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SJW GROUP

For the period ended Dec 31, 2024. Filed Feb 28, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 28, 2025

HTO$62.13-1.3%Stored close · as of Nov 9, 2026

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Item 8. Financial Statements and Supplementary Data

To the stockholders and the Board of Directors of SJW Group

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of SJW Group and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of comprehensive income, changes in stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2024, and the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the “financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America (“generally accepted accounting principles”). Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by COSO.

Basis for Opinions

The Company’s management is responsible for the financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying “Management’s Report on Internal Control over Financial Reporting.” Our responsibility is to express an opinion on the financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Impact of Rate Regulation on the Financial Statements — Refer to Note 3 to the financial statements

Critical Audit Matter Description

The Company is subject to rate regulation by state utility regulatory agencies (the “Commissions”), which have jurisdiction with respect to the rates of the Company’s water and wastewater services. Management has determined it meets the requirements under generally accepted accounting principles to prepare its financial statements applying the specialized rules to account for the effects of cost-based rate regulation. Accounting for the economics of rate regulation impacts multiple financial statement line items and disclosures, such as depreciable utility plant; regulatory assets and liabilities; operating revenues; operation and maintenance expense; and depreciation expense.

The Commissions establish rates for the purpose of permitting the recovery of the cost of service and a return on investment. The Company’s rates are subject to regulatory ratemaking processes. The Company records deferred costs and credits on the consolidated balance sheets as regulatory assets and liabilities when it is probable that these costs and credits will be recognized in the ratemaking process in a period different from when the costs and credits are incurred. Accounting for such costs and credits is based on management’s judgment and prior historical ratemaking practices, and it occurs when management determines that it is probable that these costs and credits will be recognized in the future revenue of the Company through the ratemaking process.

We identified the impact of rate regulation as a critical audit matter due to the significant judgments that underlie the Company’s financial statement line items and disclosure impacted by rate regulation and the high degree of subjectivity involved in assessing the impact of regulatory decisions on the financial statements. Management judgments include assessing the probability of (1) recovery in future rates of incurred costs and (2) the requirement to refund amounts to customers. Given that management’s accounting judgements are based on consideration of evidence, such as regulatory rules and decisions, past practice, and the uncertain outcomes of future regulatory decisions, auditing these judgements required specialized knowledge of accounting for rate regulation and the rate setting process due to its inherent complexities and pervasive impact on the financial statements.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the impact of rate regulation include the following, among others:

We tested the effectiveness of management’s controls over the initial recognition of amounts as utility plant and regulatory assets or liabilities and the evaluation of the probability of (1) the recovery in future rates of costs incurred as utility plant and deferred as regulatory assets, and (2) a refund or a future reduction in rates that should be reported as regulatory liabilities. We also tested the effectiveness of management’s controls over the monitoring and evaluation of regulatory developments that may affect the probability of recovering costs in future rates or of a future reduction in rates, and controls over relevant computations impacting certain regulatory asset or liability balances.

We read regulatory orders issued by the Commissions to the Company, regulatory statutes, and other publicly available information to evaluate management’s determination of the accounting impacts of any new or revised regulatory decisions and their impact on measurement of related regulatory assets and liabilities.

We obtained supporting documentation from management regarding the evidence, such as regulatory rules and decisions, past practices, and other facts and circumstances, used in the measurement of regulatory assets and liabilities for compliance with the related orders. We reconciled the underlying data or inputs used in the measurement to rate decisions approved by the Commissions and tested the mathematical accuracy of the calculations.

We obtained an analysis from management regarding probability of recovery for regulatory assets or refund or future reduction in rates for regulatory liabilities not yet addressed in a regulatory order to assess management’s assertion that amounts are probable of recovery or a future reduction in rates.

We evaluated the Company’s disclosures related to the impacts of rate regulation, including the balances recorded, and regulatory developments, were appropriate and consistent with the information obtained in our procedures.

/s/Deloitte & Touche LLP

San Jose, California

February 27, 2025

We have served as the Company’s auditor since 2020.

December 31,
20242023
Assets
Utility plant:
Land$44,65741,415
Depreciable plant and equipment4,249,3143,967,911
Construction work in progress179,486106,980
Intangible assets51,60435,946
Total utility plant4,525,0614,152,252
Less accumulated depreciation and amortization1,036,450981,598
Net utility plant3,488,6113,170,654
Nonutility properties and real estate investments1,31413,350
Less accumulated depreciation and amortization98194
Net nonutility properties and real estate investments1,21613,156
Current assets:
Cash and cash equivalents11,1149,723
Accounts receivable:
Customers, net of allowances for uncollectible accounts of $1,172 and $6,551 in 2024 and 2023, respectively68,67967,870
Income tax5,9535,187
Other7,0593,684
Accrued unbilled revenue60,84749,543
Assets held for sale—40,850
Prepaid expenses10,29711,110
Current regulatory assets18,1724,276
Other current assets8,5936,146
Total current assets190,714198,389
Other assets:
Regulatory assets, less current portion224,055235,910
Investments18,08716,411
Postretirement benefit plans66,42233,794
Other intangible asset—28,386
Goodwill640,311640,311
Other28,8938,056
Total other assets977,768962,868
Total assets$4,658,3094,345,067
December 31,
20242023
Capitalization and Liabilities
Capitalization:
Stockholders’ equity:
Common stock, $0.001 par value; authorized 70,000,000 shares in 2024 and 2023; issued and outstanding 33,629,169 shares in 2024 and 32,023,004 shares in 2023$3432
Additional paid-in capital827,796736,191
Retained earnings537,184495,383
Accumulated other comprehensive income1,9601,791
Total stockholders’ equity1,366,9741,233,397
Long-term debt, less current portion1,706,9041,526,699
Total capitalization3,073,8782,760,096
Current liabilities:
Lines of credit119,124171,500
Current portion of long-term debt3,64848,975
Accrued groundwater extraction charges, purchased water and power25,11824,479
Accounts payable56,25646,121
Accrued interest17,47615,816
Accrued payroll15,19312,229
Current regulatory liabilities1,1223,059
Other current liabilities23,23620,795
Total current liabilities261,173342,974
Deferred income taxes276,043238,528
Advances for construction155,397146,582
Contributions in aid of construction340,738326,451
Postretirement benefit plans45,06346,836
Regulatory liabilities, less current portion483,719461,108
Other noncurrent liabilities22,29822,492
Commitments and contingencies
Total capitalization and liabilities$4,658,3094,345,067

Years ended December 31 (in thousands, except share and per share data)

202420232022
Operating revenue$748,439670,363620,698
Operating expense:
Production Expenses:
Purchased water158,568135,982122,334
Power11,4579,6028,889
Groundwater extraction charges73,14662,98056,158
Other production expenses48,85147,63645,409
Total production expenses292,022256,200232,790
Administrative and general105,83098,65695,404
Maintenance31,30125,72930,734
Property taxes and other non-income taxes35,92834,47532,572
Depreciation and amortization112,855105,868104,417
Gain on sale of nonutility properties——(6,197)
Total operating expense577,936520,928489,720
Operating income170,503149,435130,978
Other (expense) income:
Interest on long-term debt and other interest expense(71,390)(66,144)(58,062)
Pension non-service credit (cost)3,769(1,230)5,023
Other, net558,8824,385
Income before income taxes102,93790,94382,324
Provision for income taxes8,9705,9568,496
Net income93,96784,98773,828
Other comprehensive income:
Unrealized (loss) gain on investment, net of taxes of $(163) in 2024, $166 in 2023 and $(188) in 2022(442)530(511)
Adjustment to pension benefit plans, net of taxes of $0 in 2024, $80 in 2023 and $793 in 2022611(216)2,151
Comprehensive income$94,13685,30175,468
Earnings per share
—Basic$2.872.692.44
—Diluted$2.872.682.43
Weighted average shares outstanding
—Basic32,701,29231,575,19730,304,557
—Diluted32,779,57331,663,27430,423,735

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

Common Stock · AdditionalPaid-inCapital · RetainedEarnings · AccumulatedOtherComprehensiveIncome (Loss) · TotalStockholders’Equity
Number ofSharesAmount
Balances, December 31, 202130,181,348$30606,392428,260(163)1,034,519
Net income———73,828—73,828
Unrealized loss on investment, net of tax effect of $(188)————(511)(511)
Adjustment to pension benefit plans, net of taxes of $793————2,1512,151
Share-based compensation——4,791(150)—4,641
Issuance of restricted and deferred stock units54,243—(1,354)——(1,354)
Employee stock purchase plan36,585—2,091——2,091
Common stock issuance, net of costs529,736139,08439,085
Dividends paid ($1.44 per share)———(43,582)—(43,582)
Balances, December 31, 202230,801,91231651,004458,3561,4771,110,868
Net income———84,987—84,987
Unrealized gain on investment, net of tax effect of $166————530530
Adjustment to pension benefit plans, net of taxes of $80————(216)(216)
Share-based compensation——4,647(55)—4,592
Issuance of restricted and deferred stock units67,164—(2,259)——(2,259)
Employee stock purchase plan34,122—2,141——2,141
Common stock issuance, net of costs1,119,806180,658——80,659
Dividends paid ($1.52 per share)———(47,905)—(47,905)
Balances, December 31, 202332,023,00432736,191495,3831,7911,233,397
Net income———93,967—93,967
Unrealized loss on investment, net of tax effect of $(163)————(442)(442)
Adjustment to pension benefit plans, net of taxes of $0————611611
Share-based compensation——5,623(34)—5,589
Issuance of restricted and deferred stock units41,023—(1,212)——(1,212)
Employee stock purchase plan42,853—2,188——2,188
Common stock issuance, net of costs1,522,289285,006——85,008
Dividends paid ($1.60 per share)———(52,132)—(52,132)
Balances, December 31, 202433,629,169$34827,796537,1841,9601,366,974
202420232022
Operating activities:
Net income$93,96784,98773,828
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization115,050108,138106,439
Deferred income taxes10,355(8,510)(3,244)
Stock-based compensation5,6234,6474,791
Allowance for equity funds used during construction(2,362)(2,114)(1,551)
Loss (gain) on sale of nonutility properties and other assets572—(6,197)
Changes in operating assets and liabilities, net of acquired assets and liabilities:
Accounts receivable and accrued unbilled revenue(12,663)(10,869)(8,222)
Accounts payable and other current liabilities4,241492(1,388)
Accrued groundwater extraction charges, purchased water and power6394,7722,507
Tax receivable and payable, and other accrued taxes(18,355)(22,415)(11,954)
Postretirement benefits(4,400)(1,549)(7,108)
Regulatory assets and liabilities excluding income tax temporary differences and postretirement benefits(1,812)12,2781,714
Up-front service concession payments(23,900)——
Other noncurrent assets and liabilities21,04220,75617,923
Other changes, net7,529218(1,339)
Net cash provided by operating activities195,526190,831166,199
Investing activities:
Additions to utility plant:
Company-funded(353,029)(271,772)(218,784)
Contributions in aid of construction(24,179)(16,855)(22,935)
Additions to nonutility assets and real estate investments(29)(24,244)(631)
Payments for business acquisitions—(7,537)(433)
Cost to retire utility plant, net of salvage(3,430)(2,097)(2,520)
Proceeds from sale of assets40,572233975
Net cash used in investing activities(340,095)(322,272)(244,328)
Financing activities:
Borrowings from lines of credit242,000146,415158,779
Repayments of lines of credit(295,260)(134,493)(62,197)
Long-term borrowings185,32970,00055,000
Repayments of long-term borrowings(48,975)(4,347)(89,177)
Dividends paid(52,132)(47,905)(43,582)
Receipts of advances and contributions in aid of construction33,07022,42523,820
Refunds of advances for construction(2,963)(2,763)(2,859)
Issuance of common stock, net of issuance costs85,00880,65939,085
Other changes, net(117)(1,171)(515)
Net cash provided by financing activities145,960128,82078,354
Net change in cash and cash equivalents1,391(2,621)225
Cash and cash equivalents, beginning of year9,72312,34412,119
Cash and cash equivalents, end of year$11,1149,72312,344
Cash paid (refunded) during the year for:
Interest$73,26867,50863,677
Interest, net of amounts capitalized$69,74464,60858,974
Income taxes$(598)23,0206,853
Supplemental disclosure of non-cash activities:
Accrued payables for additions to utility plant$41,69235,90422,561
Utility property installed by developers$2,4653,3412,433
Proceeds receivable from sale of real estate investments$2,801——
Accrued selling expenses on sale of real estate investments$2,177——
Seller financing in asset acquisition, net of discount$—15,400—

SJW GROUP AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands, except share and per share data and where otherwise noted)

Note 1. Organization and Operations

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of SJW Group, its wholly owned subsidiaries, andone variable interest entity in whichone SJW Group subsidiary is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. The accounting policies of SJW Group’s subsidiaries comply with the applicable uniform system of accounts prescribed by the respective regulators and conform to generally accepted accounting principles for rate-regulated public utilities.

SJW Group is a holding company that conducts its business through the following wholly owned subsidiaries: San Jose Water Company (“SJWC”), SJWTX Holdings, Inc., SJW Land Company, SJWNE LLC, and National Water Utility Service, LLC (“NWU”). SJWTX Holdings, Inc. is a holding company for its wholly owned subsidiaries, SJWTX, Inc., doing business as The Texas Water Company (“TWC”), Texas Water Operation Services, LLC (“TWOS”) and Texas Water Resources, LLC (“TWR”). SJWNE LLC is the holding company for Connecticut Water Service, Inc. (“CTWS”) whose wholly owned subsidiaries are The Connecticut Water Company (“CWC”), The Maine Water Company (“MWC”), New England Water Utility Services, Inc. (“NEWUS”), and Chester Realty, Inc. NWU is the contracting entity for shared services among the SJW Group affiliates formed in October 2024. SJW Group, through its wholly owned subsidiaries, primarily provides water utility and other related services in California, Connecticut, Maine and Texas. SJW Group has business in property management and real estate investment activity conducted by SJW Land Company and Chester Realty, Inc.

TWC is a public utility in the business of providing water service in Bandera, Blanco, Comal, Hays, Kendall, Medina and Travis Counties in the growing region between San Antonio and Austin, Texas. TWC additionally provides wastewater service in Comal and Kendall counties. TWC also holds a 25% equity interest in Acequia Water Supply Corporation (“Acequia”). Acequia has been determined to be a variable interest entity within the scope of Accounting Standards Codification (“ASC”) Topic 810—“Consolidation” with TWC as the primary beneficiary. As a result, Acequia has been consolidated with TWC. TWOS was created for non-tariffed service operations and TWR was formed to hold wholesale water supply assets.

Water sales are seasonal in nature and influenced by weather conditions. The timing of precipitation and climatic conditions can cause seasonal water consumption by customers to vary significantly. Revenue is generally higher in the warm, dry summer months when water usage and sales are greater and lower in the winter months when cooler temperatures and increased rainfall curtail water usage and sales.

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