Item 8. Financial Statements and Supplementary Data
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
3. REVENUE
Revenue is recognized when a performance obligation is satisfied by transferring control of a product or service to a customer. Revenue is measured based on consideration specified in a contract with a customer using the output method of progress. The Company elected to apply the invoice practical expedient for recognizing revenue, whereby the amounts invoiced to customers represent the value to the customer and the Company’s performance completion as of the invoice date. Therefore the Company does not disclose related unsatisfied performance obligations. The Company also elected the practical expedient to exclude from the transaction price all sales taxes that are assessed by a governmental authority and therefore presents sales tax net in operating revenues on the Consolidated Statements of Operations. Below is a listing of performance obligations that arise from contracts with customers, along with details on the satisfaction of each performance obligation, the significant payment terms and the nature of the goods and services being transferred, by reportable segment and other business operations:
Revenue Recognized Over Time:
Segment/
Operations Performance Obligation Description
NJNG Natural gas utility sales NJNG’s performance obligation is to provide natural gas to residential, commercial and industrial customers as demanded, based on regulated tariff rates, which are established by the BPU. Revenues from the sale of natural gas are recognized in the period that natural gas is delivered and consumed by customers, including an estimate for quantities consumed but not billed during the period. Payment is due each month for the previous month's deliveries. Natural gas sales to individual customers are based on meter readings, which are performed on a systematic basis throughout the billing period. The unbilled revenue estimates are based on estimated customer usage by customer type, weather effects and the most current tariff rates. NJNG is entitled to be compensated for performance completed until service is terminated.
Customers may elect to purchase the natural gas commodity from NJNG or may contract separately to purchase natural gas directly from third-party suppliers. As NJNG is acting as an agent on behalf of the third-party supplier, revenue is recorded for the delivery of natural gas to the customer.
CEV Commercial solar electricity CEV operates wholly-owned solar projects that recognize revenue as electricity is generated and transferred to the customer. The performance obligation is to provide electricity to the customer in accordance with contract terms or the interconnection agreement and is satisfied upon transfer of electricity generated.
Revenue is recognized as invoiced and the payment is due each month for the previous month’s services.
CEV Residential solar electricity CEV provided access to residential rooftop and ground-mount solar equipment to customers who then paid the Company a monthly fee. The performance obligation was to provide electricity to the customer based on generation from the underlying residential solar asset and was satisfied upon transfer of electricity generated.
Revenue was derived from the contract terms and was recognized as invoiced, with the payment due each month for the previous month’s services. In November 2024, CEV’s residential solar portfolio was sold to a third party.
CEV Renewable energy certificates Certain CEV projects generate TRECs and SREC IIs under the established ADI & CSI programs. A TREC or SREC II is created for every MWh of electricity produced by a solar generator. The performance obligation of CEV is to generate electricity. TRECs and SREC IIs under the ADI & CSI programs are purchased monthly by a REC Administrator.
Revenue is recognized upon generation.
ES Natural gas services The performance obligation of ES is to provide the customer transportation, storage and asset management services on an as-needed basis. ES generates revenue through management fees, demand charges, reservation fees and transportation charges centered around the buying and selling of the natural gas commodity, representing one series of distinct performance obligations.
Revenue is recognized based upon the underlying natural gas quantities physically delivered and the customer obtaining control. ES invoices customers in line with the terms of the contract and based on the services provided. Payment is due upon receipt of the invoice. For temporary releases of pipeline capacity, revenue is recognized on a straight-line basis over the agreed upon term.
S&T
Natural gas services The performance obligation of S&T is to provide the customer with storage and transportation services. S&T generates revenues from firm storage contracts and transportation contracts, injection and withdrawal at the storage facility and the delivery of natural gas to customers. Revenue is recognized over time as customers receive the benefits of its service as it is performed on their behalf using an output method based on actual deliveries.
Demand fees are recognized as revenue over the term of the related agreement.
HSO Service contracts Home Services enters into service contracts with homeowners to provide maintenance and replacement of applicable heating, cooling or ventilation equipment. All services provided relate to a distinct performance obligation which is to provide services for the specific equipment over the term of the contract.
Revenue is recognized on a straight-line basis over the term of the contract and payment is due upon receipt of the invoice.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Revenue Recognized at a Point in Time:
Segment/
Operations Performance Obligation Description
ES Natural gas services For a permanent release of pipeline capacity, the performance obligation of ES is the release of the pipeline capacity associated with certain natural gas transportation contracts and the transfer of the underlying contractual rights to the counterparty.
Revenue is recognized upon the transfer of the underlying contractual rights.
S&T
Natural gas services The performance obligation of S&T is to provide the customer with storage and transportation services. S&T generates revenues from usage fees and hub services for the use of storage space, injection and withdrawal from the storage facility. Hub services include park and loan transactions and wheeling.
Usage fees and hub services revenues are recognized as services are performed.
HSO Installations Home Services installs appliances, including, but not limited to, furnaces, air conditioning units, boilers and generators, for customers. The distinct performance obligation is the installation of the contracted appliance, which is satisfied at the point in time the item is installed.
The transaction price for each installation differs accordingly. Revenue is recognized at a point in time upon completion of the installation, which is when the customer is billed.
Disaggregated revenues from contracts with customers by product line and by reportable segment and other business operations during fiscal 2025, 2024 and 2023 are as follows:
(Thousands) NJNG CEV ES S&T HSO Total
2025
Natural gas utility sales (1)
$ 1,091,000 — — — — $ 1,091,000
Natural gas services — — 47,653 106,413 — 154,066
Service contracts — — — — 37,327 37,327
Installations and maintenance — — — — 25,561 25,561
Renewable energy certificates — 17,575 — — — 17,575
Electricity sales — 27,240 — — — 27,240
Eliminations (2)
( 1,121 ) — — ( 41 ) ( 302 ) ( 1,464 )
Revenues from contracts with customers 1,089,879 44,815 47,653 106,372 62,586 1,351,305
Alternative revenue programs (3)
( 28,747 ) — — — — ( 28,747 )
Derivative instruments 240,364 67,686 (4) 405,804 — — 713,854
Revenues out of scope 211,617 67,686 405,804 — — 685,107
Total operating revenues $ 1,301,496 112,501 453,457 106,372 62,586 $ 2,036,412
2024
Natural gas utility sales (1)
$ 861,882 — — — — $ 861,882
Natural gas services — — 164,165 96,209 — 260,374
Service contracts — — — — 36,231 36,231
Installations and maintenance — — — — 26,404 26,404
Renewable energy certificates — 15,111 — — — 15,111
Electricity sales — 32,913 — — — 32,913
Eliminations (2)
( 1,350 ) — — ( 1,358 ) ( 258 ) ( 2,966 )
Revenues from contracts with customers 860,532 48,024 164,165 94,851 62,377 1,229,949
Alternative revenue programs (3)
1,087 — — — — 1,087
Derivative instruments 156,863 82,539 (4) 321,226 — — 560,628
Eliminations (2)
— — 4,875 — — 4,875
Revenues out of scope 157,950 82,539 326,101 — — 566,590
Total operating revenues $ 1,018,482 130,563 490,266 94,851 62,377 $ 1,796,539
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
(Thousands) NJNG CEV ES S&T HSO Total
2023
Natural gas utility sales (1)
$ 845,392 — — — — 845,392
Natural gas services — — 76,975 92,859 — 169,834
Service contracts — — — — 35,210 35,210
Installations and maintenance — — — — 22,428 22,428
Renewable energy certificates — 12,636 — — — 12,636
Electricity sales — 31,733 — — — 31,733
Eliminations (2)
( 1,349 ) — — ( 4,159 ) ( 205 ) ( 5,713 )
Revenues from contracts with customers 844,043 44,369 76,975 88,700 57,433 1,111,520
Alternative revenue programs (3)
27,257 — — — — 27,257
Derivative instruments 139,984 79,762 (4) 614,641 — — 834,387
Eliminations (2)
— — ( 10,170 ) — — ( 10,170 )
Revenues out of scope 167,241 79,762 604,471 — — 851,474
Total operating revenues $ 1,011,284 124,131 681,446 88,700 57,433 $ 1,962,994
(1) Includes building rent related to the Wall headquarters, which is eliminated in consolidation.
(2) Consists of transactions between subsidiaries that are eliminated in consolidation.
(3) Includes CIP revenue.
(4) Includes SREC revenue.
Disaggregated revenues from contracts with customers by customer type and by reportable segment and other business operations during the fiscal years ended September 30, are as follows:
(Thousands) NJNG CEV ES S&T HSO Total
2025
Residential $ 805,351 2,110 — — 62,396 $ 869,857
Commercial and industrial 164,796 42,705 47,653 106,372 190 361,716
Firm transportation 110,042 — — — — 110,042
Interruptible, off-tariff and other 9,690 — — — — 9,690
Revenues out of scope 211,617 67,686 405,804 — — 685,107
Total operating revenues $ 1,301,496 112,501 453,457 106,372 62,586 $ 2,036,412
2024
Residential $ 641,606 13,960 — — 62,219 $ 717,785
Commercial and industrial 123,727 34,064 164,165 94,851 158 416,965
Firm transportation 86,600 — — — — 86,600
Interruptible, off-tariff and other 8,599 — — — — 8,599
Revenues out of scope 157,950 82,539 326,101 — — 566,590
Total operating revenues $ 1,018,482 130,563 490,266 94,851 62,377 $ 1,796,539
2023
Residential $ 621,663 13,668 — — 57,091 $ 692,422
Commercial and industrial 136,011 30,701 76,975 88,700 342 332,729
Firm transportation 77,722 — — — — 77,722
Interruptible, off-tariff and other 8,647 — — — — 8,647
Revenues out of scope 167,241 79,762 604,471 — — 851,474
Total operating revenues $ 1,011,284 124,131 681,446 88,700 57,433 $ 1,962,994
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Customer Accounts Receivable/Credit Balances and Deposits
The timing of revenue recognition, customer billings and cash collections resulting in accounts receivables, billed and unbilled, and customers’ credit balances and deposits on the Consolidated Balance Sheets are as follows:
Customer Accounts Receivable Customers’Credit
(Thousands) Billed Unbilled Balances and Deposits
Balance as of September 30, 2023 $ 97,540 $ 19,100 $ 44,910
Increase (decrease) 7,991 994 ( 6,315 )
Balance as of September 30, 2024 105,531 20,094 38,595
Increase (decrease) 3,835 4,100 ( 7,298 )
Balance as of September 30, 2025 $ 109,366 $ 24,194 $ 31,297
The following table provides information about receivables, which are included within accounts receivable, billed and unbilled, and customers’ credit balances and deposits, respectively, on the Consolidated Balance Sheets as of September 30:
(Thousands) NJNG CEV ES S&T HSO Total
2025
Customer accounts receivable
Billed $ 75,789 6,818 17,483 8,172 1,104 $ 109,366
Unbilled 14,817 9,377 — — — 24,194
Customers’ credit balances and deposits ( 31,257 ) — — ( 40 ) — ( 31,297 )
Total $ 59,349 16,195 17,483 8,132 1,104 $ 102,263
2024
Customer accounts receivable
Billed $ 51,613 8,441 34,002 8,598 2,877 $ 105,531
Unbilled 11,839 8,255 — — — 20,094
Customers’ credit balances and deposits ( 38,572 ) — — ( 23 ) — ( 38,595 )
Total $ 24,880 16,696 34,002 8,575 2,877 $ 87,030
4. REGULATION
The EDECA is the legal framework for New Jersey’s public utility and wholesale energy landscape. NJNG is required, pursuant to a written order by the BPU under EDECA, to open its residential markets to competition from third-party natural gas suppliers. Customers can choose the supplier of their natural gas commodity in NJNG’s service territory.
As required by EDECA, NJNG’s rates are segregated into two primary components: the commodity portion, which represents the wholesale cost of natural gas, including the cost for interstate pipeline capacity to transport the natural gas to NJNG’s service territory; and the delivery portion, which represents the transportation of the commodity portion through NJNG’s natural gas distribution system to the end-use customer. NJNG does not earn Utility Gross Margin on the commodity portion of its natural gas sales. NJNG earns Utility Gross Margin through the delivery of natural gas to its customers, regardless of whether it or a third-party supplier provides the wholesale natural gas commodity.
Under EDECA, the BPU is required to audit the state’s energy utilities every two years. The primary purpose of the audit is to ensure that utilities and their affiliates offering unregulated retail services do not have an unfair competitive advantage over nonaffiliated providers of similar retail services. A combined competitive services and management audit of NJNG commenced in November 2022. The audit is still in progress.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
NJNG is subject to cost-based regulation; therefore, it is permitted to recover authorized operating expenses and earn a reasonable return on its utility capital investments based on the BPU’s approval. The impact of the ratemaking process and decisions authorized by the BPU allows NJNG to capitalize or defer certain costs that are expected to be recovered from its customers as regulatory assets, and to recognize certain obligations representing amounts that are probable future expenditures as regulatory liabilities in accordance with accounting guidance applicable to regulated operations.
NJNG’s recovery of costs is facilitated through its base rates, BGSS and other regulatory tariff riders. NJNG is required to make filings to the BPU for review of its BGSS, CIP and other programs and related rates. Annual rate changes are typically requested to be effective at the beginning of the following fiscal year. The current base rates include a weighted average cost of capital of 7.08 % and a return on common equity of 9.6 %. All rate and program changes are subject to proper notification and BPU review and approval. In addition, NJNG is permitted to implement certain BGSS rate changes on a provisional basis with proper notification to the BPU.
Regulatory assets and liabilities included on the Consolidated Balance Sheets for NJNG are comprised of the following, as of September 30:
(Thousands) 2025 2024
Regulatory assets-current
New Jersey Clean Energy Program $ 17,171 $ 18,491
Conservation Incentive Program 22,697 51,442
Derivatives at fair value, net 7,544 1,363
Other current regulatory assets 1,486 1,774
Total current regulatory assets $ 48,898 $ 73,070
Regulatory assets-noncurrent
Environmental remediation costs:
Expended, net of recoveries $ 74,961 $ 77,475
Liability for future expenditures 166,990 161,650
Deferred income taxes 46,013 42,595
SAVEGREEN 141,562 107,796
Postemployment and other benefit costs 41,275 23,772
Cost of removal 132,895 130,885
Other noncurrent regulatory assets 63,612 59,924
Total noncurrent regulatory assets $ 667,308 $ 604,097
Regulatory liability-current
Overrecovered natural gas costs $ 10,643 $ 32,457
Total current regulatory liabilities $ 10,643 $ 32,457
Regulatory liabilities-noncurrent
Tax Act impact $ 170,309 $ 175,328
Derivatives at fair value, net — 404
Other noncurrent regulatory liabilities 868 115
Total noncurrent regulatory liabilities $ 171,177 $ 175,847
Regulatory assets and liabilities included on the Consolidated Balance Sheets for Adelphia are comprised of the following, as of September 30:
(Thousands) 2025 2024
Total noncurrent regulatory assets $ 5,210 $ 5,095
Total current regulatory liabilities $ 2,241 $ 524
The assets are comprised primarily of the tax benefit associated with the equity component of AFUDC and the liability consists primarily of scheduling penalties. Recovery of regulatory assets is subject to FERC approval.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
New Jersey Clean Energy Program
The NJCEP is a statewide program that encourages energy efficiency and renewable energy. Funding amounts are determined by the BPU’s Office of Clean Energy and all New Jersey utilities are required to share in the annual funding obligation. The current NJCEP program is for the State of New Jersey’s fiscal year ending June 2026. NJNG recovers the costs associated with its portion of the NJCEP obligation through its NJCEP rider, with interest.
Conservation Incentive Program
The CIP permits NJNG to recover Utility Gross Margin variations related to customer usage resulting from customer conservation efforts and mitigates the impact of weather on its margin. Such Utility Gross Margin variations are recovered in the year following the end of the CIP usage year, without interest, and are subject to additional conditions, including an earnings test, a revenue test and an evaluation of BGSS-related savings. This program has no expiration date.
Derivatives
Derivatives are utilized by NJNG to manage the price risk associated with its natural gas purchasing activities and to participate in certain BGSS incentive programs. The gains and losses associated with NJNG’s derivatives are recoverable through its BGSS, as noted above, without interest. See Note 5. Derivative Instruments .
Environmental Remediation Costs
NJNG is responsible for the cleanup of certain former gas manufacturing facilities. Actual expenditures are recovered from customers, with interest, over seven-year rolling periods, through a RAC rate rider. Recovery for NJNG’s estimated future liability will be requested and/or recovered when actual expenditures are incurred. See Note 14. Commitments and Contingent Liabilities .
Deferred Income Taxes
Upon adoption of a 1993 provision of ASC 740, Income Taxes , NJNG recognized a transition adjustment and corresponding regulatory asset representing the difference between NJNG’s existing deferred tax amounts compared with the deferred tax amounts calculated in accordance with the change in method prescribed by ASC 740. NJNG recovers the regulatory asset associated with these tax impacts through future base rates, without interest.
SAVEGREEN
NJNG administers certain programs that supplement the state’s NJCEP and that allow NJNG to promote clean energy to its residential and commercial customers, as described further below. NJNG will recover related expenditures and a weighted average cost of capital on the unamortized balance through a tariff rider, with interest, as approved by the BPU, over a three - to 10-year period depending upon the specific program incentive.
Postemployment and Other Benefit Costs
Postemployment and Other Benefit Costs represents NJNG’s underfunded postemployment benefit obligations. See Note 11. Employee Benefit Plans .
Cost of Removal
NJNG accrues and collects for cost of removal in base rates on its utility property, without interest. These costs are recorded in accumulated depreciation for regulatory reporting purposes, and actual costs of removal, without interest, will be recovered in subsequent rates, pursuant to the BPU order. Consistent with GAAP, amounts recorded within accumulated depreciation for regulatory accounting purposes are reclassified out of accumulated depreciation to either a regulatory asset or a regulatory liability depending on whether actual cost of removal is still subject to collection or amounts overcollected will be refunded back to customers.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Other Regulatory Assets
Other regulatory assets consist primarily of deferred costs associated with certain components of NJNG’s SBC, as discussed further in the regulatory proceedings section. NJNG’s related costs to maintain the operational integrity of its distribution and transmission main are recoverable, without interest, subject to BPU review and approval.
Overrecovered Natural Gas Costs
NJNG recovers its cost of natural gas through the BGSS rate component of its customers’ bills. NJNG’s cost of natural gas includes the purchased cost of the natural gas commodity, fees paid to pipelines and storage facilities, adjustments as a result of BGSS incentive programs and hedging transactions. Overrecovered natural gas costs represent a regulatory liability that generally occurs when NJNG’s BGSS rates are higher than actual costs and result in returns to customers, including interest when applicable, in accordance with NJNG’s approved BGSS tariff. Conversely, underrecovered natural gas costs generally occur during periods when NJNG’s BGSS rates are lower than actual costs, in which case NJNG records a regulatory asset and requests amounts to be recovered from customers in the future.
Tax Act Impact
The Tax Act is an Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018, previously known as The Tax Cuts and Jobs Act of 2017, and reflects the re-measurement and subsequent amortization of net deferred tax liabilities as a result of the change in federal tax rates.
The following is a description of certain regulatory proceedings during fiscal 2024 and 2025 :
On November 21, 2024, the BPU issued an order adopting a stipulation of settlement approving a $ 157.0 M increase to base rates, effective as of the date of the order. The increase includes an overall rate of return on rate base of 7.08 %, return on common equity of 9.6 %, a common equity ratio of 54.0 % and a composite depreciation rate of 3.21 %.
BGSS and CIP
BGSS rates are normally revised on an annual basis. In addition, to manage the fluctuations in wholesale natural gas costs, NJNG has the ability to make two interim filings during each fiscal year to increase residential and small commercial customer BGSS rates on a self-implementing and provisional basis. NJNG is also permitted to refund or credit back a portion of the commodity costs to customers at any time given five days ’ notice when the natural gas commodity costs decrease in comparison to amounts projected or to amounts previously collected from customers. Concurrent with the annual BGSS filing, NJNG files for an annual review of its CIP. NJNG’s annual BGSS and CIP filings are summarized as follows:
• 2024 BGSS/CIP filing — On May 21, 2025, the BPU approved, on a final basis, NJNG’s 2025 BGSS/CIP filing, which included a decrease of approximately $ 31.0 M to the annual revenues credited to BGSS, an annual increase of approximately $ 40.3 M related to its balancing charge and a decrease of approximately $ 0.8 M to CIP rates, effective October 1, 2024.
• 2025 BGSS/CIP filing — On May 30, 2025, the 2026 BGSS/CIP filing was submitted to the BPU requesting an increase of approximately $ 63.3 M to annual revenues related to BGSS, an annual increase of approximately $ 6.1 M related to its balancing charge and a decrease of approximately $ 25.5 M to CIP rates. If approved, the rates are expected to be effective during fiscal 2026.
• On October 31, 2025, NJNG notified the BPU that it intends to self-implement an increase to its BGSS rate, effective December 1, 2025, which will result in an increase of approximately $ 38.1 M to revenues related to BGSS for the December 2025 through September 2026 period.
BGSS Incentive Programs
NJNG is eligible to receive financial incentives for reducing BGSS costs through a series of Utility Gross Margin-sharing programs that include off-system sales, capacity release and storage incentive programs. The Company is permitted to annually propose a process to evaluate and discuss alternative incentive programs, should performance of the existing incentives or market conditions warrant re-evaluation.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Energy Efficiency Programs
SAVEGREEN conducts home energy audits and provides various grants, incentives and financing alternatives designed to encourage the installation of high-efficiency heating and cooling equipment and other energy efficiency upgrades. Depending on the specific incentive or approval, NJNG recovers costs associated with the programs over a three - to 10-year period through a tariff rider mechanism.
In March 2021, the BPU approved a three-year SAVEGREEN program consisting of approximately $ 126.1 M of direct investment, $ 109.4 M in financing options and $ 23.4 M in O&M. In April 2024, the BPU approved NJNG’s petition that extended NJNG’s SAVEGREEN program through December 31, 2024, with an additional $ 76.9 M in order to meet customer demand for this program. On October 30, 2024, the BPU approved a new SAVEGREEN program effective from January 1, 2025 to June 30, 2027, consisting of approximately $ 205.0 M of direct investment, $ 160.5 M in financing options and $ 20.1 M in O&M, which totals approximately $ 385.6 M. Recoveries through September 30, 2025, were approximately $ 12.3 M.
SAVEGREEN investments and costs are filed with the BPU on an annual basis. NJNG’s annual EE filings are summarized as follows:
• 2024 EE filing — On December 18, 2024, the BPU approved NJNG’s annual SAVEGREEN filing for the recovery of costs, which increased annual recoveries by approximately $ 3.1 M, effective January 1, 2025.
• 2025 EE filing — On May 30, 2025, NJNG’s annual SAVEGREEN filing for the recovery of costs was submitted to the BPU, requesting an increase to annual recoveries of approximately $ 17.3 M. This matter is currently pending.
Societal Benefits Charge
The SBC is comprised of three primary riders that allow NJNG to recover costs associated with USF, which is a permanent statewide program for all natural gas and electric utilities for the benefit of income-eligible customers, MGP remediation and the NJCEP. NJNG has submitted the following filings to the BPU, which include a report of program expenditures incurred each program year:
• 2023 SBC filing — In September 2023, NJNG submitted its annual SBC filing to the BPU requesting approval of RAC expenditures through June 2023, which included an increase to the RAC annual recoveries of approximately $ 2.4 M and an increase to the NJCEP annual recoveries of approximately $ 5.5 M, effective April 1, 2024. On March 20, 2024, the BPU approved NJNG’s annual SBC filing.
• 2024 USF filing — In June 2024, NJNG submitted its annual USF filing to the BPU requesting an increase to the statewide USF rate, which resulted in an approximately $ 6.8 M increase to annual recoveries. On September 25, 2024, the BPU approved this filing, effective October 1, 2024.
• 2024 SBC filing — I n September 2024, NJNG submitted its annual SBC filing to the BPU requesting approval of RAC expenditures through June 2024, which included an increase to the RAC annual recoveries of approximately $ 2.4 M and an increase to the NJCEP annual recoveries of approximately $ 1.6 M, effective May 1, 2025.
• 2025 USF Filing — On June 27, 2025, NJNG submitted its annual USF filing to the BPU requesting a decrease to the statewide USF rate. On September 25, 2025, the BPU approved the filing, which resulted in a decrease to annual recoveries of approximately $ 1.0 M, effective October 1, 2025.
• 2025 SBC Filing — On September 26, 2025, NJNG submitted its annual SBC filing to the BPU requesting approval of RAC expenditures through June 2025, which included a decrease to the RAC annual recoveries of approximately $ 0.9 M and a decrease to the NJCEP annual recoveries of approximately $ 5.0 M, which, if approved, are expected to be effective April 1, 2026.
Infrastructure Programs
NJNG has significant annual capital expenditures associated with the management of its natural gas distribution and transmission system, including new utility plant for customer growth and its associated PIM and infrastructure programs. NJNG implemented BPU-approved infrastructure projects that are designed to enhance the reliability of NJNG’s natural gas distribution system.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Infrastructure Investment Program
In February 2019, NJNG filed a petition with the BPU seeking authority to implement a five-year IIP. The IIP consists of two components, transmission and distribution investments and information technology replacement and enhancements. The total investment for the IIP is approximately $ 507.0 M. Upon approval from the BPU, investments are being recovered through annual filings to adjust base rates. In October 2020, the BPU approved the Company’s transmission and distribution component of the IIP for $ 150.0 M over five years , effective November 1, 2020. The recovery of information technology replacement and enhancements that was included in the original IIP filing will be included as part of base rate filings as projects are placed in service.
• 2024 IIP filing — On March 28, 2024, NJNG submitted its annual IIP filing to the BPU requesting a rate increase for capital expenditures of approximately $ 43.5 M through June 30, 2024. The filing was updated July 26, 2024, to reflect actual expenses of approximately $ 41.2 M through June 30, 2024. The BPU approved this filing on September 25, 2024, which resulted in an approximately $ 4.7 M revenue increase, effective October 1, 2024.
• 2025 IIP filing — On September 5, 2025, NJNG submitted its annual IIP filing to the BPU requesting a rate increase for capital expenditures of $ 33.1 M through October 31, 2025, which, if approved, would result in a $ 4.0 M revenue increase, with a proposed effective date of January 1, 2026.
On July 25, 2025, NJNG submitted a filing with the BPU to extend the IIP through June 30, 2026.
5. DERIVATIVE INSTRUMENTS
The Company is subject primarily to commodity price risk due to fluctuations in the market price of natural gas, SRECs and electricity. To manage this risk, the Company enters into a variety of derivative instruments including, but not limited to, futures contracts, physical forward contracts, financial options and swaps to economically hedge the commodity price risk associated with its existing and anticipated commitments. In addition, the Company is exposed to interest rate risk and may utilize derivatives to reduce exposure to fluctuations in interest rates. These contracts are accounted for as derivatives, unless the Company elects NPNS, which is done on a contract-by-contract election. Accordingly, financial and certain of the Company’s physical contracts are recorded at fair value on the Consolidated Balance Sheets. For a more detailed discussion of the Company’s fair value measurement policies and level disclosures associated with the Company’s derivative instruments, see Note 6. Fair Value .
Energy Services
ES chooses not to designate its financial commodity and physical forward commodity derivatives as accounting hedges or to elect NPNS. The changes in the fair value of these derivatives are recorded as a component of operating expenses or operating revenues, as appropriate for ES, on the Consolidated Statements of Operations as unrealized gains or losses. For ES at settlement, realized gains and losses on all financial derivative instruments are recognized as a component of natural gas purchases, and realized gains and losses on all physical derivatives follow the presentation of the related unrealized gains and losses as a component of either operating expenses or operating revenues.
As a result of ES entering into transactions to borrow natural gas, commonly referred to as “park and loans,” an embedded derivative is recognized relating to differences between the fair value of the amount borrowed and the fair value of the amount that will ultimately be repaid, based on changes in the forward price for natural gas prices at the borrowed location over the contract term. This embedded derivative is accounted for as a forward sale in the month in which the repayment of the borrowed natural gas is expected to occur and is considered a derivative transaction that is recorded at fair value on the Consolidated Balance Sheets, with changes in value recognized in current-period earnings.
Expected production of SRECs are hedged through the use of forward and futures contracts. All contracts require the Company to physically deliver SRECs through the transfer of certificates as per contractual settlement schedules. ES recognizes changes in the fair value of these derivatives as a component of operating revenues. For SRECs that are acquired by ES, changes in the fair value of these derivatives are reported as a component of operating expenses. Upon settlement of these contracts, the related revenue or expense is recognized when the SREC is transferred to the counterparty or acquired by ES, respectively.
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Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Natural Gas Distribution
Changes in fair value of NJNG’s financial commodity derivatives are recorded as a component of regulatory assets or liabilities on the Consolidated Balance Sheets. The Company elects NPNS accounting treatment on all physical commodity contracts that NJNG entered into on or before December 31, 2015, and accounts for these contracts on an accrual basis. Accordingly, physical natural gas purchases are recognized in regulatory assets or liabilities on the Consolidated Balance Sheets when the contract settles and the natural gas is delivered. The average cost of natural gas is charged to expense in the current period earnings based on the BGSS factor times the therm sales. NJNG no longer elects NPNS accounting treatment on a portfolio basis. However, since NPNS is a contract-by-contract election, where it makes sense to do so, NJNG can and may elect to treat certain contracts as normal. Because NJNG recovers these amounts through future BGSS rates as increases or decreases to the cost of natural gas in NJNG’s tariff for natural gas service, the changes in fair value of these contracts are deferred as a component of regulatory assets or liabilities on the Consolidated Balance Sheets.
Clean Energy Ventures
The Company elects NPNS accounting treatment on PPA contracts executed by CEV that meet the definition of a derivative and accounts for the contract on an accrual basis. Accordingly, electricity sales are recognized in revenues throughout the term of the PPA as electricity is delivered. NPNS is a contract-by-contract election and where it makes sense to do so, the Company can and may elect to treat certain contracts as normal.
Fair Value of Derivatives
The following table presents the fair value of the Company’s derivative assets and liabilities recognized on the Consolidated Balance Sheets as of September 30:
Derivatives at Fair Value
2025 2024
(Thousands) Balance Sheet Location Assets Liabilities Assets Liabilities
Derivatives not designated as hedging instruments:
ES:
Physical commodity contracts Derivatives - current $ 3,709 $ 5,878 $ 1,660 $ 4,346
Derivatives - noncurrent 1,312 3,931 727 10,758
Financial commodity contracts Derivatives - current 8,426 1,736 5,132 1,344
Derivatives - noncurrent 1,006 352 79 732
NJNG:
Physical commodity contracts Derivatives - current 30 2 21 579
Financial commodity contracts Derivatives - current 349 4 — 2
Derivatives - noncurrent 1 — — —
Total fair value of derivatives $ 14,833 $ 11,903 $ 7,619 $ 17,761
Offsetting of Derivatives
The Company transacts under master netting arrangements or equivalent agreements that allow it to offset derivative assets and liabilities with the same counterparty. However, the Company’s policy is to present its derivative assets and liabilities on a gross basis at the contract level unit of account on the Consolidated Balance Sheets.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table summarizes the reported gross amounts, the amounts that the Company has the right to offset but elects not to, financial collateral and the net amounts the Company could present on the Consolidated Balance Sheets but elects not to.
Asset Derivatives Liability Derivatives
(Thousands) Fair Value (1)
Amounts Offset (2)
Collateral Received/Pledged (3)
Net Value (4)
Fair Value (1)
Amounts Offset (2)
Collateral Received/Pledged (3)
Net Value (4)
As of September 30, 2025
ES Contracts
Physical commodity $ 5,021 ( 2,061 ) — $ 2,960 $ 9,809 ( 2,061 ) ( 2,022 ) $ 5,726
Financial commodity 9,432 ( 2,088 ) ( 3,951 ) 3,393 2,088 ( 2,088 ) — —
Total ES $ 14,453 ( 4,149 ) ( 3,951 ) $ 6,353 $ 11,897 ( 4,149 ) ( 2,022 ) $ 5,726
NJNG Contracts
Physical commodity $ 30 ( 1 ) — $ 29 $ 2 ( 1 ) — $ 1
Financial commodity 350 ( 4 ) — 346 4 ( 4 ) — —
Total NJNG $ 380 ( 5 ) — $ 375 $ 6 ( 5 ) — $ 1
As of September 30, 2024
ES Contracts
Physical commodity $ 2,387 ( 535 ) — $ 1,852 $ 15,104 ( 535 ) ( 5,551 ) $ 9,018
Financial commodity 5,211 ( 2,076 ) ( 1,170 ) 1,965 2,076 ( 2,076 ) — —
Total ES $ 7,598 ( 2,611 ) ( 1,170 ) $ 3,817 $ 17,180 ( 2,611 ) ( 5,551 ) $ 9,018
NJNG Contracts
Physical commodity $ 21 ( 13 ) — $ 8 $ 579 ( 13 ) — $ 566
Financial commodity — — — — 2 — ( 2 ) —
Total NJNG $ 21 ( 13 ) — $ 8 $ 581 ( 13 ) ( 2 ) $ 566
(1) Derivative assets and liabilities are presented on a gross basis on the Consolidated Balance Sheets, as the Company does not elect balance sheet offsetting under ASC 210-20.
(2) Includes transactions with NAESB netting election, transactions held by FCMs with net margining and transactions with ISDA netting.
(3) Financial collateral includes cash balances at FCMs, as well as cash received from or pledged to other counterparties.
(4) Net amounts represent presentation of derivative assets and liabilities if the Company were to elect balance sheet offsetting under ASC 210-20.
ES utilizes financial derivatives to economically hedge the gross margin associated with the purchase of physical natural gas to be used for storage injection and its subsequent sale at a later date. The gains or losses on the financial transactions that are economic hedges of the cost of the purchased natural gas are recognized prior to the gains or losses on the physical transaction, which are recognized in earnings when the natural gas is delivered. Therefore, mismatches between the timing of the recognition of realized gains or losses on the financial derivative instruments and gains or losses associated with the actual sale of the natural gas that is being economically hedged, along with fair value changes in derivative instruments, create volatility in the results of ES, although the Company’s intended economic results relating to the entire transaction are unaffected.
The following table presents the effect of derivative instruments recognized on the Consolidated Statements of Operations as of September 30:
(Thousands) Location of gain (loss) recognized in income on derivatives Amount of gain (loss) recognized
in income on derivatives
Derivatives not designated as hedging instruments: 2025 2024 2023
Physical commodity contracts Operating revenues $ 3,110 $ 12,070 $ 33,610
Physical commodity contracts Natural gas purchases ( 1,474 ) ( 2,391 ) ( 6,846 )
Financial commodity contracts Natural gas purchases 12,407 11,722 80,406
Physical commodity contracts Operation and maintenance 845 — —
Total unrealized and realized gain $ 14,888 $ 21,401 $ 107,170
NJNG’s derivative contracts are part of the Company’s risk management activities that relate to its natural gas purchases and BGSS incentive programs. At settlement, the resulting gains and/or losses are payable to or recoverable from utility customers and are deferred in regulatory assets or liabilities resulting in no impact to earnings.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table reflects the gains and/or (losses) associated with NJNG’s derivative instruments as of September 30:
(Thousands) 2025 2024 2023
Physical commodity contracts $ ( 16,913 ) $ ( 5,215 ) $ ( 34,241 )
Financial commodity contracts ( 3,295 ) 11,064 ( 50,130 )
Total unrealized and realized (loss) gain $ ( 20,208 ) $ 5,849 $ ( 84,371 )
ES and NJNG had the following outstanding long (short) derivatives as of September 30:
ES NJNG
Volumes (Bcf) 2025 2024 2025 2024
Futures ( 4.7 ) ( 7.7 ) 36.1 31.9
Physical Commodity 5.5 2.8 6.0 10.9
Not included in the above table are 0.9 M and 1.2 M SRECs that were open as of September 30, 2025 and 2024, respectively .
Broker Margin
Futures exchanges have contract-specific margin requirements that require the posting of cash or cash equivalents relating to traded contracts. Margin requirements consist of initial margin that is posted upon the initiation of a position, maintenance margin that is usually expressed as a percent of initial margin and variation margin that fluctuates based on the daily marked-to-market relative to maintenance margin requirements. The Company maintains separate broker margin accounts for NJNG and ES.
The balances as of September 30, by reportable segment, are as follows:
(Thousands) Balance Sheet Location 2025 2024
NJNG Restricted broker margin accounts - current assets $ 5,480 $ 4,975
ES Restricted broker margin accounts - current assets $ 3,440 $ 8,268
Restricted broker margin accounts - current liabilities $ 3,949 $ 1,146
Wholesale Credit Risk
NJNG, ES, CEV and S&T are exposed to credit risk as a result of their sales/wholesale marketing activities. As a result of the inherent volatility in the prices of natural gas commodities, derivatives and SRECs, the market value of contractual positions with individual counterparties could exceed established credit limits or collateral provided by those counterparties. If a counterparty fails to perform the obligations under its contract, then the Company could sustain a loss.
The Company monitors and manages the credit risk of its wholesale operations through credit policies and procedures that management believes reduce overall credit risk. These policies include a review and evaluation of current and prospective counterparties’ financial statements and/or credit ratings, daily monitoring of counterparties’ credit limits and exposure, daily communication with traders regarding credit status and the use of credit mitigation measures, such as collateral requirements and netting agreements. Examples of collateral include letters of credit and cash received for either prepayment or margin deposit. Collateral may be requested due to the Company’s election not to extend credit or because exposure exceeds defined thresholds. Most of the Company’s wholesale marketing contracts contain standard netting provisions. These contracts include those governed by ISDA and the NAESB. The netting provisions refer to payment netting, whereby receivables and payables with the same counterparty are offset and the resulting net amount is paid to the party to which it is due.
Internally-rated exposure applies to counterparties that are not rated by Fitch or Moody’s. In these cases, the counterparty’s or guarantor’s financial statements are reviewed, and similar methodologies and ratios used by credit rating agencies are applied to arrive at a substitute rating. Gross credit exposure is defined as the unrealized fair value of physical and financial derivative commodity contracts, plus any outstanding wholesale receivable for the value of natural gas delivered and/or financial derivative commodity contract that has settled for which payment has not yet been received.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following is a summary of gross credit exposures grouped by investment and noninvestment grade counterparties, as of September 30, 2025. The amounts presented below have not been reduced by any collateral received or netting and exclude accounts receivable for NJNG retail natural gas sales and services.
(Thousands) Gross Credit
Exposure
Investment grade $ 96,377
Noninvestment grade 5,862
Internally-rated investment grade 12,678
Internally-rated noninvestment grade 21,669
Total $ 136,586
Conversely, certain of NJNG’s and ES’s derivative instruments are linked to agreements containing provisions that would require cash collateral payments from the Company if certain events occur. These provisions vary based upon the terms in individual counterparty agreements and can result in cash payments if NJNG’s credit rating were to fall below its current level. Specifically, most, but not all, of these additional payments will be triggered if NJNG’s debt is downgraded by the major credit agencies, regardless of investment grade status. In addition, some of these agreements include threshold amounts that would result in additional collateral payments if the values of derivative liabilities were to exceed the maximum values provided for in relevant counterparty agreements. Other provisions include payment features that are not specifically linked to ratings, but are based on certain financial metrics.
Collateral amounts associated with any of these conditions are determined based on a sliding scale and are contingent upon the degree to which the Company’s credit rating and/or financial metrics deteriorate, and the extent to which liability amounts exceed applicable threshold limits. Derivative instruments with credit-risk-related contingent features that were in a liability position for which collateral is required were immaterial as of both September 30, 2025 and 2024. These amounts differ from the respective net derivative liabilities reflected on the Consolidated Balance Sheets because the agreements also include clauses, commonly known as “Rights of Offset,” that would permit the Company to offset its derivative assets against its derivative liabilities for determining additional collateral to be posted, as previously discussed.
6. FAIR VALUE
Fair Value of Assets and Liabilities
The fair value of cash and cash equivalents, accounts receivable, current loans receivable, accounts payable, commercial paper and borrowings under revolving credit facilities are estimated to equal their carrying amounts due to the short maturity of those instruments. Noncurrent loans receivable are recorded based on what the Company expects to receive, which approximates fair value, in other noncurrent assets on the Consolidated Balance Sheets. The Company regularly evaluates the credit quality and collection profile of its customers to approximate fair value.
As of September 30, the estimated fair value of long-term debt, including current maturities, excluding natural gas meter sale leasebacks, debt issuance costs and solar asset sale leasebacks, is as follows (1) :
(Thousands) 2025 2024
NJNG
Carrying value (1)
$ 1,797,845 $ 1,647,845
Fair market value $ 1,536,391 $ 1,439,849
NJR
Carrying value (1)
$ 1,120,000 $ 1,120,000
Fair market value $ 1,095,121 $ 1,085,955
(1) See Note 9. Debt f or a reconciliation to long-term and short-term debt .
The Company enters into sale leaseback transactions for certain commercial solar assets and natural gas meters. These transactions are recorded within long-term debt on the Consolidated Balance Sheets. The carrying value of solar sale leasebacks was approximately $ 471.5 M and $ 283.0 M and the estimated fair value was approximately $ 481.4 M and $ 290.4 M as of September 30, 2025 and 2024, respectively. The carrying value of the natural gas meter sale leasebacks was approximately $ 33.5 M and $ 31.6 M and the estimated fair value of certain natural gas meter sale leasebacks amounted to approximately $ 32.5 M and $ 26.7 M as of September 30, 2025 and 2024, respectively.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company utilizes a discounted cash flow method to determine the fair value of its debt. Inputs include observable municipal and corporate yields, as appropriate, for the maturity of the specific debt instrument and the Company’s credit rating. As of September 30, 2025 and 2024, the Company discloses its debt within Level 2 of the fair value hierarchy.
Fair Value Hierarchy
The Company applies fair value measurement guidance to its financial assets and liabilities, as appropriate, which include financial derivatives and physical commodity contracts qualifying as derivatives, investments in equity securities and other financial assets and liabilities. In addition, authoritative accounting literature prescribes the use of a fair value hierarchy that prioritizes the inputs-to-valuation techniques used to measure fair value based on the source of the data used to develop the price inputs. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to inputs that are based on unobservable market data and includes the following:
Fair Value Hierarchy Description of Fair Value Level Fair Value Technique
Level 1 Unadjusted quoted prices for identical assets or liabilities in active markets
The Company’s Level 1 assets and liabilities include exchange-traded natural gas futures and options contracts, listed equities and money market funds. Exchange-traded futures and options contracts include all energy contracts traded on the NYMEX, CME and ICE that the Company refers to internally as basis swaps, fixed swaps, futures and financial options that are cleared through an FCM.
Level 2 Other significant observable inputs, such as interest rates or price data, including both commodity and basis pricing that is observed either directly or indirectly from publications or pricing services The Company’s Level 2 assets and liabilities include over-the-counter physical forward commodity contracts and swap contracts, SREC contracts or derivatives that are initially valued using observable quotes and are subsequently adjusted to include time value, credit risk or estimated transport pricing components for which no basis price is available. Level 2 financial derivatives consist of transactions with non-FCM counterparties (basis swaps, fixed swaps and/or options). Inputs are verifiable and do not require significant management judgment. For some physical commodity contracts, the Company utilizes transportation tariff rates that are publicly available and that it considers to be observable inputs that are equivalent to market data received from an independent source. There are no significant judgments or adjustments applied to the transportation tariff inputs and no market perspective is required. Even if the transportation tariff input were considered to be a “model,” it would still be considered to be a Level 2 input as the data is:
• widely accepted and public;
• non-proprietary and sourced from an independent third party; and
• observable and published.
These additional adjustments are generally not considered to be significant to the ultimate recognized values.
Level 3 Inputs derived from a significant amount of unobservable market data These include the Company’s best estimate of fair value and are derived primarily through the use of internal valuation methodologies.
Financial derivative portfolios of NJNG and ES consist mainly of futures, options and swaps. The Company primarily uses the market approach, and its policy is to use actively quoted market prices when available. The principal market for its derivative transactions is the natural gas wholesale market; therefore, the primary sources for its price inputs are CME, NYMEX and ICE. However, ES also engages in transactions that result in transporting natural gas to delivery points for which there is no actively quoted market price. In most instances, the transportation cost to the final delivery location is not significant to the overall valuation. If required, ES’s policy is to use the best information available to determine fair value based on internal pricing models, which would include estimates extrapolated from broker quotes or other pricing services.
The Company also has other financial assets that include listed equities, mutual funds and money market funds for which there are active exchange quotes available. When the Company determines fair values, measurements are adjusted, as needed, for credit risk associated with its counterparties, as well as its own credit risk. The Company determines these adjustments by using historical default probabilities that correspond to the applicable S&P issuer ratings, while also taking into consideration collateral and netting arrangements that serve to mitigate risk.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Assets and liabilities measured at fair value on a recurring basis are summarized as follows:
Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant
Unobservable
Inputs
(Thousands) (Level 1) (Level 2) (Level 3) Total
As of September 30, 2025
Assets
Physical commodity contracts $ — $ 5,051 $ — $ 5,051
Financial commodity contracts 9,782 — — 9,782
Money market funds 5 — — 5
Other 2,589 — — 2,589
Total assets at fair value $ 12,376 $ 5,051 $ — $ 17,427
Liabilities
Physical commodity contracts $ — $ 9,811 $ — $ 9,811
Financial commodity contracts 2,092 — — 2,092
Total liabilities at fair value $ 2,092 $ 9,811 $ — $ 11,903
As of September 30, 2024
Assets
Physical commodity contracts $ — $ 2,408 $ — $ 2,408
Financial commodity contracts 5,211 — — 5,211
Money market funds 62 — — 62
Other 2,671 — — 2,671
Total assets at fair value $ 7,944 $ 2,408 $ — $ 10,352
Liabilities
Physical commodity contracts $ — $ 15,683 $ — $ 15,683
Financial commodity contracts 2,078 — — 2,078
Total liabilities at fair value $ 2,078 $ 15,683 $ — $ 17,761
7. INVESTMENTS IN EQUITY INVESTEES
The Company holds a 50 % equity method investment in Steckman Ridge, a jointly owned and controlled natural gas storage facility located in Bedford County, Pennsylvania. The Company’s investment in Steckman Ridge was approximately $ 101.2 M and $ 101.7 M as of September 30, 2025 and 2024, respectively, which includes loans with a total outstanding principal balance of approximately $ 70.4 M for both September 30, 2025 and 2024. These loans accrue interest at a variable rate that resets quarterly and are due October 1, 2027.
NJNG and ES have entered into storage and park and loan agreements with Steckman Ridge. See Note 16. Related Party Transactions for more information on these intercompany transactions.
8. EARNINGS PER SHARE
The following table presents the calculation of the Company’s basic and diluted earnings per share for the fiscal years ended September 30:
(Thousands, except per share amounts) 2025 2024 2023
Net income, as reported $ 335,627 $ 289,775 $ 264,724
Basic earnings per share
Weighted average shares of common stock outstanding-basic 100,244 98,634 97,028
Basic earnings per common share $ 3.35 $ 2.94 $ 2.73
Diluted earnings per share
Weighted average shares of common stock outstanding-basic 100,244 98,634 97,028
Incremental shares (1)
544 655 599
Weighted average shares of common stock outstanding-diluted 100,788 99,289 97,627
Diluted earnings per common share $ 3.33 $ 2.92 $ 2.71
(1) Incremental shares consist primarily of unvested stock awards and performance units, which are calculated using the treasury stock method.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
9. DEBT
NJNG and NJR finance working capital requirements and capital expenditures through various short-term debt and long-term financing arrangements, including a commercial paper program and committed unsecured credit facilities.
Long-term Debt
The following table presents the long-term debt of the Company as of September 30:
(Thousands) 2025 2024
NJNG
First mortgage bonds: Maturity date:
Series OO 3.00 % August 1, 2041 46,500 46,500
Series PP 3.15 % April 15, 2028 50,000 50,000
Series RR 4.61 % March 13, 2044 55,000 55,000
Series SS 2.82 % April 15, 2025 — 50,000
Series TT 3.66 % April 15, 2045 100,000 100,000
Series UU 3.63 % June 21, 2046 125,000 125,000
Series VV 4.01 % May 11, 2048 125,000 125,000
Series WW 3.50 % April 1, 2042 10,300 10,300
Series XX 3.38 % April 1, 2038 10,500 10,500
Series YY 2.45 % April 1, 2059 15,000 15,000
Series ZZ 3.76 % July 17, 2049 100,000 100,000
Series AAA 3.86 % July 17, 2059 85,000 85,000
Series BBB 2.75 % August 1, 2039 9,545 9,545
Series CCC 3.00 % August 1, 2043 41,000 41,000
Series DDD 3.13 % June 30, 2050 50,000 50,000
Series EEE 3.13 % July 23, 2050 50,000 50,000
Series FFF 3.33 % July 23, 2060 25,000 25,000
Series GGG 2.87 % September 1, 2050 25,000 25,000
Series HHH 2.97 % September 1, 2060 50,000 50,000
Series III 2.97 % October 30, 2051 50,000 50,000
Series JJJ 3.07 % October 28, 2061 50,000 50,000
Series LLL 4.37 % May 27, 2037 50,000 50,000
Series MMM 4.71 % May 27, 2052 50,000 50,000
Series NNN 5.47 % October 24, 2052 125,000 125,000
Series OOO 5.56 % September 28, 2033 50,000 50,000
Series PPP 5.85 % October 30, 2053 50,000 50,000
Series QQQ 5.82 % June 26, 2054 125,000 125,000
Series RRR 5.49 % September 30, 2034 75,000 75,000
Series SSS 5.16 % August 21, 2035 100,000 —
Series TTT 5.85 % August 21, 2055 100,000 —
Meter financing obligation Various dates 33,477 31,574
Less: Debt issuance costs ( 11,296 ) ( 10,899 )
Less: Current maturities of long-term debt ( 8,228 ) ( 58,649 )
Total NJNG long-term debt 1,811,798 1,609,871
NJR
Unsecured senior notes 3.48 % November 7, 2024 — 100,000
Unsecured senior notes 3.54 % August 18, 2026 100,000 100,000
Unsecured senior notes 3.96 % June 8, 2028 100,000 100,000
Unsecured senior notes 3.29 % July 17, 2029 150,000 150,000
Unsecured senior notes 3.50 % July 23, 2030 130,000 130,000
Unsecured senior notes 3.60 % July 23, 2032 130,000 130,000
Unsecured senior notes 3.13 % September 1, 2031 120,000 120,000
Unsecured senior notes 3.25 % September 1, 2033 80,000 80,000
Unsecured senior notes 4.38 % June 23, 2027 110,000 110,000
Unsecured senior notes 3.64 % September 19, 2034 50,000 50,000
Unsecured senior notes 6.14 % December 15, 2032 50,000 50,000
Unsecured senior notes 5.55 % November 7, 2034 100,000 —
Less: Debt issuance costs ( 2,916 ) ( 3,011 )
Less: Current maturities of long-term debt ( 100,000 ) ( 100,000 )
Total NJR long-term debt 1,017,084 1,016,989
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
CEV 2025 2024
Maturity date:
Solar asset financing obligation Various dates 471,469 282,962
Less: Current maturities of long-term debt ( 49,964 ) ( 30,358 )
Total CEV long-term debt 421,505 252,604
Total long-term debt $ 3,250,387 $ 2,879,464
Annual long-term debt redemption requirements, excluding meter financing obligations, debt issuance costs and solar asset financing obligations, as of September 30, are as follows:
(Thousands) 2026 2027 2028 2029 2030 Thereafter
NJR $ 100,000 $ 110,000 $ 100,000 $ 150,000 $ 130,000 $ 530,000
NJNG $ — $ — $ 50,000 $ — $ — $ 1,747,845
NJR
On November 7, 2024, NJR entered into a Note Purchase Agreement under which NJR issued $ 100 M senior notes at a fixed interest rate of 5.55 %, maturing in 2034.
NJNG
First Mortgage Bonds
NJNG and Trustee entered into the Mortgage Indenture, dated September 1, 2014, which secures all the outstanding FMBs issued by NJNG. The Mortgage Indenture provides a direct first mortgage lien upon substantially all the operating properties and franchises of NJNG (other than excepted property, such as cash on hand, choses-in-action, securities, rent, natural gas meters and certain materials, supplies, appliances and vehicles), subject only to certain permitted encumbrances. The Mortgage Indenture contains provisions subjecting after-acquired property (other than excepted property and subject to pre-existing liens, if any, at the time of acquisition) to the lien thereof.
NJNG’s Mortgage Indenture does not restrict NJNG’s ability to pay dividends. New Jersey Administrative Code 14:4-4.7 states that a public utility cannot issue dividends without regulatory approval if its equity-to-total-capitalization ratio falls below 30 %. As of September 30, 2025, NJNG’s equity-to-total-capitalization ratio is 54.1 % and NJNG has the capacity to issue up to $ 1.5 B of FMB under the terms of the Mortgage Indenture.
On April 15, 2025, NJNG’s 10-year , 2.82 % $ 50 M senior notes matured.
On August 21, 2025, NJNG entered into a Note Purchase Agreement for $ 200 M aggregate principal amount of its senior notes consisting of $ 100 M of 5.16 % senior notes due August 21, 2035, and $ 100 M of 5.85 % senior notes due August 21, 2055.
The senior notes are secured by an equal principal amount of NJNG’s FMBs issued under NJNG’s Mortgage Indenture.
Sale Leasebacks
NJNG received approximately $ 11.7 M and $ 8.8 M during fiscal 2025 and 2024, respectively, in connection with the sale leaseback of its natural gas meters, with terms ranging from seven to 10 years. NJNG records the proceeds received from the sale leaseback as a financing obligation for accounting purposes that is paid over the term of the arrangement and has the option to purchase the meters back at fair value upon expiration of the lease.
Contractual commitments for meter sale leaseback arrangements, which represent the most likely outcome of cash payments, as of the fiscal years ended September 30, are as follows:
(Thousands) 2026 2027 2028 2029 2030 Thereafter Subtotal
Future payments $ 9,477 7,876 8,209 5,149 3,830 2,447 $ 36,988
Less: Interest component ( 3,511 )
Total $ 33,477
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Clean Energy Ventures
CEV enters into transactions to sell the commercial solar assets concurrent with agreements to lease the assets back over a period of five to seven years . CEV records the proceeds received from the sale leasebacks as financing obligations for accounting purposes. These transactions are typically secured by the renewable energy facility asset and its future cash flows from RECs and energy sales. ITCs and other tax benefits associated with these solar projects are transferred to the buyer, if applicable; however, the lease payments are structured so that CEV is compensated for the transfer of the related tax incentives. CEV continues to operate the solar assets, including related expenses, and retain the revenue generated from RECs and energy sales, and has the option to repurchase the assets sold or renew the lease at the end of the lease term. CEV received proceeds of approximately $ 251.2 M and $ 64.7 M during fiscal 2025 and 2024, respectively, in connection with the sale leaseback of commercial solar assets. The proceeds received were recognized as a financing obligation on the Consolidated Balance Sheets.
Contractual commitments for the solar sale leaseback arrangements, which represent the most likely outcome of cash payments, as of the fiscal years ended September 30, are as follows:
(Thousands) 2026 2027 2028 2029 2030 Thereafter Subtotal
Future payments $ 36,528 39,038 50,424 97,718 48,742 121,936 $ 394,386
Less: Interest component ( 82,004 )
Total $ 312,382
Credit Facilities and Short-term Debt
A summary of NJR’s credit facility and NJNG’s commercial paper program and credit facility as of September 30, is as follows:
At end of period
(Thousands) As of date Total
borrowing capacity Loans outstanding Weighted average interest rate Remaining borrowing capacity Expiration dates
NJR bank revolving credit facility (1)
2025 $ 575,000 $ 152,600 5.38 % $ 401,018 (2) August 2029
2024 $ 575,000 $ 236,700 6.23 % $ 325,951 (2) August 2029
NJNG bank revolving credit facility (3)
2025 $ 250,000 $ 43,000 4.30 % $ 206,269 (4) August 2029
2024 $ 250,000 $ 55,100 4.98 % $ 194,169 (4) August 2029
(1) Committed credit facility, which requires commitment fees of 0.10 % on the unused amount.
(2) Letters of credit outstanding total approximately $ 21.4 M and $ 12.3 M as of September 30, 2025 and 2024, respectively, which reduces the amount available by the same amount.
(3) Committed credit facility, which requires commitment fees of 0.075 % on the unused amount.
(4) Letters of credit outstanding total approximately $ 0.7 M at both September 30, 2025 and 2024, which reduces the amount available by the same amount.
Amounts available under credit facilities are reduced by bank or commercial paper borrowings, as applicable, and any outstanding letters of credit. Neither NJNG nor the results of its operations are obligated or pledged to support the NJR Credit Facility.
NJR
In August 2024, NJR entered into a second amendment to NJR’s Second Amended and Restated Credit Agreement, which reduced the NJR Credit Facility from $ 650 M to $ 575 M and extended the maturity date to August 7, 2029, pursuant to NJR’s option to extend the maturity date under the NJR Second Amended and Restated Credit Agreement, and permits NJR to request that the maturity date be extended up to two times for an additional period of one year each. The NJR Credit Facility includes an accordion feature, which allows NJR, in the absence of a default or event of default, to increase from time to time, with the existing or new lenders, the revolving credit commitments under the NJR Credit Facility in increments of at least $ 50 M, with the total revolving credit commitments not exceeding $ 750 M. The NJR Credit Facility also permits the borrowing of revolving loans and swingline loans, as well as a $ 75 M sublimit for the issuance of letters of credit. Certain of NJR’s unregulated subsidiaries have guaranteed all of NJR’s obligations under the NJR Credit Facility. The credit facility is used primarily to finance its share repurchases, to satisfy ES’s short-term liquidity needs and to finance, on an initial basis, unregulated investments.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
As of September 30, 2025, NJR had 24 letters of credit outstanding totaling approximately $ 21.4 M, which reduced the amount available under the NJR Credit Facility by the same amount. NJR does not anticipate that these letters of credit will be drawn upon by the counterparties, and they will be renewed as necessary.
Neither NJNG nor the results of its operations are obligated or pledged to support the NJR credit or debt shelf facilities.
NJNG
In August 2024, NJNG entered into a second amendment to NJNG’s Second Amended and Restated Credit Agreement governing a $ 250 M NJNG Credit Facility, which extended the maturity date of the facility to August 7, 2029, pursuant to NJNG’s option to extend the maturity date under the NJNG Second Amended and Restated Credit Agreement, and permits NJNG to request that the maturity date be extended up to two times for an additional period of one year each. The NJNG Credit Facility includes an accordion feature, which allows NJNG, in the absence of a default or event of default, to increase from time to time, with the existing or new lenders, the revolving credit commitments under the NJNG Credit Facility in increments of at least $ 50 M with the total revolving credit commitments not exceeding $ 350 M. The NJNG Credit Facility also permits the borrowing of revolving loans and swingline loans, as well as a $ 30 M sublimit for the issuance of letters of credit.
As of September 30, 2025, NJNG has two letters of credit outstanding for approximately $ 0.7 M, which reduced the amount available under the NJNG Credit Facility by the same amount. NJNG does not anticipate that these letters of credit will be drawn upon by the counterparties.
10. STOCK-BASED COMPENSATION
NJR issues shares out of its 2017 Stock Award and Incentive Plan, in the form of performance share units, restricted stock units, deferred retention stock units and unrestricted common stock to non-employee directors. As of September 30, 2025, 2,337,295 shares remain available for future issuance.
The following table summarizes all stock-based compensation expense recognized during the following fiscal years:
(Thousands) 2025 2024 2023
Stock-based compensation expense:
Performance share awards $ 6,679 $ 5,437 $ 4,882
Restricted and non-restricted stock 4,174 3,958 3,647
Deferred retention stock 6,926 6,633 6,187
Compensation expense included in operation and maintenance expense 17,779 16,028 14,716
Income tax benefit (1)
( 4,310 ) ( 3,898 ) ( 3,563 )
Total, net of tax $ 13,469 $ 12,130 $ 11,153
(1) Excludes additional tax benefit related to delivered shares of approximately $ 1.9 M, $ 1.2 M and $ 0.6 M as of September 30, 2025, 2024 and 2023, respectively.
Performance Share Units
In fiscal 2025, the Company granted to certain officers 48,505 performance shares, which are market condition awards that vest on September 30, 2027, subject to the Company meeting certain conditions. In fiscal 2025, the Company also granted to certain officers 83,856 performance shares, of which 46,901 vest on September 30, 2027, and 36,955 vest annually over a three-year period beginning in September 2025, both of which are subject to the Company meeting certain performance conditions.
In fiscal 2024, the Company granted to certain officers 54,693 performance shares, which are market condition awards that vest on September 30, 2026, subject to the Company meeting certain conditions. In fiscal 2024, the Company also granted to certain officers 88,107 performance shares, of which 50,504 vest on September 30, 2026, and 37,603 vest annually over a three-year period beginning in September 2024, both of which are subject to the Company meeting certain performance conditions.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
In fiscal 2023, the Company granted to certain officers 39,614 performance shares, which are market condition awards that vested on September 30, 2025, subject to the Company meeting certain conditions. In fiscal 2023, the Company also granted to certain officers 73,047 performance shares, of which 42,449 vested on September 30, 2025, and 30,598 vest annually over a three-year period beginning in September 2023, both of which were subject to the Company meeting certain performance conditions. The vesting of these awards is shown in the table below.
There is approximately $ 6.7 M of deferred compensation related to unvested performance shares that is expected to be recognized over the weighted average period of 1.7 years.
The following table summarizes the performance share activity under the stock award and incentive plans for the past three fiscal years:
Shares (1)
Weighted Average
Grant Date
Fair Value Total Fair Value of Vested Shares (in Thousands)
Non-vested and outstanding at September 30, 2022 192,121 $ 36.29 —
Granted 112,661 $ 46.00 —
Vested (2)
( 105,197 ) $ 35.07 $ 4,126
Cancelled/forfeited ( 9,330 ) $ 38.64 —
Non-vested and outstanding at September 30, 2023 190,255 $ 42.60 —
Granted 142,800 $ 42.55 —
Vested (3)
( 112,183 ) $ 39.91 $ 5,271
Cancelled/forfeited ( 1,913 ) $ 43.83 —
Non-vested and outstanding at September 30, 2024 218,959 $ 43.93 —
Granted 132,361 $ 46.94 —
Vested (4)
( 112,408 ) $ 45.72 $ 5,117
Cancelled/forfeited ( 1,138 ) $ 46.00 —
Non-vested and outstanding at September 30, 2025 237,774 $ 44.75 —
(1) The number of common shares issued related to certain performance shares may range from zero to 150 % of the number of shares shown in the table above based on the Company’s achievement of performance goals.
(2) As certified by the Company’s Leadership and Compensation Committee on November 15, 2023, the number of common shares earned related to TSR performance was 150 % or 59,192 shares, the number of common shares earned related to NFE performance was 150 % or 55,832 shares and the number of common shares earned related to Performance Based Restricted Stock was 100 % or 30,598 shares. Each award earned excludes accumulated dividends. The number represented on this line is the target number of 100 %.
(3) As certified by the Company’s Leadership and Compensation Committee on November 6, 2024, the number of common shares earned related to TSR performance was 150 % or 60,092 shares, the number of common shares earned related to NFE performance was 124 % or 49,269 shares and the number of common shares earned related to Performance Based Restricted Stock was 100 % or 37,603 shares. Each award earned excludes accumulated dividends. The number represented on this line is the target number of 100 %.
(4) As certified by the Company’s Leadership and Compensation Committee on November 4, 2025, the number of common shares earned related to TSR performance was 97 % or 36,754 shares, the number of common shares earned related to NFE performance was 134 % or 54,408 shares and the number of common shares earned related to Performance Based Restricted Stock was 100 % or 36,955 shares. Each award earned excludes accumulated dividends. The number represented on this line is the target number of 100 %.
The Company measures compensation expense related to performance shares based on the fair value of these awards at their date of grant. In accordance with ASC 718, Compensation - Stock Compensation , compensation expense for market condition grants is recognized for awards granted and is not adjusted based on actual achievement of the performance goals. The Company estimated the fair value of these grants on the date of grant using a lattice model. Performance condition grants are initially fair valued at the Company’s stock price on the grant date and are subsequently adjusted for actual achievement of the performance goals.
Restricted Stock Units
The Company granted 57,417 , 67,522 and 64,080 shares of restricted stock during fiscal 2025, 2024 and 2023, respectively. The shares vest annually over a three-year period beginning in October of the fiscal year in which they were granted. The Company may choose to grant additional shares of restricted stock that vest annually over a three-year period beginning in the period of the fiscal year in which they were granted. The Company granted 2,191 and 3,465 additional shares of restricted stock during fiscal 2025 and 2024, respectively. There were no additional shares of restricted stock granted during fiscal 2023. There is approximately $ 1.6 M of deferred compensation related to unvested restricted stock shares that is expected to be recognized over the weighted average period of 1.8 years.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table summarizes the restricted stock activity under the stock award and incentive plans for the past three fiscal years:
Shares Weighted Average
Grant Date
Fair Value Total Fair Value of Vested Shares (in Thousands)
Non-vested and outstanding at September 30, 2022 97,824 $ 36.90 —
Granted 64,080 $ 46.00 —
Vested ( 48,312 ) $ 40.30 $ 1,910
Cancelled/forfeited ( 4,716 ) $ 38.77 —
Non-vested and outstanding at September 30, 2023 108,876 $ 41.55 —
Granted 70,987 $ 42.59 —
Vested ( 53,393 ) $ 39.74 $ 2,256
Cancelled/forfeited ( 970 ) $ 44.52 —
Non-vested and outstanding at September 30, 2024 125,500 $ 42.89 —
Granted 59,608 $ 46.89 —
Vested ( 61,316 ) $ 42.93 $ 2,869
Non-vested and outstanding at September 30, 2025 123,792 $ 44.80 —
Deferred Retention Stock Units
Deferred retention stock awards are granted upon approval by the Board of Directors, which generally occurs subsequent to the fiscal year end. Deferred retention stock awards vest immediately when granted, with shares delivered at a future date in accordance with the terms of the underlying agreements. The expense for these awards is recognized in the fiscal year in which services are rendered.
The following table summarizes the deferred retention stock award under the stock award and incentive plans for the past three fiscal years:
Shares Weighted Average
Grant Date
Fair Value Total Fair Value of Vested Shares (in Thousands)
Outstanding at September 30, 2022 231,267 $ 39.16 —
Granted/Vested 134,941 $ 45.85 —
Delivered ( 38,115 ) $ 40.67 $ 1,517
Outstanding at September 30, 2023 328,093 $ 41.74 —
Granted/Vested 155,188 $ 42.55 —
Delivered ( 5,089 ) $ 35.86 $ 213
Forfeited ( 235 ) $ 42.55 —
Outstanding at September 30, 2024 477,957 $ 42.07 —
Granted/Vested 147,655 $ 46.94 —
Delivered ( 191,115 ) $ 38.95 $ 8,906
Outstanding at September 30, 2025 434,497 $ 45.10 —
Non-Employee Director Stock
Non-employee director compensation includes an annual equity retainer that is awarded at the time of the Company’s annual meeting of shareowners. The shares vest upon the earlier of the first anniversary of the grant date or the date of the Company’s next annual meeting of shareowners following the grant date and are amortized to expense over a 12-month period. The following summarizes non-employee director share awards for the past three fiscal years:
2025 2024 2023
Shares granted 28,080 29,996 24,044
Weighted average grant date fair value $ 47.65 $ 41.67 $ 49.58
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
11. EMPLOYEE BENEFIT PLANS
Pension and Other Postemployment Benefit Plans
The Company has two trusteed, noncontributory defined benefit retirement plans covering eligible regular represented and non-represented employees with more than one year of service. Defined benefit plan benefits are based on years of service and average compensation during the highest 60 consecutive months of employment. The Company also provides postemployment medical and life insurance benefits to employees who meet certain eligibility requirements.
All represented employees of NJRHS hired on or after October 1, 2000, non-represented employees hired on or after October 1, 2009 and NJNG represented employees hired on or after January 1, 2012 are covered by an enhanced defined contribution plan instead of the defined benefit plan. Participation in the postemployment medical and life insurance plan was also frozen to new employees as of the same dates, with the exception of new NJRHS represented employees, for which benefits were frozen beginning April 3, 2012.
The Company maintains an unfunded nonqualified PEP that was established to provide employees with the full level of benefits as stated in the qualified plan without reductions due to various limitations imposed by the provisions of federal income tax laws and regulations. There are no plan assets in the nonqualified plan due to the nature of the plan.
The Company’s funding policy for its pension plans is to contribute at least the minimum amount required by the Employee Retirement Income Security Act of 1974, as amended. In fiscal 2025 and 2024, the Company had no minimum funding requirements and did not make any discretionary contributions to the pension plans. The Company does not expect to be required to make additional contributions to fund the pension plans during the next fiscal year based on current actuarial assumptions; however, funding requirements are uncertain and can depend significantly on changes in actuarial assumptions, returns on plan assets and changes in the demographics of eligible employees and covered dependents.
There are no federal requirements to pre-fund OPEB benefits. However, the Company is required to fund certain amounts due to regulatory agreements with the BPU. The Company contributed approximately $ 0.5 M and $ 7.8 M in fiscal 2025 and 2024, respectively, and estimates that it may contribute up to $ 3.0 M over each of the next five years. Additional contributions may be required based on market conditions and changes to assumptions.
In January 2024, the Company announced changes to its postretirement medical benefits plan. Beginning on January 1, 2025, the Company replaced the existing retiree medical coverage for certain eligible employees age 65 and older and their Medicare-eligible dependents with an employer-funded Health Reimbursement Arrangement. Medicare-eligible participants may use the Health Reimbursement Arrangement toward the purchase of supplemental insurance coverage and for other qualified medical expenses. The liability associated with postretirement medical benefits was remeasured as of January 1, 2024. The change in post-retirement medical benefits is being amortized into earnings over approximately eight years , the average remaining service to retirement for all plan participants.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following summarizes the changes in the funded status of the plans and the related liabilities recognized on the Consolidated Balance Sheets as of September 30:
Pension (1)
OPEB
(Thousands) 2025 2024 2025 2024
Change in Benefit Obligation
Benefit obligation at beginning of year $ 333,532 $ 290,321 $ 181,800 $ 203,406
Service cost 5,523 4,976 1,092 1,406
Interest cost 15,433 16,240 8,387 8,327
Plan amendments — — — ( 79,881 )
Plan participants’ contributions (2)
20 27 1,401 703
Actuarial (gain) loss ( 12,216 ) 36,863 39,942 54,518
Benefits paid, net of retiree subsidies received ( 16,838 ) ( 14,895 ) ( 7,808 ) ( 6,679 )
Benefit obligation at end of year $ 325,454 $ 333,532 $ 224,814 $ 181,800
Change in plan assets
Fair value of plan assets at beginning of year $ 342,710 $ 298,361 $ 129,721 $ 106,783
Actual return on plan assets 28,156 58,682 12,063 21,249
Employer contributions 539 535 486 7,846
Reimbursement from Trust (3)
— — ( 9,139 ) —
Benefits paid, net of plan participants’ contributions (2)
( 16,819 ) ( 14,868 ) ( 6,538 ) ( 6,157 )
Fair value of plan assets at end of year $ 354,586 $ 342,710 $ 126,593 $ 129,721
Funded status $ 29,132 $ 9,178 $ ( 98,221 ) $ ( 52,079 )
Amounts recognized on Consolidated Balance Sheets
Postemployment employee benefit asset
Noncurrent $ 40,813 $ 21,104 $ — $ 3,556
Postemployment employee benefit liability
Current $ ( 555 ) $ ( 552 ) $ ( 517 ) $ ( 2,400 )
Noncurrent ( 11,126 ) ( 11,374 ) ( 97,704 ) ( 53,235 )
Total $ 29,132 $ 9,178 $ ( 98,221 ) $ ( 52,079 )
(1) Includes the Company’s PEP.
(2) Contributions made by employees hired prior to July 1, 1998, who were eligible to elect an additional participant contribution to enhance their benefits, were immaterial during the periods.
(3) Reimbursements for benefit premiums paid by the Company on behalf of the Trust.
The Company recognizes a liability for its underfunded benefit plans as required by ASC 715, Compensation - Retirement Benefits . The Company records the offset to regulatory assets for the portion of liability relating to NJNG and to accumulated OCI for the portion of the liability related to its unregulated operations. The increase in actuarial gain for the pension and the decrease in actuarial loss for the OPEB were due primarily to the increase in the discount rate during fiscal 2025 compared with fiscal 2024 .
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following table summarizes the amounts recognized in regulatory assets and accumulated OCI as of September 30:
Regulatory Assets Accumulated Other Comprehensive Income (Loss)
(Thousands) Pension OPEB Pension OPEB
Balance at September 30, 2023 $ 24,638 $ 30,046 $ 742 $ 5,498
Amounts arising during the period:
Net actuarial (gain) loss ( 2,407 ) 27,108 934 14,080
Prior service (credit) — ( 60,504 ) — ( 19,376 )
Amounts amortized to net periodic costs:
Net actuarial gain (loss) 2 ( 3,098 ) ( 119 ) ( 1,164 )
Prior service (cost) credit ( 61 ) 7,458 — 2,555
Balance at September 30, 2024 $ 22,172 $ 1,010 $ 1,557 $ 1,593
Amounts arising during the period:
Net actuarial (gain) loss ( 13,368 ) 27,178 ( 3,303 ) 10,086
Amounts amortized to net periodic costs:
Net actuarial (loss) ( 994 ) ( 5,114 ) ( 209 ) ( 2,057 )
Prior service credit — 9,801 — 3,279
Balance at September 30, 2025 $ 7,810 $ 32,875 $ ( 1,955 ) $ 12,901
The amounts in regulatory assets and accumulated OCI not yet recognized as components of net periodic benefit cost as of September 30 are:
Regulatory Assets Accumulated Other Comprehensive
Income (Loss)
Pension OPEB Pension OPEB
(Thousands) 2025 2024 2025 2024 2025 2024 2025 2024
Net actuarial loss (gain) $ 7,810 $ 22,172 $ 76,120 $ 54,056 $ ( 1,955 ) $ 1,557 $ 26,443 $ 18,414
Prior service cost (credit) — — ( 43,245 ) ( 53,046 ) — — ( 13,542 ) ( 16,821 )
Total $ 7,810 $ 22,172 $ 32,875 $ 1,010 $ ( 1,955 ) $ 1,557 $ 12,901 $ 1,593
To the extent the unrecognized amounts in accumulated OCI or regulatory assets exceed 10% of the greater of the benefit obligation or the fair value of plan assets, an amortized amount over the average expected future working lifetime of the active plan participants is recognized.
The projected benefit and accumulated benefit obligations and the fair value of plan assets as of September 30, are as follows:
Pension
(Thousands) 2025 2024
Projected benefit obligation $ 325,454 $ 333,532
Accumulated benefit obligation $ 302,880 $ 306,850
Fair value of plan assets $ 354,586 $ 342,710
The components of the net periodic cost for pension benefits, including the Company’s PEP, and OPEB costs (principally health care and life insurance) for employees and covered dependents for fiscal years ended September 30, are as follows:
Pension OPEB
(Thousands) 2025 2024 2023 2025 2024 2023
Service cost $ 5,523 $ 4,976 $ 5,402 $ 1,092 $ 1,406 $ 2,471
Interest cost 15,433 16,240 15,174 8,387 8,327 9,146
Expected return on plan assets ( 23,700 ) ( 20,346 ) ( 19,972 ) ( 9,385 ) ( 7,920 ) ( 6,721 )
Recognized actuarial loss 1,203 117 300 7,171 4,262 —
Prior service cost (credit) amortization — 61 103 ( 13,080 ) ( 10,013 ) —
Net periodic benefit cost recognized as expense $ ( 1,541 ) $ 1,048 $ 1,007 $ ( 5,815 ) $ ( 3,938 ) $ 4,896
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Assumptions
The weighted average assumptions used to determine the Company’s benefit costs during the fiscal years below and obligations as of September 30, are as follows:
Pension OPEB
2025 2024 2023 2025 2024 2023
Benefit costs:
Discount rate 5.01 / 4.99 %
(1) 5.89 / 5.87 %
(1) 5.50 / 5.50 %
(1) 4.97 / 4.98 %
(1) 5.97 / 5.94 %
(1) 5.51 / 5.51 %
(1)
Expected asset return 7.50 % 7.00 % 7.00 % 7.50 % 7.00 % 7.00 %
Compensation increase 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1)
Obligations:
Discount rate 5.46 / 5.43 %
(1) 5.01 / 4.99 %
(1) 5.89 / 5.87 %
(1) 5.35 / 5.35 %
(1) 4.97 / 4.98 %
(1) 5.97 / 5.94 %
(1)
Compensation increase 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1) 3.00 / 3.50 %
(1)
(1) Percentages for represented and non-represented plans, respectively.
When measuring its PBO, the Company uses an aggregate discount rate at which its obligation could be effectively settled. The Company determines a single weighted average discount rate based on a yield curve comprised of rates of return on a population of high quality debt issuances (AA- or better) whose cash flows (via coupons or maturities) match the timing and amount of its expected future benefit payments. The Company measures its service and interest costs using a disaggregated, or spot rate, approach. The Company applies the duration-specific spot rates from the full yield curve, as of the measurement date, to each year’s future benefit payments, which aligns the timing of the plans’ separate future cash flows to the corresponding spot rates on the yield curve.
Information relating to the assumed HCCTR used to determine expected OPEB benefits as of September 30, is as follows:
($ in thousands) 2025 2024 2023
HCCTR 9.4 % 8.8 % 7.4 %
Ultimate HCCTR 4.5 % 4.5 % 4.5 %
Year ultimate HCCTR reached 2033 2032 2032
The Company’s investment objective is a long-term real rate of return on assets before permissible expenses that is approximately 5% greater than the assumed rate of inflation, as measured by the consumer price index. The expected long-term rate of return is based on the asset categories in which the Company invests and the current expectations and historical performance for these categories.
The mix and targeted allocation of the pension and OPEB plans’ assets are as follows:
2026 Assets at
Target September 30,
Asset Allocation Allocation 2025 2024
U.S. equity securities 29 % 30 % 29 %
International equity securities 16 16 16
Fixed income 39 37 38
Collective investment trusts at NAV 16 17 17
Total 100 % 100 % 100 %
The Company uses mortality assumptions published by the Society of Actuaries for its pension and other postemployment benefit obligations, which reflects life expectancies in the U.S. The Company used projection scale MP-2021 and the Pri-2012 mortality study as of September 30, 2025 and 2024.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid during the following fiscal years:
(Thousands) 2026 2027 2028 2029 2030 2031 - 2035
Pension $ 17,309 $ 18,452 $ 19,506 $ 20,678 $ 21,625 $ 120,947
OPEB $ 12,262 $ 13,511 $ 14,599 $ 15,620 $ 16,479 $ 89,419
The Company’s OPEB plans provide prescription drug benefits that are actuarially equivalent to those provided by Medicare Part D. Therefore, under the Medicare Prescription Drug, Improvement and Modernization Act of 2003, the Company qualifies for federal subsidies. Estimated subsidy payments for fiscal 2026 and thereafter are immaterial.
Pension and OPEB assets held in the master trust, measured at fair value, are summarized as follows:
Pension OPEB
(Thousands) Quoted Prices in Active Markets for Identical Assets
(Level 1) Total Quoted Prices in Active Markets for Identical Assets
(Level 1) Total
As of September 30, 2025
Assets
Registered Investment Companies:
Equity Funds:
Large Cap Index 81,213 81,213 36,682 36,682
Extended Market Index 17,654 17,654 7,776 7,776
International Stock 52,876 52,876 22,243 22,243
Fixed Income Funds:
Emerging Markets 13,781 13,781 5,164 5,164
Core Fixed Income — — 27,257 27,257
High Yield Bond Fund 16,864 16,864 8,798 8,798
Long Duration Fund 107,011 107,011 — —
Total assets in the fair value hierarchy $ 289,399 289,399 $ 107,920 107,920
Investments measured at net asset value
Collective investment trusts 65,187 18,673
Total assets at fair value $ 354,586 $ 126,593
As of September 30, 2024
Assets
Money market funds $ — $ — $ 24 $ 24
Registered Investment Companies:
Equity Funds:
Large Cap Index 76,897 76,897 38,040 38,040
Extended Market Index 16,665 16,665 7,977 7,977
International Stock 50,549 50,549 22,730 22,730
Fixed Income Funds:
Emerging Markets 13,354 13,354 5,358 5,358
Core Fixed Income — — 28,765 28,765
High Yield Bond Fund 16,704 16,704 9,195 9,195
Long Duration Fund 106,656 106,656 — —
Total assets in the fair value hierarchy $ 280,825 280,825 $ 112,089 112,089
Investments measured at net asset value
Collective investment trusts 61,885 17,632
Total assets at fair value $ 342,710 $ 129,721
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Plan had no Level 2 or Level 3 fair value measurements during fiscal 2025 and 2024, and there have been no changes in valuation methodologies as of September 30, 2025. The Plan held assets that are valued using NAV as a practical expedient, which are excluded from the fair value hierarchy.
The following is a description of the valuation methodologies used for assets measured at fair value:
Asset Types Description of the Valuation Methodologies
Money Market funds Represents bank balances and money market funds that are valued based on the NAV of shares held at year end.
Registered Investment Companies Equity and fixed income funds valued at the NAV of shares held by the plan at year end as reported on the active market on which the individual securities are traded.
Collective investment trusts The NAV for collective investment trusts is provided by the Trustee and is used as a practical expedient to estimate fair value. The NAV is based on the value of the underlying assets owned by the fund less liabilities.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
Defined Contribution Plan
The Company offers a Savings Plan to eligible employees. The Company formally matched 85 % of participants’ contributions up to 6 % of base compensation. Beginning in March 2024, the Company’s contribution changed to 100 % of the first 3 % and 80 % of the next 3 % of base compensation. Represented NJRHS employees, non-represented employees hired on or after October 1, 2009, and NJNG represented employees hired on or after January 1, 2012, are eligible for an employer special contribution of between 4.0 % and 5.0 % of base compensation, depending on years of service, into the Savings Plan on their behalf. The amount expensed and contributed for the matching provision of the Savings Plan was approximately $ 7.2 M in fiscal 2025, $ 6.8 M in fiscal 2024 and $ 5.9 M in fiscal 2023. The amount contributed for the employer special contribution of the Savings Plan was approximately $ 4.2 M in fiscal 2025, $ 3.6 M in fiscal 2024 and $ 2.1 M in fiscal 2023.
12. INCOME TAXES
The income tax provision from operations for the fiscal years ended September 30, consists of the following:
(Thousands) 2025 2024 2023
Current:
Federal $ 17,157 $ 691 $ 13,393
State ( 874 ) ( 682 ) 7,716
Deferred:
Federal 54,449 66,623 36,825
State 26,502 18,531 ( 8,381 )
Investment/production tax credits ( 278 ) ( 257 ) ( 278 )
Income tax provision $ 96,956 $ 84,906 $ 49,275
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
As of September 30, the temporary differences, which give rise to deferred tax assets (liabilities), consist of the following:
(Thousands) 2025 2024
Deferred tax assets
Investment tax credits (1)
$ 150,182 $ 192,238
State net operating losses 28,136 38,762
Deferred revenue 14,085 14,107
Fair value of derivatives 3,020 5,397
Impairment of equity method investment 14,004 14,004
Postemployment benefits 2,841 855
Incentive compensation 7,611 10,142
Amortization of intangibles 5,543 6,248
Overrecovered natural gas costs 2,975 9,072
Allowance for doubtful accounts 4,978 3,744
Other 7,919 7,226
Total deferred tax assets 241,294 301,795
Less: Valuation allowance ( 5,454 ) ( 5,621 )
Total deferred tax assets net of valuation allowance $ 235,840 $ 296,174
Deferred tax liabilities
Property-related items $ ( 588,101 ) $ ( 563,403 )
Remediation costs ( 20,953 ) ( 21,656 )
Investments in equity investees ( 30,044 ) ( 28,704 )
Conservation incentive program ( 6,344 ) ( 14,379 )
Other ( 7,989 ) ( 6,065 )
Total deferred tax liabilities $ ( 653,431 ) $ ( 634,207 )
Total net deferred tax liabilities $ ( 417,591 ) $ ( 338,033 )
(1) Includes approximately $ 0.5 M and $ 0.7 M for NJNG for fiscal 2025 and 2024, respectively, which is being amortized over the life of the related assets.
A reconciliation of the U.S. federal statutory rate to the effective rate from operations for the fiscal years ended September 30, is as follows:
(Thousands) 2025 2024 2023
Statutory income tax expense $ 90,842 $ 78,683 $ 65,940
Change resulting from:
Investment/production tax credits ( 278 ) ( 257 ) ( 278 )
Cost of removal of assets placed in service prior to 1981 ( 6,527 ) ( 5,644 ) ( 4,758 )
AFUDC equity ( 2,094 ) ( 1,444 ) ( 1,499 )
State income taxes, net of federal benefit 20,078 14,517 13,293
Valuation allowance ( 167 ) ( 126 ) ( 16,494 )
Tax Act - utility excess deferred income taxes amortized ( 3,573 ) ( 3,573 ) ( 3,573 )
Other ( 1,325 ) 2,750 ( 3,356 )
Income tax provision $ 96,956 $ 84,906 $ 49,275
Effective income tax rate 22.4 % 22.7 % 15.7 %
Page 108
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company and one or more of its subsidiaries files or expects to file income and/or franchise tax returns in the U.S. federal jurisdiction and in the states of Connecticut, Delaware, Florida, Georgia, Indiana, Kentucky, Louisiana, Maryland, Massachusetts, Michigan, Mississippi, New Jersey, New York, North Carolina, Pennsylvania, Rhode Island, South Carolina, Texas, Virginia and West Virginia. The Company neither files in, nor believes it has a filing requirement in, any foreign jurisdictions.
The Company’s U.S. federal income tax returns through fiscal 2021 have either been reviewed by the IRS, or the related statute of limitations has expired and all matters have been settled. U.S. federal income tax returns for periods subsequent to fiscal 2021 are open to examination by the IRS. For all periods subsequent to those ended September 30, 2021, the Company’s state income tax returns are statutorily open to examination in all applicable states with the exception of Colorado and Texas.
In March 2024, the State of New Jersey commenced an examination of the Company’s Corporate Business Tax return for NJR and certain subsidiaries for the fiscal periods ended September 30, 2019 through September 30, 2022. On January 8, 2025, this audit was completed by the State of New Jersey, and no other action is necessary.
NJR evaluates its tax positions to determine the appropriate accounting and recognition of potential future obligations associated with uncertain tax positions. A tax benefit claimed, or expected to be claimed, on a tax return may be recognized only if it is more likely than not that the tax position will be upheld upon examination by the applicable taxing authority and is measured based on the largest tax benefit that is more than 50% likely to be realized. Interest and penalties related to unrecognized tax benefits, if any, are recognized within income tax expense, and accrued interest and penalties are recognized within other noncurrent liabilities on the Consolidated Balance Sheets.
Inflation Reduction Act
In August 2022, the President of the U.S. signed the Inflation Reduction Act, which contained provisions addressing inflation, clean energy, healthcare and taxes beginning in 2023. The Inflation Reduction Act imposed a 15% minimum tax rate on corporations with higher than $1B of annual income, along with a 1% excise tax on corporate stock repurchases. The Inflation Reduction Act raised the ITC from 26% to 30% through the end of 2032, with opportunities to increase the credit amount if certain domestic content requirements are satisfied or if the facility is located in an energy community, such as a brownfield site.
OBBBA
On July 4, 2025, the President of the U.S. signed OBBBA into law, which includes a broad range of tax reform provisions, including extending and modifying certain key provisions of the federal Tax Cuts and Jobs Act of 2017, as enacted on December 22, 2017, and expanding certain incentives under the federal Inflation Reduction Act. OBBBA also modified tax legislation affecting clean energy tax credits and accelerated the phase-out of ITCs. The Company evaluated the provisions of OBBBA and concluded it did not have a material impact on its Consolidated Financial Statements.
Other Tax Items
As of September 30, 2025 and 2024, the Company has tax credit carryforwards of approximately $ 149.7 M and $ 191.6 M, respectively, which each have a life of 20 years. The Company expects to utilize this entire carryforward prior to expiration, which would begin in fiscal 2036.
The impairment of the equity method investment in PennEast created net capital loss attributes totaling approximately $ 56.6 M, which could only be utilized to offset capital gains income and carried back three years and forward five years prior to expiration. During the fourth quarter of fiscal 2023, the Company determined that the tax losses created by the impairment may qualify as an ordinary loss, rather than a capital loss. As of both September 30, 2025 and 2024, the Company had a valuation allowance of approximately $ 5.1 M.
As of September 30, 2023, it was determined that the realization of certain deferred tax assets was more likely than not, and thus the valuation allowance previously recorded, of approximately $ 15.8 M, was no longer required. Reversal of the valuation allowance resulted in a corresponding income tax benefit on the Consolidated Statement of Operations. As of September 30, 2025, the remaining valuation allowance of approximately $ 0.4 M related primarily to other state income tax attributes that the Company could not conclude were realizable on a more-likely-than-not basis.
Page 109
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
As of September 30, 2025, the Company evaluated certain tax benefits recorded in the Consolidated Financial Statements and concluded that a portion of the tax benefits are uncertain at this time. As a result, the Company recorded a reserve for uncertain tax benefits. The reserve for uncertain tax benefits is as follows:
(Thousands) 2025 2024
Balance at October 1, $ 4,993 $ 4,978
Additions based on tax positions related to the current fiscal period — 15
Balance at September 30, $ 4,993 $ 4,993
As of September 30, 2025 and 2024, there are approximately $ 5.0 M of unrecognized tax benefits that if recognized would affect the annual effective tax rate. The tax benefits relate to fiscal tax years open to examination by the IRS and the state of Pennsylvania and may be subject to subsequent adjustment.
As of September 30, 2025 and 2024, the Company has state income tax net operating losses of approximately $ 476.1 M and $ 634.7 M, respectively. These state net operating losses have varying carry-forward periods dictated by the state in which they were incurred; these state carry-forward periods range from seven to 20 years, with the majority expiring after 2037. The Company expects to utilize this entire carryforward, other than as described below.
13. LEASES
Lessee Accounting
The Company determines if an arrangement is a lease at inception based on whether the Company has the right to control the use of an identified asset, the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. After the criteria are satisfied, the Company accounts for these arrangements as leases in accordance with ASC 842, Leases . Right-of-use assets represent the Company’s right to use the underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term, including payments at commencement that depend on an index or rate. Leases in which the Company is the lessee do not have a readily determinable implicit rate, so an incremental borrowing rate, based on the information available at the lease commencement date, is utilized to determine the present value of lease payments. When a secured borrowing rate is not readily available, unsecured borrowing rates are adjusted for the effects of collateral to determine the incremental borrowing rate. The Company uses the implicit rate for agreements in which it is a lessor. The Company has not entered into any material agreements in which it is a lessor. Lease expense and lease income are recognized on a straight-line basis over the lease term for operating leases.
The Company’s lease agreements primarily consist of commercial solar land leases, storage and capacity leases, equipment and real property, including land and office facilities, office equipment and the sale leaseback of certain natural gas meters.
Certain leases contain escalation provisions for inflation metrics. The storage leases contain a variable payment component that relates to the change in the inflation metrics that are not known past the current payment period. The variable components of these lease payments are excluded from the lease payments that are used to determine the related right-of-use lease asset and liability. The variable portion of these leases are recognized as leasing expenses when they are incurred. The capacity lease payments are fully variable and based on the amount of natural gas stored in the storage caverns.
Generally, the Company’s solar land lease terms are between 20 and 50 years and may include multiple options to extend the terms for an additional five to 20 years. The Company’s office leases vary in duration, ranging from two to 11 years, and may or may not include extension or early purchase options. The Company’s meter lease terms are between seven and 10 years with purchase options available prior to the end of the term. Equipment leases, including general office equipment, also vary in duration, with an average term of ten years . The Company’s storage and capacity leases have assumed terms of 50 years to coincide with the expected useful lives of the cavern assets with which the leases are associated. The Company’s lease terms may include options to extend, purchase the leased asset or terminate a lease, and they are included in the lease liability calculation when it is reasonably certain that those options will be exercised. The Company has elected an accounting policy, which applies to all asset classes, that exempts leases with an original term of one year or less from the recognition requirements of ASC 842, Leases .
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company has lease agreements with lease and non-lease components and has elected the practical expedient not to separate lease components from the associated non-lease components for certain classes of leases, such as office buildings, solar land leases and office equipment. The Company’s lease agreements do not contain any material residual value guarantees, material restrictions or material covenants. In July 2021, NJNG entered into 16-year lease agreements, as Lessor, with various NJR subsidiaries, as Lessees, for office space at the Company’s headquarters in Wall, New Jersey, the effects of which are eliminated in consolidation.
The following table presents the Company’s lease costs included in the Consolidated Statements of Operations for the fiscal year ended September 30:
(Thousands) Income Statement Location 2025 2024 2023
Operating lease cost (1)
Operation and maintenance $ 11,560 $ 10,368 $ 9,336
Finance lease cost
Amortization of right-of-use assets Depreciation and amortization 1,686 2,160 2,105
Interest on lease liabilities Interest expense, net of capitalized interest 631 914 1,084
Total finance lease cost $ 2,317 $ 3,074 $ 3,189
Variable lease cost Operation and maintenance 894 1,099 1,128
Total lease cost $ 14,771 $ 14,541 $ 13,653
(1) Net of capitalized costs.
The following table presents supplemental cash flow information related to leases for the fiscal year ended September 30:
(Thousands) 2025 2024 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases $ 9,355 $ 7,932 $ 8,942
Operating cash flows for finance leases $ 631 $ 914 $ 1,084
Financing cash flows for finance leases $ 7,574 $ 7,792 $ 7,379
Operating lease assets obtained in exchange for new or modified operating lease liabilities totaled approximately $ 6.4 M and $ 14.1 M during fiscal 2025 and 2024, respectively. There were no finance lease assets obtained in exchange for new or modified finance lease liabilities during fiscal 2025 and 2024.
The following table presents the balance and classifications of the Company’s right of use assets and lease liabilities included in the Consolidated Balance Sheets for the fiscal year ended September 30:
(Thousands) Balance Sheet Location 2025 2024
Assets
Noncurrent
Operating lease assets Operating lease assets $ 185,596 $ 184,485
Finance lease assets Utility plant 24,402 26,088
Total lease assets $ 209,998 $ 210,573
Liabilities
Current
Operating lease liabilities Operating lease liabilities $ 4,388 $ 4,945
Finance lease liabilities Current maturities of long-term debt 5,568 7,534
Noncurrent
Operating lease liabilities Operating lease liabilities 159,131 159,303
Finance lease liabilities Long-term debt 10,366 16,026
Total lease liabilities $ 179,453 $ 187,808
For operating lease assets and liabilities, the weighted average remaining lease term was 28.4 years and 28.6 years and the weighted average discount rate used in the valuation over the remaining lease term was 4.0 % and 3.8 % as of September 30, 2025 and 2024, respectively.
Page 111
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
For finance lease assets and liabilities, the weighted average remaining lease term was 2.4 years and 3.0 years and the weighted average discount rate used in the valuation over the remaining lease term was 3.4 % and 3.4 % as of September 30, 2025 and 2024, respectively.
The following table presents the Company’s maturities of lease liabilities as of September 30, 2025:
(Thousands) Operating Finance
2026 $ 8,961 $ 6,003
2027 9,120 4,402
2028 9,212 4,736
2029 9,279 1,676
2030 9,333 —
Thereafter 237,169 —
Total future payments 283,074 16,817
Less: interest
( 119,555 ) ( 883 )
Total liability $ 163,519 $ 15,934
14. COMMITMENTS AND CONTINGENT LIABILITIES
Cash Commitments
NJNG has entered into long-term contracts, expiring at various dates through July 2039, for the supply, transportation and storage of natural gas. These contracts include annual fixed charges of approximately $ 254.2 M at current contract rates and volumes, which are recoverable through BGSS.
For the purpose of securing storage and pipeline capacity, ES enters into storage and pipeline capacity contracts, which require the payment of certain demand charges by ES to maintain the ability to access such natural gas storage or pipeline capacity, during a fixed time period, which generally ranges from one to 10 years. Demand charges are established by interstate storage and pipeline operators and are regulated by FERC. These demand charges represent commitments to pay storage providers or pipeline companies for the right to store and/or transport natural gas utilizing their respective assets.
Commitments as of September 30, 2025, for natural gas purchases and future demand fees for the next five fiscal year periods, are as follows:
(Thousands) 2026 2027 2028 2029 2030 Thereafter
ES:
Natural gas purchases $ 74,760 $ 3,929 $ — $ — $ — $ —
Storage demand fees 14,275 9,152 6,382 4,375 4,375 5,788
Pipeline demand fees 16,246 49,507 27,548 11,953 10,487 38,247
Sub-total ES $ 105,281 $ 62,588 $ 33,930 $ 16,328 $ 14,862 $ 44,035
NJNG:
Natural gas purchases $ 10,115 $ — $ — $ — $ — $ —
Storage demand fees 43,342 35,497 16,288 5,982 2,457 —
Pipeline demand fees 210,841 183,916 128,556 115,553 112,520 746,474
Sub-total NJNG $ 264,298 $ 219,413 $ 144,844 $ 121,535 $ 114,977 $ 746,474
Total $ 369,579 $ 282,001 $ 178,774 $ 137,863 $ 129,839 $ 790,509
Certain pipeline demand fees totaling approximately $ 4.0 M per year, for which ES is the responsible party, are being paid for by the counterparty to a capacity release transaction, which began in November 2021, for a period of 10 years.
As of September 30, 2025, the Company’s future minimum lease payments under various operating leases will not be more than $ 9.3 M annually for the next five years and $ 237.2 M in the aggregate for all years thereafter.
Page 112
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
Guarantees
As of September 30, 2025, there were NJR guarantees covering approximately $ 138.8 M of ES’s natural gas purchases and demand fee commitments not yet reflected in accounts payable on the Consolidated Balance Sheets.
Legal Proceedings
Manufactured Gas Plant Remediation
NJNG is responsible for the remedial cleanup of certain former MGP sites, dating back to gas operations in the late 1800s and early 1900s, which contain contaminated residues from former gas manufacturing operations. NJNG is currently involved in administrative proceedings with the NJDEP, and is participating in various studies and investigations by outside consultants, to determine the nature and extent of any such contaminated residues and to develop appropriate programs of remedial action, where warranted, under NJDEP regulations.
NJNG periodically, and at least annually, performs an environmental review of former MGP sites located in Atlantic Highlands, Berkeley, Long Branch, Manchester, Toms River, Freehold and Aberdeen, New Jersey, including a review of potential liability for investigation and remedial action. NJNG estimated at the time of the most recent review that total future expenditures at the former MGP sites for which it is responsible, including potential liabilities for natural resource damages that might be brought by the NJDEP for alleged injury to groundwater or other natural resources concerning these sites, will range from approximately $ 144.3 M to $ 200.2 M. NJNG’s estimate of these liabilities is based upon known facts, existing technology and enacted laws and regulations in place when the review was completed. Where it is probable that costs will be incurred, and the information is sufficient to establish a range of possible liability, NJNG accrues the most likely amount in the range. If no point within the range is more likely than the other, it is NJNG’s policy to accrue the lower end of the range. Accordingly, as of September 30, 2025, NJNG recorded a MGP remediation liability and a corresponding regulatory asset of approximately $ 167.0 M on the Consolidated Balance Sheets based on the most likely amount. The actual costs to be incurred by NJNG are dependent upon several factors, including final determination of remedial action, changing technologies and governmental regulations, the ultimate ability of other responsible parties to pay and insurance recoveries, if any.
NJNG recovers its remediation expenditures, including carrying costs, over rolling seven-year periods pursuant to a RAC approved by the BPU. As of September 30, 2025, approximately $ 75.0 M of previously incurred remediation costs, net of recoveries from customers and insurance proceeds, are included in regulatory assets on the Consolidated Balance Sheets. NJNG will continue to seek recovery of MGP-related costs through the RAC. If any future regulatory position indicates that the recovery of such costs is not probable, the related non-recoverable costs would be charged to income in the period of such determination.
General
The Company is involved, and from time to time in the future may be involved, in a number of pending and threatened judicial, regulatory and arbitration proceedings relating to matters that arise in the ordinary course of business. In view of the inherent difficulty of predicting the outcome of litigation matters, particularly when such matters are in their early stages or where the claimants seek indeterminate damages, the Company cannot state with confidence what the eventual outcome of the pending litigation will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, fines or penalties related to each pending matter will be, if any. In accordance with applicable accounting guidance, the Company establishes accruals for litigation for those matters that present loss contingencies as to which it is both probable that a loss will be incurred and the amount of such loss can be reasonably estimated. The Company also discloses contingent matters for which there is a reasonable possibility of a loss. Based upon currently available information, the Company believes that the results of litigation that are currently pending, taken together, will not have a materially adverse effect on the Company’s financial condition, results of operations or cash flows. The actual results of resolving the pending litigation matters may be substantially different than the amounts accrued.
The foregoing statements about the Company’s litigation are based upon the Company’s judgments, assumptions and estimates and are necessarily subjective and uncertain. The Company has a number of threatened and pending litigation matters at various stages.
Page 113
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
15. REPORTABLE SEGMENT DATA
The Company has four reportable segments which are determined based upon a combination of factors, including the nature of business activities, product and service offerings and the regulatory environment in which the businesses operate. NJNG consists of regulated utility operations that provide energy and off-system, capacity and storage management operations primarily to residential and commercial customers; CEV consists of capital investments in clean energy projects, primarily in commercial solar installations; ES consists of unregulated wholesale and retail energy operations and asset management services; S&T consists of the Company’s investments in natural gas transportation and storage facilities.
The accounting policies of the Company as described in Note 2. Summary of Significant Accounting Policies are the same as those of the reportable segments. Intercompany transactions are eliminated in consolidation.
The CODM, the CEO of the Company, uses net income, NFE, as well as various other financial and operational metrics as measures of profitability. Net income is the measure of segment profit or loss that most closely aligns with GAAP. Performance is evaluated based upon profitability and budget and/or forecast-to-actual variances when making decisions about the allocation of resources and capital to segment operations.
Information related to the Company’s various reportable segments, as of September 30, is detailed below:
(Thousands) NJNG CEV ES S&T Total
2025
Operating revenues attributable to reportable segments $ 1,301,496 $ 112,501 $ 453,457 $ 106,372 $ 1,973,826
Intercompany revenues 1,121 — — 41 1,162
Reconciliation to consolidated revenue
Corporate and other (1)
61,424
Total operating revenues $ 2,036,412
Natural gas purchases 528,992 — 372,431 1,006 902,429
Operation and maintenance 230,876 56,167 16,089 46,930 350,062
Regulatory rider expenses 87,199 — — — 87,199
Depreciation and amortization 140,368 24,105 187 23,010 187,670
Gain on sale of assets — ( 56,187 ) — — ( 56,187 )
Interest income (2)
2,552 685 157 9,147 12,541
Other segment income (expense), net (3)
25,236 16,971 1,365 ( 731 ) 42,841
Interest expense, net of capitalized interest 69,893 26,702 13,097 23,170 132,862
Income tax provision 59,536 18,214 12,297 5,985 96,032
Equity in earnings of affiliates — — — 3,813 3,813
Net income attributable to reportable segments $ 213,541 $ 61,156 $ 40,878 $ 18,541 $ 334,116
Reconciliation to consolidated net income
Corporate and other (1)
1,511
Total net income $ 335,627
Page 114
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
(Thousands) NJNG CEV ES S&T Total
2024
Operating revenues attributable to reportable segments $ 1,018,482 $ 130,563 $ 490,266 $ 94,851 $ 1,734,162
Intercompany revenues 1,350 — ( 4,875 ) 1,358 ( 2,167 )
Reconciliation to consolidated revenue
Corporate and other (1)
$ 64,544
Total operating revenues $ 1,796,539
Natural gas purchases 414,635 — 305,938 1,028 721,601
Operation and maintenance 225,260 44,042 24,969 43,083 337,354
Regulatory rider expenses 60,327 — — — 60,327
Depreciation and amortization 112,492 27,869 205 24,900 165,466
Interest income (2)
2,448 — 452 10,172 13,072
Other segment income (expense), net (3)
17,915 14,961 578 35 33,489
Interest expense, net of capitalized interest 62,288 28,545 15,233 23,441 129,507
Income tax provision 31,793 11,406 33,331 4,551 81,081
Equity in earnings of affiliates — — — 2,816 2,816
Net income attributable to reportable segments $ 133,400 33,662 106,745 12,229 $ 286,036
Reconciliation to consolidated net income
Corporate and other (1)
3,739
Total net income $ 289,775
2023
Operating revenues attributable to reportable segments $ 1,011,284 $ 124,131 $ 681,446 $ 88,700 $ 1,905,561
Intercompany revenues 1,349 — 10,170 4,159 15,678
Reconciliation to consolidated revenue
Corporate and other (1)
$ 41,755
Total operating revenues $ 1,962,994
Natural gas purchases 425,457 — 558,932 1,601 985,990
Operation and maintenance 226,780 40,089 19,351 34,648 320,868
Regulatory rider expenses 50,542 — — — 50,542
Depreciation and amortization 102,326 25,320 221 24,185 152,052
Interest income (2)
1,713 — 1,119 6,957 9,789
Other segment income (expense), net (3)
11,833 6,622 360 ( 107 ) 18,708
Interest expense, net of capitalized interest 56,595 28,569 11,400 25,803 122,367
Income tax provision (benefit) 33,065 ( 7,683 ) 24,343 3,444 53,169
Equity in earnings of affiliates — — — 3,126 3,126
Net income attributable to reportable segments $ 131,414 44,458 78,848 13,154 267,874
Reconciliation to consolidated net income
Corporate and other (1)
$ ( 3,150 )
Total net income $ 264,724
(1) Corporate and other includes HSO and intercompany eliminations.
(2) Interest income is included in other income, net on the Consolidated Statements of Operations.
(3) Includes other income, net less interest income on the Consolidated Statements of Operations.
Page 115
New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
The Company ’ s capital expenditures and assets for the various reportable segments, as of September 30, are detailed below:
(Thousands) NJNG CEV ES S&T Total
2025
Capital expenditures $ 437,635 238,185 — 27,763 $ 703,583
Segment assets $ 5,198,116 1,308,969 98,429 1,033,439 $ 7,638,953
Corporate and other $ ( 60,178 )
Total assets $ 7,578,775
2024
Capital expenditures $ 419,453 104,287 — 45,338 $ 569,078
Segment assets $ 4,789,835 1,157,573 108,710 1,025,457 $ 7,081,575
Corporate and other $ ( 99,930 )
Total assets $ 6,981,645
(1) Corporate and other includes HSO and intercompany eliminations.
16. RELATED PARTY TRANSACTIONS
In April 2020, NJNG entered into a five-year agreement for 3 Bcf of firm storage capacity with Steckman Ridge, which expired on March 31, 2025. In March 2025, NJNG entered into a new two-year agreement for 3 Bcf of firm storage capacity with Steckman Ridge, which expires on March 31, 2027. Under the terms of the new agreement, NJNG incurs demand fees, at market rates, of approximately $ 6.5 M annually, a portion of which is eliminated in consolidation. These fees are recoverable through NJNG’s BGSS mechanism and are included as a component of regulatory assets.
ES may periodically enter into storage or park and loan agreements with Steckman Ridge. As of September 30, 2025, ES entered into transactions with Steckman Ridge for varying terms, all of which expire by March 31, 2027.
Demand fees, net of eliminations, associated with Steckman Ridge during the fiscal years ended September 30, were as follows:
(Thousands) 2025 2024 2023
NJNG $ 5,184 $ 6,319 $ 6,549
ES 768 828 657
Total $ 5,952 $ 7,147 $ 7,206
The following table summarizes demand fees payable to Steckman Ridge as of September 30:
(Thousands) 2025 2024
NJNG $ 540 $ 775
ES 101 100
Total $ 641 $ 875
NJNG and ES enter into various AMAs, the effects of which are eliminated in consolidation. Under the terms of these AMAs, NJNG releases certain transportation and storage contracts to ES. NJNG and ES had one AMA, which expired on March 31, 2024, and was not renewed.
NJNG entered into two transportation agreements with Adelphia, each for committed capacity of 130,000 Dths per day. The first is for five years in Zone South with an expiration date of August 8, 2027, and the second is for 15 years in Zone North, which began in November 2023, with an expiration date of October 31, 2038.
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New Jersey Resources Corporation
Part II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA (Continued)
ES had a five-year agreement for 3 Bcf of firm storage capacity with Leaf River, the effects of which were eliminated in consolidation. The agreement expired on March 31, 2024, and was not renewed.
NJNG and CEV entered into a 15-year sublease and PPA related to an onsite solar array and the related energy output at the Company’s headquarters in Wall, New Jersey, with an expiration date of March 1, 2036, the effects of which are immaterial to the Consolidated Financial Statements.
NJNG entered into 16-year lease agreements, as Lessor, with various NJR subsidiaries, as Lessees, for office space at the Company’s headquarters in Wall, New Jersey, each with an expiration date of July 1, 2037, the effects of which are eliminated in consolidation.
NJNG and CEV entered into a 20-year sublease and PPA related to an onsite solar array and the related energy output at the Company’s LNG plant in Howell, New Jersey, with an expiration date of June 1, 2042, the effects of which are immaterial to the Consolidated Financial Statements.
On January 3, 2025, Adelphia and ES entered into a transportation agreement for committed capacity of 10,000 Dths per day, which expired on February 28, 2025, and was not renewed.
The intercompany profits for certain transactions between NJNG and ES and NJNG and Adelphia are not eliminated in accordance with ASC 980, Regulated Operations.
17. DISPOSITIONS
On November 25, 2024, CEV completed the sale of its residential solar portfolio to a third party, which primarily included residential solar energy projects and host customer contracts, for a purchase price of $ 132.5 M. The transaction also included a post-closing working capital adjustment and was subject to a transition services agreement.
CEV had certain residential solar energy projects under contract and in various stages of development that were transferred to the buyer once the assets became operational. The transfer of these projects commenced in January 2025 and continued throughout fiscal 2025. As of September 30, 2025, CEV received approximately $ 4.7 M related to the transfer of these assets.
During fiscal 2025, the Company recognized a pre-tax gain on sale of assets of approximately $ 58.2 M on the Consolidated Statements of Operations.
Also, in connection with the sale, CEV entered into an agreement with the buyer to leaseback certain residential solar energy projects that have not yet passed the fifth anniversary of their placed-in-service dates. The assets are subject to leaseback until the fifth anniversary of the applicable placed-in-service date of the project. The impact of these transactions is considered immaterial to the Company’s Consolidated Financial Statements.
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New Jersey Resources Corporation
Part II
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None