York Water (NASDAQ: YORW) closes $41.4M common stock sale
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
The York Water Company completed a public common stock offering, issuing 1,521,739 shares at $28.50 per share. After underwriting discounts, commissions and expenses, the Company received approximately $41.4 million in net proceeds.
York Water plans to use the cash for general corporate purposes, including its capital investment program, repayment of outstanding indebtedness, and potential acquisitions. The deal was structured under an Underwriting Agreement with Huntington Securities, Inc., which also includes a 30-day option for the underwriter to buy up to an additional 228,261 shares on the same terms.
Positive
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Negative
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Insights
York Water raises fresh equity capital to fund investments and strengthen its balance sheet.
The York Water Company issued 1,521,739 common shares at $28.50 per share, generating about $41.4 million in net proceeds. This is a primary equity raise under an Underwriting Agreement with Huntington Securities, indicating direct cash inflow to the company rather than a shareholder resale.
The stated uses of proceeds—general corporate purposes, capital investment, debt repayment and potential acquisitions—suggest a mix of infrastructure funding and balance sheet management. Actual impact will depend on how much is directed to growth projects versus deleveraging, which can be assessed in future periodic reports.
8-K Event Classification
3 items: 1.01, 8.01, 9.01
3 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
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
Shares issued: 1,521,739 shares
Offering price: $28.50 per share
Net proceeds: $41.4 million
+2 more
5 metrics
Shares issued
1,521,739 shares
Firm Shares of common stock sold in the offering
Offering price
$28.50 per share
Public offering price for York Water common stock
Net proceeds
$41.4 million
Approximate net cash to York Water after fees and expenses
Underwriter option shares
228,261 shares
Additional shares subject to 30-day underwriter purchase option
Option period
30 days
Time window for underwriter to buy Additional Shares
Key Terms
Underwriting Agreement, prospectus supplement, forward-looking statements, capital investment program
4 terms
Underwriting Agreement financial
"the Company entered into an Underwriting Agreement, dated as of April 16, 2026"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
prospectus supplement regulatory
"The offering was made 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.
forward-looking statements regulatory
"Certain statements contained in this and the exhibits hereto constitute “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.
capital investment program financial
"including its 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 17, 2026 (April 16, 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 (717 ) 845-3601
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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
| Item 1.01. |
Entry into a Material Definitive Agreement.
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On April 16, 2026, The York Water Company (the “Company”) entered into an Underwriting Agreement, dated as of April 16, 2026 (the “Underwriting
Agreement”), with Huntington Securities, Inc. (the “Underwriter”) in connection with the issuance and sale of 1,521,739 shares of the Company’s common stock, no par value (the
“Common Stock”) at a price to the public of $28.50 per share (the “Firm Shares”). Pursuant to the terms of the Underwriting Agreement, the Company also granted the Underwriter an option to purchase, within a 30-day period, up to an additional 228,261 shares of Common Stock (the “Additional Shares”) on the same terms and conditions (the Firm Shares and
the Additional Shares, together, the “Shares”). A copy of the Underwriting Agreement is attached as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference (and this description is qualified in its entirety by reference
to such exhibit).
On April 17, 2026, the sale of the Firm Shares was settled and the Firm Shares were issued in accordance with the terms of the Underwriting
Agreement. The Underwriting Agreement includes customary terms and covenants, representations and warranties, indemnities and limitations on liability in connection with the purchase and sale of the Shares.
The net proceeds from the sale of the Firm Shares were approximately $41.4 million to the Company, after deducting the underwriters’ discounts,
commissions and estimated offering expenses. The Company intends to use the net proceeds from the offering for general corporate purposes, including its capital investment program, repayment of outstanding indebtedness and potential acquisitions.
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Other Events.
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On April 17, 2026, the Company issued a press release announcing the closing of the public offering of the Shares described in Item 1.01 of this
Current Report on Form 8-K. A copy of this press release is furnished as Exhibit 99.1 hereto 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:
• the amount and timing of rate increases and other regulatory
matters including the recovery of costs recorded as regulatory assets;
• expected profitability and results of operations;
• trends;
• goals, priorities and plans for, and cost of, growth and
expansion;
• strategic initiatives;
• availability of water supply;
• water usage by customers; and
• the ability to pay dividends on our common stock and the rate
of those dividends.
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:
• changes in weather or climate, including drought conditions or
extended periods of heavy precipitation;
• natural disasters, including pandemics and the effectiveness
of the Company’s response plans;
• levels of rate relief granted;
• the level of commercial and industrial business activity
within the Company’s service territory;
• construction of new housing within the Company’s service
territory and increases in population;
• changes in government policies or regulations, including the
tax code, and the impact of government shutdowns;
• the ability to obtain permits for expansion projects;
• material changes in demand from customers, including the
impact of conservation efforts which may impact the demand of customers for water;
• changes in economic and business conditions, including
interest rates;
• loss of customers;
• changes in, or unanticipated, capital requirements, including
requirements relating to compliance with increasing environmental and safety regulations;
• the impact of acquisitions;
• changes in accounting pronouncements;
• changes in the Company’s credit rating or the market price of
its common stock; and
• the ability to obtain financing.
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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1.1
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Underwriting Agreement, dated as of April
16, 2026, by and between The York Water Company and Huntington Securities, Inc..
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5.1
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Opinion of Reed Smith LLP re: legality of securities registered.
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99.1
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Press release dated April 17, 2026.
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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 17, 2026
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Exhibit 99.1
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ExNEWS RELEASE
Contact Information:
JT Hand, President & CEO
jth@yorkwater.com
-OR-
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 CLOSING OF ITS
COMMON STOCK PUBLIC OFFERING
York, Pennsylvania, April 17, 2026: The York Water Company (“York Water” or the
“Company”) (NASDAQ: YORW), a provider of water and wastewater utility services, announced today the closing of its previously-announced public offering of 1,521,739 shares of its common stock at a price to the public of $28.50 per share. The net
proceeds to York Water from the offering, after deducting the underwriting discounts and commissions and other offering expenses, are approximately $41.4 million.
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 Capital Markets is acting as sole book-running manager and Seaport Global Securities is acting as co-manager for the offering.
The offering was made by means of a prospectus supplement and an accompanying prospectus. A prospectus supplement relating to the offering has been filed with the SEC.
Copies of the 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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FAQ
What did The York Water Company (YORW) announce in this filing?
The York Water Company announced the closing of a public offering of 1,521,739 shares of common stock at $28.50 per share, providing approximately $41.4 million in net proceeds to support corporate purposes, capital investments, debt repayment, and potential acquisitions.
How much capital did YORW raise in its latest stock offering?
York Water raised approximately $41.4 million in net proceeds from selling 1,521,739 common shares at $28.50 each. This amount is after underwriting discounts, commissions, and other offering expenses, and flows directly to the company rather than existing shareholders.
What will York Water use the $41.4 million in net proceeds for?
York Water intends to use the approximately $41.4 million in net proceeds for general corporate purposes. These include funding its capital investment program, repaying outstanding indebtedness, and supporting potential acquisitions in its water and wastewater utility operations.
Who managed The York Water Company’s public stock offering?
Huntington Capital Markets, through Huntington Securities, Inc., acted as sole book-running manager, while Seaport Global Securities served as co-manager. The offering was conducted via a filed prospectus supplement and accompanying prospectus available through the SEC’s EDGAR system.
Does the York Water (YORW) transaction include an underwriter overallotment option?
Yes. Under its Underwriting Agreement, York Water granted the underwriter a 30-day option to purchase up to an additional 228,261 shares of common stock. Any additional shares would be sold on the same terms and conditions as the initial 1,521,739 shares.