Essential Utilities, Inc. filings document the reporting obligations of a regulated utility holding company with water, wastewater and natural gas distribution operations. The company’s Form 8-K disclosures cover operating and financial results, material events, capital-structure matters and material agreements, including debt financing activity tied to senior notes and related indenture terms.
Proxy and annual meeting filings describe shareholder voting matters, director elections, advisory votes and governance practices. Other regulatory disclosures address segment-level utility results, stock-based compensation, dividend reinvestment and direct stock purchase plan activity, risk and covenant information, and the public-company controls associated with Essential Utilities’ Aqua and Peoples operating brands.
Essential Utilities updates integration planning after Ohio regulatory approval. The company reports the Public Utilities Commission of Ohio issued an order approving the proposed merger; Kentucky approval was previously received on April 21, 2026. Leadership selection for the combined company is underway, focusing first on direct reports to John Griffith, CEO of the combined company. An OHI survey showed 80% participation and highlighted strengths in leadership, accountability, collaboration and data-driven decision-making, while identifying opportunities to clarify strategic goals, define individual roles and strengthen sustainable processes. Communications indicate the integration planning process is on schedule.
Essential Utilities, Inc. and American Water Works Company, Inc. disclosed that the Public Utilities Commission of Ohio issued an order approving their merger on May 14, 2026. The companies furnished a joint press release dated May 14, 2026 as Exhibit 99.1 to this Current Report on Form 8-K.
The filing notes the press release is furnished (not "filed") and that links in the release are not incorporated into the report. The Current Report was signed on May 15, 2026 by the company’s Executive Vice President and General Counsel.
Essential Utilities, Inc. reported further progress on its proposed all-stock merger with American Water Works Company after the Public Utilities Commission of Ohio approved the transaction. This follows Kentucky’s approval on April 21, 2026 and prior strong shareholder support at both companies.
The merger, announced October 27, 2025, would create a combined utility serving more than 4.7 million water and wastewater customer connections and more than 740,000 gas customer connections, operating under the American Water name and headquartered in Camden, New Jersey. Closing is expected by the end of the first quarter of 2027, subject to Hart-Scott-Rodino clearance and additional regulatory approvals.
American Water Works sent employees an update on integration planning for its proposed merger with Essential Utilities. The note says regulatory review is progressing: regulatory approval in Kentucky has been received, all 14 Pennsylvania Public Utility Commission hearings have concluded, North Carolina hearings were held on May 4 and May 5, and the Public Utilities Commission of Ohio review is complete. Management says integration planning will accelerate and more employees may be asked to support the effort.
American Water Works and Essential Utilities announced that the Public Utilities Commission of Ohio issued an order approving their proposed merger on May 14, 2026. This follows approval in Kentucky on April 21, 2026 and prior shareholder approval. The all‑stock merger announced on October 27, 2025 would create a combined company serving more than 4.7 million water and wastewater customer connections and more than 740,000 gas customer connections, operating under the American Water name and headquartered in Camden, New Jersey. The companies state the transaction is expected to close by the end of the first quarter of 2027, subject to customary closing conditions including Hart‑Scott‑Rodino clearance and additional regulatory approvals.
Essential Utilities, Inc. files a Form S-3 shelf registration to register 700,000 shares of common stock for its Dividend Reinvestment and Direct Stock Purchase Plan. The prospectus describes plan mechanics, a 5.0% dividend-reinvestment discount (current), optional cash investment limits, and that proceeds from newly issued shares will be used for general corporate purposes. The prospectus also discloses a previously executed Merger Agreement with American Water Works Company, Inc., under which Essential shareholders would receive 0.305 shares of American Water common stock per Essential share and the parties currently estimate closing by the end of the first quarter of 2027, subject to customary closing conditions and regulatory approvals.
Essential Utilities furnished American Water Works’ latest unaudited financial statements to support their pending merger and to incorporate this information into Essential’s shelf registration statement on Form S-3. The merger would make Essential a wholly owned subsidiary of American Water after customary regulatory approvals and other conditions are met.
American Water reported first-quarter 2026 operating revenues of $1,207 million and net income attributable to common shareholders of $196 million, or $1.00 per diluted share. Net cash provided by operating activities was $305 million, and total assets were $35,264 million with long-term debt of $12,769 million. American Water’s finance subsidiary issued $700 million of 5.200% senior notes due 2036 and received full repayment of a $795 million seller promissory note from a prior Homeowner Services Group divestiture. The company also highlighted ongoing general rate cases, infrastructure surcharge mechanisms and large long-term service contracts, and recorded $5 million of merger-related costs tied to the Essential combination, which is currently targeted to close by the end of the first quarter of 2027.
Essential Utilities, Inc. reported first‑quarter 2026 operating revenues of $861.8 million, up from $783.6 million a year earlier, driven by higher regulated water and natural gas revenue and rate increases. Net income declined to $224.4 million from $283.8 million, with diluted EPS falling to $0.79 from $1.03 as operating expenses, purchased gas, depreciation and interest costs rose and prior‑year tax benefits did not repeat.
The company continued to invest heavily, spending $269.2 million on capital projects and completing a Pennsylvania water system acquisition for $18.0 million, while pursuing additional pending water and wastewater deals totaling about $286.0 million, including the planned $276.5 million DELCORA purchase. Essential also issued $500.0 million of 5.125% senior notes due 2036, maintained $314.5 million of commercial paper outstanding, and modestly raised equity via its at‑the‑market program.
Essential is progressing on its stock‑for‑stock merger with American Water, under which each Essential share is expected to convert into 0.305 American Water shares, subject to remaining regulatory approvals. Management currently estimates closing by the end of the first quarter of 2027 and recorded $16.3 million of pre‑merger expenses in the quarter.
Essential Utilities reported first-quarter 2026 results and reaffirmed its financial and growth guidance while highlighting progress on its planned merger with American Water. Operating revenues rose to $861.8 million, up 10% from a year earlier, driven mainly by regulatory recoveries and higher purchased gas costs. GAAP net income was $224.4 million, or $0.79 per share, versus $283.8 million, or $1.03 per share, in 2025, which benefited from several non-recurring items. Non-GAAP EPS, excluding $16.3 million of merger-related expenses, was $0.83. The company invested $269 million in infrastructure in the quarter and remains on track to invest $1.7 billion in 2026. It also issued $500 million of 5.125% senior notes due 2036 and continues to pursue rate cases and municipal acquisitions while targeting merger completion in the first quarter of 2027.
Essential Utilities, Inc. reported the results of its 2026 Annual Meeting of Shareholders held as a virtual meeting on April 29, 2026. Shareholders elected seven directors for one-year terms, with support generally above 185 million votes for each nominee, plus 34,169,760 broker non-votes on each election.
Shareholders also approved, on an advisory basis, the 2025 compensation of the company’s named executive officers with 184,594,406 votes for, 20,085,147 against, and 1,223,832 abstentions, in addition to 34,169,760 broker non-votes. Finally, they ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026, with 215,561,365 votes for, 24,045,886 against, and 465,894 abstentions.