What changed in this filing

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Item 1. Business

2026-02-19 compared with 2025-02-28 · 185 added, 455 removed, 73 unchanged (90% of the section changed)

The terms “the Company,” “we,”

“our,” and “us” collectively refer to Middlesex Water Company (Middlesex) and its subsidiaries, including Tidewater

Utilities, Inc.

(Tidewater) and Tidewater’s wholly-owned subsidiaries, Southern Shores Water Company, LLC (Southern Shores) and

White Marsh Environmental Systems, Inc.

The terms “the Company,” “we,” “our,” and “us” collectively refer to Middlesex Water Company (Middlesex) and its subsidiaries, including Tidewater Utilities, Inc.

(Tidewater) and Tidewater’s wholly-owned subsidiaries, Southern Shores Water Company, LLC (Southern Shores) and White Marsh Environmental Systems, Inc.

(White Marsh).

The Company’s other subsidiaries are Pinelands Water Company (Pinelands Water)

and Pinelands Wastewater Company (Pinelands Wastewater) (collectively, Pinelands), Utility Service Affiliates, Inc.

(USA) and Utility

Service Affiliates (Perth Amboy) Inc.

Middlesex was incorporated as a water utility

company in 1897 and owns and operates regulated water utility and wastewater systems primarily in New Jersey and Delaware.

Middlesex also

operates water and wastewater systems under contract on behalf of municipal and private clients primarily in New Jersey and Delaware.

The Company’s other subsidiaries are Pinelands Water Company (Pinelands Water) and Pinelands Wastewater Company (Pinelands Wastewater) (collectively, Pinelands), Utility Service Affiliates, Inc.

(USA) and Utility Service Affiliates (Perth Amboy) Inc.

Middlesex was incorporated as a water utility company in 1897 and owns and operates regulated water utility and wastewater systems primarily in New Jersey and Delaware.

Middlesex also operates water and wastewater systems under contract on behalf of municipal and private clients primarily in New Jersey and Delaware.

Across our regulated utility systems, we serve approximately 131,000 customers.

We operate water and wastewater systems under unregulated

contracts for governmental entities and private entities.

Our principal executive offices are located at

485C Route 1 South, Suite 400, Iselin, New Jersey 08830.

We operate water and wastewater systems under unregulated contracts for governmental entities and private entities.

Our principal executive offices are located at 485C Route 1 South, Suite 400, Iselin, New Jersey 08830.

Our telephone number is (732) 634-1500.

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Information contained on our website is not part of this Annual Report on Form 10-K.

We make available, free of charge through our website,

reports and amendments filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, after such material

is electronically filed with or furnished to the United States Securities and Exchange Commission (the SEC).

We also periodically provide

certain information for investors on our website, and our investor relations website, investors.middlesexwater.com.

This includes press

releases and other information about dividends on the Company’s equity securities.

We make available, free of charge through our website, reports and amendments filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, after such material is electronically filed with or furnished to the United States Securities and Exchange Commission (the SEC).

We also periodically provide certain information for investors on our website, and our investor relations website, investors.middlesexwater.com.

This includes press releases and other information about dividends on the Company’s equity securities.

Middlesex System

Located in New Jersey, the Middlesex System provides

water services to approximately 61,000 retail customers, primarily in eastern Middlesex County and under wholesale contracts to the City

of Rahway, Townships of Edison and Marlboro, the Borough of Highland Park and the Old Bridge Municipal Utilities Authority.

The Middlesex

System treats, stores and distributes water for residential, commercial, industrial and fire protection purposes.

The Middlesex System

also provides water treatment and pumping services to the Township of East Brunswick under contract.

The amount of water supply allocated

to the Township of East Brunswick is granted directly to the Township by the New Jersey Water Supply Authority.

The Middlesex System produced

approximately 67% of our 2024 consolidated operating revenues.

The Middlesex System’s retail customers

are located in an area of approximately 55 square miles in Woodbridge Township, the City of South Amboy, the Boroughs of Metuchen and

Carteret, portions of the Township of Edison and the Borough of South Plainfield, all in Middlesex County, and a portion of the Township

of Clark in Union County.

Retail customers include a mix of residential customers, large industrial concerns and commercial and light

industrial facilities.

Located in New Jersey, the Middlesex System provides water services to approximately 61,000 retail customers, primarily in eastern Middlesex County, and under wholesale contracts to the City of Rahway, Townships of Edison and Marlboro, the Borough of Highland Park and the Old Bridge Municipal Utilities Authority.

The Middlesex System treats, stores and distributes water for residential, commercial, industrial and fire protection purposes.

The Middlesex System also provides water treatment and pumping services to the Township of East Brunswick under contract.

The amount of water supply allocated to the Township of East Brunswick is granted directly to the Township by the New Jersey Water Supply Authority.

The Middlesex System produced approximately 67% of our 2025 consolidated operating revenues.

The Middlesex System’s retail customers are located in an area of approximately 55 square miles in Woodbridge Township, the City of South Amboy, the Boroughs of Metuchen and Carteret, portions of the Township of Edison and the Borough of South Plainfield, all in Middlesex County, and a portion of the Township of Clark in Union County.

Retail customers include a mix of residential customers, large industrial concerns and commercial and light industrial facilities.

These customers are located in generally well-developed areas of central New Jersey.

The contract customers of the Middlesex System

comprise an area of approximately 110 square miles with a population of over 200,000.

Contract sales to the Townships of Edison and Marlboro,

the City of Rahway and the Old Bridge Municipal Utilities Authority are supplemental to the water systems owned and operated by these

The contract customers of the Middlesex System comprise an area of approximately 110 square miles with a population of over 0.2 million.

Contract sales to the Townships of Edison and Marlboro, the City of Rahway and the Old Bridge Municipal Utilities Authority are supplemental to the water systems owned and operated by these customers.

Middlesex is the primary source of water for the Borough of Highland Park and the Township of East Brunswick.

Tidewater System

Tidewater, together with its wholly-owned subsidiary,

Southern Shores, provides water services to approximately 62,000 retail customers for residential, commercial and fire protection purposes

in over 480 separate communities

in New Castle, Kent and Sussex Counties, Delaware.

The Tidewater System produced approximately 24% of

our 2024 consolidated operating revenues.

USA-PA operates the City of Perth Amboy, New Jersey’s

(Perth Amboy) water and wastewater systems under a ten-year agreement, which expires in December 2028.

In addition to performing day-to

day operations, USA-PA is also responsible for emergency responses and management of capital projects funded by Perth Amboy.

USA-PA produced

approximately 3% of our 2024 consolidated operating revenues.

Tidewater, together with its wholly-owned subsidiary, Southern Shores, provides water services to approximately 65,000 retail customers for residential, commercial and fire protection purposes in over 485 separate communities in New Castle, Kent and Sussex Counties, Delaware.

The Tidewater System produced approximately 25% of our 2025 consolidated operating revenues.

Pinelands Systems

Pinelands Water provides water services to approximately

2,500 residential customers in Burlington County, New Jersey.

Pinelands Water provides water services to approximately 2,500 residential customers in Burlington County, New Jersey.

Pinelands Water is not physically interconnected with the Middlesex System.

Pinelands Water produced approximately 1% of our 2025 consolidated operating revenues.

Pinelands Wastewater provides wastewater collection

and treatment services to approximately 2,500 residential customers and one municipal wastewater system in Burlington County, New Jersey.

Pinelands Wastewater provides wastewater collection and treatment services to approximately 2,500 residential customers and one municipal wastewater system in Burlington County, New Jersey.

Pinelands Wastewater produced approximately 1% of our 2025 consolidated operating revenues.

USA operates the Borough

of Avalon, New Jersey’s (Avalon) water utility, sewer utility and storm water system under a ten-year operations and maintenance

contract expiring in 2032.

In addition to performing day-to-day service operations, USA is responsible for emergency responses and management

of capital projects funded by Avalon.

USA operates the Borough

of Highland Park, New Jersey’s (Highland Park) water utility and sewer utility under a ten-year operations and maintenance contract

expiring in 2030.

Under a marketing agreement

with HomeServe USA Corp.

(HomeServe) expiring in 2031, USA offers residential customers in New Jersey and Delaware various water and wastewater

related home maintenance programs.

USA-PA operates the City of Perth Amboy, New Jersey’s (Perth Amboy) water and wastewater systems under a ten-year agreement, which expires in December 2028.

In addition to performing day-to day operations, USA-PA is also responsible for emergency responses and management of capital projects funded by Perth Amboy.

USA-PA produced approximately 4% of our 2025 consolidated operating revenues.

USA operates the Borough of Avalon, New Jersey’s (Avalon) water utility, sewer utility and storm water system under a ten-year operations and maintenance contract expiring in 2032.

In addition to performing day-to-day service operations, USA is responsible for emergency responses and management of capital projects funded by Avalon.

USA operates the Borough of Highland Park, New Jersey’s (Highland Park) water utility and sewer utility under a ten-year operations and maintenance contract expiring in 2030.

Under a marketing agreement with HomeServe USA Corp.

(HomeServe) expiring in 2031, USA offers residential customers in New Jersey and Delaware various water and wastewater related home maintenance programs.

HomeServe is a leading national provider of such home maintenance service programs.

USA receives a

service fee for the billing, cash collection and other administrative matters associated with HomeServe’s service contracts.

USA produced approximately

3% of our 2024 consolidated operating revenues.

White Marsh operates or maintains water and/or

wastewater systems that serve approximately 4,300 service connections under 28 separate contracts, primarily in New Castle, Kent and Sussex

Counties, Delaware.

White Marsh also owns two commercial properties that are leased to Tidewater for its administrative office campus

and its field operations center.

USA receives a service fee for the billing, cash collection and other administrative matters associated with HomeServe’s service contracts.

USA produced approximately 2% of our 2025 consolidated operating revenues.

White Marsh operates or maintains water and/or wastewater systems that serve approximately 3,700 service connections under 28 separate contracts, primarily in New Castle, Kent and Sussex Counties, Delaware.

White Marsh also owns two commercial properties that are leased to Tidewater for its administrative office campus and its field operations center.

White Marsh produced approximately 0.5% of our 2025 consolidated operating revenues.

Financial Information

Consolidated operating revenues, operating income and net income are

Consolidated operating revenues, operating income and net income are as follows:

(Thousands of Dollars)

Years Ended December 31,

2025 2024 2023

Operating Revenues $ 194,694 $ 191,877 $ 166,274

Operating Income $ 54,376 $ 53,210 $ 39,223

Net Income $ 42,822 $ 44,351 $ 31,524

Operating revenues were earned from the following sources:

Years Ended December 31,

2025 2024 2023

Residential 52.7 % 51.0 % 52.1 %

Commercial 15.6 16.6 14.4

Industrial 6.9 7.2 7.0

Fire Protection 7.8 7.4 7.6

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Contract Operations 6.4 6.8 7.4

Total 100.0 % 100.0 % 100.0 %

Water Supplies and Contracts

Our New Jersey and Delaware water supply systems

are physically separate and are not interconnected.

Our New Jersey and Delaware water supply systems are physically separate and are not interconnected.

In New Jersey, the Pinelands System is not interconnected with the Middlesex System.

We believe we have adequate sources of water supply to meet the current service requirements of our present customers in New Jersey and

We believe we have adequate sources of water supply to meet the current service requirements of our present customers in New Jersey and Delaware.

Middlesex System

Our Middlesex System produced approximately 14.3

billion gallons in 2024 from:

Our Middlesex System produced approximately 13.8 billion gallons in 2025 from:

• The Carl J.

Olsen Surface Water Treatment Plant (CJO Plant)-10.1 billion gallons;

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This agreement provides for minimum purchases of 3.0 million gallons per day (mgd) of treated water with provisions for additional purchases.

The Middlesex System’s distribution storage

facilities are used to supply water to customers at times of peak demand, outages and emergencies.

The principal source of surface water for the

Middlesex System is the Delaware & Raritan Canal, which is owned by the State of New Jersey and operated by the New Jersey Water Supply

Authority (NJWSA).

Middlesex is under contract with the NJWSA, which expires November 30, 2048, and provides for average purchases of

27.0 mgd, with a peak up to 47.0 mgd, of untreated water from the Delaware & Raritan Canal, augmented by the Round Valley/Spruce Run

Reservoir System.

The Middlesex System’s distribution storage facilities are used to supply water to customers at times of peak demand, outages and emergencies.

The principal source of surface water for the Middlesex System is the Delaware & Raritan Canal, which is owned by the State of New Jersey and operated by the New Jersey Water Supply Authority (NJWSA).

Middlesex has an agreement with NJWSA for the purchase of untreated water through November 30, 2048.

This agreement with the NJWSA provides for average purchases of 27 million gallons a day (mgd), with a peak up to 47.0 mgd.

Pricing is set annually by the NJWSA through a public rate making process.

The agreement has provisions for additional pricing in the event Middlesex overdrafts or exceeds certain monthly and annual thresholds.

The untreated surface water is pumped to, and treated at, the CJO Plant.

Tidewater System

Our Tidewater System, together with our wholly-owned

subsidiary, Southern Shores, produced approximately 3.3 billion gallons in 2024, primarily from 172 wells.

Tidewater expects to submit

applications to Delaware regulatory authorities for the approval of additional wells as growth, customer demand and water quality warrant.

Tidewater augments its water production with annual purchases of up to 75.0 million gallons of treated water from the City of Dover, Delaware.

Our Tidewater System, together with our wholly-owned subsidiary, Southern Shores, produced approximately 3.2 billion gallons in 2025, primarily from 166 wells.

Tidewater expects to submit applications to Delaware regulatory authorities for the approval of additional wells as growth, customer demand and water quality warrant.

Tidewater augments its water production with annual purchases of approximately 75.0 million gallons of treated water from the City of Dover, Delaware.

Tidewater does not have a central water treatment facility for the over 485 separate communities it serves.

As the number has grown, many

of Tidewater’s individual systems have been interconnected, forming several regional systems that are served by multiple water treatment

facilities owned by Tidewater.

As the number has grown, many of Tidewater’s individual systems have been interconnected, forming several regional systems that are served by multiple water treatment facilities owned by Tidewater.

Pinelands Water System

Water supply to our Pinelands Water System is

derived from four wells which produced approximately 141.1 million gallons in 2024.

The aggregate pumping capacity of the four wells is

Water supply to our Pinelands Water System is derived from four wells which produced approximately 123 million gallons in 2025.

The aggregate pumping capacity of the four wells is 2.2 mgd.

Wastewater Facilities

Pinelands Wastewater System

The Pinelands Wastewater System discharges into

the South Branch of the Rancocas Creek through a wastewater treatment plant that provides clarification, sedimentation, filtration and

disinfection.

The Pinelands Wastewater System discharges into the South Branch of the Rancocas Creek through a wastewater treatment plant that provides clarification, sedimentation, filtration and disinfection.

The total capacity of the plant is 0.5 mgd, and the system treated approximately 87.0 million gallons in 2025.

Human Capital Management

The Company strives to attract and retain employees

by offering competitive compensation and benefits along with career development and training opportunities in a safe, supportive and inclusive

work environment.

Our mission, our business philosophy and the manner in which we deliver value for our customers, our shareholders

and our employees is inherent in what we, as an enterprise, profess to be our core values of Respect, Integrity, Growth, Honesty

and Teamwork.

The Company strives to attract and retain employees by offering competitive compensation and benefits along with career development and training opportunities in a safe, supportive and inclusive work environment.

Our mission, our business philosophy and the manner in which we deliver value for our customers, our shareholders and our employees, is inherent in what we, as an enterprise, profess to be our core values of Respect, Invest, Growth, Honesty and Teamwork.

Our employees’ success is a key element of the Company’s success.

As of December 31, 2025, the Company had 395 employees.

employees is subject to a collective bargaining agreement.

None of our employees are subject to a collective bargaining agreement.

We believe our employee relations are positive.

Employee Compensation

We offer comprehensive competitive employee compensation

and benefit programs consistent with job functions, skill levels, experience, knowledge and geographic location.

These programs are periodically

independently evaluated by a nationally recognized consulting firm to gauge effectiveness and are benchmarked against industry peers and

the overall markets in which we operate our businesses.

Compensation increases and incentive compensation are based on merit, which is

communicated to employees and documented in our bi-annual performance evaluation process.

Benefits include a variety of programs to enhance

employee overall physical, mental and financial health and well-being, including healthcare insurance, employer funded retirement savings

plans, life insurance, disability insurance, accident insurance, tuition reimbursement, flu shots, wellness newsletters and webinars,

flexible hybrid office and remote work capabilities, incentive programs for achieving fitness milestones, financial counseling, elder

care assistance, substance abuse support and more.

The Company has implemented safety programs and

management practices designed to promote a culture of safety to protect its employees.

This includes required trainings for employees,

as well as specific qualifications and certifications for certain operational employees.

All employees have been empowered to report,

and immediately stop work which, in their personal judgement, is unsafe or is not consistent with our safety policies and procedures.

They can take this action without fear of reprisal.

Employee Development

The Company employs various training and other

educational programs and has developed company-wide and project-specific training and educational programs, including tuition assistance

for full-time employees enrolled in pre-approved undergraduate or graduate courses or professional licensing courses.

All employees receive

training to identify and report operational and financial risks, as well as risks to Company brand and reputation, which fosters a personal

culture of accountability and reinforces our commitment to a safe and sustainable workplace.

All employees receive cybersecurity training

and other education regarding their use of sensitive data.

Our Executive Management team and our Board of Directors continually assess

succession plans, leadership development progress

and policies and strategies regarding recruitment, retention, career development, diversity,

equity and inclusion.

Formalized succession planning strategies have been developed for key leadership positions.

Belonging & Inclusion

The Company is committed to fostering a workplace where employees feel valued,

respected, and empowered to contribute their unique perspectives.

The Company is focused on recruitment and/or development of both external

and internal candidates so that all prospective and current employees are provided an opportunity to advance their careers.

on belonging and inclusion can be found on our website and are not part of this Annual Report on Form 10-K.

Our business in our franchised service areas is

substantially free from direct competition for growth with other public utilities, municipalities and other entities.

However, our ability

to provide contract wholesale water supply and operations and maintenance services that are not under the jurisdiction of a state public

utility commission is subject to competition from other public utilities, municipalities and other entities.

Although Tidewater has been

granted exclusive franchises for its existing community water systems, the ability to expand service areas can be affected by the Delaware

Public Service Commission (DEPSC) awarding franchises to other regulated water utilities with whom we compete for such franchises and

for projects.

Our rates charged to customers for utility services,

the quality of the services we provide and certain other matters are regulated by the state public utility commissions in the states where

we operate, including the NJBPU and the DEPSC (collectively, the Public Utility Commissions).

Our USA, USA-PA and White Marsh subsidiaries are

not regulated public utilities as related to rates and service quality.

However, they are subject to federal and state environmental regulations

with respect to water quality and wastewater effluent quality to the extent such services are provided.

We are subject to environmental and water quality

regulation by the following regulatory agencies (collectively, the Government Environmental Regulatory Agencies):

Employee Compensation and Benefits

The Company provides competitive compensation and benefits programs designed to attract, retain, and motivate qualified employees.

Compensation is structured based on job responsibilities, skill level, experience, and geographic market considerations.

The Company periodically reviews and evaluates its compensation programs, including through independent benchmarking against industry peers and relevant labor markets.

Compensation increases and incentive compensation are merit-based and linked to individual performance, as documented through the Company’s bi-annual performance management process.

The Company offers a range of benefits intended to support employees’ physical, mental, and financial well-being, including healthcare coverage, employer-funded retirement plans, insurance programs, and other benefits consistent with market practice.

The Company has implemented safety programs and management practices designed to promote a safe work environment and protect employee health.

These programs include required safety training for all employees, as well as role-specific qualifications and certifications for certain operational positions.

Employees are encouraged to identify and report unsafe conditions and are authorized to stop work they reasonably believe presents a safety risk or does not comply with Company safety policies and procedures.

The Company maintains a policy of non-retaliation for employees who raise safety concerns or exercise stop-work authority in good faith.

Employee Development and Training

The Company maintains training and educational programs designed to support workforce capability, operational effectiveness, and risk awareness.

These programs include company-wide and role-specific training initiatives delivered through Middlesex Water Company Academy, the Company’s internal learning and development framework that supports onboarding, role-based training, leadership development, and ongoing professional development.

The Company also offers tuition assistance for eligible full-time employees enrolled in pre-approved undergraduate, graduate, or professional licensing programs.

Employees receive training to identify and report operational, financial, cybersecurity, physical security and other enterprise risks, including risks related to the protection and use of sensitive data, physical risks and risks to the Company’s brand and reputation, reinforcing accountability and responsible risk management.

Executive management and the Board of Directors regularly review leadership development progress, workforce planning, and succession planning for key leadership positions.

In addition, formal succession plans have also been established for certain critical roles to support business continuity and long-term organizational needs.

Workplace Culture

The Company seeks to maintain a professional work environment in which employees are treated with respect and provided opportunities to contribute and develop based on their skills, experience, and performance.

The Company focuses on the recruitment and development of both external and internal candidates to support workforce continuity and organizational effectiveness.

Our business in our franchised service areas is substantially free from direct competition for growth with other public utilities, municipalities and other entities.

However, our ability to provide contract wholesale water supply and operations and maintenance services that are not under the jurisdiction of a state public utility commission is subject to competition from other public utilities, municipalities and other entities.

Although Tidewater has been granted exclusive franchises for its existing community water systems, the ability to expand service areas can be affected by the Delaware Public Service Commission (DEPSC) awarding franchises to other regulated water utilities with whom we compete for such franchises and for projects.

Our rates charged to customers for utility services, the quality of the services we provide and certain other matters are regulated by the state public utility commissions in the states where we operate, including the NJBPU and the DEPSC (collectively, the Public Utility Commissions).

Our USA, USA-PA and White Marsh subsidiaries are not regulated public utilities as related to rates and service quality.

However, they are subject to federal and state environmental regulations with respect to water quality and wastewater effluent quality to the extent such services are provided.

We are subject to environmental and water quality regulation by the following regulatory agencies (collectively, the Government Environmental Regulatory Agencies):

• United States Environmental Protection Agency (USEPA);

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• Delaware Department of Natural Resources and Environmental Control, the Delaware Department of Health and Social Services-Division of Public Health (DEDPH), and the Delaware River Basin Commission with respect to operations in Delaware.

In addition, our issuances of equity securities

are subject to the prior approval of the NJBPU and require registration with the United States Securities and Exchange Commission.

issuances of long-term debt securities are subject to the prior approval of the respective state Public Utility Commissions.

In addition, our issuances of equity securities are subject to the prior approval of the NJBPU and require registration with the United States Securities and Exchange Commission.

Our issuances of long-term debt securities are subject to the prior approval of the respective state Public Utility Commissions.

Regulation of Rates and Services

For regulated rate setting purposes, we account

separately for our regulated utility operations to facilitate independent rate setting by the applicable Public Utility Commissions.

In determining our regulated utility rates, the

respective Public Utility Commissions consider the revenue, expenses and utility infrastructure used and useful in providing service to

Rate determinations by the respective Public Utility Commissions do not guarantee achievement by our regulated utility companies

of specific rates of return for our regulated utility operations.

Thus, we may not achieve the rates of return authorized by the Public

Utility Commissions.

In addition, there can be no assurance that any future rate increases will be granted or, if granted, that they will

be in the amounts requested.

Middlesex Rate Matters

The approval by the NJBPU in February 2024 of

the negotiated settlement of the Middlesex 2023 base rate case is expected to increase annual operating revenues by $15.4 million, effective

March 1, 2024.

The approved tariff rates were designed to recover increased operating costs as well as a return on invested capital of

$563.1 million, based on an authorized return on common equity of 9.6%.

Middlesex has made capital infrastructure investments to ensure

prudent upgrade and replacement of its utility assets to support continued regulatory compliance, resilience and overall quality of service.

In August 2023, Middlesex and 3M Company (3M) executed a settlement agreement (Settlement Agreement) to resolve a lawsuit Middlesex previously

initiated claiming 3M introduced Perfluoroalkyl Substances (PFAS) into the Company’s water supply for its Park Avenue Wellfield

Treatment Plant (Park Avenue Plant).

The rate case settlement provided that the net proceeds from the 3M Settlement Agreement were to

be used to mitigate the increase in customer rates and reimburse Middlesex for previously incurred costs for the construction of the Park

Avenue Plant PFAS treatment upgrades, including depreciation and carrying costs.

This resulted in the reclassification of $48.3 million

from Regulatory Liabilities to Contributions in Aid of Construction from the December 31, 2023 balance sheet.

In 2024, the Company also

recognized the recovery of $0.9 million for depreciation and $4.1 million for carrying costs associated with the Park Avenue Plant PFAS

treatment upgrades, as well as the recovery of $2.6 million of previously incurred operating treatment costs while the Park Avenue Plant

PFAS treatment upgrades were in process.

The Middlesex Lead Service Line Replacement (LSLR)

Plan, which was approved by the NJBPU in January 2024, has commenced and Middlesex is currently recovering $1.2 million of costs for replacing

customer-owned lead service lines incurred through June 2024, which are being recovered between September 2024 and February 2025.

of $0.6 million for replacing customer-owned lead service lines incurred between July 2024 through December 2024 will be recovered beginning

in March 2025 through August 2025.

The LSLR surcharge is required to be reset every six months over the life of the LSLR Plan.

Cost recovery

for replacing Company-owned lead service lines are recoverable through traditional rate making in connection with general rate case filings.

In October 2023, the NJBPU approved Middlesex’s

petition for a Distribution System Improvement Charge (DSIC) Foundation Filing, which is a prerequisite to implementing a DSIC rate that

allows water utilities to recover investments in, and generate a return on, qualifying capital improvements to their water distribution

system made between base rate proceedings.

Middlesex is authorized to recover DSIC revenues up to five percent (5%) of total revenues

established in Middlesex’s 2021 base rate proceeding, or approximately $5.5 million.

Semi-annually, beginning in April 2024, the

Company must file for a change in its DSIC rate seeking recovery for DSIC-eligible investments made during the period.

DSIC rates remain

in effect until Middlesex’s next base rate case increase subsequent to the March 1, 2024 increase.

Under the terms of the Foundational

Filing, the Company is required to file a base rate petition before November 2026.

In May 2024, the NJBPU approved a DSIC rate, effective

May 26, 2024, that is expected to result in $0.5 million of annual revenue.

In November 2024, the NJBPU approved a DSIC rate, effective

November 26, 2024, that is expected to result in an additional $0.6 million of annual revenue.

Middlesex expects to file for an additional

DSIC rate increase in April 2025.

In February 2025, the NJBPU approved Middlesex’s

petition to reset its Purchased Water Adjustment Clause (PWAC) tariff rate to recover additional annual costs of $0.5 million, primarily

for the purchase of treated water from a non-affiliated water utility regulated by the NJBPU.

A PWAC is a rate mechanism that allows for

recovery of increased purchased water costs between base rate case filings.

The PWAC is reset to zero once those increased costs are

included in base rates.

The new PWAC rate will be effective March 1, 2025.

Tidewater Rate Matters

In September 2024, the DEPSC approved Tidewater’s

petition to recover up to $2.1 million of costs associated with Tidewater’s obligation to identify and inventory lead service lines

throughout Tidewater’s service area, as required by federal law and Delaware regulations.

Recovery of these costs began February

1, 2025 and is expected to continue through January 2028.

Through December 31, 2024, Tidewater has spent $1.8 million, which is included

in Regulatory Assets.

In August 2024, Tidewater filed an application

with the DEPSC to increase its general rates for water service.

In the application, Tidewater seeks an overall increase in annual operating

revenue of $10.3 million or 25.66% over current revenue.

The request for rate increases will allow Tidewater to recover prudently incurred

investments made in the last ten years to support continued regulatory compliance, enhanced water quality, service reliability, security

and resiliency of the water utility infrastructure assets.

Effective October 30, 2024, Tidewater received approval of the DEPSC to suspend

its DSIC rate and implement an interim rate increase, which is expected to result in approximately $2.5 million of annual revenues, subject

to refund pending the outcome of the rate case application.

In February 2025, Tidewater and the Town of Ocean

View, Delaware’s (Ocean View) joint application of Tidewater’s purchase of all of the rights, title, and interest in the water

utility assets of Ocean View for $4.6 million was approved by the DEPSC.

Ocean View serves approximately 900 customers in Sussex County,

Tidewater currently provides water service to most residents of Ocean View other that the 900 customers currently served by

Closing on this purchase is expected by April 2025.

Southern Shores Rate Matters

Southern Shores provides water service to a 2,200

unit condominium community in Sussex County, Delaware under a DEPSC-approved agreement expiring December 31, 2029 .

Under the agreement,

rates are increased when there are unanticipated capital expenditures or regulatory related changes in operating expenses exceed certain

In 2024, capital expenditures did exceed the established threshold.

In addition, rates are increased annually by the lesser

of the regional Consumer Price Index or 3%.

Effective January 1, 2025, Southern Shores rates were increased $0.1 million or 6.51%.

Regulatory Service Matters

Twin Lakes Utilities, Inc.

(Twin Lakes) –

Twin Lakes provides water services to approximately 115 residential customers in Shohola, Pennsylvania.

In January 2021, the Pennsylvania

Public Utility Commission (PAPUC) appointed a large Pennsylvania based investor-owned utility as the receiver (the Receiver Utility) of

the Twin Lakes system.

In November 2021, the PAPUC issued an Order ordering the Receiver Utility to acquire the Twin Lakes water system

and for Middlesex, the parent company of Twin Lakes, to submit $1.7 million into an escrow account within 30 days.

In January 2025, the

United States Court of Appeals for the Third Circuit (Third Circuit Court) upheld the PAPUC Order.

Following the Third Circuit Court’s

decision, Middlesex will not pursue further litigation in the federal courts and intends to submit the required escrow payment to complete

the Receiver Utility’s acquisition of the Twin Lakes system.

The estimated loss recorded by the Company related to this matter,

and the financial results, total assets and financial obligations of Twin Lakes are not material to Middlesex.

For regulated rate setting purposes, we account separately for our regulated utility operations to facilitate independent rate setting by the applicable Public Utility Commissions.

In determining our regulated utility rates, the respective Public Utility Commissions consider the revenue, expenses and utility infrastructure used and useful in providing service to the public.

Rate determinations by the respective Public Utility Commissions do not guarantee achievement by our regulated utility companies of specific rates of return for our regulated utility operations.

Thus, we may not achieve the rates of return authorized by the Public Utility Commissions.

In addition, there can be no assurance that any future rate increases will be granted or, if granted, that they will be in the amounts requested.

Middlesex - In February 2026, the NJBPU approved:

• $14.5 million of base rate increases for Middlesex and Pinelands, effective February 23, 2026;

• A Resiliency and Environmental System Improvement Charge (RESIC) Foundational Filing, which allows for the recovery of certain costs of future Middlesex and Pinelands investments related to compliance with requirements to address existing and emerging chemical elements or compounds, installation of new plant or equipment or replacement of existing plant or equipment to further maintain, enhance, or improve resiliency, health, safety or environmental protection;

• A Distribution System Improvement System Charge (DSIC) Foundational Filing, which allows for the recovery of future Middlesex and Pinelands Water investments in qualifying capital improvements to their water distribution system.

In January 2026, the NJBPU approved the merger of Pinelands into Middlesex through a corporate reorganization.

In addition to above, Middlesex is currently recovering costs associated with its Lead Service Line Replacement Plan, prior DISC eligible investments and purchased water.

Tidewater - In July 2025, the DEPSC approved a $5.5 million base rate increase for Tidewater, effective July 3, 2025.

In addition to the above, Tidewater is currently recovering costs associated with DSIC investments and Tidewater's obligation to identify and inventory lead service lines.

For additional information on these rate matters, see Note 2, Rate and Regulatory Matters .

Water and Wastewater Quality and Environmental Regulations

Government environmental regulatory agencies regulate

our operations in New Jersey and Delaware with respect to water supply, treatment and distribution systems and the quality of the water.

Government environmental regulatory agencies regulate our operations in New Jersey and Delaware with respect to water supply, treatment and distribution systems and the quality of the water.

They also regulate our operations with respect to wastewater collection, treatment and disposal.

Regulations relating to water quality require

us to perform tests to ensure our water meets state and federal quality requirements.

We participate in industry-related research to identify

technologies that may reduce the level of

organic, inorganic and synthetic compounds found in water.

The cost to water utilities to comply

with any proposed water quality standards depends in part on the limits set in the regulations and on the method selected to treat the

water to the required standards.

We regularly test our water to determine compliance with government environmental regulatory agencies’

water quality standards.

In April 2024, the USEPA finalized drinking water

regulations for PFAS, establishing maximum contaminant levels (MCLs) for three PFAS compounds (Regulated PFAS) that are lower than the

current New Jersey Department of Environmental Protection MCLs adhered to by the Company.

Under the new USEPA regulations effective April

2024, water systems must monitor for Regulated PFAS and have three years to complete initial monitoring (by April 2027), followed by ongoing

compliance monitoring.

Water systems must also provide the public with information on the levels of Regulated PFAS in their drinking water

beginning in 2027.

Water systems have five years (by April 2029) to implement solutions that reduce Regulated PFAS if monitoring shows

that drinking water levels exceed these MCLs.

Beginning in April 2029, water systems that have

Regulated PFAS in drinking water which exceeds one or more of these MCLs must take action to reduce levels of these PFAS compounds in

their drinking water and must provide notification to the public of the violation.

In anticipation of these new USEPA standards,

in 2023, the Company began implementing its strategy to meet these lower MCLs for Regulated PFAS and is currently performing preliminary

engineering studies to ensure that effective PFAS treatment approaches are implemented.

We treat the groundwater supplies in our Middlesex

System with chlorination for primary disinfection purposes and use air stripping for removal of volatile organic compounds.

Surface water treatment in our Middlesex

System is by conventional treatment;

Regulations relating to water quality require us to perform tests to ensure our water meets state and federal quality requirements.

We participate in industry-related research to identify technologies that may reduce the level of organic, inorganic and synthetic compounds found in water.

The cost to water utilities to comply with any proposed water quality standards depends in part on the limits set in the regulations and on the method selected to treat the water to the required standards.

We regularly test our water to determine compliance with government environmental regulatory agencies’ water quality standards.

In April 2024, the USEPA finalized drinking water regulations for Perfluoroalkyl Substances (PFAS), establishing maximum contaminant levels (MCLs) for three PFAS compounds (Regulated PFAS) that are lower than the current NJDEP MCLs adhered to by the Company.

Under the new USEPA regulations effective April 2024, water systems must monitor for Regulated PFAS and have three years to complete initial monitoring (by April 2027), followed by ongoing compliance monitoring.

Water systems must also provide the public with information on the levels of Regulated PFAS in their drinking water beginning in 2027.

Delaware law requires all water systems to notify their customers beginning in 2026 if PFAS levels exceed the proposed EPA MCL .

Water systems have five years (by April 2029) to implement treatment solutions if monitoring shows that drinking water levels exceed these MCLs.

The USEPA has announced its plans to issue a proposed rule extending the compliance date to 2031, however currently no rule has been published.

Beginning in April 2029 and absent an extension by the USEPA, water systems that have Regulated PFAS in drinking water which exceeds one or more of these MCLs must take action to comply with the USEPA rule and must provide notification to the public of the violation.

In anticipation of these new USEPA standards, in 2023, the Company began implementing its strategy to meet these lower MCLs for Regulated PFAS and is finalizing preliminary engineering studies and has begun preliminary design of for PFAS treatment at the Company's largest water treatment facility in New Jersey to ensure that effective PFAS treatment approaches are implemented.

Similarly, in Delaware the Company currently treats for PFAS at four locations and is implementing a strategy to treat at other locations as needed to ensure compliance with the new regulation.

We treat the groundwater supplies in our Middlesex System with chlorination for primary disinfection purposes and use air stripping for removal of volatile organic compounds.

In addition, we use granular activated carbon filtration for Regulated PFAS compounds treatment.

Surface water treatment in our Middlesex System is by conventional treatment;

coagulation, sedimentation and filtration.

The treatment process includes pH adjustment, ozone and

chlorination for disinfection, and corrosion control for the distribution system.

Treatment of groundwater in our Tidewater System

is by chlorination for disinfection purposes and, in some cases, pH adjustment and filtration for nitrate and iron removal and granular

activated carbon filtration for organics removal.

Chloramination is used for final disinfection at Southern Shores.

Treatment of groundwater in the Pinelands Water

System (primary disinfection only) is performed at individual well sites.

Treatment of wastewater in the Pinelands Wastewater

System includes the use of rotating biological contactors.

The NJDEP and DEDPH monitor our activities and

review the results of water quality tests that are performed for adherence to applicable regulations.

Other applicable regulations include

the Lead, Copper and Lead Service Line Rules, the Federal Surface Water Treatment Rule and the Federal Total Coliform Rule and regulations

for maximum contaminant levels established for various volatile organic compounds.

The Company must comply with various environmental

laws and regulations promulgated by the USEPA, NJDEP and other governmental agencies, including the Toxic Catastrophe Prevention Act,

the Spill Prevention, Control, and Countermeasure Rule and the Discharge Prevention Program of the New Jersey Spill Compensation and Control

Customer demand for our water during the warmer

months is generally greater than other times of the year due primarily to additional consumption of water in connection with irrigation

systems, swimming pools, cooling systems and other outside water use.

Throughout the year, and particularly during typically warmer months,

demand may vary with temperature and rainfall timing and overall levels.

In the event that temperatures during the typically warmer months

are cooler than normal, or if there is more rainfall than normal, the customer demand for our water may decrease and therefore, adversely

affect our revenues.

Upon the retirements of President and Chief Executive

Officer Dennis W.

Doll, and Senior Vice President, Treasurer and Chief Financial Officer Bruce O’Connor, the Company named Nadine

Leslie its new President and Chief Executive Officer effective March 1, 2024 and Mohammed G.

Zerhouni its new Senior Vice President,

Chief Financial Officer and Treasurer effective June 24, 2024.

Leslie was also appointed to the Board of Directors effective March

In December 2024, the Company named Gregory Sorensen

its new Vice President and Chief Operating Officer.

His responsibilities include water and wastewater operations, capital program planning

and delivery, safety and security, sustainability, and growth initiatives.

The treatment process includes pH adjustment, ozone and chlorination for disinfection, and corrosion control for the distribution system.

Treatment of groundwater in our Tidewater System is by chlorination for disinfection purposes, ion exchange for PFAS treatment and, in some cases, pH adjustment and filtration for nitrate and iron removal.

Chloramination is used for final disinfection at Southern Shores and at a Tidewater plant.

Treatment of groundwater in the Pinelands Water System (primary disinfection only) is performed at individual well sites.

Treatment of wastewater in the Pinelands Wastewater System includes the use of rotating biological contactors.

The NJDEP and DEDPH monitor our activities and review the results of water quality tests that are performed for adherence to applicable regulations.

Other applicable regulations include the Lead, Copper and Lead Service Line Rules, the Federal Surface Water Treatment Rule and the Federal Total Coliform Rule and regulations for maximum contaminant levels established for various volatile organic compounds.

The Company must comply with various environmental laws and regulations promulgated by the USEPA, NJDEP and other governmental agencies, including the Toxic Catastrophe Prevention Act, the Spill Prevention, Control, and Countermeasure Rule and the Discharge Prevention Program of the New Jersey Spill Compensation and Control Act.

Customer demand for our water during the warmer months is generally greater than other times of the year due primarily to additional consumption of water in connection with irrigation systems, swimming pools, cooling systems and other outside water use.

Throughout the year, and particularly during typically warmer months, demand may vary with temperature and rainfall timing and overall levels.

In the event that temperatures during the typically warmer months are cooler than normal, or if there is more rainfall than normal, the customer demand for our water may decrease and therefore, adversely affect our revenues.

This table lists information concerning our executive management team:

Principal Position(s)

Nadine Leslie

President, Chief Executive Officer and Director

Senior Vice President, Chief Financial Officer and Treasurer

Gregory Sorensen

Name Age Principal Position(s)

Nadine Leslie 62 President, Chief Executive Officer and Board of Directors Chair

Zerhouni 50 Senior Vice President, Chief Financial Officer and Treasurer

55 Vice President and Chief Operating Officer

President – New Jersey Operations

Vice President - Human Resources

Vice President - General Counsel and Secretary

Vice President -Information Technology and Chief Technology Officer

President- Delaware Operations

Vice President - Communications and Corporate Affairs

Corporate Controller and Principal Accounting Officer

Nadine Leslie –

Fullagar 59 President – New Jersey Operations

Ginegaw 50 Vice President - Human Resources

Kooper 53 Vice President - General Counsel and Secretary

Simpson 52 Vice President -Information Technology and Chief Technology Officer

Patrick 57 President- Delaware Operations

Capko 52 Corporate Controller and Principal Accounting Officer

Nadine Leslie – Ms.

Leslie joined the Company as President and Chief Executive Officer in March 2024.

Leslie is an accomplished leader with more than 25 years of domestic and international experience in the Water

Leslie is an accomplished leader with more than 25 years of domestic and international experience in the Water Industry.

She previously served as Chief Executive Officer of Suez North America from 2019 to 2022.

Leslie holds a Bachelor of

Science degree in civil engineering from the Faculte des Sciences in Haiti and completed an internship/scholarship program in urban

planning at La Cambre University in Belgium.

Leslie currently serves as a Director on the Board of Directors of Provident Financial Services,

(since June 2021) and Syensqo SA/NV (since December 2023).

Leslie holds a Bachelor of Science degree in civil engineering from the Faculte des Sciences in Haiti and completed an internship/scholarship program in urban planning at La Cambre University in Belgium.

Leslie currently serves as a Director on the Board of Directors of Provident Financial Services, Inc.

(since June 2021), Hackensack Meridian Health (since July 2020) and Syensqo SA/NV (from December 2023 through July 2025).

Zerhouni – Mr.

a Certified Public Accountant, joined the Company in June 2024 as Senior Vice President, Chief Financial Officer and Treasurer.

most recently the Senior Vice President of Finance and Principal Accounting Officer of SJW Group.

Prior to joining SJW Group, he was the

Chief Financial Officer for Veolia North America’s regulated utility business.

Zerhouni served in various roles of increasing

responsibility up to Senior Manager in the audit practice of PricewaterhouseCoopers LLP.

Zerhouni attended Franklin University, where

he received a Bachelor of Science in Accounting and a Masters in Business Administration.

Gregory Sorensen - Mr.

Sorensen joined

the Company in December 2024 as Vice President and Chief Operating Officer.

Zerhouni, a Certified Public Accountant, joined the Company in June 2024 as Senior Vice President, Chief Financial Officer and Treasurer.

He was most recently the Senior Vice President of Finance and Principal Accounting Officer of SJW Group.

Prior to joining SJW Group, he was the Chief Financial Officer for Veolia North America’s regulated utility business.

Zerhouni served in various roles of increasing responsibility up to Senior Manager in the audit practice of PricewaterhouseCoopers LLP.

Zerhouni attended Franklin University, where he received a Bachelor of Science in Accounting and a Masters in Business Administration.

Sorensen - Mr.

Sorensen joined the Company in December 2024 as Vice President and Chief Operating Officer.

Prior to joining the Company, Mr.

Sorensen served as President,

West Region at Liberty Utilities where he led a team of 800 professionals delivering safe and reliable water, wastewater, and electric

service in Arizona, California, Texas and Chile.

Sorensen served as President, West Region at Liberty Utilities where he led a team of 800 professionals delivering safe and reliable water, wastewater, and electric service in Arizona, California, Texas and Chile.

At Liberty, Mr.

Sorensen had nearly 20 years of progressive leadership roles including

in accounting, customer service, engineering, operations and general management.

Sorensen had nearly 20 years of progressive leadership roles including in accounting, customer service, engineering, operations and general management.

Before joining Liberty, Mr.

Sorensen worked in

various roles in accounting and finance for an international call center company in Arizona and in public accounting in North Carolina

and Georgia, where he maintains his Certified Public Accountant license.

Sorensen attended Wake Forest University where he received

a Bachelor of Science in Accounting.

Sorensen worked in various roles in accounting and finance for an international call center company in Arizona and in public accounting in North Carolina and Georgia.

Sorensen attended Wake Forest University where he received a Bachelor of Science in Accounting.

Fullagar – Mr.

Fullagar, a licensed professional engineer, joined the Company in 1997, was named Assistant Vice President-Operations in January 2019

and promoted to Vice President-Operations in July 2019.

February 2025, Mr.

Fullagar, a licensed professional engineer and New Jersey T4 and W4 Licensed Operator, joined the Company in 1997, was named Assistant Vice President-Operations in January 2019 and promoted to Vice President-Operations in July 2019.

In February 2025, Mr.

Fullagar was promoted to President-New Jersey Operations.

Fullagar attended the New Jersey Institute of Technology, where he received a Bachelor of Science Degree in Civil Engineering.

Fullagar serves as Sector Chair of the New Jersey Infrastructure Advisory Committee and is a Member of the NJDEP’s Licensed Operator

Advisory Committee.

Fullagar serves as Sector Chair of the New Jersey Infrastructure Advisory Committee and is a Member of the NJDEP’s Licensed Operator Advisory Committee.

Ginegaw – Ms.

Ginegaw joined

Tidewater in 2004 and in 2007 was promoted to Director of Human Resources for Middlesex.

Ginegaw joined Tidewater in 2004 and in 2007 was promoted to Director of Human Resources for Middlesex.

In March 2012, Ms.

Ginegaw was named Vice President-Human

Ginegaw was named Vice President-Human Resources.

Prior to joining the Company, Ms.

Ginegaw worked in various human resources positions in the healthcare and transportation/logistics

industries and is a Society for Human Resource Management Certified Professional.

Ginegaw attended Wichita State University,

where she received a Bachelor of Arts in Field Studies, Business and Psychology, and Wilmington University, where she received a Master’s

in Business Administration.

Ginegaw worked in various human resources positions in the healthcare and transportation/logistics industries and is a Society for Human Resource Management Certified Professional.

Ginegaw attended Wichita State University, where she received a Bachelor of Arts in Field Studies, Business and Psychology, and Wilmington University, where she received a Master’s in Business Administration.

Ginegaw serves as a volunteer director on the Board of the New Jersey Utilities Association.

Kooper joined

the Company in 2014 as Vice President and General Counsel and serves as Secretary for the Company and all subsidiaries.

Prior to joining

the Company, Mr.

Kooper held various positions in private and public entities as well as in private law practice, representing electric,

gas, water, wastewater, telephone and cable companies as well as municipalities and private clients before 17 state public utility commissions

and legislatures, federal agencies and federal and state appellate courts.

Kooper serves as a volunteer director on selected

non-profit utility industry-related Boards including the National Association of Water Companies (current Director and Chairman of the

New Jersey Chapter) and the New Jersey State Bar Association’s Public Utility Law Section (current Consultor and Past Chairman)

and on other non-profit boards based in New Jersey, including as President of Temple B’Nai Abraham in Livingston, New Jersey and

as a Director of the Crohn’s and Colitis Foundation’s New Jersey Chapter.

Kooper joined the Company in 2014 as Vice President and General Counsel and serves as Secretary for the Company and all subsidiaries.

Prior to joining the Company, Mr.

Kooper held various positions in private and public entities as well as in private law practice, representing electric, gas, water, wastewater, telephone and cable companies as well as municipalities and private clients before 17 state public utility commissions and legislatures, federal agencies and federal and state appellate courts.

Kooper serves as a volunteer director on selected non-profit utility industry-related Boards including the New Jersey State Bar Association’s Public Utility Law Section (current Consulter and Past Chairman) and serves as the Chairman of the National Association of Water Companies’ New Jersey Chapter.

Kooper also serves on other non-profit boards based in New Jersey, including as President of Temple B’Nai Abraham in Livingston, New Jersey and as a Director of the Crohn’s and Colitis Foundation’s New Jersey Chapter.

Simpson – Ms.

joined the Company in 2009, was named Assistant Vice President-Information Technology in January 2019 and promoted to Vice President-

Information Technology in July 2019.

Simpson joined the Company in 2009, was named Assistant Vice President-Information Technology in January 2019 and promoted to Vice President- Information Technology in July 2019.

In April 2022, Ms.

2 unchanged sentences

Simpson held various Information Technology positions and has gained an extensive array of technical and business computer certifications.

Simpson graduated from Monroe College in New York with a Bachelor’s Degree in Information

Simpson serves as a member of the Delaware Cyber Security Advisory Council, the Society for Information Management, New Jersey chapter

and the Project Management Institute, New Jersey chapter.

Simpson graduated from Monroe University in New York with a Bachelor’s Degree in Information Systems.

Simpson serves as a member of the Delaware Cyber Security Advisory Council, the Society for Information Management, New Jersey chapter and the Project Management Institute, New Jersey chapter.

Patrick – Mr.

licensed professional engineer, joined Tidewater in February 2002 as Vice President of Engineering.

He was promoted to Vice President

and General Manager in April 2012, Executive Vice President in April 2023, and President in December 2023.

Patrick has extensive

experience in regulatory compliance, permitting, planning and design.

Prior to joining Tidewater, he served as Kent County, Delaware Public

Works Director and County Engineer where he had overall responsibility for the County’s regional wastewater facilities.

Patrick also held prior positions with the Delaware Department of Natural Resources and Environmental Control as well as

the Delaware Division of Public Health.

Brian Hague – Mr.

Hague joined the

Company in February 2025 as Vice President, Communications and Corporate Affairs.

For more than 20 years, Mr.

Hague has held numerous

management positions in both the public and private sectors, most recently as Director of Government Affairs & Communications at American

Hague holds a Bachelor of Arts degree from Rutgers University and is, and has been, a board member for various state

and local business associations, advocacy groups, and non-profit organizations.

Capko, a Certified

Public Accountant, joined the Company in 2009 as Corporate Controller.

Patrick, a licensed professional engineer, joined Tidewater in February 2002 as Vice President of Engineering.

He was promoted to Vice President and General Manager in April 2012, Executive Vice President in April 2023, and President in December 2023.

Patrick has extensive experience in regulatory compliance, permitting, planning and design.

Prior to joining Tidewater, he served as Kent County, Delaware Public Works Director and County Engineer where he had overall responsibility for the County’s regional wastewater facilities.

Patrick also held prior positions with the Delaware Department of Natural Resources and Environmental Control as well as the Delaware Division of Public Health.

Capko, a Certified Public Accountant, joined the Company in 2009 as Corporate Controller.

On March 28, 2023, Mr.

Capko was appointed Principal Accounting

Officer of Middlesex.

Capko is also a Director and Treasurer of Tidewater and White Marsh and Controller of USA, USA-PA, Pinelands

Water and Pinelands Wastewater.

Capko was appointed Principal Accounting Officer of Middlesex.

Capko is also a Director and Treasurer of Tidewater and White Marsh and Controller of USA, USA-PA, Pinelands Water and Pinelands Wastewater.

Prior to joining Middlesex, Mr.

Capko was an Audit Senior Manager with Deloitte & Touche LLP, with

a focus on publicly traded regulated utilities including several regulated public utility clients subject to the jurisdiction of the NJBPU.

Capko was an Audit Senior Manager with Deloitte & Touche LLP, with a focus on publicly traded regulated utilities including several regulated public utility clients subject to the jurisdiction of the NJBPU.

Capko serves as the Treasurer of the National Association of Water Companies’ New Jersey Chapter.

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-K

Item 1. Business