Chesapeake Utilities exec reports tax-share disposition

Chesapeake Utilities Corp Senior VP & COO Jeffery S. Sylvester reported compensation-related share activity tied to an incentive award.

Rhea-AI Filing Summary

Chesapeake Utilities Corp Senior VP & COO Jeffery S. Sylvester reported compensation-related share activity tied to an incentive award. On February 24, 2026, 307 shares of common stock were disposed of at $135.05 per share to cover tax liability from a performance share award, a non‑market, tax-withholding transaction. The award totaled 3,899 shares, consisting of 668 shares issued to him, 2,924 deferred stock units, and the 307 shares used for taxes. After these entries, he held 15,575 shares directly and 183 shares indirectly through a 401k plan, in addition to 13,054 deferred stock units that will settle one-for-one in common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 307 shares

Exercise Price or Tax Liability 2 txns

Insider Sylvester Jeffery S

Role Senior VP & COO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	307	$135.05	$41K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 15,575 shares (Direct); Common Stock — 183 shares (Indirect, 401k Plan)

Footnotes (2)

1. F1. As reported on February 26, 2026, 3,899 shares of common stock were earned pursuant to a performance share agreement in place with the reporting individual. Accordingly, 668 shares were issued to the reporting individual, 2,924 deferred stock units were granted and 307 shares of Chesapeake Utilities common stock were utilized to satisfy the tax liability associated with the incentive award (668 shares issued to the reporting individual + 2,924 deferred stock units + 307 shares to cover the tax liability = 3,899 total shares comprising the incentive award).
2. F2. Includes 13,054 deferred stock units that will be settled on a one-for-one basis in common stock.

Key Figures

Tax-withholding shares: 307 shares Tax-withholding price: $135.05 per share Total incentive award size: 3,899 shares +5 more

8 metrics

Tax-withholding shares 307 shares Common stock used to satisfy tax liability from incentive award

Tax-withholding price $135.05 per share Value of 307 shares disposed for tax liability

Total incentive award size 3,899 shares Performance share agreement components (issued, deferred, tax)

Shares issued to insider 668 shares Portion of award issued directly to reporting individual

Deferred stock units granted 2,924 units Part of 3,899-share performance incentive award

Direct holdings after transaction 15,575 shares Common stock directly owned following tax-withholding event

Indirect 401k holdings 183 shares Common stock held indirectly in 401k plan

Deferred stock units outstanding 13,054 units Will be settled one-for-one in common stock

Key Terms

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

4 terms

performance share agreement financial

"3,899 shares of common stock were earned pursuant to a performance share agreement in place with the reporting individual"

deferred stock units financial

"2,924 deferred stock units were granted and 307 shares of Chesapeake Utilities common stock were utilized"

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

"307 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: 183.0000, 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Chesapeake Utilities (CPK) report for Jeffery S. Sylvester?

Chesapeake Utilities reported that Senior VP & COO Jeffery S. Sylvester had 307 common shares disposed of to satisfy tax liability from an incentive award. This disposition is classified as a tax-withholding event, not an open-market sale, and relates to compensation rather than discretionary trading.

How many Chesapeake Utilities (CPK) shares were used for tax withholding?

A total of 307 Chesapeake Utilities common shares were utilized to satisfy the tax liability from a performance share incentive award. The shares were valued at $135.05 each in the filing, reflecting a routine tax-withholding disposition rather than a voluntary sale into the market.

What was the size and structure of Jeffery Sylvester’s Chesapeake Utilities incentive award?

The incentive award totaled 3,899 Chesapeake Utilities common share equivalents. It comprised 668 shares issued directly to Jeffery Sylvester, 2,924 deferred stock units granted, and 307 shares applied to cover the tax liability associated with the performance share agreement in place with him.

What are Jeffery Sylvester’s reported Chesapeake Utilities share holdings after this Form 4/A?

Following the reported transactions, Jeffery Sylvester directly held 15,575 Chesapeake Utilities common shares and indirectly held 183 shares through a 401k plan. He also had 13,054 deferred stock units outstanding, which will be settled on a one-for-one basis in common stock when distributed.

Are the Chesapeake Utilities (CPK) insider transactions open-market sales or compensation-related?

The reported Chesapeake Utilities insider activity is compensation-related. The 307-share disposition is labeled as a tax-withholding transaction linked to a performance share agreement, not an open-market sale, and forms part of the mechanics of settling the 3,899-share incentive award granted to Jeffery Sylvester.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 10:39 AM Learn about SEC filing dates

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^*

Sylvester Jeffery S

(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)		Other (specify below)
	Senior VP & COO

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/24/2026		F	V	307(1)	D	$135.05	15,575(2)	D
Common Stock								183	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. As reported on February 26, 2026, 3,899 shares of common stock were earned pursuant to a performance share agreement in place with the reporting individual. Accordingly, 668 shares were issued to the reporting individual, 2,924 deferred stock units were granted and 307 shares of Chesapeake Utilities common stock were utilized to satisfy the tax liability associated with the incentive award (668 shares issued to the reporting individual + 2,924 deferred stock units + 307 shares to cover the tax liability = 3,899 total shares comprising the incentive award).

2. Includes 13,054 deferred stock units that will be settled on a one-for-one basis in common stock.

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)