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Item 8. Financial Statements and Supplementary Data

2026-02-19 compared with 2025-02-28 · 609 added, 839 removed, 426 unchanged (77% of the section changed)

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

To the Stockholders and the Board of Directors of Middlesex Water Company:

Opinions on the Financial Statements and Internal Control over Financial

We have audited the accompanying consolidated

balance sheets and consolidated statements of capital stock and long-term debt of Middlesex Water Company (the "Company") as

of December 31, 2024 and 2023, the related consolidated statements of income, common stockholders' equity, and cash flows for each of

the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the "consolidated financial

statements").

We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on

criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations

of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements

present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of their

operations and their cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles

generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal

control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework:

(2013) issued by COSO.

Index to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm (PCAOB ID 238 )

Report of Independent Registered Public Accounting Firm (PCAOB ID 23 )

Consolidated Statements of Income for each of the three years in the period ended December 31, 2025

Consolidated Balance Sheets at December 31, 2025 and 2024

Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2025

Consolidated Statements of Capital Stock and Long-term Debt as of December 31, 2025 and 2024

Consolidated Statements of Common Stockholders’ Equity for each of the three years in the period ended December 31, 2025

Notes to Consolidated Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Middlesex Water Company

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheet, including the consolidated statement of capital stock and long-term debt, of Middlesex Water Company and its subsidiaries (the "Company") as of December 31, 2025, and the related consolidated statements of income, of common stockholders' equity and of cash flows for the year then ended, including the related notes (collectively referred to as the "consolidated financial statements").

We also have audited the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company’s management is responsible

for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment

of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal

Control over Financial Reporting.

Our responsibility is to express an opinion on the Company's consolidated financial statements and an

opinion on the Company’s internal control over financial reporting based on our audits.

We are a public accounting firm registered

with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect

to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange

Commission and the PCAOB.

We conducted our audits in accordance with the

standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated

financial statements are free of material misstatement, whether due to error or fraud and whether effective internal control over financial

reporting was maintained in all material respects.

Our audits of the financial statements included

performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud,

and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts

and disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used and significant

estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

Our audit of internal

control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk

that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed

Our audits also included performing such other procedures as we considered necessary in the circumstances.

We believe that our audits

provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control

Over Financial Reporting

A company's internal control over financial reporting

is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial

statements for external purposes in accordance with generally accepted accounting principles.

A company's internal control over financial

reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately

and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions

are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and

that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition

of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal

control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future

periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance

with the policies or procedures may deteriorate.

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A.

Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audit.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audit of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audit also included performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

Critical audit matters are matters arising from

the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,

subjective, or complex judgments.

We determined that there are no critical audit matters.

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Accounting for the Effects of Regulatory Matters

As described in Notes 1 and 2 to the consolidated financial statements, the Company is subject to regulation in the states in which it operates.

As of December 31, 2025, regulatory assets were $110.3 million and regulatory liabilities were $68.4 million.

In accordance with the accounting guidance for regulated operations, costs and obligations are deferred if it is probable that these items will be recognized for rate-making purposes in future rates.

Certain costs are recorded as regulatory assets because full recovery of these costs in rates charged to customers is expected.

Regulatory liabilities are recorded for amounts expected to be refunded to customers in the rate making process.

Any change in the assessment of the probability of rate-making treatment will require a change to the accounting treatment of the deferred item.

The principal considerations for our determination that performing procedures relating to the accounting for the effects of regulatory matters is a critical audit matter are a high degree of auditor effort in performing procedures and evaluating audit evidence related to the probability of recovery of regulatory assets and refund of regulatory liabilities.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s assessment of regulatory proceedings, including controls over the probability of recovery of regulatory assets and refund of regulatory liabilities, and the related accounting and disclosure impacts.

These procedures also included, among others (i) evaluating the reasonableness of management’s assessment regarding the probability of recovery of regulatory assets and refund of regulatory liabilities and (ii) testing, on a sample basis, regulatory assets and regulatory liabilities by considering (a) the provisions and formulas outlined in rate orders;

(b) other regulatory proceedings and correspondence;

and (c) the application of relevant regulatory precedents.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 19, 2026

We have served as the Company’s auditor since 2025.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of Middlesex Water Company:

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet and consolidated statement of capital stock and long-term debt of Middlesex Water Company (the "Company") as of December 31, 2024, the related consolidated statements of income, common stockholders' equity, and cash flows for each of the two years in the period ended December 31, 2024, and the related notes (collectively referred to as the "consolidated financial statements").

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2024, and the consolidated results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

The Company’s management is responsible for these consolidated financial statements.

Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that our audits provide a reasonable basis for our opinion.

/s/ Baker Tilly US, LLP

Philadelphia, Pennsylvania

February 28, 2025

We served as the Company’s auditor from 2006 to 2024.

MIDDLESEX WATER COMPANY

CONSOLIDATED STATEMENTS OF INCOME

(In thousands except

per share amounts)

(In thousands except per share amounts)

Years Ended December 31,

2025 2024 2023

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

1 unchanged sentence

Operations and Maintenance 91,291 92,363 83,113

Depreciation 27,113 24,430 25,194

Other Taxes 21,914 21,874 18,744

Total Operating Expenses 140,318 138,667 127,051

Gain on Sale of Subsidiary

Operating Income 54,376 53,210 39,223

5 unchanged sentences

Income before Income Taxes 47,643 51,256 32,565

Income Taxes 4,821 6,905 1,041

Net Income 42,822 44,351 31,524

Preferred Stock Dividend Requirements 76 112 120

1 unchanged sentence

Earnings per share of Common Stock:

Basic $ 2.36 $ 2.48 $ 1.77

Diluted $ 2.36 $ 2.47 $ 1.76

Average Number of

Common Shares Outstanding:

Basic 18,096 17,842 17,732

Diluted 18,137 17,946 17,847

See Notes to Consolidated Financial Statements.

MIDDLESEX WATER COMPANY

BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS

(In thousands)

ASSETS December 31,

2025 December 31,

UTILITY PLANT:

1 unchanged sentence

Transmission and Distribution 938,118 855,497

General 111,325 105,167

Construction Work in Progress 44,400 34,209

TOTAL 1,422,339 1,309,797

Less Accumulated Depreciation 275,132 254,425

3 unchanged sentences

Accounts Receivable, net of allowance for credit losses of $ 1,625 and $ 2,695 , respectively in 2025 and 2024

Litigation Settlement Receivable

19,213 18,842

Unbilled Revenues 9,361 10,764

Materials and Supplies (at average cost) 7,549 6,719

Prepayments 2,843 2,422

TOTAL CURRENT ASSETS 41,766 42,973

2 unchanged sentences

Regulatory Assets 110,284 101,783

Restricted Cash 1,675 —

Non-utility Assets - Net 12,354 11,760

Employee Benefit Plans 44,328 36,856

Other 6,151 3,863

TOTAL OTHER ASSETS 176,764 156,829

CAPITALIZATION AND LIABILITIES

TOTAL ASSETS $ 1,365,737 $ 1,255,174

See Notes to Consolidated Financial Statements.

CAPITALIZATION AND LIABILITIES December 31,

2025 December 31,

CAPITALIZATION:

Common Stock, No Par Value

Common Stock, No Par Value, authorized 40,000 , 18,521 and 17,887 outstanding in 2025 and 2024, respectively

$ 279,148 $ 248,202

Retained Earnings 214,883 197,061

COMMON STOCKHOLDERS’ EQUITY

Preferred Stock

TOTAL COMMON STOCKHOLDERS’ EQUITY 494,031 445,263

Preferred Stock, No Par Value, authorized 120 , 13 and 16 outstanding in 2025 and 2024, respectively

Long-term Debt 378,874 352,822

TOTAL CAPITALIZATION 874,248 799,720

Current Portion of Long-term Debt

CURRENT Current Portion of Long-term Debt 7,850 7,711

Notes Payable 28,250 23,000

Accounts Payable 31,326 28,050

Litigation Settlement Payable

Accrued Taxes 15,992 11,976

1 unchanged sentence

Unearned Revenues and Advanced Service Fees 497 1,476

Other 6,569 7,759

TOTAL CURRENT LIABILITIES 93,795 82,888

5 unchanged sentences

Regulatory Liabilities 68,437 64,557

Other 229 344

TOTAL OTHER LIABILITIES 206,498 191,197

6 unchanged sentences

Years Ended December 31,

2025 2024 2023

CASH FLOWS FROM OPERATING ACTIVITIES:

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

Adjustments to Reconcile Net Income to

1 unchanged sentence

Depreciation and Amortization 32,495 28,038 29,442

Provision for Deferred Income Taxes and

Investment Tax Credits

Provision for Deferred Income Taxes and Investment Tax Credits ( 5,234 ) ( 1,605 ) ( 5,599 )

Equity Portion of Allowance for Funds Used During Construction (AFUDC) ( 977 ) ( 743 ) ( 1,458 )

1 unchanged sentence

Stock Compensation Expense 1,237 1,537 2,214

Gain on Sale of Subsidiary

Changes in Assets and Liabilities:

2 unchanged sentences

Materials and Supplies ( 830 ) 253 ( 795 )

Prepayments ( 421 ) ( 589 ) 791

Accounts Payable 1,296 2,574 2,771

2 unchanged sentences

Employee Benefit Plans ( 5,380 ) ( 3,696 ) ( 1,340 )

Unearned Revenue and Advanced Service

Recovered Costs Litigation

Unearned Revenue and Advanced Service Fees ( 979 ) 86 25

Recovered Costs Litigation Settlement — ( 9,031 ) —

Other Assets and Liabilities ( 6,580 ) ( 1,219 ) ( 677 )

2 unchanged sentences

Utility Plant Expenditures, Including AFUDC-Debt of $ 640 in 2025, $ 511 in 2024 and $ 975 in 2023

Proceeds from Sale of Subsidiary

( 96,354 ) ( 74,622 ) ( 90,179 )

Acquisition of Water Systems ( 4,607 ) — —

NET CASH USED IN INVESTING ACTIVITIES ( 100,961 ) ( 74,622 ) ( 90,179 )

12 unchanged sentences

NET CASH PROVIDED BY FINANCING ACTIVITIES 38,614 17,728 35,959

Years Ended December 31,

2025 2024 2023

NET CHANGES IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 249 1,836 ( 1,438 )

1 unchanged sentence

CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 4,475 $ 4,226 $ 2,390

SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITY:

Utility Plant received as Construction Advances and Contributions

Accrued Payables for Utility Plant

Non-Cash Consideration for Sale of Subsidiary

Litigation Settlement Receivable

Litigation Settlement Payable

Conversion of Preferred Stock Into

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:

Cash Paid During the Year for:

Interest Capitalized

See Notes to Consolidated Financial Statements.

2 unchanged sentences

(In thousands)

December 31, December 31,

2025 December 31,

Common Stock, No Par Value

2 unchanged sentences

2024 - 17,887

$ 279,148 $ 248,202

Retained Earnings 214,883 197,061

4 unchanged sentences

Shares Outstanding, $ 7.00 Series - 2025 - 2 ;

2023 - 10 $ 556 $ 1,005

Nonredeemable:

4 unchanged sentences

First Mortgage Bonds, 0.00 %- 5.99 %, due 2026-2059

$ 301,172 $ 274,602

Amortizing Secured Notes, 3.94 %- 7.05 %, due 2028-2046

63,971 66,889

State Revolving Trust Notes, 0.00 %- 4.03 %, due 2026-2047

20,540 17,895

SUBTOTAL LONG-TERM DEBT 385,683 359,386

7 unchanged sentences

(In thousands)

Shares Common

Amount Retained

Earnings Total

Balance at January 1, 2023 17,642 $ 233,054 $ 167,274 $ 400,328

Net Income — $ — $ 31,524 $ 31,524

Dividend Reinvestment & Common Stock Purchase Plan 167 12,115 — 12,115

2 unchanged sentences

Cash Dividends on Common Stock ($ 1.2625 per share)

— — ( 22,441 ) ( 22,441 )

Cash Dividends on Preferred Stock — — ( 120 ) ( 120 )

1 unchanged sentence

Balance at December 31, 2023 17,821 $ 246,764 $ 176,227 $ 422,991

Net Income — $ — $ 44,351 $ 44,351

Dividend Reinvestment & Common Stock Purchase Plan 17 974 — 974

2 unchanged sentences

Cash Dividends on Common Stock ($ 1.3150 per share)

— — ( 23,408 ) ( 23,408 )

Cash Dividends on Preferred Stock — — ( 109 ) ( 109 )

Common Stock Issuance Expenses

Conversion of $ 7 Preferred Stock to Common Stock

Balance at December 31, 2024 17,887 $ 248,202 $ 197,061 $ 445,263

Net Income — $ — $ 42,822 $ 42,822

Dividend Reinvestment & Common Stock Purchase Plan 17 907 — 907

1 unchanged sentence

Stock Award - Board Of Directors 6 405 — 405

At-The-Market Program Common Stock Issuance 560 29,547 — 29,547

Common Stock Issuance Expense — ( 667 ) — ( 667 )

Cash Dividends on Common Stock ($ 1.3800 per share)

— $ — ( 24,924 ) ( 24,924 )

Cash Dividends on Preferred Stock — $ — ( 76 ) ( 76 )

Conversion of $ 7 Preferred Stock to Common Stock

33 292 $ — 292

Balance at December 31, 2025 18,521 $ 279,148 $ 214,883 $ 494,031

2 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 – Organization, Summary of Significant Accounting Policies

and Recent Developments

(a) Organization - Middlesex Water Company

(Middlesex or the Company) is the parent company and sole shareholder of Tidewater Utilities, Inc.

(Tidewater), Pinelands Water Company

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

Note 1 – Organization, Summary of Significant Accounting Policies and Recent Developments

(a) Organization - Middlesex Water Company (Middlesex or the Company) is the parent company and sole shareholder of Tidewater Utilities, Inc.

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

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

1 unchanged sentence

(Twin Lakes).

Southern Shores Water Company,

LLC (Southern Shores) and White Marsh Environmental Systems, Inc.

Southern Shores Water Company, LLC (Southern Shores) and White Marsh Environmental Systems, Inc.

(White Marsh) are wholly-owned subsidiaries of Tidewater.

“we,” “our,” and “us” collectively refer to Middlesex and its subsidiaries,

Middlesex has operated as a water utility in New

Jersey since 1897 and in Delaware, through our wholly-owned subsidiary, Tidewater, since 1992.

We are in the business of providing an

essential water utility service for domestic, commercial, municipal, industrial and fire protection purposes.

We also operate New Jersey

municipal water, wastewater and storm water systems under contract and provide unregulated water and wastewater services in New Jersey

and Delaware through our subsidiaries.

Our rates charged to customers for water and wastewater services, the quality of services we provide

and certain other matters are regulated in New Jersey and Delaware by the New Jersey Board of Public Utilities (NJBPU) and the Delaware

Public Service Commission (DEPSC), respectively.

The terms “we,” “our,” and “us” collectively refer to Middlesex and its subsidiaries,

Middlesex has operated as a water utility in New Jersey since 1897 and in Delaware, through our wholly-owned subsidiary, Tidewater, since 1992.

We are in the business of providing an essential water utility service for domestic, commercial, municipal, industrial and fire protection purposes.

We also operate New Jersey municipal water, wastewater and storm water systems under contract and provide unregulated water and wastewater services in New Jersey and Delaware through our subsidiaries.

Our rates charged to customers for water and wastewater services, the quality of services we provide and certain other matters are regulated in New Jersey and Delaware by the New Jersey Board of Public Utilities (NJBPU) and the Delaware Public Service Commission (DEPSC), respectively.

Our USA, USA-PA and White Marsh subsidiaries are not regulated utilities.

(b) Principles of Consolidation –

The financial statements for Middlesex and its wholly-owned subsidiaries (the Company) are reported on a consolidated basis.

All significant

intercompany accounts and transactions have been eliminated.

Other financial investments in which the Company holds a 50 % or less voting

interest and cannot exercise control over the operation and policies of the investments are accounted for under the equity method of accounting.

Under the equity method of accounting, the Company records its investment interests in Non-Utility Assets and its percentage share of

the earnings or losses of the investees in Other Income.

Company’s regulated utilities maintain their accounts in accordance with the Uniform System of Accounts prescribed by the NJBPU

(d) Regulatory Accounting - We maintain

our books and records in accordance with accounting principles generally accepted in the United States of America (GAAP).

Middlesex and

certain of its subsidiaries, which account for 93 % of Operating Revenues and 99 % of Total Assets, are subject to regulation in the state

in which they operate.

Those companies are required to maintain their accounts in accordance with regulatory authorities’ rules

and guidelines, which may differ from other authoritative accounting pronouncements.

In those instances, the Company follows the guidance

provided in Accounting Standards Codification (ASC) 980, Regulated Operations .

In accordance with ASC 980, Regulated Operations ,

costs and obligations are deferred if it is probable that these items will be recognized for rate-making purposes in future rates.

we have recorded costs and obligations, which will be amortized over various future periods.

Any change in the assessment of the probability

of rate-making treatment will require us to change the accounting treatment of the deferred item.

We have no reason to believe any of

the deferred items that are recorded will be treated differently by the regulators in the future.

For additional information, see Note

2 – Rate and Regulatory Matters .

(e) Retirement Benefit Plans - We maintain

a noncontributory defined benefit pension plan (Pension Plan), which covers all active employees who were hired prior to April 1, 2007,

as well as a defined contribution plan in which all employees are eligible to participate.

In addition, the Company maintains an unfunded

supplemental plan for certain of its executive officers.

The Company has a retirement benefit plan other than pensions (Other Benefits

Plan) for substantially all of its retired employees.

(b) Principles of Consolidation – The financial statements for Middlesex are reported on a consolidated basis.

All significant intercompany accounts and transactions have been eliminated.

Other financial investments in which the Company holds a 50% or less voting interest, has significant influence and cannot exercise control over the operation and policies of the investments are accounted for under the equity method of accounting.

Under the equity method of accounting, the Company records its investment interests in Non-Utility Assets and its percentage share of the earnings or losses of the investees in Other Income.

(c) System of Accounts – The Company’s regulated utilities maintain their accounts in accordance with the Uniform System of Accounts prescribed by the NJBPU and DEPSC.

(d) Regulatory Accounting - We maintain our books and records in accordance with accounting principles generally accepted in the United States of America (GAAP).

Middlesex and certain of its subsidiaries, which account for 94 % of Operating Revenues and 99 % of Total Assets, are subject to regulation in the state in which they operate.

Those companies are required to maintain their accounts in accordance with regulatory authorities’ rules and guidelines, which may differ from other authoritative accounting pronouncements.

In those instances, the Company follows the guidance provided in Accounting Standards Codification (ASC) 980, Regulated Operations .

In accordance with ASC 980, Regulated Operations , costs and obligations are deferred if it is probable that these items will be recognized for rate-making purposes in future rates.

Accordingly, we have recorded costs and obligations, which will be amortized over various future periods.

Any change in the assessment of the probability of rate-making treatment will require us to change the accounting treatment of the deferred item.

We have no reason to believe any of the deferred items that are recorded will be treated differently by the regulators in the future.

For additional information, see Note 2 – Rate and Regulatory Matters .

(e) Retirement Benefit Plans - We maintain a noncontributory defined benefit pension plan (Pension Plan), which covers all active employees who were hired prior to April 1, 2007, as well as a defined contribution plan in which all employees are eligible to participate.

In addition, the Company maintains an unfunded supplemental plan for certain of its executive officers.

The Company has a retirement benefit plan other than pensions (Other Benefits Plan) for substantially all of its retired employees.

Employees hired after March 31, 2007 are not eligible to participate in this plan.

Coverage includes healthcare and life insurance.

The Company’s costs for providing retirement

benefits are dependent upon numerous factors, including actual plan experience and assumptions of future experience.

Retirement benefit

plan obligations and expense are determined based on investment performance, discount rates and various other demographic factors related

to the population participating in the Company’s retirement benefit plans, all of which can change significantly in future years.

The Company’s costs for providing retirement benefits are dependent upon numerous factors, including actual plan experience and assumptions of future experience.

Retirement benefit plan obligations and expense are determined based on investment performance, discount rates and various other demographic factors related to the population participating in the Company’s retirement benefit plans, all of which can change significantly in future years.

For more information on the Company’s Retirement Benefit Plans, see Note 7 – Employee Benefit Plans.

(f) Utility Plant – Utility

Plant is stated at original cost as defined for regulatory purposes.

Property accounts are charged with the cost of betterments and major

replacements of property.

(f) Utility Plant – Utility Plant is stated at original cost as defined for regulatory purposes.

Property accounts are charged with the cost of betterments and major replacements of property.

Cost includes direct material, labor and indirect charges for pension benefits and payroll taxes.

labor, materials, supervision and other expenses incurred in making repairs and maintenance of the properties is charged to the appropriate

expense accounts.

At December 31, 2024, there was no event or change in circumstance that would indicate that the carrying amount of any

long-lived asset was not recoverable.

(g) Depreciation – Depreciation

is computed by each regulated member of the Company utilizing a rate approved by the applicable regulatory authority.

The accumulated

provision for depreciation is charged with the cost of property retired, less salvage.

The following table sets forth the range of depreciation

rates for the major utility plant categories used to calculate depreciation for the years ended December 31, 2024, 2023, and 2022.

rates have been approved by the NJBPU or DEPSC:

The cost of labor, materials, supervision and other expenses incurred in making repairs and maintenance of the properties is charged to the appropriate expense accounts.

At December 31, 2025, there was

no event or change in circumstance that would indicate that the carrying amount of any long-lived asset was not recoverable.

(g) Depreciation – Depreciation is computed by each regulated subsidiary of the Company utilizing a rate approved by the applicable regulatory authority.

The accumulated provision for depreciation is charged with the cost of property retired, less salvage.

The following table sets forth the range of depreciation rates for the major utility plant categories used to calculate depreciation for the years ended December 31, 2025, 2024, and 2023.

These rates have been approved by the NJBPU or DEPSC:

Source of Supply 1.15 % - 3.44 %

1.15 % - 3.44 %

Transmission and Distribution (T&D):

2.00 % - 5.39 %

1.10 % - 3.13 %

Pumping 2.00 % - 5.39 %

T&D – Mains 1.10 % - 3.13 %

Water Treatment 1.65 % - 7.09 %

1.65 % - 7.09 %

T&D – Services 2.12 % - 3.16 %

2.12 % - 3.16 %

General Plant 2.08 % - 17.84 %

2.08 % - 17.84 %

1.61 % - 4.63 %

T&D – Other 1.61 % - 4.63 %

Wastewater Collection 1.42 % - 1.81 %

1.42 % - 1.81 %

Non-regulated fixed assets consist primarily of

office buildings, furniture and fixtures, and transportation equipment.

These assets are recorded at original cost and depreciation is

calculated based on the estimated useful lives, ranging from 3 to 42 years.

(i) Advances for Construction –

Cash advances are provided to the Company by customers, real estate developers and builders in order to extend utility service to

their properties.

These transactions are recorded as Advances for Construction.

Contractual Refunds of Advances for Construction in the

form of cash are made by the Company and are based on either additional operating revenues generated from new customers or, as new customers

are connected to the respective system.

After all refunds are made and/or contract terms have expired, any remaining balance is transferred

to Contributions in Aid of Construction (CIAC).

CIAC – CIAC include direct non-refundable contributions

of utility plant and/or cash and the portion of Advances for Construction that becomes non-refundable.

In accordance with regulatory requirements, Advances

for Construction and CIAC are not depreciated.

Non-regulated fixed assets consist primarily of office buildings, furniture and fixtures, and transportation equipment.

These assets are recorded at original cost and depreciation is calculated based on the estimated useful lives, ranging from 3 to 42 years.

(h) Advances for Construction– Cash advances are provided to the Company by customers, real estate developers and builders in order to extend utility service to their properties.

These transactions are recorded as Advances for Construction (CAC).

Contractual refunds of CAC in the form of cash are made by the Company and are based on either additional operating revenues generated from new customers or as new customers are connected to the respective system.

After all refunds are made and/or contract terms have expired, any remaining balance is transferred to Contributions in Aid of Construction (CIAC).

For the twelve months ended December 31, 2025, the Company refunded $ 0.5 million of CAC.

CIAC – CIAC include direct non-refundable contributions of utility plant and/or cash and the portion of Advances for Construction that becomes non-refundable.

In accordance with regulatory requirements, Advances for Construction and CIAC are not depreciated.

In addition, these amounts reduce the investment base for purposes of setting rates.

(j) Allowance for Funds Used During Construction

(AFUDC) - Middlesex and its regulated subsidiaries capitalize AFUDC, which represents the cost of financing projects during construction.

AFUDC is added to the construction costs of individual projects exceeding specific cost and construction period thresholds established

for each company and then depreciated with the utility plant direct costs over the underlying assets’ estimated useful life.

is calculated using each company’s weighted cost of debt and equity as approved in their most recent respective regulatory rate

(i) Allowance for Funds Used During Construction (AFUDC) - Middlesex and its regulated subsidiaries capitalize AFUDC, which represents the cost of financing projects during construction.

AFUDC is added to the construction costs of individual projects exceeding specific cost and construction period thresholds established for each company and then depreciated with the utility plant direct costs over the underlying assets’ estimated useful life.

AFUDC is calculated using each company’s weighted cost of debt and equity as approved in their most recent respective regulatory rate order.

The AFUDC rates for the years ended December 31, 2025, 2024 and 2023 for Middlesex and Tidewater are as follows:

(k) Accounts Receivable – We record

bad debt expense based on a variety of factors such as our customers’ payment history, current economic conditions and trending

reasonable and supportable forecasts on expected collectability of accounts receivable.

The allowance for credit losses was $ 2.7 million

and $ 2.1 million as of December 31, 2024 and 2023, respectively.

For the years ended December 31, 2024, 2023 and 2022, bad debt expense

was $ 1.6 million, $ 1.0 million and $ 0.5 million, respectively.

For the years ended December 31, 2024, 2023 and 2022, write-offs were $ 1.0

million, $ 1.2 million and $ 0.7 million, respectively.

(l) Revenues - The Company’s revenues

are primarily generated from regulated tariff-based water and wastewater utility services and non-regulated operation and maintenance

contracts for services on water and wastewater systems owned by others.

Revenue from contracts with customers is recognized when control

of a promised good or service is transferred to customers at an amount that reflects the consideration to which the Company expects to

be entitled in exchange for those goods and services.

The Company’s regulated revenue results

from tariff-based water and wastewater utility services to residential, industrial, commercial, fire-protection and wholesale customers.

Residential customers are billed quarterly while most industrial, commercial, fire-protection and wholesale customers are billed monthly.

2025 2024 2023

Middlesex 6.64 % 6.64 % 6.35 %

Tidewater 7.04 % 7.92 % 7.92 %

(j) Accounts Receivable – We record bad debt expense based on a variety of factors such as our customers’ payment history, current economic conditions and trending reasonable and supportable forecasts on expected collectability of accounts receivable.

The allowance for credit losses was $ 1.6 million and $ 2.7 million as of December 31, 2025 and 2024, respectively.

For the years ended December 31, 2025, 2024 and 2023, bad debt expense was $ 0.3 million, $ 1.6 million and $ 1.0 million, respectively.

For the years ended December 31, 2025, 2024 and 2023, write-offs were $ 1.4 million, $ 1.0 million and $ 1.2 million, respectively.

(k) Revenues - The Company’s revenues are primarily generated from regulated tariff-based water and wastewater utility services and non-regulated operation and maintenance contracts for services on water and wastewater systems owned by others.

Revenue from contracts with customers is recognized when control of a promised good or service is transferred to customers at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services.

The Company’s regulated revenue results from tariff-based water and wastewater utility services to residential, industrial, commercial, fire-protection and wholesale customers.

Residential customers are billed quarterly or monthly while most industrial, commercial, fire-protection and wholesale customers are billed monthly.

Payments by customers are due between 15 to 30 days after the invoice date.

Revenue is recognized as the water and wastewater services

are delivered to customers which includes an accrual of unbilled revenues estimated from the last meter reading date to the end of the

Revenue is recognized as the water and wastewater services are delivered to customers which includes an accrual of unbilled revenues estimated from the last meter reading date to the end of the

accounting period utilizing factors such as historical customer data and regional weather indicators.

Unearned Revenues and Advance Service

Fees include fixed service charge billings in advance to Tidewater customers recognized as service is provided to the customer.

Non-regulated service contract revenues consist

of base service fees as well as fees for additional billable services provided to customers.

Fees are billed monthly and are due within

30 days after the invoice date.

Unearned Revenues and Advance Service Fees include fixed service charge billings in advance to Tidewater customers recognized as service is provided to the customer.

Non-regulated service contract revenues consist of base service fees as well as fees for additional billable services provided to customers.

Fees are billed monthly and are due within 30 days after the invoice date.

The Company considers the amounts billed to represent the value of these services provided to customers.

These contracts expire at various times through 2032 and contain remaining performance obligations for which the Company expects to recognize

revenue in the future.

These contracts expire at various times through 2032 and contain remaining performance obligations for which the Company expects to recognize revenue in the future.

These contracts also contain customary termination provisions.

Substantially all of the amounts included in operating

revenues and accounts receivable are from contracts with customers.

The Company’s contracts do not contain any

significant financing components.

The Company’s operating revenues are comprised

of the following:

Substantially all of the amounts included in operating revenues and accounts receivable are from contracts with customers.

The Company’s contracts do not contain any significant financing components.

The Company’s operating revenues are comprised of the following:

(In Thousands)

Years Ended December 31,

2025 2024 2023

Regulated Tariff Sales

Residential $ 102,437 $ 97,802 $ 86,581

Commercial 30,436 31,833 23,945

Industrial 13,367 13,842 11,586

Fire Protection 15,116 14,188 12,582

Wholesale 20,702 21,003 19,117

Non-Regulated Contract Operations 12,504 13,085 12,320

4 unchanged sentences

Total Revenue $ 194,694 $ 191,877 $ 166,274

(m) Unamortized Debt Expense and Premiums on

Long-Term Debt - Unamortized Debt Expense and Premiums on Long-Term Debt, included on the consolidated balance sheet in long-term

debt, are amortized over the lives of the related debt.

(n) Income Taxes - Middlesex files a consolidated

federal income tax return for the Company and income taxes are allocated based on the separate return method.

Certain income and expense

items are accounted for in different time periods for financial reporting than for income tax reporting purposes.

Deferred income taxes

are provided on differences between the tax basis of assets and liabilities and the amounts at which they are carried in the consolidated

financial statements.

(l) Unamortized Debt Expense and Premiums on Long-Term Debt - Unamortized Debt Expense and Premiums on Long-Term Debt, included on the consolidated balance sheet in long-term debt, are amortized over the lives of the related debt.

(m) Income Taxes - Middlesex files a consolidated federal income tax return for the Company.

Certain income and expense items are accounted for in different time periods for financial reporting than for income tax reporting purposes.

The determination of our provision for income taxes requires the use of estimates and the interpretation and application of tax laws.

Judgment is required in assessing the deductibility and recoverability of certain tax benefits.

We use the asset and liability method to determine and record deferred tax assets and liabilities, representing future tax benefits and taxes payable, which result from the differences in basis recorded in GAAP financial statements and amounts recorded in the income tax returns.

The deferred tax assets and liabilities are recorded utilizing the statutorily enacted tax rates expected to be in effect at the time the assets are realized and/or the liabilities settled.

An offsetting valuation allowance is recorded when it is more likely than not that some or all of the deferred income tax assets won’t be realized.

Any significant changes to the estimates and judgments with respect to the interpretations, timing or deductibility could result in a material change to earnings and cash flows.

Investment tax credits have been deferred and are amortized over the estimated useful life of the related property.

In the event there are interest and penalties associated with income tax adjustments from income tax authority examinations, these amounts

will be reported under interest charges and other expense, respectively.

For more information on income taxes, see Note 3 – Income

(o) Cash and Cash Equivalents - For purposes

of reporting cash flows, the Company considers all highly liquid investments with original maturity dates of three months or less to be

cash equivalents.

In the event there are interest and penalties associated with income tax adjustments from income tax authority examinations, these amounts will be reported under interest charges and other expense, respectively.

For more information on income taxes, see Note 3 – Income Taxes .

Accounting guidance requires that we establish reserves for uncertain tax positions, if any, when it is more likely than not that the positions will not be sustained when challenged by taxing authorities.

Any changes to the estimates and judgments with respect to the interpretations, timing or deductibility could result in a change to earnings and cash flows.

(n) Cash and Cash Equivalents - For purposes of reporting cash flows, the Company considers all highly liquid investments with original maturity dates of three months or less to be cash equivalents.

Cash and cash equivalents represent bank balances and money market funds with investments maturing in less than 90 days.

(p) Use of Estimates - Conformity with

GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements.

Actual results

could differ from those estimates.

(q) Recent Accounting Pronouncements - The recently issued accounting

standards and their impact on the Company as of December 31, 2024 are as follows:

Restricted cash includes amounts held in escrow related to the acquisition of a subsidiary currently in receivership by another utility.

(o) Use of Estimates - Conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements.

Actual results could differ from those estimates.

(p) Recent Accounting Pronouncements - The recently issued accounting standards and their impact on the Company as of December 31, 2025 are as follows:

Standard Description Date of Adoption Application Effect on the

Financial Statements

Accounting Standards Update (“ASU”) 2023-07 “Improvements to Reportable Segment Disclosures” The ASU requires disclosure of significant segment expenses, extends certain annual disclosures to interim periods, and additional qualitative disclosures regarding the chief operating decision maker.

The ASU is effective for the Company beginning with its annual financial statements for the year ended December 31, 2024 .

Retrospective The Company adopted ASU 2023-07, including a recast of 2023 and 2022 information, by including additional required disclosures within the Notes to the Consolidated Financial Statements -see Note 8- Reportable Segments .

ASU 2023-09 “Improvements to Income Tax Disclosures” The ASU amends certain income tax disclosure requirements, including adding requirements to present the reconciliation of income tax expense computed at the statutory rate to actual income tax expense using both percentages and amounts and providing a disaggregation of income taxes paid.

Accounting Standards Update (ASU) 2023-09 “Improvements to Income Tax Disclosures”

The ASU amends certain income tax disclosure requirements, including adding requirements to present the reconciliation of income tax expense computed at the statutory rate to actual income tax expense using both percentages and amounts and providing a disaggregation of income taxes paid.

Further, certain disclosures are eliminated, including the current requirement to disclose information on changes in unrecognized tax benefits in the next 12 months.

The ASU is effective for the Company beginning with its annual financial statements for the year ending December 31, 2025.

Early adoption is permitted.

Prospective, with retrospective application also permitted.

The Company is currently evaluating the requirements of ASU 2023-09.

ASU 2024-03 “Disaggregation of Income Statement Expenses” The ASU enhances disclosures related to income statement expenses to further disaggregate expenses in the footnotes to the financial statements.

The Company adopted ASU 2023-09 prospectively and has enhanced its income tax disclosures included in Note 3, Income Taxes, to comply with the requirements.

The adoption of ASU 2023-09 did not have a material impact on the Company’s consolidated financial statements.

ASU 2024-03 “Disaggregation of Income Statement Expenses”

The ASU enhances disclosures related to income statement expenses to further disaggregate expenses in the footnotes to the financial statements.

The standard requires disaggregation of any relevant expense caption presented on the face of the income statement that contains the following expense categories:

1 unchanged sentence

Further, the standard requires disclosure of the total amount and the entity’s definition of selling expenses.

The ASU is effective for the Company beginning with its annual financial statements for the year ended December 31, 2027 .

The ASU is effective for the Company beginning with its annual financial statements for the year ending December 31, 2027.

Prospective, with retrospective application also permitted.

The Company is currently evaluating the requirements of ASU 2024-03.

(r) Reclassifications – Certain reclassifications have

been made to prior periods in the Consolidated Financial Statements and Notes to conform to the current presentation.

Note 2 - Rate and Regulatory Matters

Middlesex – 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.

ASU 2025-06 "Internal-Use Software" This ASU removes all reference to prescriptive and sequential software development stages, requiring an entity to start capitalizing software costs when the following criteria are both met:

(i) management has authorized and committed to funding the software project and (ii) it is probable that the project will be completed and the software will be used to perform the function intended.

Further, the standard requires disclosure for all capitalized internal-use software costs and removes the requirement for intangibles disclosures for capitalized internal-use software.

The ASU is effective for the Company beginning with its annual financial statements for the year ending December 31, 2028.

Prospective, with a modified transition or retrospective application also permitted.

The Company is evaluating the impact of ASU 2025-06 on its Consolidated Financial Statements and the timing of adoption.

Note 2 - Rates and Regulatory Matters

Middlesex Rate Matters

In February 2026, the NJBPU approved the settlement agreement in our general base rate application between Middlesex and Pinelands, NJBPU Staff and the New Jersey Rate Payer Advocate, with new rates effective February 23, 2026.

The NJBPU order approved an increase in our annual operating revenues by $ 14.5 million based on an authorized return on common equity of 9.6 % and a common equity ratio of 54.25 %.

Included in the settlement agreement, Middlesex and Pinelands customers will receive a one-time bill credit totaling $ 3.3 million for the refund by New Jersey and overcollection of New Jersey Gross Receipts Taxes.

In addition, Middlesex customers will receive a $ 3.3 million credit over 12 months from the proceeds of a multi-distict litigation (MDL) settlement agreement between Middlesex and manufacturers of Perfluoroalkyl Substances (PFAS) (for further information on the MDL settlement, see MDL Settlement below).

In February 2026, the NJBPU approved the joint petition filed by Middlesex and Pinelands for a Resiliency and Environmental System Improvement Charge (RESIC) Foundational Filing, which allows for the recovery of certain costs of investments for the three-year period ending October 2028 related to compliance with requirements to address existing and emerging chemical elements or compound, 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 for Middlesex and Pinelands’ customers, employees or the public and addressing treatment media and related equipment for both existing and emerging chemical elements and compounds.

Under the RESIC program, Middlesex and Pinelands submit semi-annual surcharge filings to the NJBPU for qualifying capital investments completed every six-months to be recovered up to $ 3.6 million or 2.5 % of total annual revenues included in their February 2026 base rate increase.

In February 2026, the NJBPU approved the joint petition filed by Middlesex and Pinelands Water for a Distribution System Improvement Charge (DSIC) Foundational Filing, which allows for the recovery of investments in qualifying capital improvements to their water distribution system for the three-year period ending October 2028.

Under the DSIC program, Middlesex and Pinelands Water submit semi-annual surcharge filings to the NJBPU for qualifying capital investments completed every six months to be recovered up to $ 7.1 million or 5 % of total annual revenues included in their February 2026 base rate increase.

In January 2026, the NJBPU approved the joint petition filed by Middlesex, Pinelands Water and Pinelands Wastewater to consolidate the three entities into Middlesex through a corporate reorganization.

The reorganization is expected to deliver operational efficiencies and enhanced benefits for customers across multiple areas.

The merger is expected to be finalized in the first quarter of 2026.

In November 2025, the NJBPU approved the fourth Middlesex DSIC rate, effective December 1, 2025 that was expected to result in $ 0.9 million of annual revenues, which is in addition to the existing $ 2.3 million of annual revenues from previous DSIC filings.

Middlesex's DSIC rate resets to zero in connection with Middlesex's February 2026 base rate increase.

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 nonaffiliated water utility regulated by the NJBPU.

The new PWAC rate became effective March 1, 2025.

A PWAC is a rate mechanism that allows for the recovery of increased purchased water costs between base rate case filings.

The PWAC is reset to zero in connection with Middlesex's February 2026 base rate increase.

The NJBPU-approved Middlesex Lead Service Line Replacement (LSLR) Plan continues and costs of $ 0.3 million for replacing customer-owned lead service line which were incurred between January 2025 through June 2025 are expected to be recovered between September 2025 and February 2026.

Costs of $ 0.3 million incurred between July 2025 through December 2025 are expected to be recovered between March 2026 and August 2026.

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

the 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 – 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 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.

Tidewater Acquisition of the Water Utility

Assets of the Town of Ocean View, Delaware – In February 2025, Tidewater and the Town of Ocean View, Delaware’s (Ocean

View) joint application for 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, Delaware.

Tidewater currently

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

Closing on this purchase

is expected by April 2025.

Southern Shores - Southern Shores

provides water service to a 2,200 unit condominium community in Sussex County, Delaware under a DEPSC-approved agreement expiring December

Under the agreement, rates are increased when there are unanticipated capital expenditures or regulatory related changes

in operating expenses exceed certain thresholds.

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 %.

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.

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.

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

Tidewater Rate Matters

In February 2026, the DEPSC approved the March 2026 refund of $ 1.1 million to Tidewater customers resulting from the proceeds of the MDL settlement agreement between Tidewater and manufacturers of PFAS.

For further information, see discussion in MDL Settlement below.

In January 2026, Tidewater completed the acquisition of the water utility assets of the Pinewood Acres' water utility assets, as approved by the DEPSC, for $ 0.2 million.

Pinewood Acres serves approximately 350 customers in Kent County, Delaware.

In December 2025, the DEPSC approved the Tidewater DSIC rate, effective January 1, 2026,.

In Tidewater''s regulatory filing related to this matter, Tidewater indicated that the DSIC rate was expected to result in $ 0.3 million of semi-annual revenues from January 2026 to June 2026.

In July 2025, the DEPSC approved the settlement agreement in our general base rate application between Tidewater, DEPSC Staff and the Delaware Division of the Public Advocate, with new rates effective July 3, 2025.

The DEPSC order approved an increase in our annual operating revenues by $ 5.5 million based on an authorized return on common equity of 9.5 % and a common equity ratio of 53.5 %.

In addition, Tidewater refunded approximately $ 1.1 million of excess deferred income taxes associated with the Tax Cuts and Jobs Act of 2017 between July 2025 and December 2025, including $ 0.4 million of interest.

In April 2025, Tidewater completed the acquisition of the water utility assets of the Town of Ocean View, Delaware (Ocean View), as authorized by the DEPSC, for approximately $ 4.6 million.

Ocean View serves approximately 900 customers in Sussex County, Delaware, who had been receiving water supply from Tidewater since the system was constructed in 2008.

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, 2025, Tidewater has spent $ 1.9 million to identify and inventory lead service lines.

MDL Settlement

Several of the Company’s utility subsidiaries are parties to the aforementioned MDL lawsuit against manufacturers of certain PFAS for damages, contribution and reimbursement of costs incurred and continuing to be incurred to address the presence of such PFAS in public water supply systems owned and operated by these utility subsidiaries and throughout their service areas.

Settlements with several defendants in the MDL have received final approval by the MDL court.

The Company timely submitted to the MDL court its Phase One claim forms under settlement agreements with defendants 3M Company, DuPont de Nemours, Inc., Tyco Fire Products LP and BASF Corporation and began receiving settlement payments in 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 annually by the lesser of the regional Consumer Price Index or 3 %.

Additionally, when there are unanticipated capital expenditures or regulatory related changes in operating expenses exceed certain annual thresholds, rates are increased.

In 2024 and 2025, capital expenditures did exceed the established threshold.

Effective January 1, 2025 and January 1, 2026, Southern Shores rates were increased $ 0.1 million, or 6.51 %,.

and $ 0.1 million, or 4.89 %, respectively.

Regulatory Matters

We have recorded certain costs as regulatory assets

because we expect full recovery of, or are currently recovering, these costs in the rates we charge customers.

These deferred costs have

been excluded from rate base and, therefore, we are not earning a return on the unamortized balances.

We record regulatory liabilities

for amounts expected to be refunded to customers in the rate making process.

We have recorded certain costs as regulatory assets because we expect full recovery of, or are currently recovering, these costs in the rates we charge customers.

These deferred costs have been excluded from rate base and, therefore, we are not earning a return on the unamortized balances.

We record regulatory liabilities for amounts expected to be refunded to customers in the rate making process.

These items are detailed as follows:

(In Thousands)

Regulatory Assets 2025 2024

Income Taxes (a) $ 97,300 $ 89,825

Other (b) 12,984 11,958

Total $ 110,284 $ 101,783

Regulatory Liabilities

4 unchanged sentences

New Jersey Revenue Taxes (g) 3,258 1,813

(a) The recovery period for income taxes is dependent

upon when the temporary differences between the tax and book treatment of various items reverse.

(b) Other primarily includes deferred costs for

rate cases and tank painting.

federal income tax rate from 35 % to 21 %.

The tariff rates charged to customers effective prior to 2018 in the Company’s

regulated companies include recovery of income taxes at the statutory rate in effect at the time those rates were approved by the respective

state public utility commissions.

The Company has recorded regulatory liabilities for excess income taxes collected through rates due

to the lower income tax rate under the 2017 Tax Act.

These regulatory liabilities are overwhelmingly related to utility plant depreciation

deduction timing differences, which are subject to Internal Revenue Service (IRS) normalization rules.

The IRS rules limit how quickly

the excess taxes attributable to accelerated taxes can be returned to customers.

The current base rates for Middlesex and Pinelands customers

became effective after 2017 and reflect the impact of the 2017 Tax Act.

(d) The Company uses composite depreciation rates

for its regulated utility assets, which is currently an acceptable method under GAAP and is widely used in the utility industry.

Historically,

under the composite depreciation method, the anticipated costs of removing assets upon retirement are provided for over the life of those

assets as a component of depreciation expense.

The Company recovers certain asset retirement costs through rates charged to customers

as an approved component of depreciation expense.

(e) Retirement benefits include pension and other

retirement benefits that have been recorded on the Consolidated Balance Sheet in accordance with the guidance provided in ASC 715, Compensation

– Retirement Benefits .

MDL Settlement (h) $ 4,433 $ —

Total $ 68,437 $ 64,557

(a) The recovery period for income taxes is dependent upon when the temporary differences between the tax and book treatment of various items reverse.

(b) Other primarily includes deferred costs for rate cases and tank painting.

The tariff rates charged to customers effective prior to 2018 in the Company’s regulated companies include recovery of income taxes at the statutory rate in effect at the time those rates were approved by the respective state public utility commissions.

The Company has recorded regulatory liabilities for excess income taxes collected through rates due to the lower income tax rate under the 2017 Tax Act.

These regulatory liabilities are largely related to utility plant depreciation deduction timing differences, which are subject to Internal Revenue Service (IRS) normalization rules.

The IRS rules limit how quickly the excess taxes attributable to accelerated taxes can be returned to customers.

The current base rates for Middlesex, Pinelands and Tidewater customers reflect the impact of the 2017 Tax Act.

(d) The Company uses composite depreciation rates for its regulated utility assets, which is currently an acceptable method under GAAP and is widely used in the utility industry.

Historically, under the composite depreciation method, the anticipated costs of removing assets upon retirement are provided for over the life of those assets as a component of depreciation expense.

The Company recovers certain asset retirement costs through rates charged to customers as an approved component of depreciation expense.

(e) Retirement benefits include pension and other retirement benefits that have been recorded on the Consolidated Balance Sheet in accordance with the guidance provided in ASC 715, Compensation – Retirement Benefits .

These amounts represent obligations less than current funding.

(f) The net proceeds available to Middlesex from

the 3M Settlement Agreement were recorded as a regulatory liability and are being used for future related operating and maintenance costs.

(g) Revenue related taxes paid by the Company's

New Jersey Regulated subsidiaries, and reflected in those subsidiaries current base rates, were above enacted rates and will be refunded

back to customers in a future rate proceeding.

(f) The net proceeds available to Middlesex from the 3M Settlement Agreement were recorded as a regulatory liability and are being used for future related operating and maintenance costs.

(g) Revenue-related taxes paid by the Company's New Jersey Regulated subsidiaries, and reflected in those subsidiaries current base rates, were above enacted rates and will be refunded back to customers in a future rate proceeding.

(h) Proceeds received by Middlesex and Tidewater from the settlement of the MDL lawsuit against manufacturers of PFAS that will be refunded to customers.

For additional information, see Middlesex and Tidewater Rate Matters above.

Note 3 – Income Taxes

Income tax expense (benefit) differs from the

amount computed by applying the statutory rate on book income subject to tax for the following reasons:

The following table is a reconciliation of the U.S.

federal statutory rate of 21% to the Company’s effective rate for the year ended December 31, 2025 in accordance with the guidance in ASU No.

($ in Thousands)

Year Ended December 31, 2025

Earnings from continuing operations, before income tax expense $ 47,643

U.S Federal Statutory Tax Rate 10,005 21.0 %

State Taxes, Net of Federal Income Tax Effect (*) 1,271 2.7 %

Nontaxable or Nondeductible Items

Utility Plant Related ( 726 ) ( 1.5 ) %

Tangible Property Repairs ( 5,792 ) ( 12.2 ) %

Other Adjustments 63 0.1 %

Total Income Tax Expense $ 4,821 10.1 %

( *) State taxes in Delaware make up the majority (greater than 50 percent) of the tax effect in this category.

The following table is a reconciliation of the U.S.

federal statutory rate of 21% to the Company’s effective rate for the years ended December 31, 2024 and 2023 in accordance with the guidance prior to the adoption of ASU No.

Years Ended December 31,

5 unchanged sentences

Total Income Tax Expense $ 6,905 $ 1,041

The Company paid income taxes as follows:

December 31, 2025

Federal taxes Paid $ 236

State Taxes Paid-New Jersey 307

State Taxes Paid-Delaware 1,092

State Taxes Paid-Other 4

Total State Taxes Paid $ 1,403

Total Income Taxes Paid $ 1,639

The table above is in accordance with the guidance in ASU No.

The Company’s effective tax rate was 10.1 %, 13.5 % and 3.2 % for the years ended December 31, 2025, 2024 and 2023, respectively.

The statutory Federal tax rate is 21.0% for the years ended December 31, 2025, 2024 and 2023.

For states where the Company's subsidiaries are subject to a state income tax, the state corporate net income tax rates range from 8.25 % to 9.0 % for all periods presented.

Our effective tax rate differs from the federal statutory tax rate primarily due to the recognition of the income tax benefits for the immediate deduction of repair expenditures on tangible property in the Middlesex System as well as other permanent book-to-tax differences.

Income tax expense (benefit) is comprised of the following:

1 unchanged sentence

Years Ended December 31,

2025 2024 2023

Federal $ 2,971 $ 1,554 $ 2,952

State 1,292 1,126 1,066

Federal 295 3,802 ( 3,261 )

State 317 482 348

Investment Tax Credits ( 54 ) ( 59 ) ( 64 )

Total Income Tax Expense $ 4,821 $ 6,905 $ 1,041

As part of Middlesex’s March 2018 general

rate case settlement with the NJBPU, Middlesex received approval for regulatory accounting treatment of income tax benefits associated

with the adoption of tangible property regulations issued by the IRS (fully amortized as of March 31, 2022) as well as prospective recognition

of the income tax benefits for the immediate deduction of repair costs on tangible property.

This results in significant reductions in

the Company’s effective income tax rate, current income tax expense and deferred income tax expense (benefit).

Deferred income taxes reflect the net tax effect of temporary differences

between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes.

The components

of the net deferred tax liability are as follows:

As part of Middlesex’s March 2018 general rate case settlement with the NJBPU, Middlesex received approval for regulatory accounting treatment of income tax benefits associated with the adoption of tangible property regulations issued by the IRS as well as prospective recognition of the income tax benefits for the immediate deduction of repair costs on tangible property.

This results in significant reductions in the Company’s effective income tax rate, current income tax expense and deferred income tax expense (benefit).

Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax purposes.

The components of the net deferred tax liability are as follows:

(In Thousands)

3 unchanged sentences

Investment Tax Credits 128 181

Other ( 215 ) 814

Total Accumulated Deferred Income Taxes $ 110,475 $ 101,235

The determination of our provision for income

taxes requires the use of estimates and the interpretation and application of tax laws.

Judgment is required in assessing the deductibility

and recoverability of certain tax benefits.

We use the asset and liability method to determine and record deferred tax assets and liabilities,

representing future tax benefits and taxes payable, which result from the differences in basis recorded in GAAP financial statements and

amounts recorded in the income tax returns.

The deferred tax assets and liabilities are recorded utilizing the statutorily enacted tax

rates expected to be in effect at the time the assets are realized and/or the liabilities settled.

An offsetting valuation allowance is

recorded when it is more likely than not that some or all of the deferred income tax assets won’t be realized.

Any significant changes

to the estimates and judgments with respect to the interpretations, timing or deductibility could result in a material change to earnings

and cash flows.

Occasionally, federal and state taxing authorities

determine that it is necessary to make certain changes to the income tax laws.

These changes may include but are not limited to changes

in the tax rates and/or the treatment of certain items of income or expense.

Accounting guidance requires that the Company reflect the

effect of changes in tax laws or tax rates at the date of enactment.

Additionally, the Company is required to re-measure its deferred

tax assets and liabilities as of the date of enactment.

For non-regulated entities, the effects of changes in tax laws or tax rates are

required to be included in income from continuing operations for the period that includes the enactment date.

For regulated entities,

if as the result of an action by a regulator it is probable that the future increase or decrease in taxes payable for items such as changes

in tax laws or rates will be recovered from or returned to customers through future rates, an asset or liability shall be recognized for

that probable increase or decrease in future revenue.

Accounting guidance also requires that regulatory liabilities and/or assets be considered

a temporary difference for which a related deferred tax asset and/or liability shall be recognized.

Accounting guidance requires that we establish

reserves for uncertain tax positions, if any, when it is more likely than not that the positions will not be sustained when challenged

by taxing authorities.

Any changes to the estimates and judgments with respect to the interpretations, timing or deductibility could result

in a change to earnings and cash flows.

Interest and penalties related to unrecognized

tax benefits, if any, are recognized within interest charges and other expense, respectively.

The Company has no material unrecognized tax benefits, interest, or penalties and does not expect significant changes to unrecognized tax benefits within the next 12 months.

An IRS examination of the Company's 2023 federal income tax returns commenced in February 2026.

The Company is also obligated to report adjustments resulting from IRS settlements to state tax authorities.

Note 4 - Commitments and Contingent Liabilities

Water Supply – Middlesex’s

agreement with the New Jersey Water Supply Authority (NJWSA) for the purchase of untreated water expires November 30, 2048 .

NJSWA provides

for an average purchase of 27.0 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.

Middlesex also has an agreement with a non-affiliated

NJBPU-regulated water utility for the purchase of treated water.

This agreement, which expires February 27, 2026 , provides for the minimum

purchase of 3.0 mgd of treated water with provisions for additional purchases if needed.

Tidewater contracts with the City of Dover, Delaware

to purchase treated water of up to 75.0 million gallons annually.

Water Supply – Middlesex’s agreement with the New Jersey Water Supply Authority (NJWSA) for the purchase of untreated water expires November 30, 2048.

NJSWA provides for an average purchase of 27.0 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.

Middlesex also has an agreement with a non-affiliated NJBPU-regulated water utility for the purchase of treated water.

This agreement, which expires February 27, 2031, provides for the minimum purchase of 3.0 mgd of treated water with provisions for additional purchases if needed.

Tidewater contracts with the City of Dover, Delaware to purchase treated water of up to 75.0 million gallons annually.

Purchased water costs are shown below:

1 unchanged sentence

Years Ended December 31,

Leases - The Company determines if an arrangement

is a lease at the inception of the lease.

Generally, a lease agreement exists if the Company determines that the arrangement gives the

Company control over the use of an identified asset and obtains substantially all of the benefits from the identified asset.

The Company has entered into an operating lease

of office space for administrative purposes, expiring in December 2029.

2025 2024 2023

Untreated $ 3.6 $ 3.5 $ 3.2

Treated 4.4 4.0 5.3

Total Costs $ 8.0 $ 7.5 $ 8.5

Leases - The Company determines if an arrangement is a lease at the inception of the lease.

Generally, a lease agreement exists if the Company determines that the arrangement gives the Company control over the use of an identified asset and obtains substantially all of the benefits from the identified asset.

The Company has entered into an operating lease of office space for administrative purposes, expiring in December 2029.

The Company has not entered into any finance leases.

of a lease renewal option for the Company’s administrative offices is solely at the discretion of the Company.

The right-of-use (ROU) asset recorded represents

the Company’s right to use an underlying asset for the lease term and lease liability represents the Company’s obligation

to make lease payments arising from the lease.

Lease ROU assets and liabilities are recognized at commencement date based on the present

value of lease payments over the lease term.

The Company’s operating lease does not provide an implicit discount rate and as such

the Company used an estimated incremental borrowing rate ( 4.03 %) based on the information available at commencement date in determining

the present value of lease payments.

Given the impacts of accounting for regulated

operations, and the resulting recognition of expense at the amounts recovered in customer rates, expenditures for operating leases are

consistent with lease expense and was $ 0.8 million for each of the years ended December 31, 2024, 2023 and 2022.

The exercise of a lease renewal option for the Company’s administrative offices is solely at the discretion of the Company.

The right-of-use (ROU) asset recorded represents the Company’s right to use an underlying asset for the lease term and lease liability represents the Company’s obligation to make lease payments arising from the lease.

Lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term.

The Company’s operating lease does not provide an explicit discount rate and as such the Company used an estimated incremental borrowing rate ( 4.03 %) based on the information available at commencement date in determining the present value of lease payments.

Given the impacts of accounting for regulated operations, and the resulting recognition of expense at the amounts recovered in customer rates, expenditures for operating leases are consistent with lease expense and was $ 0.8 million for each of the years ended December 31, 2025, 2024 and 2023.

Information related to operating lease ROU assets is as follows:

3 unchanged sentences

Current ROU Asset $ 2.0 $ 2.6

The Company’s future minimum operating lease commitments as of

December 31, 2024 are as follows:

The Company’s future minimum operating lease commitments as of December 31, 2025 are as follows:

(In Millions)

6 unchanged sentences

* Included in Other Current Liabilities

Construction –

In connection with the Company’s planned capital expenditures, the Company has entered into several contractual construction agreements

that in total obligate it to expend an estimated $ 9.6 million in the future.

The actual amount and timing of capital expenditures is dependent

on the need for replacement of existing infrastructure, customer growth, residential new home construction and sales, project scheduling,

supply chain issues and continued refinement of project scope and costs.

Contingencies – Based on our operations

in the heavily-regulated water and wastewater industries, the Company is routinely involved in disputes, claims, lawsuits and other regulatory

and legal matters, including responsibility for fines and penalties relative to regulatory compliance.

At this time, Management does not

believe the final resolution of any such matters, whether asserted or unasserted, will have a material adverse effect on the Company’s

financial position, results of operations or cash flows.

In addition, the Company maintains business insurance coverage that may

mitigate the effect of current or future loss contingencies.

Change in Control Agreements – The

Company has Change in Control Agreements with its executive officers that provide compensation and benefits in the event of termination

of employment in connection with a change in control of the Company.

Construction – In connection with the Company’s planned capital expenditures, the Company has entered into several contractual construction agreements that in total obligate it to expend an estimated $ 21 million in the future.

amount and timing of capital expenditures is dependent on the need for replacement of existing infrastructure, customer growth, residential new home construction and sales, project scheduling, supply chain issues and continued refinement of project scope and costs.

Contingencies – Based on our operations in the heavily-regulated water and wastewater industries, the Company is routinely involved in disputes, claims, lawsuits and other regulatory and legal matters, including responsibility for fines and penalties relative to regulatory compliance.

At this time, Management does not believe the final resolution of any such matters, whether asserted or unasserted, will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

In addition, the Company maintains business insurance coverage that may mitigate the effect of current or future loss contingencies.

Change in Control Agreements – The Company has Change in Control Agreements with its executive officers that provide compensation and benefits in the event of termination of employment in connection with a change in control of the Company.

Note 5 – Short-term Borrowings

Information regarding the Company’s short-term

borrowings for the years ended December 31, 2024 and 2023 is summarized below:

Information regarding the Company’s short-term borrowings for the years ended December 31, 2025 and 2024 is summarized below:

($ In Millions)

3 unchanged sentences

Weighted Average Interest Rate at Year-End 5.03 % 5.63 %

The Company maintains bank lines of credit aggregating

$ 140.0 million.

As of December 31, 2025, the Company maintains bank lines of credit aggregating $ 148.0 million.

(In Millions)

As of December 31, 2025 Line of Credit

Outstanding Available Maximum Credit Type Expiration Date

Bank of America $ —

$ 60.0 $ 60.0 Uncommitted January 23, 2026

Expiration Date

Outstanding Available Maximum Credit Type

Bank of America $ — $ 60.0 $ 60.0 Uncommitted July 31, 2026

PNC Bank 9.3 58.7 68.0 Committed January 31, 2027

CoBank, ACB (CoBank) —

12.0 12.0 Committed May 20, 2026

CoBank, ACB (CoBank) 19.0 1.0 20.0 Committed May 20, 2028

$ 28.3 $ 119.7 $ 148.0

dates for the Notes Payable as of December 31, 2024 are extendable at the discretion of the Company.

The interest rates are set for borrowings under

the Bank of America and PNC Bank lines of credit using the Secured Overnight Financing Rate (SOFR) and then adding a specific financial

institution credit spread.

The interest rate for borrowings under the CoBank line of credit are set weekly using CoBank’s internal

cost of funds index that is similar to the SOFR and adding a credit spread.

There is no requirement for a compensating balance under any

of the established lines of credit.

The maturity dates for the Notes Payable as of December 31, 2025 are all three months or less extendable at the discretion of the Company.

In July 2025, Tidewater increased the maximum borrowing amount under its line of credit with CoBank, ACB (CoBank) to $ 20.0 million and extended the expiration date to May 2028.

In September 2025, the Company amended its line of credit with Bank of America and extended the expiration date to July 2026.

In February 2026, the Company amended its line of credit with PNC Bank.

Under the terms of the amendment, the expiration date was extended to January 31, 2029 and the maximum borrowing amount was increased to $ 100 million.

The interest rates are set for borrowings under the Bank of America and PNC Bank lines of credit using the Secured Overnight Financing Rate (SOFR) and then adding a specific financial institution credit spread.

The interest rate for borrowings under the CoBank line of credit are set weekly using CoBank’s internal cost of funds index that is similar to the SOFR and adding a credit spread.

There is no requirement for a compensating balance under any of the established lines of credit.

Note 6 - Capitalization

All the transactions discussed below related to

the issuance of securities were approved by either the NJBPU or DEPSC, except where otherwise noted.

The Company issues shares of its common

stock in connection with its Middlesex Water Company Investment Plan (the Investment Plan), a direct share purchase and dividend

reinvestment plan for the Company’s common stock.

The Company raised approximately $ 1.0 million under the Investment Plan

Currently, 0.7 million

shares remain registered with the United States Securities and Exchange Commission and available

for issuance to participants under the Investment Plan.

In April 2023, Middlesex received approval from

the NJBPU to issue and sell up to 1.0 million shares of its common stock, without par value, through December 31, 2025.

Sales of additional

shares of common stock are part of the Company’s comprehensive financing plan to fund its multi-year utility plant infrastructure

investment program.

As described below in “Long-term Debt”, the NJBPU also approved the debt funding component of the financing

The Company issues common shares under a restricted

stock plan for certain management employees, which is described in Note 7 – Employee Benefit Plans .

The Company maintains a stock plan for its independent

Directors as a component of outside members of the Board of Directors compensation.

For the years ended December 31, 2024, 2023 and 2022,

7,570 , 4,608 and 2,664 shares, respectively, of Middlesex common stock were granted and issued to the Company’s independent Directors

under the plan.

The maximum number of shares authorized for grant under the plan is 100,000 , of which 34,283 shares remain available for

future awards.

In the event dividends on the preferred stock

are in arrears, no dividends may be declared or paid on the common stock of the Company.

The Company issues shares of its common stock in connection with its Middlesex Water Company Investment Plan (the Investment Plan), a direct share purchase and dividend reinvestment plan for the Company’s common stock.

The Company raised approximately $ 0.9 million under the Investment Plan during 2025.

Currently, 0.7 million shares remain registered

with the United States Securities and Exchange Commission and available for issuance to participants under the Investment Plan.

In April 2023, the NJBPU authorized Middlesex to issue and sell up to 1.0 million shares of its common stock, without par value, for the period from April 2023 through December 2025, through one or more traditional underwriting offerings and/or At-the-Market (ATM) offerings.

In September 2025, the NJBPU authorized Middlesex to issue and sell up to 2.5 million shares of its common stock, without par value, during the period January 2026 through December 2028, through one or more traditional underwriting offerings and/or ATM offerings.

Sales of additional shares of common stock are part of the Company’s comprehensive financing plan to fund its multi-year utility plant infrastructure investment program.

As described below in “Long-term Debt”, the NJBPU also approved the debt funding component of the financing plan.

On May 12, 2025, Middlesex entered into an ATM Equity Offering Sales Agreement (Equity Sales Agreement) with BofA Securities, Inc., Robert W.

Incorporated, and Janney Montgomery Scott LLC, pursuant to which Middlesex may offer and sell shares of its common stock, no par value per share, from time to time in “at-the-market” offerings, having an aggregate gross sales price of up to $ 110.0 million.

The Company intends to use the net proceeds from these sales, after deducting commissions and offering expenses, to fund our capital expenditures, to purchase and maintain plant equipment, as well as for other general corporate purposes.

For the year ended December 31, 2025, Middlesex issued and sold a total of 560,000 shares of common stock at a weighted average price of $ 53.54 per share, and received $ 29.5 million in net proceeds under the Equity Sales Agreement.

As of December 31, 2025, the Company has $ 80.0 million of aggregate gross sales remaining under the Equity Sales Agreement.

The Company issues common shares under a restricted stock plan for certain management employees, which is described in Note 7 – Employee Benefit Plans .

The Company maintains a stock plan for its independent Directors as a component of outside members of the Board of Directors compensation.

For the years ended December 31, 2025, 2024 and 2023, 6,318 , 7,570 and 4,608 shares, respectively, of Middlesex common stock were granted and issued to the Company’s independent Directors under the plan.

The maximum number of shares authorized for grant under the plan is 100,000 , of which 27,965 shares remain available for future awards.

In the event dividends on the preferred stock are in arrears, no dividends may be declared or paid on the common stock of the Company.

Preferred Stock

At December 31, 2024 and 2023, there were 120,000

shares of preferred stock authorized and less than 16,000 shares of preferred stock outstanding.

There were no preferred stock dividends

The Company may not pay any dividends on its common

stock unless full cumulative dividends to the preceding dividend date for all outstanding shares of preferred stock have been paid or

set aside for payment.

If four or more quarterly dividends are in arrears, the preferred shareholders, as a class, are entitled to elect

two members to the Board of Directors in addition to Directors elected by holders of the common stock.

In addition, if Middlesex were

to liquidate, holders of preferred stock would be paid back the stated value of their preferred shares before any distributions could

be made to common stockholders.

The conversion feature of the no par $ 7.00 Series

Cumulative and Convertible Preferred Stock allows the security holders to convert one convertible preferred share for twelve shares of

the Company's common stock.

In 2024, 4,275 shares of the Company’s no par $ 7.00 Series Cumulative and Convertible Preferred Stock

were converted into 51,300 shares (approximately $ 0.4 million) of the Company’s common stock.

In addition, the Company may redeem

up to 10 % of the outstanding convertible stock in any calendar year at a price equal to the fair value of twelve shares of the Company's

common stock for each share of convertible stock redeemed.

At December 31, 2025, there were 120,000 shares of preferred stock authorized and less than 13,000 shares of preferred stock outstanding.

There were no preferred stock dividends in arrears.

The Company may not pay any dividends on its common stock unless full cumulative dividends to the preceding dividend date for all outstanding shares of preferred stock have been paid or set aside for payment.

If four or more quarterly dividends are in arrears, the preferred shareholders, as a class, are entitled to elect two members to the Board of Directors in addition to Directors elected by holders of the common stock.

In addition, if Middlesex were to liquidate, holders of preferred stock would be paid back the stated value of their preferred shares before any distributions could be made to common stockholders.

The conversion feature of the no par $ 7.00 Series Cumulative and Convertible Preferred Stock allows the security holders to convert one convertible preferred share for twelve shares of the Company's common stock.

In 2025, 2,782 shares of the Company’s no par $ 7.00 Series Cumulative and Convertible Preferred Stock were converted into 33,384 shares (approximately $ 0.3 million) of the Company’s common stock.

In addition, the Company may redeem up to 10 % of the outstanding convertible stock in any calendar year at a price equal to the fair value of twelve shares of the Company's common stock for each share of convertible stock redeemed.

Long-term Debt

Subject to regulatory approval, the Company periodically

issues long-term debt to fund its investments in utility plant.

To the extent possible and fiscally prudent, the Company finances qualifying

capital projects under State Revolving Fund (SRF) loan programs in New Jersey and Delaware.

These government programs provide financing

at interest rates typically below rates available in the broader financial markets.

Middlesex has received approval from the NJBPU

to borrow up to $ 300.0 million from the New Jersey SRF Program, the New Jersey Economic Development Authority, private placement and other

financial institutions as needed through December 31, 2025.

The Company expects to issue debt securities in a series of one or more transaction

offerings over a multi-year period to help fund Middlesex’s multi-year capital construction program.

In September 2024, Tidewater closed on a $ 2.2

million Delaware SRF loan with a 0.0 % interest rate with an expected maturity date in 2044 .

This loan is for costs associated with Tidewater’s

obligation, as required by federal law and Delaware regulations, to identify and inventory lead service lines throughout Tidewater’s

service area.

Subject to regulatory approval, the Company periodically issues long-term debt to fund its investments in utility plant.

To the extent possible and fiscally prudent, the Company finances qualifying capital projects under State Revolving Fund (SRF) loan programs in New Jersey and Delaware.

These government programs provide financing at interest rates typically below rates available in the broader financial markets.

In September 2025, the NJBPU authorized Middlesex to borrow up to $ 260.0 million during the period January 2026 through December 2028, in one or more negotiated transactions in the form of notes and/or first mortgage bonds (FMBs) through loans from the New Jersey SRF Program, the New Jersey Economic Development Authority, private placement and other financial institutions as needed.

Middlesex was previously authorized to borrow up to $ 300.0 million for the period beginning in April 2023 through December 2025.

In October 2025, Middlesex closed on a $ 30.0 million, 5.99 % private placement of First Mortgage Bonds (FMBs) due 2055, designated as Series 2025A.

The net proceeds from the sale were used to repay short-term borrowings under the Company’s bank lines of credit and for other general corporate purposes.

In September 2024, Tidewater closed on a $ 2.2 million Delaware SRF loan with a 0.0 % interest rate with an expected maturity date in 2044.

This loan is for costs associated with Tidewater’s obligation, as required by federal law and Delaware regulations, to identify and inventory lead service lines throughout Tidewater’s service area.

Tidewater has drawn down $ 1.8 million as of December 31, 2025.

In May 2024, Tidewater closed on four DEPSC-approved

Delaware SRF loans totaling $ 5.6 million, all at interest rates of 2.0 % with expected maturity dates in 2044.

These loans are for the

construction, relocation, improvement, and/or interconnection of transmission mains and construction of a water treatment facility.

has drawn down less than $ 0.1 million on these loans as of December 31, 2024.

Each project has its own construction timetable with the

last spending set to occur in 2026.

Separately, Tidewater has two active construction

projects funded by prior year Delaware SRF loans totaling $ 8.3 million with remaining availability of funds for borrowing.

are for the construction of a one million gallon elevated storage tank and construction, relocation, improvement, and interconnection

of transmission mains.

Tidewater has drawn a total of $ 4.9 million through December 31, 2024 and expects that the requisitions will continue

through the second quarter of 2025.

In July 2023, Pinelands Water and Pinelands Wastewater

closed on $ 3.9 million and $ 3.6 million CoBank amortizing mortgage type loans, respectively, with an interest rate of 6.17 % and a final

maturity date of 2043 for each loan.

Proceeds were used to pay off outstanding intercompany loans with Middlesex and for ongoing capital

In May 2023, Tidewater closed on a $ 20.0 million

loan from CoBank with an interest rate of 5.71 % and a 2033 maturity date and fully drew all funds by June 30, 2023.

Proceeds from the

loan were used to pay off Tidewater’s outstanding balances under its bank lines of credit and for other general corporate purposes.

In April 2023, Tidewater closed on two DEPSC-approved

Delaware SRF loans totaling $ 6.9 million, all at interest rates of 2.0 % with maturity dates in 2043 and 2044.

These loans are for the

construction, relocation, improvement, and/or interconnection of transmission mains.

Tidewater has fully drawn on these loans.

In March 2023, Middlesex closed on a $ 40.0 million,

5.24 % private placement of First Mortgage Bonds (FMBs) with a 2043 maturity date designated as Series 2023A.

Proceeds were used to reduce

the Company’s outstanding balances under its bank lines of credit.

In May 2022, Middlesex repaid its two outstanding

New Jersey Infrastructure Bank (NJIB) construction loans by issuing FMBs to the NJIB under two loan agreements.

The total amount of FMBs

issued is $ 52.2 million and designated as Series 2022A ($ 16.2 million) and Series 2022B ($ 36.0 million).

The interest rate on the Series

2022A bond is zero and the interest rate on the Series 2022B bond ranges between 2.7 % and 3.0 %.

The final maturity date for both FMBs

is August 1, 2056 , with scheduled debt service payments over the life of these loans.

The aggregate annual principal repayment obligations as of December

31, 2024 for all long-term debt over the next five years and thereafter are shown below:

(In Millions)

In May 2024, Tidewater closed on four DEPSC-approved Delaware SRF loans totaling $ 5.6 million, all at interest rates of 2.0 % with maturity dates in 2045.

These loans are for the construction, relocation, improvement, and/or interconnection of transmission mains and construction of a water treatment facility.

In December 2025, Tidewater closed on an additional $ 1.0 million, 2.0 % SRF loan with a maturity date of 2045 related to these projects.

Tidewater has drawn down $ 0.9 million on these loans as of December 31, 2025.

Each project has its own construction timetable with the last spending set to occur in 2027.

Separately, Tidewater has two active construction projects funded by Delaware SRF loans totaling $ 8.3 million with remaining availability of funds for borrowing.

These loans are for the construction of a one million gallon elevated storage tank and construction, relocation, improvement, and interconnection of transmission mains.

Tidewater has drawn a total of $ 7.1 million through December 31, 2025 and expects that the requisitions will continue through the first quarter of 2026.

In December 2025, Southern Shores closed on a $ 0.4 million Delaware SRF loan with a 0.0 % interest rate with a maturity date in 2045.

This loan is for costs associated with Southern Shore’s obligation, as required by federal law and Delaware regulations, to identify and inventory lead service lines in its' service area.

In February 2026, Pinelands Water and Pinelands Wastewater repaid in full $ 3.7 million and $ 3.4 million, respectively, of their amortizing secured notes.

The interest rates and due dates on both of these notes were 6.17 % and 2043, respectively.

The aggregate annual principal repayment obligations as of December 31, 2025 for all long-term debt over the next five years and thereafter are shown below:

Year (In Millions)

Annual Maturities

The weighted average interest rate on all long-term

debt at December 31, 2024 and 2023 was 3.64 % and 3.65 %, respectively.

Substantially all of the utility plant of the

Company is subject to the lien of its mortgage, which includes debt service and capital ratio covenants.

The Company is in compliance

with all of its mortgage covenants and restrictions.

Thereafter 350.8

The weighted average interest rate on all long-term debt at December 31, 2025 and 2024 was 3.49 % and 3.64 %, respectively.

Substantially all of the utility plant of the Company is subject to the lien of its mortgage, which includes debt service and capital ratio covenants.

The Company is in compliance with all of its mortgage covenants and restrictions.

Earnings Per Share

The following table presents the calculation of

basic and diluted earnings per share (EPS) of common stock for the years ended December 31, 2024, 2023 and 2022.

Basic EPS is computed

on the basis of the weighted average number of shares outstanding.

Diluted EPS assumes the conversion of the Convertible Preferred Stock

$ 7.00 Series.

The following table presents the calculation of basic and diluted earnings per share (EPS) of common stock for the years ended December 31, 2025, 2024 and 2023.

Basic EPS is computed on the basis of the weighted average number of shares outstanding.

Diluted EPS assumes the conversion of the Convertible Preferred Stock $ 7.00 Series.

(In Thousands, Except Per Share Amounts)

2025 2024 2023

Income Shares Income Shares Income Shares

Net Income $ 42,822 18,096 $ 44,351 17,842 $ 31,524 17,732

Preferred Dividend ( 76 ) ( 112 ) ( 120 )

Earnings Applicable to Common Stock $ 42,746 18,096 $ 44,239 17,842 $ 31,404 17,732

Basic EPS $ 2.36 $ 2.48 $ 1.77

Earnings Applicable to Common Stock $ 42,746 18,096 $ 44,239 17,842 $ 31,404 17,732

Convertible Preferred $ 7.00 Series Dividend

24 41 46 104 67 115

Adjusted Earnings Applicable to Common Stock $ 42,770 18,137 $ 44,285 17,946 $ 31,471 17,847

Diluted EPS $ 2.36 $ 2.47 $ 1.76

Fair Value of Financial Instruments

The following methods and assumptions were used

by the Company in estimating its fair value disclosure for financial instruments for which it is practicable to estimate that value.

carrying amounts reflected in the consolidated balance sheets for cash and cash equivalents, accounts receivable, accounts payable and

notes payable approximate their respective fair values due to the short-term maturities of these instruments.

The fair value of FMBs and

SRF Bonds (collectively, the Bonds) issued by Middlesex is based on quoted market prices for similar issues.

Under the fair value hierarchy,

the fair value of cash and cash equivalents is classified as a Level 1 measurement and the fair value of notes payable and the Bonds in

the table below are classified as Level 2 measurements.

The following methods and assumptions were used by the Company in estimating its fair value disclosure for financial instruments for which it is practicable to estimate that value.

The carrying amounts reflected in the consolidated balance sheets for cash and cash equivalents, accounts receivable, accounts payable and notes payable approximate their respective fair values due to the short-term maturities of these instruments.

The fair value of FMBs and SRF Bonds (collectively, the Bonds) issued by Middlesex is based on quoted market prices for similar issues.

Under the fair value hierarchy, the fair value of cash and cash equivalents is classified as a Level 1 measurement and the fair value of notes payable and the Bonds in the table below are classified as Level 2 measurements.

The carrying amount and fair value of the Bonds were as follows:

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At December 31,

It was not practicable to estimate the fair value

on our outstanding long-term debt for which there is no quoted market price and there is not an active trading market.

For details, including

carrying value, interest rate and due date on these series of long-term debt, please refer to those series of long-term debt titled “Amortizing

Secured Notes” and “State Revolving Trust Notes” on the Consolidated Statements of Capital Stock and Long-Term Debt.

Value Carrying

FMBs $ 126,172 $ 120,430 $ 129,602 $ 125,067

It was not practicable to estimate the fair value on our outstanding long-term debt for which there is no quoted market price and there is not an active trading market.

For details, including carrying value, interest rate and due date on these series of long-term debt, please refer to those series of long-term debt titled “Amortizing Secured Notes” and “State Revolving Trust Notes” on the Consolidated Statements of Capital Stock and Long-Term Debt.

The carrying amount of these instruments was $ 259.5 million and $ 229.8 million at December 31, 2025 and 2024, respectively.

construction have carrying amounts of $ 22.6 million and $ 21.3 million at December 31, 2024 and 2023, respectively.

Their relative fair

values cannot be accurately estimated since future refund payments depend on several variables, including new customer connections, customer

consumption levels and future rate increases.

Advances for construction have carrying amounts of $ 25.5 million and $ 22.6 million at December 31, 2025 and 2024, respectively.

Their relative fair values cannot be accurately estimated since future refund payments depend on several variables, including new customer connections, customer consumption levels and future rate increases.

Note 7 - Employee Benefit Plans

Pension Benefits

The Company’s Pension Plan covers all active

employees hired prior to April 1, 2007.

Employees hired after March 31, 2007 are not eligible to participate in this plan, but can participate

in a defined contribution profit sharing plan that provides an annual contribution at the discretion of the Company, based upon a percentage

of the participants’ annual paid compensation.

In order to be eligible for contribution, the eligible employee must be employed

by the Company on December 31 st of the year to which the contribution relates.

The Company maintains an unfunded supplemental

plan for a limited number of its executive officers.

The Accumulated Benefit Obligation for the Company’s Pension Plan at December

31, 2024 and 2023 was $ 80.8 million and $ 83.7 million, respectively.

The Company’s Pension Plan covers all active employees hired prior to April 1, 2007.

Employees hired after March 31, 2007 are not eligible to participate in this plan, but can participate in a defined contribution profit sharing plan that provides an annual contribution at the discretion of the Company, based upon a percentage of the participants’ annual paid compensation.

In order to be eligible for contribution, the eligible employee must be employed by the Company on December 31 st of the year to which the contribution relates.

The Company maintains an unfunded supplemental plan for a

limited number of its executive officers.

The Accumulated Benefit Obligation for the Company’s Pension Plan at December 31, 2025 and 2024 was $ 82.5 million and $ 80.8 million, respectively.

Other Benefits

The Company’s Other Benefits Plan covers

substantially all of its current retired employees.

The Company’s Other Benefits Plan covers substantially all of its current retired employees.

Employees hired after March 31, 2007 are not eligible to participate in this plan.

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Regulatory Treatment of Over/Underfunded Retirement Obligations

Because the Company is subject to rate regulation

in the states in which it operates, it is required to maintain its accounts in accordance with the regulatory authority’s rules

and guidelines, which may differ from other authoritative accounting pronouncements.

In those instances, the Company follows the guidance

of ASC 980, Regulated Operations .

Based on prior regulatory practice, and in accordance with the guidance in ASC 980, Regulated

Operations , the Company records underfunded Pension Plan and Other Benefits Plan obligation costs, which otherwise would be recognized

in Other Comprehensive Income under ASC 715, Compensation – Retirement Benefits , as a Regulatory Asset, and expects to recover

those costs in rates charged to customers.

The Company uses a December 31 measurement date for all of its employee

benefit plans.

Because the Company is subject to rate regulation in the states in which it operates, it is required to maintain its accounts in accordance with the regulatory authority’s rules and guidelines, which may differ from other authoritative accounting pronouncements.

In those instances, the Company follows the guidance of ASC 980, Regulated Operations .

Based on prior regulatory practice, and in accordance with the guidance in ASC 980, Regulated Operations , the Company records underfunded Pension Plan and Other Benefits Plan obligation costs, which otherwise would be recognized in Other Comprehensive Income under ASC 715, Compensation – Retirement Benefits , as a Regulatory Asset, and expects to recover those costs in rates charged to customers.

The Company uses a December 31 measurement date for all of its employee benefit plans.

The tables below set forth information relating to the Company’s Pension Plan and Other Benefits Plan for 2025 and 2024.

(In Thousands)

Other Benefits Plan

Pension Plan Other Benefits Plan

Years Ended December 31,

2025 2024 2025 2024

Change in Projected Benefit Obligation:

Beginning Balance $ 87,501 $ 91,853 $ 28,201 $ 28,000

Service Cost 967 1,270 340 320

Interest Cost 4,635 4,280 1,719 1,313

3 unchanged sentences

(In Thousands)

Other Benefits Plan

Pension Plan Other Benefits Plan

Years Ended December 31,

2025 2024 2025 2024

Change in Fair Value of Plan Assets:

6 unchanged sentences

(In Thousands)

Other Benefits Plan

Pension Plan Other Benefits Plan

As of December 31,

2025 2024 2025 2024

Amounts Recognized in the Consolidated

3 unchanged sentences

Net Asset Recognized $ ( 14,971 ) $ ( 11,147 ) $ ( 28,474 ) $ ( 24,826 )

(InThousands)

Other Benefits Plan

(In Thousands)

Pension Plan Other Benefits Plan

Years Ended December 31,

Components of Net Periodic Benefit Cost

2025 2024 2023 2025 2024 2023

Components of Net Periodic Benefit (Gain) Cost

Service Cost $ 967 $ 1,270 $ 1,551 $ 340 $ 320 $ 391

Interest Cost 4,635 4,280 4,270 1,719 1,313 1,608

1 unchanged sentence

Amortization of Net Actuarial Loss (Gain) 50 153 658 ( 613 ) ( 1,098 ) ( 191 )

Net Periodic Benefit Cost*

cost is included in Operations and Maintenance expense on the consolidated statements of income;

all other amounts are included in Other

Amounts that are expected to be amortized from Regulatory Assets into

Net Periodic Benefit Cost in 2025 are as follows:

Net Periodic Benefit (Gain) Cost* $ ( 1,096 ) $ ( 619 ) $ 614 $ ( 2,266 ) $ ( 2,849 ) $ ( 1,274 )

* Service cost is included in Operations and Maintenance expense on the consolidated statements of income;

all other amounts are included in Other Income, net.

Amounts that are expected to be amortized from Regulatory Assets into Net Periodic Benefit Cost in 2025 are as follows:

(In Thousands)

Actuarial Loss (Gain) $ 74 $ ( 1,071 )

The discount rate and compensation increase rate for determining our

postretirement benefit plans’ benefit obligations and costs as of and for the years ended December 31, 2024, 2023 and 2022, respectively,

are as follows:

Other Benefits Plan

The discount rate and compensation increase rate for determining our postretirement benefit plans’ benefit obligations and costs as of and for the years ended December 31, 2025, 2024 and 2023, respectively, are as follows:

Pension Plan Other Benefits Plan

2025 2024 2023 2025 2024 2023

Weighted Average Assumptions:

Expected Return on Plan Assets

Expected Return on Plan Assets for:

Benefit Cost 7.00 % 7.00 % 7.00 % 7.00 % 7.00 % 7.00 %

Discount Rate for:

Benefit Obligation 5.39 % 5.47 % 4.79 % 5.49 % 5.49 % 4.79 %

Benefit Cost 5.47 % 4.79 % 4.98 % 5.49 % 4.79 % 4.98 %

Compensation Increase for:

Benefit Obligation 3.00 % 3.00 % 3.00 % 3.00 % 3.00 % 3.00 %

The compensation increase assumption for the Other

Benefits Plan is attributable to life insurance provided to qualifying employees upon their retirement.

The insurance coverage will be

determined based on the employee’s base compensation as of their retirement date.

The Company utilizes the Society of Actuaries’

mortality table (Pri-2012) (Mortality Improvement Scale MP2021).

For the 2024 valuation, costs and obligations

for our Other Benefits Plan assumed a 8.0 % annual rate of increase in the per capita cost of covered healthcare benefits in 2024 with

the annual rate of increase declining 0.15 % per year for 2025-2044, resulting in an annual rate of increase in the per capita cost of

covered healthcare benefits of 5.0 % by year 2045.

A one-percentage point change in assumed healthcare cost trend rates

would have the following effects on the Other Benefits Plan:

Benefit Cost 3.00 % 3.00 % 3.00 % 3.00 % 3.00 % 3.00 %

The compensation increase assumption for the Other Benefits Plan is attributable to life insurance provided to qualifying employees upon their retirement.

The insurance coverage will be determined based on the employee’s base compensation as of their retirement date.

The Company utilizes the Society of Actuaries’ mortality table (Pri-2012) (Mortality Improvement Scale MP2021).

For the 2025 valuation, costs and obligations for our Other Benefits Plan assumed a 8.0 % annual rate of increase in the per capita cost of covered healthcare benefits in 2026 with the annual rate of increase declining 0.15 % per year for 2027-2046, resulting in an annual rate of increase in the per capita cost of covered healthcare benefits of 5.0 % by year 2046.

A one-percentage point change in assumed healthcare cost trend rates would have the following effects on the Other Benefits Plan:

(In Thousands)

1 Percentage Point

Increase Decrease

Effect on Current Year Service and Interest Costs $ 295 $ ( 239 )

Effect on Projected Benefit Obligation $ 4,199 $ ( 3,434 )

The following benefit payments, which reflect expected future service,

are expected to be paid:

The following benefit payments, which reflect expected future service, are expected to be paid:

(In Thousands)

Other Benefits Plan

Year Pension Plan Other Benefits Plan

2026 $ 5,446 $ 1,355

2027 5,466 1,427

2028 5,588 1,491

2029 5,586 1,593

2030 5,691 1,654

2030-2034 30,481 9,549

Totals $ 58,258 $ 17,070

Benefit Plans Assets

The allocation of plan assets at December 31, 2024 and 2023 by asset

category is as follows:

Other Benefits Plan

Asset Category

The allocation of plan assets at December 31, 2025 and 2024 by asset category is as follows:

Pension Plan Other Benefits Plan

Asset Category 2025 2024 Target 2025 2024 Target

Equity Securities 51.9 % 31.8 % 30 % 68.0 % 65.2 % 65 %

Debt Securities 47.5 % 67.9 % 68 % 30.0 % 33.0 % 33 %

Real Estate/Commodities

Two outside investment firms each manage a portion

of the Pension Plan asset portfolio.

Cash 0.6 % 0.3 % 2 % 2.0 % 1.8 % 2 %

Total 100.0 % 100.0 % 100.0 % 100.0 %

Two outside investment firms each manage a portion of the Pension Plan asset portfolio.

One of those investment firms also manages the Other Benefits Plan asset portfolio.

Quarterly meetings

are held between the Company’s Pension Committee of the Board of Directors and the investment managers to review their performance

and asset allocation.

If the actual asset allocation is outside the targeted range, the Pension Committee reviews current market conditions

and advice provided by the investment managers to determine the appropriateness of rebalancing the portfolio.

The objective of the Company is to maximize the

long-term return on retirement plan assets, relative to a reasonable level of risk, maintain a diversified investment portfolio and maintain

compliance with the Employee Retirement Income Security Act of 1974.

The expected long-term rate of return is based on the various asset

categories in which plan assets are invested and the current expectations and historical performance for these categories.

Quarterly meetings are held between the Company’s Pension Committee of the Board of Directors and the investment managers to review their performance and asset allocation.

If the actual asset allocation is outside the targeted range, the Pension Committee reviews current market conditions and advice provided by the investment managers to determine the appropriateness of rebalancing the portfolio.

The objective of the Company is to maximize the long-term return on retirement plan assets, relative to a reasonable level of risk, maintain a diversified investment portfolio and maintain compliance with the Employee Retirement Income Security Act of 1974.

The expected long-term rate of return is based on the various asset categories in which plan assets are invested and the current expectations and historical performance for these categories.

Fair Value Measurements

Accounting guidance provides a fair value hierarchy

that prioritizes the inputs to valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted

quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs

(Level 3 measurements).

Accounting guidance provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

The three levels of the fair value hierarchy are described as follows:

5 unchanged sentences

• Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

Certain investments in cash and cash equivalents,

equity securities, and commodities are valued based on quoted market prices in active markets and are classified as Level 1 investments.

Certain investments in cash and cash equivalents, equity securities and fixed income securities are valued using prices received from

pricing vendors that utilize observable inputs and are therefore classified as Level 2 investments.

The following tables present Middlesex’s Pension Plan assets

measured and recorded at fair value within the fair value hierarchy:

Certain investments in cash and cash equivalents, equity securities, and commodities are valued based on quoted market prices in active markets and are classified as Level 1 investments.

Certain investments in cash and cash equivalents, equity securities and fixed income securities are valued using prices received from pricing vendors that utilize observable inputs and are therefore classified as Level 2 investments.

The following tables present Middlesex’s Pension Plan assets measured and recorded at fair value within the fair value hierarchy:

(In Thousands)

As of December 31, 2025

Level 1 Level 2 Level 3 Total

Money Market Funds $ 637 $ — $ — $ 637

Government Treasury 21,546 — — 21,546

Common Equity Securities 32,400 — — 32,400

Corporate Bonds — 44,878 — 44,878

Agency/US Debt

Sovereign/Non-US Debt — 4,560 — 4,560

2 unchanged sentences

As of December 31, 2024

Level 1 Level 2 Level 3 Total

Mutual Funds $ 31,187 $ — $ — $ 31,187

Money Market Funds 293 — — 293

4 unchanged sentences

Total Investments $ 98,648 $ — $ — $ 98,648

The following tables present Middlesex’s Other Benefits Plan

assets measured and recorded at fair value within the fair value hierarchy:

The following tables present Middlesex’s Other Benefits Plan assets measured and recorded at fair value within the fair value hierarchy:

(In Thousands)

As of December 31, 2025

Level 1 Level 2 Level 3 Total

Money Market Funds 885 — — 885

Cash 317 — — 317

Equity Securities 41,150 — — 41,150

Agency/US/State/Municipal Debt — 18,148 — 18,148

2 unchanged sentences

As of December 31, 2024

Level 1 Level 2 Level 3 Total

Mutual Funds $ 34,545 $ — $ — $ 34,545

Money Market Funds 977 — — 977

2 unchanged sentences

Benefit Plans Contributions

For the Pension Plan, Middlesex made total cash

contributions of $ 2.8 million in 2024 and expects to make approximately $ 0.9 million of cash contributions in 2025.

For the Other Benefits Plan, Middlesex made total

cash contributions of $ 0.9 million in 2024 and expects to make approximately $ 1.0 million of cash contributions in 2025.

The Company maintains a 401(k) defined contribution

plan, which covers substantially all employees (temporary employee needs to complete at least 1,000 hours of service to be eligible).

Under the terms of the plan, the Company matches 100 % of a participant’s contributions, which do not exceed 1 % of a participant’s

compensation, plus 50 % of a participant’s contributions exceeding 1 %, but not more than 6 %.

The Company’s matching contribution

was $ 0.8 million, $ 0.8 million and $ 0.7 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Employees hired after March 31, 2007 are not eligible

to participate in the Pension Plan and are generally eligible to participate in a discretionary profit sharing plan administered through

the 401(k) plan.

In December each year, the Board of Directors may approve that a stated percentage of eligible compensation be contributed

to the account of the employee participant in the first quarter of the following year.

For those employees still actively employed on

December 31, 2024 or retired during the current year, the Company will fund a discretionary contribution of $ 1.1 million before April

1, 2025, which represents 5.0 % of eligible 2024 compensation.

For the years ended December 31, 2023 and 2022, the Company made qualifying

discretionary contributions of $ 0.9 million for each year.

For the Pension Plan, Middlesex expects to make approximately $ 0.9 million of cash contributions in 2026.

For the Other Benefits Plan, Middlesex expects to make approximately $ 1.1 million of cash contributions in 2026.

The Company maintains a 401(k) defined contribution plan, which covers substantially all employees (temporary employee needs to complete at least 1,000 hours of service to be eligible).

Under the terms of the plan, the Company matches 100 % of a participant’s contributions, which do not exceed 1 % of a participant’s compensation, plus 50 % of a participant’s contributions exceeding 1 %, but not more than 6 %.

The Company’s matching contribution was $ 0.9 million, $ 0.8 million and $ 0.7 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Employees hired after March 31, 2007 are not eligible to participate in the Pension Plan and are generally eligible to participate in a discretionary profit sharing plan administered through the 401(k) plan.

In December each year, the Board of Directors may approve that a stated percentage of eligible compensation be contributed to the account of the employee participant in the first quarter of the following year.

For those employees still actively employed on December 31, 2025 or retired during the current year, the Company will fund a discretionary contribution of $ 1.3 million before April 1, 2026, which represents 5.0 % of eligible 2025 compensation.

For the years ended December 31, 2024 and 2023, the Company made qualifying discretionary contributions of $ 1.1 million and $ 0.9 million respectively for each year.

Stock-Based Compensation

The Company maintains a long-term incentive compensation

plan for certain management employees where awards are made in the form of restricted common stock.

Shares of restricted stock issued

under the plan are subject to forfeiture by the employee in the event of termination of employment for any reason within three or five

years of the award, as applicable, other than as a result of retirement at normal retirement age, death, disability or change in control.

The Company maintains a long-term incentive compensation plan for certain management employees where awards are made in the form of restricted common stock.

Shares of restricted stock issued under the plan are subject to forfeiture by the employee in the event of termination of employment for any reason within three or five years of the award, as applicable, other than as a result of retirement at normal retirement age, death, disability or change in control.

The maximum number of shares authorized for award under the plan is 300,000 shares, of which approximately 62 % remain available for issuance.

The Company recognizes compensation expense at

fair value for the plan awards in accordance with ASC 718, Compensation – Stock Compensation .

Compensation expense is determined

by the market value of the stock on the date of the award and is being amortized over the expected vesting period.

The following table presents awarded but not yet vested share information

for the plan:

Shares(thousands)

The Company recognizes compensation expense at fair value for the plan awards in accordance with ASC 718, Compensation – Stock Compensation .

Compensation expense is determined by the market value of the stock on the date of the award and is being amortized over the expected vesting period.

The following table presents awarded but not yet vested share information for the plan:

Shares(thousands) Unearned

(thousands) Weighted

Average Granted

Balance, January 1, 2021 83 $ 1,931

Granted 11 1,151 $ 105.17

Vested ( 17 )

Amortization of Compensation expense — ( 1,350 )

Balance, December 31, 2022 77 1,732

Granted 15 1,165 $ 77.63

Vested ( 18 ) —

Amortization of Compensation expense — ( 1,854 )

Balance, December 31, 2023 74 1,043

Granted 19 1,003 $ 52.50

Vested ( 58 ) —

Amortization of Compensation expense — ( 1,140 )

Balance, December 31, 2024 35 906

Unearned compensation is recognized over a period of 4 years.

Granted 24 1,540 $ 64.10

Vested ( 17 )

Amortization of Compensation expense — ( 905 )

Balance, December 31, 2025 42 1,541

Note 8 – Business Segment Data

The Company’s Chief Operating Decision Maker

(CODM) consists of the Company’s Chief Executive Officer, Chief Financial Officer, and Chief Operating Officer.

The CODM evaluates

segment performance and profitability using net income.

This metric provides a clear, consistent basis for analyzing the financial results

of each segment and supports decision-making regarding the allocation of resources.

Resource allocation to the Company’s regulated

and non-regulated segments begins with the annual budgeting process, which establishes initial funding and resource levels for each segment.

budget incorporates key financial and operational inputs, including anticipated revenues, expenses, capital and financing requirements,

aligning with the Company’s strategic objectives and regulatory obligations.

The CODM reviews budget-to-actual variances on

a monthly, quarterly and year to-date basis and makes interim decisions to reallocate resources among segments as needed, ensuring a timely

and effective response to changing conditions.

For the regulated segment, the CODM uses this assessment to determine whether the segment

is achieving its regulatory authorized rate of return.

The segments follow the same accounting policies

as described in Note 1 – Organization, Summary of Significant Accounting Policies and Recent Developments .

Segment profit

or loss is based on Net Income.

Expenses used to determine operating income before taxes are charged directly to each segment or are allocated

based on the applicable cost allocation factors.

Assets allocated to each segment are based upon specific identification of such assets

provided by Company records.

The effects of all intra-segment and/or intercompany transactions are eliminated in the consolidated financial

The Company’s Chief Operating Decision Maker (CODM) consists of the Company’s Chief Executive Officer, Chief Financial Officer, and Chief Operating Officer.

The CODM evaluates segment performance and profitability using net

This metric provides a clear, consistent basis for analyzing the financial results of each segment and supports decision-making regarding the allocation of resources.

Resource allocation to the Company’s regulated and non-regulated segments begins with the annual budgeting process, which establishes initial funding and resource levels for each segment.

The budget incorporates key financial and operational inputs, including anticipated revenues, expenses, capital and financing requirements, aligning with the Company’s strategic objectives and regulatory obligations.

The CODM reviews budget-to-actual variances on a monthly, quarterly and year to-date basis and makes interim decisions to reallocate resources among segments as needed, ensuring a timely and effective response to changing conditions.

For the regulated segment, the CODM uses this assessment to determine whether the segment is achieving its regulatory authorized rate of return.

The segments follow the same accounting policies as described in Note 1 – Organization, Summary of Significant Accounting Policies and Recent Developments .

Segment profit or loss is based on Net Income.

Expenses used to determine operating income before taxes are charged directly to each segment or are allocated based on the applicable cost allocation factors.

Assets allocated to each segment are based upon specific identification of such assets provided by Company records.

The effects of all intra-segment and/or intercompany transactions are eliminated in the consolidated financial statements.

The Company has identified two reportable segments.

One is the regulated business of collecting, treating and distributing water on a retail and wholesale basis to residential, commercial,

industrial and fire protection customers in parts of New Jersey and Delaware and includes Middlesex, Tidewater, Pinelands Water and Southern

One is the regulated business of collecting, treating and distributing water on a retail and wholesale basis to residential, commercial, industrial and fire protection customers in parts of New Jersey and Delaware and includes Middlesex, Tidewater, Pinelands Water and Southern Shores.

This segment also includes a regulated wastewater system in New Jersey, Pinelands Wastewater.

The Company is subject to regulations

as to its rates, services and other matters by the states of New Jersey and Delaware with respect to utility service within these states.

The other segment is primarily comprised of non-regulated contract

services for the operation and maintenance of municipal and private

water and wastewater systems in New Jersey and Delaware and includes USA, USA-PA, and White Marsh.

The Company is subject to regulations as to its rates, services and other matters by the states of New Jersey and Delaware with respect to utility service within these states.

The other segment is primarily comprised of non-regulated contract services for the operation and maintenance of municipal and private water and wastewater systems in New Jersey and Delaware and includes USA, USA-PA, and White Marsh.

(In Thousands)

1 unchanged sentence

Operation by Segments 2025 2024 2023

Regulated $ 182,654 $ 179,359 $ 154,617

Non – Regulated 12,985 13,552 12,773

Total Reportable Segments 195,639 192,911 167,390

Inter-segment Elimination ( 945 ) ( 1,034 ) ( 1,116 )

2 unchanged sentences

Purchased Water:

Regulated $ 8,458 $ 8,064 $ 9,144

Non – Regulated — — —

Total Reportable Segments 8,458 8,064 9,144

Inter-segment Elimination ( 464 ) ( 567 ) ( 663 )

1 unchanged sentence

Other Operations and Maintenance Expenses:

Regulated $ 75,293 $ 76,483 $ 66,670

Non – Regulated 8,485 8,850 8,415

Total Reportable Segments 83,778 85,333 75,085

Inter-segment Elimination ( 481 ) ( 467 ) ( 453 )

Consolidated Other Operations and Maintenance Expenses $ 83,297 $ 84,866 $ 74,632

Regulated $ 21,675 $ 21,644 $ 18,504

Non – Regulated 239 230 240

1 unchanged sentence

Depreciation:

Regulated $ 26,844 $ 24,173 $ 24,931

Non – Regulated 269 257 263

1 unchanged sentence

Operating Income:

Regulated $ 50,865 $ 49,462 $ 35,820

Non – Regulated 3,511 3,748 3,403

1 unchanged sentence

Other Income (Expense), Net:

Regulated $ 8,001 $ 12,195 $ 6,637

Non – Regulated 236 281 214

Total Reportable Segments 8,237 12,476 6,851

Inter-segment Elimination ( 675 ) ( 407 ) ( 366 )

Consolidated Other Income (Expense), Net

Consolidated Other Income, Net $ 7,562 $ 12,069 $ 6,485

(In Thousands)

2 unchanged sentences

Interest Expense:

Regulated $ 14,970 $ 14,430 $ 13,508

Non – Regulated — — —

Total Reportable Segments 14,970 14,430 13,508

Inter-segment Elimination ( 675 ) ( 407 ) ( 365 )

1 unchanged sentence

Income Taxes:

Regulated $ 3,637 5,653 ( 146 )

Non – Regulated 1,184 1,252 1,187

Consolidated Income Taxes $ 4,821 $ 6,905 $ 1,041

Regulated $ 40,258 $ 41,575 $ 29,094

Non – Regulated 2,564 2,776 2,430

1 unchanged sentence

Capital Expenditures:

Regulated $ 96,015 $ 74,584 $ 90,047

Non – Regulated 339 38 132

1 unchanged sentence

(In Thousands)

December 31, 2024

December 31, 2025 As of

December 31, 2024

Regulated $ 1,377,391 $ 1,264,472

Non – Regulated 9,076 7,671

Total Reportable Segments 1,386,466 1,272,143

Inter-segment Elimination ( 20,730 ) ( 16,969 )

Consolidated Assets $ 1,365,737 $ 1,255,174

Note 9 - Quarterly Data - Unaudited

Financial information for each quarter of 2024 and 2023 is as follows:

(In Thousands of Dollars, Except Per Share Data)

Operating Revenues

Operating Income

Basic Earnings per Share

Diluted Earnings per Share

Common Dividend Per Share

High/Low Common Stock Price

$ 50.33 /$ 64.71

$ 45.84 /$ 58.02

$ 52.74 /$ 67.59

$ 52.62 /$ 69.70

Operating Revenues

Operating Income

Basic Earnings per Share

Diluted Earnings per Share

Common Dividend Per Share

High/Low Common Stock Price

$ 72.64 /$ 90.56

$ 66.51 /$ 84.38

$ 65.37 /$ 84.35

$ 61.34 /$ 73.47

The information above, in the opinion of the Company,

includes all adjustments consisting only of normal recurring accruals necessary for a fair presentation of such amounts.

of the Company is subject to seasonal fluctuation with the peak period usually occurring during the summer months.

The quarterly earnings

per share amounts above may differ slightly from previous filings due to the effects of rounding.

Note 9 - Supplemental Cash Flows Information

(in thousands) 2025 2024 2023

SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITY:

Utility Plant received as Construction Advances and Contributions $ 9,924 $ 8,968 $ 7,259

Accrued Payables for Utility Plant 9,901 8,109 10,251

Litigation Settlement Receivable — ( 6,237 ) 69,872

Litigation Settlement Payable — ( 6,237 ) 6,237

Conversion of Preferred Stock Into Common Stock 292 449 —

SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:

Cash Paid During the Year for:

Interest 13,459 14,485 12,762

Interest Capitalized 640 511 975

Income Taxes 1,639 3,169 2,962

The cash flow impact of Tangible Property Repairs in Note 3, Income Taxes is reflected in Provision for Deferred Income Taxes and Investment Tax Credits in the Consolidated Statements of Cash Flows.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

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 8. Financial Statements and Supplementary Data