How many Chesapeake Utilities (CPK) shares were earned under the performance share agreement?

A total of 2,866 Chesapeake Utilities common shares were earned under the performance share agreement. This award was split into shares issued to the executive and shares withheld to satisfy the tax liability associated with the incentive award.

Chesapeake Utilities (NYSE: CPK) SVP nets shares from incentive award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

4/A

Rhea-AI Filing Summary

Chesapeake Utilities Senior VP Michael D. Galtman reported compensation-related share activity rather than an open-market trade. A total of 2,866 shares of common stock were earned under a performance share agreement, of which 1,893 shares were issued to him and 973 shares were used to satisfy the related tax liability. Following this tax-withholding disposition at $135.05 per share, he holds 4,419 common shares directly and 204 shares indirectly through a 401k plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Galtman Michael D

Role Senior VP

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	973	$135.05	$131K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 4,419 shares (Direct, null); Common Stock — 204 shares (Indirect, 401k Plan)

Footnotes (1)

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Key Figures

Incentive award shares earned: 2,866 shares Shares issued to executive: 1,893 shares Shares withheld for taxes: 973 shares +3 more

6 metrics

Incentive award shares earned 2,866 shares Performance share agreement incentive award

Shares issued to executive 1,893 shares Portion of incentive award issued to reporting individual

Shares withheld for taxes 973 shares Tax liability satisfied using shares from incentive award

Tax-withholding share price $135.05 per share Value assigned to 973 withheld shares

Direct holdings after transaction 4,419 shares Common stock directly held following tax-withholding disposition

Indirect 401k holdings 204 shares Common stock held indirectly through 401k plan

Key Terms

performance share agreement, deferred stock units, tax liability, 401k Plan, +1 more

5 terms

deferred stock units financial

"Accordingly, 1,893 shares were issued to the reporting individual, 0 deferred stock units were granted and 973 shares of Chesapeake Utilities common stock were utilized to satisfy the tax liability"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

tax liability financial

"973 shares of Chesapeake Utilities common stock were utilized to satisfy the tax liability associated with the incentive award"

401k Plan financial

"total_shares_following_transaction": "204.0000", "direct_or_indirect": "I", "nature_of_ownership": "401k Plan""

A 401(k) plan is an employer-sponsored retirement savings account that lets workers set aside part of their paycheck into investments, often with tax breaks and sometimes with matching contributions from the employer. Think of it as a workplace piggy bank that grows through employee contributions, optional company top-ups, and market returns; it matters to investors because it shapes household retirement security, drives large flows of money into public markets, and affects a company’s compensation costs and ability to attract and keep talent.

incentive award financial

"973 shares to cover the tax liability = 2,866 total shares comprising the incentive award"

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Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 10:40 AM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Galtman Michael D

(Last)

(First)

(Middle)

500 ENERGY LANE

(Street)

DOVER

DELAWARE

19901

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CHESAPEAKE UTILITIES CORP [ CPK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)	X	Other (specify below)
	Senior VP		Chief Transformation Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/26/2026

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/24/2026		F		973⁽¹⁾	D	$135.05	4,419	D
Common Stock								204	I	401k Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. As reported on February 26, 2026, 2,866 shares of common stock were earned pursuant to a performance share agreement in place with the reporting individual. Accordingly, 1,893 shares were issued to the reporting individual, 0 deferred stock units were granted and 973 shares of Chesapeake Utilities common stock were utilized to satisfy the tax liability associated with the incentive award (1,893 shares issued to the reporting individual + 0 deferred stock units +973 shares to cover the tax liability = 2,866 total shares comprising the incentive award).

Remarks:

	Beth W. Cooper, by Power of Attorney	05/15/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Chesapeake Utilities (CPK) executive Michael Galtman report in this Form 4/A?

Michael D. Galtman reported compensation-related share activity tied to a performance share agreement, not an open-market trade. Shares were issued as part of an incentive award, and a portion was withheld to cover associated tax obligations.

How many Chesapeake Utilities (CPK) shares were issued to Michael Galtman and how many were withheld for taxes?

Of the 2,866 earned shares, 1,893 Chesapeake Utilities common shares were issued to Michael D. Galtman. The remaining 973 shares were utilized to satisfy the tax liability arising from the incentive award, according to the filing footnote.

At what price were Chesapeake Utilities (CPK) shares withheld to cover Michael Galtman’s tax liability?

The 973 Chesapeake Utilities common shares withheld to cover tax liability were valued at $135.05 per share. This tax-withholding disposition represents payment of the tax obligation using shares rather than an open-market sale for cash proceeds.

What are Michael Galtman’s Chesapeake Utilities (CPK) shareholdings after this Form 4/A transaction?

After the reported transactions, Michael D. Galtman holds 4,419 Chesapeake Utilities common shares directly. He also has an indirect holding of 204 common shares through a 401k plan, giving a combined position reported in the amended Form 4.

Was the Chesapeake Utilities (CPK) Form 4/A transaction an open-market sale by Michael Galtman?

No, the Form 4/A indicates a tax-withholding disposition, not an open-market sale. Shares were withheld to satisfy the tax liability related to a performance-based incentive award, a common administrative mechanism for handling equity compensation taxes.