Essential Utilities (WTRG) CEO awarded RSUs and 88,375 stock options

Rhea-AI Filing Summary

Essential Utilities Chief Executive Officer Chris Franklin reported new equity awards and updated holdings. On January 23, 2026, he received 36,788 shares of Common Stock at a price of $0, described as restricted stock units that convert into one share each and vest in three equal annual installments after designated performance goals are achieved.

On the same date, he was granted 88,375 stock options with an exercise price of $39.19 per share, which also vest one-third each year starting January 23, 2027 and expire on January 23, 2036. Following these awards, he holds 333,937 shares of Common Stock directly and 33,111.61 shares indirectly through the company’s 401(k) plan, reflecting accumulated plan purchases since the prior report.

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

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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^*

Franklin Chris

(Last) (First) (Middle)

762 W LANCASTER AVE.

(Street)

BRYN MAWR PA 19010

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Essential Utilities, Inc. [ WTRG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

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

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

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

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	01/23/2026		A		36,788(1)	A	$0	333,937	D(2)
Common Stock 401k								33,111.61(3)	I	401k

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
Stock Options (Right to Buy)	$39.19	01/23/2026		A		88,375		01/23/2027(4)	01/23/2036	Common Stock	88,375	$39.19	88,375	D

Explanation of Responses:

1. Represents the award of restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units vest one-third each year on the anniversary of the achievement of designated performance goals.

2. Includes RSU shares not included in item 7 in the 2025 Form 4.

3. Represents shares acquired under the Company's 401k plan since the last filing.

4. Grant of 88,375 shares of stock options which vest one-third each year on the anniversary of the grant.

	Kimberly A. Joyce, attorney-in-fact for Mr. Franklin	01/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Essential Utilities (WTRG) CEO Chris Franklin report?

Chris Franklin reported receiving 36,788 shares of Common Stock as restricted stock units and 88,375 stock options with a $39.19 exercise price. These awards increase his direct holdings and form part of his ongoing equity-based compensation package.

How many Essential Utilities (WTRG) shares does the CEO own after this Form 4?

After the reported transactions, Chris Franklin directly holds 333,937 shares of Essential Utilities Common Stock. He also has 33,111.61 shares held indirectly through the company’s 401(k) plan, reflecting shares accumulated under that plan since the previous disclosure.

What are the terms of the stock options granted to the Essential Utilities (WTRG) CEO?

The grant includes 88,375 stock options with a $39.19 exercise price. These options vest in three equal annual installments starting January 23, 2027 and expire on January 23, 2036, providing long-term equity incentives tied to the company’s share performance.

How do the restricted stock units awarded to the Essential Utilities (WTRG) CEO vest?

The 36,788 restricted stock units vest one-third each year on the anniversary of achieving designated performance goals. Each unit represents a contingent right to receive one share of Common Stock, linking compensation to meeting specific company performance targets over time.

What does the Form 4 say about the Essential Utilities (WTRG) CEO’s 401(k) holdings?

The filing shows 33,111.61 shares of Common Stock held indirectly through the company’s 401(k) plan. A footnote explains this amount represents shares acquired under the 401(k) since the last filing, reflecting ongoing retirement-plan based share accumulation.

Were there any share sales by the Essential Utilities (WTRG) CEO in this Form 4?

The reported transactions involve awards and grants, not sales. The Form 4 shows acquisitions of restricted stock units and stock options, plus an update to shares accumulated in the 401(k) plan, without reporting any disposition or sale of Common Stock by the CEO.