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Essential Utilities, Inc.

For the period ended Apr 29, 2026. Filed Mar 17, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Apr 29, 2026 · Filed Mar 17, 2026

WTRG$45.45-1.3%Stored close · as of Nov 6, 2026
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Contents

Sustainability Program

Essential has long believed that sustainability is an important aspect of business operations. Successive generations of organizational leaders have worked to build upon our legacy of excellence in water and wastewater treatment, stewardship of our waterways, and provision of reliable and affordable energy.

We encourage you to explore our microsite, Sustainability.Essential.co, for full details of our initiatives.

Oversight
BOARD OF DIRECTORSMANAGEMENT COMMITTEE
The Full Board receives written reports and formal updates from Company executives at regularly scheduled meetings on sustainability matters, including safety, environmental stewardship, community affairs, and human capital management. The Corporate Governance Committee has direct oversight of most sustainability matters. Management, on an ongoing basis, present updates about the corporate sustainability landscape and internal progress on key priority areas.Management’s Sustainability Oversight Committee is made up of senior leaders from different functional areas and backgrounds. They have historically met quarterly to discuss sustainability matters, strategy, and technical planning to achieve goals, with input from our CEO.

Policies These policy documents are available on the corporate governance section of our website at https://www.Essential.co/ corporate-governance/documents:

Sustainability and Environmental Policy • Human Rights Policy • Human Rights to Water Policy • Political Spending Policy • Code of Ethical Business Conduct • Conflict of Interest Policy • Equal Employment Opportunity and Anti-Harassment Policy • Labor Rights Policy • Corporate Governance Guidelines These documents are not incorporated by reference into this proxy statement.

Reporting

Essential’s reporting currently includes the following components, which are available at our microsite Sustainability.Essential.co:

Sustainability Report–Our biennial flagship report that provides detail on relevant topics

SASB and ESG Metrics Index–A concise document containing key metrics, primarily using the SASB framework

TCFD Report–Concise climate reporting guided by the recommendations of the Task Force on Climate-related Financial Disclosures

CDP Response–Detailed climate reporting via the CDP questionnaire

AGA Sustainability Template–Technical GHG emissions data related to our gas system that is reported via the American Gas Association’s common industry template

Neither the microsite nor any contents thereof are incorporated by reference into this proxy statement.

Alignment with UN SDGs

Essential strives to support the achievement of the United Nations’ Sustainable Development Goals (SDGs), which aim to address global challenges and achieve peace and prosperity for all. The following eight SDGs are most relevant to our business:

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Environment

Climate Change and Greenhouse Gas Emissions

In January 2021, Essential announced an enterprise-wide target to substantially reduce our Scope 1 and 2 greenhouse gas (GHG) emissions. By 2035, we aim to reduce our emissions by 60% from our 2019 baseline. Our water and wastewater operations as well as our gas operations are each part of this effort. As of December 31, 2024, Essential has achieved 28% emissions reduction from our 2019 baseline.

The two most significant actions that are contributing to our efforts to achievethe 60% emissions reduction target are:

•Gas Operations: Working to fulfill our aggressive Long-Term Infrastructure Improvement Plan, which has a stated goal of replacing 3,000 miles of leak-prone bare steel and cast-iron pipe through 2034.
•Water and Wastewater Operations: Beginning January 1, 2022, we began procuring nearly 100% renewable electricity for our water and wastewater operations in Illinois, New Jersey, Ohio, and Pennsylvania. This greatly accelerated Essential’s emissions reduction progress in 2022, and this procurement also enabled our water and wastewater operations to rapidly reduce its emissions by more than half in 2024 as compared to 2019.

Board Oversight and Climate Risk Management

•We have Board-level oversight of climate-related issues, including the material risk factors associated with climate change.
•Essential’s Sustainability Oversight Committee, a group of senior leaders from across the organization as well as the CEO, have historically met at least once each quarter to discuss these topics.
  • Please refer to sustainability.Essential.co for more detailed climate change disclosure.
Investing in Our Nation’s Infrastructure Essential has infused capital and resources to help rehabilitate the infrastructure required for reliable water and efficient wastewater services in many of its service areas. We are also making critical and robust investments in gas infrastructure. In 2013, Peoples Gas launched its Long-Term Infrastructure Improvement Plan (LTIIP), an aggressive 20-year effort to replace and upgrade more than 4,000 miles of aged distribution main with modern resilient materials. Excellence in Providing Safe Drinking Water Many of Essential’s community water systems, with their low rates of health-based violations, consistently and significantly outperform the national average. Cutting-edge technology has enabled us to increase our detection levels from parts per million to parts per trillion in many cases. In 2021, we opened a brand new, state-of-the-art environmental laboratory at our Bryn Mawr headquarters, employing a staff of 20 scientists and featuring an annual capacity of approximately 300,000 tests on water samples across 240 water quality parameters. This facility and technology greatly aid in promoting excellent water quality.PEOPLES LTIIP PROGRAM >4,000 miles Of distribution main being or planned to be replaced with modern resilient materials.
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Human Capital Management

At Essential, we believe our 3,300+ employees are our greatest assets in delivering life’s most essential resources. Our goal is to build and retain a talented, skilled, and diverse workforce that values teamwork and embodies a steadfast commitment to our customers and to the environment. Essential is committed to providing professional opportunities for career growth and competitive benefits packages for our employees. Similarly, we are dedicated to creating a culture that empowers employees and where all feel welcomed, respected, and recognized for their contributions.

Board Oversight of Human Capital Management

Essential’s Board of Directors believes that our ability to attract, retain, and develop exceptional talent is a key strategic driver of long-term growth and success for our stakeholders. The Chief Human Resources Officer regularly presents updates to the full Board as well as to the Governance Committee, engaging in strategic discussion with the group regarding the topics outlined below.

Engaging our Employees

We believe our success depends on employees understanding how their work contributes to Essential’s overall strategy. We use a variety of communication channels to help them stay informed, including open forums with our executives, regular staff and team meetings, and employee resource groups. In addition, we use formal engagement surveys across the entire organization and implement thoughtful action plans for leadership based on specific feedback. In 2025 we introduced engagement goals for each and every employee in the organization. This increased focus proved to be successful yielding our highest engagement scores since 2021, with a 4 point improvement from the previous year.

Roadmap for Building Engagement at Essential: Building on our Positive Momentum
CORPORATE • Drive improvement of the employee experience/engagement by implementing a “we are all in this together” strategy to include action taking at all levels of the organization. • Continue to be transparent and proactive when explaining the “Why/Purpose” regarding decisions and changes to business processes and programs. • Recognize opportunities and take initiative to collaborate cross functionally to improve business processes.LEADERSHIP • Transparently communicate results to demonstrate a commitment to taking action to improve employee satisfaction. • Engage with stakeholders within and outside of the immediate team to plan, design and implement changes. • Embrace positive leadership behaviors by maintaining effective relationships with employees to positively support company decisions, maintain employee involvement and remove barriers to their success.EMPLOYEES • Actively participate in planning and taking action to support team engagement. • Hold self accountable to demonstrating values-based behaviors, particularly with employees outside of their immediate work group.
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Corporate Governance | Sustainability Program

At Essential we delivered on the following commitments to the employee experience in 2025:

1.Communicated business, operational, financial and engagement results to employees to transparently demonstrate commitment to integrity and pursuit of excellence.
2.Expanded the use of our online recognition platform to support timely acknowledgement of the efforts and successes of Essential employees on a daily basis.
3.Developed formalized career paths in disciplines across the Company to support growth and learning including the release and publication of our Essential Career Guide.
4.Revamped recruiting and onboarding processes and programs to help increase employee retention.
5.Implemented disciplined approach to stakeholder involvement/ sponsor oversight in project management across program, process, or system change initiatives.
6.Consolidated employee platforms to promote consistent experience across business units and geography.

Talent Management—Training and Development

We believe in an integrated talent development approach and understand that a balanced and holistic approach to learning makes it more likely that employees will learn and retain the workplace behaviors we expect.

2025 organizational and workforce development focused on increasing employee engagement in development to help the organization’s talent build the skills to be successful.

Through expanded marketing and offering more formal learning programs, employee learning hours increased by 13% to over 23,000 training hours completed. These formal programs included the following:

•Expanded the Leadership Develop in Place sessions by delivering monthly topics educating all levels of people leaders skilled in the delivery of management tasks.
•Updated foundational management training on employment compliance topics.
•Provided a structure for employees to share their career development goals and obtain support for development activities.

Our efforts on talent engagement and retention have had a positive impact on employee turnover as turnover has improved in 2025 by 8.6% over 2024.

We align our development model and activities to support our vision, mission, and competencies, with a balanced approach to developing our workforce and creating a confident, committed, and high-performance culture.

Succession Planning

Our succession planning strategy identifies leaders at different stages in their careers and customizes a development approach. In 2025 we conducted a talent review of managers and directors for succession planning. The Essential Utilities executive leadership development strategy for future executives is a combination of experiences that includes assessments and coaching, executive presentation skills, and formal learning programs.

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Safety And Wellness

The Essential safety program focuses on identifying hazards, training our employees on the best practices to remain safe, and providing them with equipment and facilities to face hazards in the safest way possible. Our policies require that we follow OSHA reporting guidelines to identify, report and investigate any injuries to our employees.

The health of our employees is just as important to us as their safety. We provide access to a variety of innovative, flexible, and convenient employee health and wellness programs. Recognizing mental health as a central part of each employee’s well-being, we have added additional resources and counseling access for employees and their families.

To incentivize managers to promote a safe environment, we include safety metrics for Lost Time/Restricted Time Incidents, Responsible Vehicle Accident Rate, and Gas Damage Prevention Rate (20% collective weighting) into our executive compensation incentive plans.

Demonstrable Progress Through Program Improvement

Essential’s safety initiatives focus on several industry-accepted principles:

•Safety committees across Company leadership, state leadership, divisions, and facilities
•Mechanisms for employees to raise concerns, including a “stop work authority” empowerment and anonymous reporting
•Establishment of a near-miss program
•Weekly reporting and analysis, buttressed by a strong auditing program and multi-faceted team communications
•Active participation in industry-wide safety efforts
•Scrutiny of contractor safety records and opportunities for partnership and feedback

Strengthening Our Community

Essential operates in nine states across America, but as an important part of the communities we serve, our presence is felt locally. We do business with many local suppliers and build our team with members of those communities. Our employees take pride in the essential resources they provide for their families and neighbors. Our services better enable households to grow, commerce to bustle, and the health of our towns and cities to flourish. Simply put, we thrive when our communities thrive. For these reasons, our organization and team members enthusiastically contribute time and resources to further strengthen our communities. Working with incredible nonprofits throughout our service areas, we have formed some powerful partnerships to help improve the quality of life for our customers.

Perhaps the longest-standing tradition at Essential is our culture of giving, and we are proud of our team members for always going above and beyond for their communities.

To support their commitment to giving back, Essential invites all its employees to take advantage of a gift-matching program. Essential matches 100%, up to a maximum of $500 per calendar year per employee, for personal contributions made by an employee or their spouse or domestic partner to qualifying nonprofit organizations.

In addition, Essential hosts an annual giving campaign through the United Way that is also matched dollar for dollar through the Essential Foundation. For more than two decades, Essential’s partnership with the United Way has provided vital funds for the communities we service while offering team members a simple process for donating. Through its annual workplace giving campaigns, Essential builds collective impacts while inspiring employees to donate in a way that is meaningful to them. Each year, Essential team members give to a variety of initiatives, including health and human services, education, housing, hunger relief, the environment, and animal welfare.

In 2025, Essential employees tracked more than 4,900 Hours of paid volunteer time.In 2025, Essential’s charitable giving to 501(c)(3) organizations totaled $7.1+ Million that includes a combined Company and employee $755,000+ to United Way.
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Corporate Governance | Other Governance Policies and Practices

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.