 unchanged sentences

Common Stock Issuances

We maintain an effective shelf registration statement with the SEC for the issuance of shares under our DRIP and other plans.

We maintain effective shelf registration statements with the SEC for the issuance of common stock in various types of equity offerings, including pursuant to our DRIP and ATM program.

Depending on our capital needs and subject to market conditions, we may issue additional shares under the direct stock purchase component of the DRIP in addition to other possible debt and equity offerings.

1 unchanged sentence

This current ATM program is active through November 2027.

For the three months ended March 31, 2025 and 2024, we received net proceeds of $ 19.8 million and $ 0.1 million, respectively, associated with shares issued under the direct stock purchase and waiver components of the DRIP as well as shares issued under our ATM program.

For the six months ended June 30, 2025 and 2024, we received net proceeds of $ 61.2 million and $ 2.5 million, respectively, associated with shares issued under the direct stock purchase and waiver components of the DRIP as well as shares issued under our ATM program.

Accumulated Other Comprehensive Loss

Defined benefit pension and postretirement plan items, unrealized gains (losses) of our propane swap agreements designated as commodity contract cash flow hedges, and the unrealized gains (losses) of our interest rate swap agreements designated as cash flow hedges are the components of our accumulated other comprehensive loss.

The following tables present the changes in the balances of accumulated other comprehensive loss components for the three months ended March 31, 2025 and 2024.

The following tables present the changes in the balances of accumulated other comprehensive loss components for the six months ended June 30, 2025 and 2024.

All amounts in the following tables are presented net of tax.

6 unchanged sentences

Other comprehensive income (loss) before reclassifications — 0.4 ( 0.7 ) ( 0.3 )

Amounts reclassified from accumulated other comprehensive income (loss) — ( 0.5 ) ( 0.1 ) ( 0.6 )

Amounts reclassified from accumulated other comprehensive loss — ( 0.6 ) ( 0.2 ) ( 0.8 )

Net current-period other comprehensive income (loss) — ( 0.2 ) ( 0.9 ) ( 1.1 )

As of March 31, 2025 $ ( 2.1 ) $ 0.6 $ ( 0.8 ) $ ( 2.3 )

As of June 30, 2025 $ ( 2.1 ) $ 0.2 $ ( 0.9 ) $ ( 2.8 )

As of December 31, 2023 $ ( 2.6 ) $ ( 0.3 ) $ 0.1 $ ( 2.8 )

2 unchanged sentences

Net prior-period other comprehensive income (loss) — 0.9 0.3 1.2

As of March 31, 2024 $ ( 2.6 ) $ 0.4 $ 0.4 $ ( 1.8 )

As of June 30, 2024 $ ( 2.6 ) $ 0.6 $ 0.4 $ ( 1.6 )

Deferred gains or losses for our commodity contract and interest rate swap cash flow hedges are recognized in earnings upon settlement and are included in the effects of gains and losses from derivative instruments.

3 unchanged sentences

Employee Benefit Plans

Net periodic (benefit) cost for the FPU Pension Plan for the three months ended March 31, 2025 and 2024 is set forth in the following table:

Three Months Ended

Net periodic cost (benefit) for the FPU Pension Plan for the three and six months ended June 30, 2025 and 2024 is set forth in the following table:

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

(in millions)

2 unchanged sentences

Amortization of net loss — 0.1 — 0.1

Total periodic (benefit) cost $ ( 0.1 ) $ —

Net periodic costs for our other pension and postretirement benefit plans were not material for the three months ended March 31, 2025 and 2024.

In addition, total amounts reclassified from accumulated other comprehensive income (loss) and regulatory assets related to all pension and postretirement benefit plans were not material during the three months ended March 31, 2025 and 2024.

The components of our net periodic costs have been recorded or reclassified to other expense, net in the condensed consolidated statements of income.

Total periodic benefit $ ( 0.1 ) $ — $ ( 0.2 ) $ ( 0.1 )

Net periodic costs for our other pension and postretirement benefit plans were not material for the three and six months ended June 30, 2025 and 2024.

The components of our net periodic costs (benefits) have been recorded or reclassified to other expense, net in the condensed consolidated statements of income.

Pursuant to their respective regulatory orders, FPU and Chesapeake Utilities continue to record a portion of their unrecognized postretirement benefit costs related to their regulated operations as a regulatory asset.

The portion of the unrecognized pension and postretirement benefit costs related to FPU’s unregulated operations and Chesapeake Utilities' operations is recorded to accumulated other comprehensive income (loss).

During the three months ended March 31, 2025, there were no contributions to the FPU Pension Plan and we do not expect to contribute to the FPU Pension Plan during 2025.

During the three and six months ended June 30, 2025, there were no contributions to the FPU Pension Plan and we do not expect to contribute to the FPU Pension Plan during 2025.

The Chesapeake SERP, the Chesapeake Postretirement Plan and the FPU Medical Plan are unfunded and are expected to be paid out of our general funds.

Cash benefits paid under these other postretirement benefit plans for the three months ended March 31, 2025 were not material.

Cash benefits paid under these other postretirement benefit plans for the three and six months ended June 30, 2025 were not material.

We expect to pay total cash benefits of approximately $ 0.3 million for these other postretirement benefit plans in 2025.

6 unchanged sentences

The participants are credited with gains or losses on those investments.

Assets held in the Rabbi Trust, recorded as Investments on the condensed consolidated balance sheets, had a fair value of $ 14.4 million at both March 31, 2025 and December 31, 2024.

Assets held in the Rabbi Trust, recorded as Investments on the condensed consolidated balance sheets, had a fair value of $ 15.9 million and $ 14.4 million at June 30, 2025 and December 31, 2024, respectively.

The assets of the Rabbi Trust are at all times subject to the claims of our general creditors.

3 unchanged sentences

The compensation cost is based primarily on the fair value of the shares awarded, using the estimated fair value of each share on the date it was granted, and the number of shares to be issued at the end of the service period.

The table below presents the amounts included in net income related to share-based compensation expense for the three months ended March 31, 2025 and 2024:

Three Months Ended

The table below presents the amounts included in net income related to share-based compensation expense for the three and six months ended June 30, 2025 and 2024:

Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

(in millions)

10 unchanged sentences

For the market-based conditions, we used the Monte Carlo valuation to estimate the fair value of each share granted.

The table below presents the summary of the stock activity for awards to key employees for the three months ended March 31, 2025:

The table below presents the summary of the stock activity for awards to key employees for the six months ended June 30, 2025:

(in thousands, except per share data) Number of Shares Weighted Average

4 unchanged sentences

Expired ( 26 ) $ 113.34

Outstanding—March 31, 2025 285 $ 115.55

During the three months ended March 31, 2025, we granted awards of 95 thousand shares of common stock to officers and key employees under the SICP, including awards granted in February 2025.

Outstanding—June 30, 2025 289 $ 115.69

During the six months ended June 30, 2025, we granted awards of 99 thousand shares of common stock to officers and key employees under the SICP, including awards granted in February 2025.

The shares granted are multi-year awards that will vest no later than the three-year service period ending December 31, 2027.

3 unchanged sentences

Total combined payments for the employees’ tax obligations to the taxing authorities were approximately $ 1.0 million.

At March 31, 2025, the aggregate intrinsic value of the SICP awards granted to key employees was approximately $ 36.7 million.

At March 31, 2025, there was approximately $ 13.3 million of unrecognized compensation cost related to these awards, which will be recognized through 2027.

At June 30, 2025, the aggregate intrinsic value of the SICP awards granted to key employees was approximately $ 34.8 million.

At June 30, 2025, there was approximately $ 11.8 million of unrecognized compensation cost related to these awards, which will be recognized through 2027.

Non-employee Directors

3 unchanged sentences

Accordingly, our directors that served on the Board as of May 2025 each received approximately 1 thousand shares of common stock, respectively, with a weighted average fair value of $ 134.05 per share.

At March 31, 2025, there was $ 0.1 million of unrecognized compensation expense related to shares granted to non-employee directors.

At June 30, 2025, there was $ 0.8 million of unrecognized compensation expense related to shares granted to non-employee directors.

This expense will be recognized over the remaining service period ending in May 2026.

6 unchanged sentences

Occasionally, we may enter into interest rate swap agreements to mitigate risk associated with changes in short-term borrowing rates.

As of March 31, 2025, our natural gas and electric distribution operations did not have any outstanding derivative contracts.

As of June 30, 2025, our natural gas and electric distribution operations did not have any outstanding derivative contracts.

Volume of Derivative Activity

As of March 31, 2025, the volume of our commodity derivative contracts were as follows:

As of June 30, 2025, the volume of our commodity derivative contracts were as follows:

Business unit Commodity Contract Type Quantity hedged (in millions) Designation Longest Expiration date of hedge

Sharp Propane (gallons) Purchases 6.3 Cash flow hedges March 2027

Sharp Propane (gallons) Purchases 9.6 Cash flow hedges June 2028

Sharp entered into futures and swap agreements to mitigate the risk of fluctuations in wholesale propane index prices associated with the propane volumes that are expected to be purchased and/or sold during the heating season.

Under the futures and swap agreements, Sharp will receive the difference between (i) the index prices (Mont Belvieu prices in April 2025 through March 2027) and (ii) the per gallon propane swap prices, to the extent the index prices exceed the contracted prices.

Under the futures and swap agreements, Sharp will receive the difference between (i) the index prices (Mont Belvieu prices in July 2025 through June 2028) and (ii) the per gallon propane swap prices, to the extent the index prices exceed the contracted prices.

If the index prices are lower than the contract prices, Sharp will pay the difference.

1 unchanged sentence

The change in the fair value of the swap agreements is recorded as unrealized gain (loss) in other comprehensive income (loss) and later recognized in the statement of income in the same period and in the same line item as the hedged transaction.

The amount of unrealized gains that we expect to reclassify from accumulated other comprehensive income (loss) related to our commodity cash flow hedges to earnings during the 12 -month period ended March 31, 2026 is $ 0.6 million.

Interest Rate Swap Activities

10 unchanged sentences

Margin requirements consist of initial margin that is posted upon the initiation of a position, maintenance margin that is usually expressed as a percent of initial margin, and variation margin that fluctuates based on the daily mark-to-market relative to maintenance margin requirements.

We currently maintain a broker margin account for Sharp included within other current assets on the consolidated balance sheets which had a balance of $ 2.4 million and $ 1.9 million as of March 31, 2025 and December 31, 2024, respectively.

We currently maintain a broker margin account for Sharp included within other current assets on the condensed consolidated balance sheets which had a balance of $ 2.4 million and $ 1.9 million as of June 30, 2025 and December 31, 2024, respectively.

Financial Statements Presentation

1 unchanged sentence

We did not have any derivative contracts with a credit-risk related contingency.

Fair values of the derivative contracts recorded in the condensed consolidated balance sheets as of March 31, 2025 and December 31, 2024, are as follows:

Fair values of the derivative contracts recorded in the condensed consolidated balance sheets as of June 30, 2025 and December 31, 2024, are as follows:

Derivative Assets

Fair Value As Of

(in millions) Balance Sheet Location March 31, 2025 December 31, 2024

(in millions) Balance Sheet Location June 30, 2025 December 31, 2024

Derivatives designated as cash flow hedges

2 unchanged sentences

Total Derivative Assets (1)

(1) Derivative assets, at fair value, include $ 0.6 million in current assets in the condensed consolidated balance sheet at March 31, 2025 and $ 0.6 million at December 31, 2024, with the remainder of the balances classified as long-term .

(1) Derivative assets, at fair value, include $ 0.3 million in current assets in the condensed consolidated balance sheet at June 30, 2025 and $ 0.6 million at December 31, 2024, with the remainder of the balances classified as long-term .

Derivative Liabilities

Fair Value As Of

(in millions) Balance Sheet Location March 31, 2025 December 31, 2024

(in millions) Balance Sheet Location June 30, 2025 December 31, 2024

Derivatives designated as cash flow hedges

2 unchanged sentences

Total Derivative Liabilities (1)

(1) Derivative liabilities, at fair value, include $ 0.1 million in current liabilities in the condensed consolidated balance sheet at March 31, 2025 and no current derivative liabilities at December 31, 2024, with the remainder of the balances classified as long-term.

(1) Derivative liabilities, at fair value, include $ 0.2 million in current liabilities in the condensed consolidated balance sheet at June 30, 2025 and no current derivative liabilities at December 31, 2024, with the remainder of the balances classified as long-term.

The effects of gains and losses from derivative instruments on the condensed consolidated statements of income are as follows:

Amount of Gain (Loss) on Derivatives

Location of Gain For the Three Months Ended March 31,

Location of Gain For the Three Months Ended June 30, For the Six Months Ended June 30,

(in millions) (Loss) on Derivatives 2025 2024 2025 2024

18 unchanged sentences

Financial Assets and Liabilities Measured at Fair Value

The following tables summarize our financial assets and liabilities that are measured at fair value on a recurring basis and the fair value measurements, by level, within the fair value hierarchy as of March 31, 2025 and December 31, 2024:

Fair Value Measurements Using:

As of March 31, 2025 Fair Value Quoted Prices in

As of June 30, 2025 Fair Value Quoted Prices in

Active Markets

20 unchanged sentences

Derivative liabilities $ 0.1 $ — $ 0.1 $ —

The changes in the fair value of Level 3 investments for the three months ended March 31, 2025 and 2024 were not material.

The changes in the fair value of Level 3 investments for the six months ended June 30, 2025 and 2024 were not material.

Investment income from the Level 3 investments is reflected in other income, net in the condensed consolidated statements of income.

At March 31, 2025, there were no non-financial assets or liabilities required to be reported at fair value.

At June 30, 2025, there were no non-financial assets or liabilities required to be reported at fair value.

We review our non-financial assets for impairment at least on an annual basis, as required.

4 unchanged sentences

The fair value of short-term debt approximates the carrying value due to its near-term maturities and because interest rates approximate current market rates (Level 2 measurement).

At March 31, 2025, long-term debt, which includes current maturities but excludes debt issuance costs, had both a carrying value and estimated fair value of approximately $ 1.3 billion.

At June 30, 2025, long-term debt, which includes current maturities but excludes debt issuance costs, had both a carrying value and estimated fair value of approximately $ 1.3 billion.

At December 31, 2024, long-term debt, which includes the current maturities but excludes debt issuance costs, had a carrying value of approximately $ 1.3 billion compared to an estimated fair value of $ 1.2 billion.

3 unchanged sentences

Our outstanding long-term debt is shown below:

March 31, December 31,

June 30, December 31,

(in millions) 2025 2024

7 unchanged sentences

3.88% notes, due May 2029 20.0 25.0

5.20% notes, due October 2029 100.0 100.0

5.20% notes, due November 2029 100.0 100.0

6.62% notes, due December 2030 100.0 100.0

19 unchanged sentences

All of our outstanding Senior Notes set forth certain business covenants to which we are subject when any note is outstanding, including covenants that limit or restrict our ability, and the ability of our subsidiaries, to incur indebtedness, or place or permit liens and encumbrances on any of our property or the property of our subsidiaries.

In August 2025, we entered into a Note Purchase Agreement, for the issuance of Senior Notes in the aggregate principal amount of $ 200.0 million with an initial funding of $ 150.0 million in August 2025 and an additional $ 50.0 million scheduled in September 2025.

These Senior Notes have an average interest rate of 5.04 percent consisting of $ 60.0 million of 4.88 percent notes due in August 2028, $ 90.0 million of 5.16 percent notes due in August 2031, and $ 50.0 million of 5.02 percent notes due in September 2030.

The proceeds received are being used to reduce short-term borrowings under our Revolver and to fund capital expenditures.

The outstanding principal balance of the notes will be due on their respective maturity dates with interest payments payable semiannually beginning in 2026 until the principal has been paid in full.

These Senior Notes have similar covenants and default provisions as our other Senior Notes.

On November 1, 2024, we issued 5.20 percent Senior Notes due in November 2029 in the aggregate principal amount of $ 100.0 million.

The proceeds received were used to reduce short-term borrowings under our Revolver and to fund capital expenditures.

The proceeds received were used to reduce short-term borrowings under our Revolver and to fund

capital expenditures.

These Senior Notes have similar covenants and default provisions as our other Senior Notes, and have semi-annual interest payments due on May 1 and November 1 of each year beginning in 2025.

Shelf Agreements

We have entered into Shelf Agreements with Prudential and MetLife with terms that extend through February 2026, however neither of such lenders have any obligation to purchase debt thereunder.

At March 31, 2025, a total of $ 255.0 million of borrowing capacity was available under these Shelf Agreements.

We have entered into Shelf Agreements with Prudential and MetLife with terms that extend through February 2026 and June 2030, respectively, however neither of such lenders have any obligation to purchase debt thereunder.

In June 2025, we amended our Shelf Agreement with MetLife to expand the total borrowing capacity and extend the term of the agreement for an additional five years.

At June 30, 2025, a total of $ 305.0 million of borrowing capacity was available under these Shelf Agreements.

Short-Term Borrowings

As of March 31, 2025, we are authorized by our Board of Directors to borrow up to $ 450.0 million of short-term debt, as required.

At March 31, 2025 and December 31, 2024, we had $ 215.4 million and $ 196.5 million, respectively, of short-term borrowings outstanding at a weighted average interest rate of 5.08 percent and 5.06 percent, respectively.

There were no borrowings outstanding under the sustainable investment sublimit of the 364-day tranche at March 31, 2025.

In August 2024, we amended and restated our revolving credit agreement, which increased the total borrowing capacity under the Revolver to $ 450.0 million, including $ 250.0 million available under the 364-day tranche which now expires in August 2025 and $ 200.0 million available under the five-year tranche which now expires in August 2029.

As of June 30, 2025, we are authorized by our Board of Directors to borrow up to $ 450.0 million of short-term debt, as required.

At June 30, 2025 and December 31, 2024, we had $ 245.3 million and $ 196.5 million, respectively, of short-term borrowings outstanding at a weighted average interest rate of 5.08 percent and 5.06 percent, respectively.

There were no borrowings outstanding under the sustainable investment sublimit of the 364-day tranche at June 30, 2025.

In August 2024, we amended and restated our revolving credit agreement, which increased the total borrowing capacity under the Revolver to $ 450.0 million, including $ 250.0 million available under the 364-day tranche and $ 200.0 million available under the five-year tranche which expires in August 2029.

In August 2025, we exercised an option under the Revolver to extend the 364-day tranche through August 2026.

All other terms and conditions of the agreement remain unchanged.

We may also request increases under the Revolver of up to $ 50.0 million under the 364-day tranche and up to $ 100.0 million under the five-year tranche, with the lenders having sole discretion of whether to approve each requested increase.

7 unchanged sentences

We are required by the financial covenants in the Revolver to maintain, at the end of each fiscal year, a funded indebtedness ratio of no greater than 65 percent.

As of March 31, 2025, we were in compliance with this covenant.

Our total available credit under the Revolver at March 31, 2025 was $ 227.0 million.

As of March 31, 2025, we had issued $ 7.6 million in letters of credit to various counterparties under the Revolver.

As of June 30, 2025, we were in compliance with this covenant.

Our total available credit under the Revolver at June 30, 2025 was $ 197.1 million.

As of June 30, 2025, we had issued $ 7.6 million in letters of credit to various counterparties under the Revolver.

These letters of credit are not included in the outstanding short-term borrowings and we do not anticipate that they will be drawn upon by the counterparties.

11 unchanged sentences

The exercise of lease renewal options is at our sole discretion.

The amounts disclosed in our consolidated balance sheet at March 31, 2025, pertaining to the right-of-use assets and lease liabilities, are measured based on our current expectations of exercising our available renewal options.

The amounts disclosed in our condensed consolidated balance sheet at June 30, 2025, pertaining to the right-of-use assets and lease liabilities, are measured based on our current expectations of exercising our available renewal options.

Our existing leases are not subject to any restrictions or covenants that would preclude our ability to pay dividends, obtain financing or enter into additional leases.

As of March 31, 2025, we have not entered into any leases, which have not yet commenced, that would entitle us to significant rights or create additional obligations.

Total operating lease

cost and cash paid for amounts included in the measurement of lease liabilities included in our condensed consolidated financial statements were not material as of March 31, 2025 and 2024.

The following table presents the balance and classifications of our right of use assets and lease liabilities included in our condensed consolidated balance sheets at March 31, 2025 and December 31, 2024:

(in millions) Balance sheet classification March 31, 2025 December 31, 2024

As of June 30, 2025, we have not entered into any leases, which have not yet commenced, that would entitle us to significant rights or create additional obligations.

Total operating lease cost included in our condensed consolidated statements of income were not material for the three and six months ended June 30, 2025 and 2024.

Total cash paid for amounts included in the measurement of lease liabilities included in our condensed consolidated statements of cash flows were not material for the six months ended June 30, 2025 and 2024.

The following table presents the balance and classifications of our right of use assets and lease liabilities included in our condensed consolidated balance sheets at June 30, 2025 and December 31, 2024:

(in millions) Balance sheet classification June 30, 2025 December 31, 2024

Operating lease assets Operating lease right-of-use assets $ 9.6 $ 10.5

2 unchanged sentences

Total lease liabilities $ 9.8 $ 11.1

The following table presents our weighted-average remaining lease terms and weighted-average discount rates for our operating leases at March 31, 2025 and December 31, 2024:

March 31, 2025 December 31, 2024

The following table presents our weighted-average remaining lease terms and weighted-average discount rates for our operating leases at June 30, 2025 and December 31, 2024:

June 30, 2025 December 31, 2024

Weighted-average remaining lease term ( in years )

2 unchanged sentences

Operating leases 3.5 % 3.5 %

The following table presents the future undiscounted maturities of our operating and financing leases at March 31, 2025 and for each of the next five years and thereafter:

The following table presents the future undiscounted maturities of our operating and financing leases at June 30, 2025 and for each of the next five years and thereafter:

(in millions) Operating Leases (1)

6 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements