York Water (NASDAQ: YORW) moves to raise equity through public stock sale
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
The York Water Company is launching a proposed public offering of its common stock, with all shares to be sold by the company. The deal includes a 30-day option for underwriters to purchase additional shares.
York Water plans to use the net proceeds for general corporate purposes, including its capital investment program, repayment of outstanding debt, and potential acquisitions. The transaction will be made under an effective shelf registration statement on Form S-3, using a prospectus supplement and accompanying prospectus, and remains subject to market conditions and customary closing requirements.
Positive
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Negative
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Insights
York Water prepares a primary equity raise under its S-3 shelf.
York Water plans a public common stock offering in which all shares are issued by the company, with underwriters holding a 30-day option for additional shares. This points to a straightforward primary equity raise rather than a shareholder resale.
Proceeds are earmarked for general corporate purposes, specifically the capital investment program, repayment of outstanding indebtedness, and potential acquisitions. That mix suggests a blend of balance sheet support and growth funding, typical for regulated utilities managing ongoing infrastructure needs.
The offering is made off an effective Form S-3 shelf via a preliminary prospectus supplement, and completion is explicitly conditioned on market and other customary closing conditions. Actual impact on existing shareholders will depend on final deal size, pricing, and execution terms disclosed in subsequent offering documents.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Underwriters’ option period: 30-day option
1 metrics
Underwriters’ option period
30-day option
Underwriters may purchase additional common shares within 30 days
Key Terms
shelf registration statement, prospectus supplement, book-running manager, forward-looking statements, +1 more
5 terms
shelf registration statement regulatory
"The proposed offering will be made pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
prospectus supplement regulatory
"The offering may be made only by means of a prospectus supplement and an accompanying prospectus"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
book-running manager financial
"Huntington Securities, Inc. is acting as sole book-running manager"
A book-running manager is the lead organizer responsible for coordinating a large financial sale, such as issuing new stocks or bonds. They oversee preparing all necessary documents, setting the sale’s price, and finding buyers, much like a concert promoter arranging a major event. Their role matters to investors because they help ensure the offering is successfully sold at the best possible terms.
forward-looking statements regulatory
"This news release may contain forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
general corporate purposes financial
"York Water intends to use the net proceeds from the offering for general corporate purposes"
"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.
Offering Details
secondary
Offering
Offering Type
secondary
Use of Proceeds
General corporate purposes, including capital investment program, repayment of outstanding indebtedness, and potential acquisitions.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report: April 15, 2026 ()
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code (
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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(Title of Class)
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(Trading Symbol)
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(Name of Each Exchange on Which Registered)
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or
Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
THE YORK WATER COMPANY
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OTHER EVENTS
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On April 15, 2026, The York Water Company (the “Company”) issued a press release announcing a proposed public offering of shares of the Company’s
common stock, no par value (the “Offering”). A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In addition, the Company and its underwriters for the Offering are using an electronic roadshow investor presentation concerning the Company and the
Offering, which is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Neither the disclosures in this Current Report on Form 8-K nor the exhibits hereto shall constitute an offer to sell or the solicitation of an offer to
buy the securities described herein and therein, nor shall there be any sale of such securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction.
Cautionary Statement Regarding Forward-Looking Information
Certain statements contained in this Form 8-K and the exhibits hereto constitute “forward-looking statements” within the meaning of Section 21E of the Securities
Exchange Act of 1934 and Section 27A of the Securities Act of 1933. Words such as “may,” “should,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan” and similar expressions are intended to identify forward-looking statements. These
forward-looking statements include certain information relating to the Company’s business strategy and future prospects; including, but not limited to:
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the amount and timing of rate increases and other regulatory matters including the recovery of costs recorded as regulatory assets;
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expected profitability and results of operations;
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trends;
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goals, priorities and plans for, and cost of, growth and expansion;
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strategic initiatives;
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availability of water supply;
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water usage by customers; and
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the ability to pay dividends on our common stock and the rate of those dividends.
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These forward-looking statements reflect what the Company currently anticipates will happen. What actually happens could differ materially from what it currently
anticipates and you should not place undue reliance upon such statements, which are based only on information currently available to the Company and speak only as of the date hereof. The Company does not intend to make a public announcement when
forward-looking statements are no longer accurate, whether as a result of new information, what actually happens in the future or for any other reason. Important matters that may affect what will actually happen include, but are not limited to:
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changes in weather or climate, including drought conditions or extended periods of heavy precipitation;
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natural disasters, including pandemics and the effectiveness of the Company’s response plans;
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levels of rate relief granted;
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the level of commercial and industrial business activity within the Company’s service territory;
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construction of new housing within the Company’s service territory and increases in population;
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changes in government policies or regulations, including the tax code, and the impact of government shutdowns;
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the ability to obtain permits for expansion projects;
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material changes in demand from customers, including the impact of conservation efforts which may impact the demand of customers for water;
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changes in economic and business conditions, including interest rates;
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loss of customers;
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changes in, or unanticipated, capital requirements, including requirements relating to compliance with increasing environmental and safety regulations;
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the impact of acquisitions;
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changes in accounting pronouncements;
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changes in the Company’s credit rating or the market price of its common stock; and
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the ability to obtain financing.
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You should also refer to the risk factors and cautionary statements described in other documents that we file from time to time with the Securities and Exchange
Commission (the “SEC”), including in our most recent Annual Report on Form 10-K for the year ended December 31, 2025. The Company’s SEC filings are accessible on the SEC website at www.sec.gov.
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FINANCIAL STATEMENTS AND EXHIBITS
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(d) Exhibits:
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Exhibit
Number
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Description
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99.1
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Press release dated April 15, 2026.
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99.2
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Electronic roadshow investor presentation.
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104
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Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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THE YORK WATER COMPANY
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(Registrant)
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By:
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/s/ Matthew E. Poff
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Name:
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Matthew E. Poff
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Title:
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Chief Financial Officer
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Dated: April 15, 2026
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Exhibit 99.1
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NEWS RELEASE
Contact Information:
JT Hand, President & CEO
jth@yorkwater.com
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Matthew E. Poff, Chief Financial Officer
matthewp@yorkwater.com
717-845-3601
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 130 East Market Street
York, PA 17401
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THE YORK WATER COMPANY ANNOUNCES PROPOSED PUBLIC OFFERING OF COMMON STOCK
York, Pennsylvania, April 15, 2026:
The York Water Company (“York Water” or the “Company”) (NASDAQ: YORW), a provider of water and wastewater utility services, announced today a proposed public offering of its common stock. All of the shares are being offered by York Water. In
addition, York Water intends to grant the underwriters a 30-day option to purchase additional shares of its common stock.
York Water intends to use the net proceeds from the offering for general corporate purposes, including our capital investment program,
repayment of outstanding indebtedness, and potential acquisitions.
Huntington Securities, Inc. is acting as sole book-running manager and Seaport Global Securities is acting as co-manager for the offering. The offering is subject to
market and other customary closing conditions, and York Water cannot assure you as to whether or when the offering may be completed.
The proposed offering will be made pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission (the “SEC”) on Form S-3 (Registration No. 333-283488).
The offering may be made only by means of a prospectus supplement and an accompanying prospectus. A preliminary prospectus supplement relating to the offering has been
filed with the SEC. Copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained by visiting EDGAR on the SEC’s website at www.sec.gov or from: Huntington Securities, Inc., 41 South High Street, Columbus, OH
43215, or by email at ecm_syndicate@huntington.com.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any securities in any state or jurisdiction
in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
This news release may contain forward-looking statements. The Company undertakes no duty to update any forward-looking statement. More information concerning
forward-looking statements can be found in the Company’s filings with the SEC at sec.gov.
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Exhibit 99.2
FAQ
What did The York Water Company (YORW) announce in this 8-K?
The York Water Company announced a proposed public offering of its common stock. All shares in the deal will be sold by the company, using an effective Form S-3 shelf registration with a prospectus supplement and accompanying prospectus filed with the SEC.
How will York Water (YORW) use the proceeds from its proposed stock offering?
York Water plans to use net proceeds for general corporate purposes. These include supporting its capital investment program, repaying outstanding indebtedness, and funding potential acquisitions, aligning the capital raise with both infrastructure needs and possible growth opportunities in its utility operations.
What role do the underwriters play in the York Water (YORW) offering?
Huntington Securities, Inc. will act as sole book-running manager and Seaport Global Securities will serve as co-manager. The company also intends to grant the underwriters a 30-day option to purchase additional common shares, providing flexibility to expand the offering if demand is strong.
Under what registration does York Water (YORW) plan its stock offering?
The proposed offering will be conducted under an effective shelf registration statement on Form S-3. A preliminary prospectus supplement related to the transaction has been filed with the SEC, and investors can access it through the SEC’s EDGAR system or the lead underwriter.
Does the York Water (YORW) announcement itself constitute an offer to sell securities?
The announcement clearly states it does not constitute an offer to sell or a solicitation to buy securities. Any sales will occur only where properly registered or qualified under applicable securities laws and made solely by means of a prospectus and any related prospectus supplement.
What forward-looking statement cautions does York Water (YORW) include about this offering?
York Water notes that statements about the offering and future plans are forward-looking and could differ materially from actual results. It directs readers to risk factors in its Annual Report on Form 10-K for the year ended December 31, 2025, and other SEC filings for more detail.