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Item 9A. Controls and Procedures

2026-02-19 compared with 2025-02-28 · 116 added, 183 removed, 158 unchanged (65% of the section changed)

1 unchanged sentence

Evaluation of Disclosure Control and Procedures

The Company maintains disclosure controls and

procedures designed to provide reasonable assurance that the information required to be disclosed in the reports filed or submitted to

the United States Securities and Exchange Commission (SEC) is recorded, processed, summarized and reported within the time periods specified

in the rules and forms of the SEC.

Disclosure controls and procedures include, without limitation, controls and procedures designed to

ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act

of 1934, as amended, is accumulated and communicated to the issuer’s management, including its principal executive and principal

financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

of the Company, with the participation of its principal executive officer and principal financial officer, has evaluated its disclosure

controls and procedures as of the end of the period covered by this report and, based on such evaluation, has concluded that the disclosure

controls and procedures are effective to provide such reasonable assurance.

Reasonable assurance is not absolute assurance, however, and

there can be no assurance that any design of controls or procedures would be effective under all potential future conditions, regardless

of how remote.

The Company maintains disclosure controls and procedures that are designed to provide reasonable assurance that the information required to be disclosed in the reports filed or submitted to the United States Securities and Exchange Commission (SEC) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC.

Disclosure controls and procedures include, without limitation, controls and procedures designed to provide reasonable assurance that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Management of the Company, with the participation of its principal executive officer and principal financial officer, has evaluated its disclosure controls and procedures as of the end of the period covered by this report and, based on such evaluation, has concluded that the disclosure controls and procedures are effective at the reasonable assurance level as of December 31, 2025.

Reasonable assurance is not absolute assurance, however, and there can be no assurance that any design of controls or procedures would be effective under all potential future conditions, regardless of how remote.

Management’s Report on Internal Control Over Financial Reporting

Management of the Company is responsible for establishing

and maintaining adequate internal control over financial reporting.

Internal control over financial reporting is a process designed to

provide reasonable, but not absolute, assurance regarding the reliability of financial reporting and the preparation of financial statements

for external purposes in accordance with accounting principles generally accepted in the United States of America.

Because of its inherent limitations, internal

control over financial reporting may not prevent or detect misstatements.

Also, projections of the effectiveness of controls 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 policies or procedures may deteriorate.

Management of the Company assessed the effectiveness

of the Company’s internal control over financial reporting as of December 31, 2024 using the criteria set forth by the Committee

of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013 framework).

on that assessment, management has concluded that the Company had effective internal control over financial reporting as of December 31,

Middlesex’s independent registered public

accounting firm (PCAOB ID 23 ) has audited the effectiveness of our internal control over financial reporting as of December 31, 2024 as

stated in their report which is included herein.

Changes in Internal Controls

There has been no change in internal control over

financial reporting during the fourth quarter of 2024 that materially affected, or is reasonably likely to materially affect, the internal

controls over financial reporting of the Company.

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting.

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 accounting principles generally accepted in the United States of America.

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 policies or procedures may deteriorate.

Management of the Company assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025 using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013 framework).

Based on that assessment, management has concluded that the Company's internal control over financial reporting was effective as of December 31, 2025.

The effectiveness of the Company's internal control over financial reporting as of December 31, 2025 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears in this Annual Report on Form 10-K.

Changes in Internal Control Over Financial Reporting

There has been no change in internal control over financial reporting during the quarter ended December 31, 2025 that has materially affected, or is reasonably likely to materially affect, the internal controls over financial reporting of the Company.

OTHER INFORMATION.

(b) Insider Trading Arrangements and Policies - During the three months ended December 31, 2024, no director or officer of the Company

adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term

is defined in Item 408(a) of Regulation S-K."

(b) Insider Trading Arrangements and Policies - During the three months ended December 31, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K."

2 unchanged sentences

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

Information with respect to Directors of Middlesex

Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated

herein by reference.

Information regarding the Executive Officers of

Middlesex Water Company is included under Item 1.

Information with respect to Directors of Middlesex Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference.

Information regarding the Executive Officers of Middlesex Water Company is included under Item 1.

in Part I of this Annual Report.

Information regarding Middlesex Water Company’s Insider Trading Policy will be included in Middlesex Water Company’s Proxy Statement for the 2026 Annual Meeting of Stockholders and is incorporated herein by reference.

EXECUTIVE COMPENSATION.

This information for Middlesex Water Company will

be included in Middlesex Water Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated herein

by reference.

This information for Middlesex Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2026 Annual Meeting of Shareholders and is incorporated herein by reference.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

This information for Middlesex

Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated

herein by reference.

This information for Middlesex Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2026 Annual Meeting of Shareholders and is incorporated herein by reference.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

This information for Middlesex Water Company will

be included in Middlesex Water Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated herein

by reference.

This information for Middlesex Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2026 Annual Meeting of Shareholders and is incorporated herein by reference.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

This information for Middlesex Water Company will

be included in Middlesex Water Company’s Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated herein

by reference.

This information for Middlesex Water Company will be included in Middlesex Water Company’s Proxy Statement for the 2026 Annual Meeting of Shareholders and is incorporated herein by reference.

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

2 unchanged sentences

Consolidated Balance Sheets at December 31, 2025 and 2024.

Consolidated Statements of Income for each of the three

years in the period ended December 31, 2024.

Consolidated Statements of Cash Flows for each of the three

years in the period ended December 31, 2024.

Consolidated Statements of Capital Stock and Long-term Debt

as of December 31, 2024 and 2023.

Consolidated Statements of Common Stockholders’ Equity

for each of the three years in the period ended December 31, 2024.

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

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.

Financial Statement Schedules

All Schedules are omitted because of the absence of the

conditions under which they are required or because the required information is shown in the financial statements or notes thereto.

See Exhibit listing immediately following the

signature page.

All Schedules are omitted because of the absence of the conditions under which they are required or because the required information is shown in the financial statements or notes thereto.

See Exhibit listing immediately following the signature page.

FORM 10-K SUMMARY.

Pursuant to the requirements of Section 13 or

15(d) of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,

thereunto duly authorized.

Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

MIDDLESEX WATER COMPANY

3 unchanged sentences

February 19, 2026

Pursuant to the requirements of the Securities

and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities

indicated on February 28, 2025.

Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 19, 2026.

/s/ Mohammed G.

10 unchanged sentences

Joshua Bershad, M.D.

/s/ Dennis W.

Chairman of the Board and Director

/s/ Robert Hoglund

Robert Hoglund

/s/ Steven M.

2 unchanged sentences

EXHIBIT INDEX

Exhibits designated with an asterisk (*) are filed

The exhibits not so designated have heretofore been filed with the Commission and are incorporated herein by reference to the

documents indicated in the previous filing columns following the description of such exhibits.

Exhibits designated with a dagger (t) are

management contracts or compensatory plans.

Document Description

Exhibits designated with an asterisk (*) are filed herewith.

The exhibits not so designated have heretofore been filed with the Commission and are incorporated herein by reference to the documents indicated in the previous filing columns following the description of such exhibits.

Exhibits designated with a dagger (t) are management contracts or compensatory plans.

Document Description Previous

3.1 The Restated Certificate of Incorporation, filed as Exhibit 3.1 to the Company’s Annual Report on Form 10-K for the Year ended December 31, 1998.

9 unchanged sentences

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Document Description

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3.11 By-laws of the Company, as amended, filed as Exhibit 4.10 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010.

3 unchanged sentences

10.2 Mortgage, dated April 1, 1927, between the Company and Union County Trust Company, as Trustee, as supplemented by Supplemental Indentures, dated as of October 1, 1939 and April 1, 1949.

2-15795 4(a)-4(f)

10.3 Supplemental Indenture, dated as of July 1, 1964 and June 15, 1991, between the Company and Union County Trust Company, as Trustee.

33-54922 10.4-10.9

10.4 Agreement for a Supply of Water, dated as of July 27, 2011, between the Company and the Old Bridge Municipal Utilities Authority, filed as Exhibit No.

1 unchanged sentence

10.5 Water Supply Agreement, dated as of July 14, 1987, between the Company and the Marlboro Township Municipal Utilities Authority, as amended.

33-31476 10.13

10.6 Water Purchase Contract, dated as of October 24, 2023, between the Company and the New Jersey Water Supply Authority, filed as Exhibit No.

3 unchanged sentences

10.8 Water Supply Agreement, dated June 4, 1990, between the Company and Edison Township.

33-54922 10.24

10.9 Agreement for a Supply of Water, dated January 1, 2006, between the Company and the Borough of Highland Park, filed as Exhibit No.

10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2006.

Amendment to Agreement for a Supply of Water, dated as of December 1, 2015, between the Company and the Borough of Highland Park, filed as Exhibit No.

10.9(a) Amendment to Agreement for a Supply of Water, dated as of December 1, 2015, between the Company and the Borough of Highland Park, filed as Exhibit No.

10.9(a) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015.

EXHIBIT INDEX

Document Description

Middlesex Water Company Supplemental Executive Retirement Plan, filed as Exhibit 10.13 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.

Middlesex Water Company 2018 Restricted Stock Plan, filed as Appendix A to the Company’s Definitive Proxy Statement, dated and filed April 12, 2018.

Registration Statement, Form S-8, under the Securities Act of 1933, filed December 18, 2008, relating to the Middlesex Water Company Outside Director Stock Compensation Stock Plan.

Employment Agreement, dated as of March 1, 2024, between the Company and Nadine Duchemin-Leslie, filed as Exhibit 99.2 of the Company’s Current Report on Form 8-K dated January 23, 2024.

Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Nadine Leslie, filed as Exhibit 10.6 of the Company’s Current Report on Form 8-K dated November 5, 2024.

Employment Agreement, dated as of June 24, 2024, between the Company and Mohammed G.

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(t)10.10 Middlesex Water Company Supplemental Executive Retirement Plan, filed as Exhibit 10.13 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.

(t)10.11(a) Middlesex Water Company 2018 Restricted Stock Plan, filed as Appendix A to the Company’s Definitive Proxy Statement, dated and filed April 12, 2018.

(t)10.11(b) Registration Statement, Form S-8, under the Securities Act of 1933, filed December 18, 2008, relating to the Middlesex Water Company Outside Director Stock Compensation Stock Plan.

(t)10.12 Employment Agreement, dated as of March 1, 2024, between the Company and Nadine Duchemin-Leslie, filed as Exhibit 99.2 of the Company’s Current Report on Form 8-K dated January 23, 2024.

(t)10.12(a) Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Nadine Leslie, filed as Exhibit 10.6 of the Company’s Current Report on Form 8-K dated November 5, 2024.

(t)10.12(b) Employment Agreement, dated as of June 24, 2024, between the Company and Mohammed G.

Zerhouni, filed as Exhibit 99.2 of the Company’s Current Report on Form 8-K dated June 10, 2024.

Change in Control Termination Agreement, , dated as of June 24, 2024, between the Company and Mohammed G.

(t) 10.12(b-1) Employment Agreement Amendment between the Company and Mohammed G.

Zerhouni, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated December 22, 2025.

(t)10.12(c) Change in Control Termination Agreement, , dated as of June 24, 2024, between the Company and Mohammed G.

Zerhouni, filed as Exhibit 99.3 of the Company’s Current Report on Form 8-K dated June 10, 2024.

Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Lorrie B.

(t)10.12(d) Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Lorrie B.

Ginegaw, filed as Exhibit 10.2 of the Company’s Current Report on Form 8-K dated November 5, 2024.

Employment Agreement, dated as of December 16, 2024, between the Company and Gregory Sorenson, filed as Exhibit 99.2 of the Company’s Current Report on Form 8-K dated November 26, 2024.

Change in Control Termination Agreement, dated as of December 16, 2024, between the Company and Gregory Sorenson, filed as Exhibit 99.3 of the Company’s Current Report on Form 8-K dated November 26, 2024.

Change in Control Termination Agreement, dated as of Novmeber 1, 2024, between the Company and Jay L.

(t)10.12(e) Employment Agreement, dated as of December 16, 2024, between the Company and Gregory Sorens e n, filed as Exhibit 99.2 of the Company’s Current Report on Form 8-K dated November 26, 2024.

(t)10.12(e-1)

Employment Agreement Amendment between the Company and Gregory Sorens e n, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated December 22, 2025.

(t)10.12(f) Change in Control Termination Agreement, dated as of December 16, 2024, between the Company and Gregory Sorenson, filed as Exhibit 99.3 of the Company’s Current Report on Form 8-K dated November 26, 2024.

(t)10.12(g) Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Jay L.

Kooper, filed as Exhibit 10.1 of the Company’s Current Report on Form 8-K dated November 5, 2024.

Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Robert K.

(t)10.12(h) Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Robert K.

Fullagar, filed as Exhibit 10.3 of the Company’s Current Report on Form 8-K dated November 5, 2024.

EXHIBIT INDEX

Document Description

Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Georgia M.

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(t)10.12(i) Change in Control Termination Agreement, dated as of November 1, 2024, between the Company and Georgia M.

Simpson, filed as Exhibit 10.4 of the Company’s Current Report on Form 8-K dated November 5, 2024.

Change in Control Termination Agreement, dated as of November 1, 2024 between the Company and Robert J.

(t)10.12(j) Change in Control Termination Agreement, dated as of November 1, 2024 between the Company and Robert J.

Capko, filed as Exhibit 10.5 of the Company’s Current Report on Form 8-K dated November 5, 2024.

10.13 Transmission Agreement, dated October 16, 1992, between the Company and the Township of East Brunswick.

Amendment, dated November 28, 2016, to Transmission Agreement between the Company and the Township of East Brunswick, filed as Exhibit No.

33-54922 10.23

10.13(a) Amendment, dated November 28, 2016, to Transmission Agreement between the Company and the Township of East Brunswick, filed as Exhibit No.

10.13(a) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

10.14 Contract, dated August 20, 2018, between the City of Perth Amboy and Utility Service Affiliates (Perth Amboy), Inc., filed as Exhibit 10.16 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018.

Supplemental Indenture, dated October 15, 2004, between the Company and Wachovia Bank, National Association;

Loan Agreement, dated

November 1, 2004, between the State of New Jersey and the Company (Series EE), filed as Exhibit No.

10.26 of the Company’s

Annual Report on Form 10-K for the year ended December 31, 2004.

Thirty-First Supplemental Indenture, dated October 15, 2004, between the Company and Wachovia Bank, National Association;

Loan Agreement, dated November 1, 2004, between the New Jersey Environmental Infrastructure Trust and the Company (Series FF), filed as Exhibit No.

10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2004.

Promissory Note and Supplement, dated October 15, 2014, between Tidewater Utilities, Inc.

3 unchanged sentences

EXHIBIT INDEX

Document Description

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Promissory Note and Supplement, dated March 29, 2021, between Tidewater Utilities, Inc.

8 unchanged sentences

and CoBank, ACB, filed as Exhibit 10.17(d) of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023.

Seventh Amendment to Promissory Note and Supplement, dated as of July 24, 2025, between Tidewater Utilities, Inc.

and CoBank, ACB , filed as Exhibit 10.17(e) of the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025

10.16 Agreement for a Supply of Water, dated April 1, 2006, between the Company and the City of Rahway, filed as Exhibit No.

4 unchanged sentences

10.31 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2006.

Loan Agreement, dated November 1, 2007, between New Jersey Environmental Infrastructure Trust and the Company (Series II), filed as Exhibit No.

10.32 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007.

10.19 Loan Agreement, dated November 1, 2007, between the State of New Jersey and the Company (Series JJ), filed as Exhibit 10.33 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007.

1 unchanged sentence

EXHIBIT INDEX

Document Description

Agreement, dated November 1, 2008, between the State of New Jersey and the Company (Series LL), filed as Exhibit 10.35 of the

Company’s Annual Report on Form 10-K for the year ended December 31, 2008.

Supplement, filed August 3, 2022, relating to the Middlesex Water Company Investment Plan.

Supplement, filed July 25, 2023, relating to the Middlesex Water Company Investment Plan.

and Restated $68,000,000 Revolving Line of Credit Note, dated February 9, 2022, between the Company, Pinelands Wastewater Company,

Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A., filed as Exhibit 10.26(a) of the Company’s Annual Report on

Form 10-K for the year ended December 31, 2021.

and Amendment to Loan Documents, dated February 9, 2022, between the Company, Pinelands Wastewater Company, Pinelands Water Company,

Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental

Systems, Inc., and PNC Bank, N.A., filed as Exhibit 10.26(b) of the Company’s Annual Report on Form 10-K for the year ended

December 31, 2021.

to Loan Documents, dated March 17, 2023, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities,

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

and While Marsh Environmental Systems, Inc.,

and PNC Bank, N.A.

filed as Exhibit 10.26(c) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended

March 31, 2023.

to Loan Documents, dated April 5, 2023, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities,

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

and While Marsh Environmental Systems, Inc.,

and PNC Bank, N.A, filed as Exhibit 10.26(d) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended

March 31, 2023.

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10.21 Loan Agreement, dated November 1, 2008, between the State of New Jersey and the Company (Series LL), filed as Exhibit 10.35 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.

10.22 The Middlesex Water Company Investment Plan , filed as pages S-9 through S-24 of the Company’s Prospectus Supplement dated as of July 29 , 2025 , filed as Exhibit 10.25 of the Company’s Quarterly report on Form 10-Q for the quarterly period ended June 30, 2025

Amended and Restated $68,000,000 Revolving Line of Credit Note, dated February 9, 2022, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A., filed as Exhibit 10.26(a) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Waiver and Amendment to Loan Documents, dated February 9, 2022, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A., filed as Exhibit 10.26(b) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Amendment to Loan Documents, dated March 17, 2023, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A.

filed as Exhibit 10.26(c) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

Amendment to Loan Documents, dated April 5, 2023, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A, filed as Exhibit 10.26(d) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

EXHIBIT INDEX

to Loan Documents, dated June 15, 2023, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities,

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

and While Marsh Environmental Systems, Inc.,

and PNC Bank, N.A, filed as Exhibit 10.26(e) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended

June 30, 2023.

Document Description Previous

Amendment to Loan Documents, dated June 15, 2023, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A, filed as Exhibit 10.26(e) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023.

Amendment to Loan Documents, dated January 29, 2024, between the Company, Pinelands Wastewater Company, Pinelands Water Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc.

2 unchanged sentences

and While Marsh Environmental Systems, Inc., and PNC Bank, N.A.

($30,000,000) Loan Agreement, dated January 28, 2021, between the Company, Tidewater Utilities, Inc., White Marsh Environmental Systems,

Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility Service Affiliates (Perth

Amboy) Inc., Tidewater Environmental Services, Inc., and Bank of America, N.A.

filed as Exhibit 10.30 of the Company’s Annual

Report on Form 10-K for the year ended December 31, 2020.

1 ($60,000,000) to Uncommitted Loan Agreement, dated January 27, 2022, between the Company, Tidewater Utilities, Inc., White

Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility

Service Affiliates (Perth Amboy) Inc., and Bank of America, N.A., filed as Exhibit 10.27(b) of the Company’s Annual Report

on Form 10-K for the year ended December 31, 2021.

2 ($60,000,000) to Uncommitted Loan Agreement, dated January 26, 2023, between the Company, Tidewater Utilities, Inc., White

Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility

Service Affiliates (Perth Amboy) Inc., and Bank of America, N.A.

filed as Exhibit 10.27(c) of the Company’s Annual Report on

Form 10-K for the year ended December 31, 2022.

Amended and Restated $100,000,000 Revolving Line of Credit Note, dated February 17, 2026, between the Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc., While Marsh Environmental Systems, Inc.

and Middlesex Water Maryland, Inc.

and PNC Bank, N.A .

Amendment to Loan Documents, dated February 17, 2026, between the Company, Tidewater Utilities, Inc., Utility Service Affiliates (Perth Amboy) Inc., Utility Service Affiliates Inc., While Marsh Environmental Systems, Inc.

and Middlesex Water Maryland, Inc.

and PNC Bank, N.A.

Uncommitted ($30,000,000) Loan Agreement, dated January 28, 2021, between the Company, Tidewater Utilities, Inc., White Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility Service Affiliates (Perth Amboy) Inc., Tidewater Environmental Services, Inc., and Bank of America, N.A.

filed as Exhibit 10.30 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.

Amendment No.

1 ($60,000,000) to Uncommitted Loan Agreement, dated January 27, 2022, between the Company, Tidewater Utilities, Inc., White Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility Service Affiliates (Perth Amboy) Inc., and Bank of America, N.A., filed as Exhibit 10.27(b) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Amendment No.

2 ($60,000,000) to Uncommitted Loan Agreement, dated January 26, 2023, between the Company, Tidewater Utilities, Inc., White Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility Service Affiliates (Perth Amboy) Inc., and Bank of America, N.A.

filed as Exhibit 10.27(c) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.

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Amendment No.

2 unchanged sentences

4 ($60,000,000) to Uncommitted Loan Agreement, dated January 24, 2025, between the Company, Tidewater Utilities, Inc., White Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility Service Affiliates (Perth Amboy) Inc., and Bank of America, N.A.

Amendment No.

5 ($60,000,000) to Uncommitted Loan Agreement, dated September 2, 2025, between the Company, Tidewater Utilities, Inc., White Marsh Environmental Systems, Inc., Pinelands Water Company, Pinelands Wastewater Company, Utility Service Affiliates, Inc., Utility Service Affiliates (Perth Amboy) Inc., and Bank of America, N.A.

filed as Exhibit 10.27(f) of the Company's quarterly report on Form 10-Q f or the quarter ended Septem ber 30.

10.25 Fourth Amendment to Promissory Note and Supplement, dated as of August 19, 2020, between Tidewater Utilities, Inc.

4 unchanged sentences

10.29 Loan Agreement, dated May 1, 2012, between New Jersey Environmental Infrastructure Trust and the Company (Series PP), filed as Exhibit 10.44 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012.

Loan Agreement, dated November 1, 2012, between the New Jersey Economic Development Authority and the Company (Series QQ]), filed as Exhibit 10.41 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2012.

10.30 Loan Agreement, dated May 1, 2013, between the State of New Jersey and the Company (Series TT), filed as Exhibit 10.42 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013.

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10.31 Loan Agreement, dated May 1, 2013, between New Jersey Environmental Infrastructure Trust and the Company (Series UU), filed as Exhibit 10.43 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013.

9 unchanged sentences

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10.41 Financing Agreement, dated December 16, 2021, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health & Social Services, and Tidewater Utilities, Inc, filed as Exhibit 10.46 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

10.42 Loan Agreement, dated May 1, 2022, between New Jersey Infrastructure Bank and the Company (Series 2022A), filed as Exhibit 10.40 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022.

Agreement, dated May 1, 2022, between the State of New Jersey, acting by and through the New Jersey Department of Environmental Protection,

and the Company (Series 2022B) filed as Exhibit 10.41 of the Company’s Quarterly Report on Form 10-Q for the quarterly period

ended June 30, 2022.

Purchase Agreement, dated March 2, 2023, between New York Life Insurance Company and Affiliates and the Company (Series 2023A) filed

as Exhibit 10.48 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

Agreement, dated April 5, 2023, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department

of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc., filed as Exhibit 10.49 of the Company’s

Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

Agreement, dated April 5, 2023, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department

of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc, filed as Exhibit 10.50 of the Company’s

Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

Agreement, dated April 5, 2023, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department

of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc, filed as Exhibit 10.51 of the Company’s

Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

Advance Term Promissory Note, dated May 22, 2023, between Pinelands Water Company and CoBank, ACB, filed as Exhibit 10.53 of the

Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023.

Advance Term Promissory Note, dated May 22, 2023, between Pinelands Wastewater Company and CoBank, ACB, filed as Exhibit 10.54 of

the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023.

10.43 Loan Agreement, dated May 1, 2022, between the State of New Jersey, acting by and through the New Jersey Department of Environmental Protection, and the Company (Series 2022B) filed as Exhibit 10.41 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022.

10.44 Bond Purchase Agreement, dated March 2, 2023, between New York Life Insurance Company and Affiliates and the Company (Series 2023A) filed as Exhibit 10.48 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

10.45 Financing Agreement, dated April 5, 2023, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc., filed as Exhibit 10.49 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

10.46 Financing Agreement, dated April 5, 2023, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc, filed as Exhibit 10.50 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

10.47 Financing Agreement, dated April 5, 2023, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc, filed as Exhibit 10.51 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023.

10.48 Multiple Advance Term Promissory Note, dated May 22, 2023, between Pinelands Water Company and CoBank, ACB, filed as Exhibit 10.53 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023.

10.49 Multiple Advance Term Promissory Note, dated May 22, 2023, between Pinelands Wastewater Company and CoBank, ACB, filed as Exhibit 10.54 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023.

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Document Description

Agreement, dated as of August 28, 2023, between Middlesex Water Company and 3M Company, filed as Exhibit 10.55 of the Company’s

Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023.

Agreement, dated March 1, 2024, between the Company and Dennis W.

Doll, filed as Exhibit 99.4 of the Company’s Current Report

on Form 8-K dated January 23, 2024.

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10.50 Settlement Agreement, dated as of August 28, 2023, between Middlesex Water Company and 3M Company, filed as Exhibit 10.55 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023.

10.51 Financing Agreement (Minos Conaway Project), dated May 17, 2024, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc, filed as Exhibit 10.55 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024.

4 unchanged sentences

10.55 Financing Agreement (Lead and Copper Rule Service Lines Field Verifications Project), dated September 27, 2024, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc, filed as Exhibit 10.59 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024.

10.56 Bond Purchase Agreement, dated October 15, 2025, between New York Life Insurance Company and Affiliates and the Company (Series 2025A) filed as Exhibit 10.

62 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025 .

F inancing Agreement ( Supplemen tal Kendale Road I nterconnection Project ), dated De cember 31 , 202 5 , between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Tidewater Utilities, Inc .

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Financing Agreement (Lead Service Line Sea Colony Community Vacuum Excavation Project), dated December 31, 2025, between the Delaware Drinking Water State Revolving Fund, acting by and through the Delaware Department of Health and Social Services, Division of Public Health and Southern Shores Water Company, LLC.

10.59 At the Market Equity Offering Sales Agreement dated May 12, 2025 by and among Bank of America Securities, Inc., Robert W.

Incorporated, and Janney Montgomery Scott LLC and Middlesex Water Company, filed as Exhibit 10.61 on of the Company’s Quarterly report on Form 10-Q for the quarterly period ended June 30, 2025

19 Middlesex Water Company Insider Trading Policy, filed as Exhibit 19 of the Company’s Annual Report on Form 10-K for the year ended December 31, 202 3 .

1 unchanged sentence

*23.1 Consent of Independent Registered Public Accounting Firm, Baker Tilly US, LLP .

C onsent of Independent Registered Pub lic Accounting Firm, PricewaterhouseCoopers , LLP

*31 Section 302 Certification by Nadine Leslie pursuant to Rules 13a-14 and 15d-14 of the Securities Exchange Act of 1934.

9 unchanged sentences

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

What changed 10-K

Item 9A. Controls and Procedures