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Global Water Resources, Inc.

For the period ended May 14, 2026. Filed Mar 31, 2026.

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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.

May 14, 2026 · Filed Mar 31, 2026

GWRS$7.28-4.2%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrantx

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
xDefinitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material under §240.14a-12

Global Water Resources, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

xNo fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Notice of Annual Meeting of Stockholders

To be held on May 14, 2026

Dear Stockholders:

The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Global Water Resources, Inc. (“we” or “our”) will be held on Thursday, May 14, 2026, at 11:00 a.m. Local Time, at our corporate headquarters, located at 21410 North 19th Avenue, Suite 205, Phoenix, Arizona 85027, for the purposes of:

electing seven directors to serve on our board of directors for a term of office to expire at the 2027 Annual Meeting of Stockholders, with each director to hold office until his or her successor is duly elected or until his or her earlier resignation or removal;

ratifying the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2026;

approving, on an advisory basis, the compensation of our named executive officers; and

transacting such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof.

We currently are not aware of any other matters scheduled to come before the Annual Meeting. All stockholders are cordially invited to attend the meeting, although only stockholders of record at the close of business as of March 17, 2026 are entitled to notice of, and to vote at, the Annual Meeting or at any adjournment or postponement thereof.

This year, we are taking advantage of Securities and Exchange Commission rules that allow us to furnish proxy materials to stockholders via the Internet. On April 3, 2026, we sent a "Notice of Internet Availability of Proxy Materials" (the "Notice") to holders of our common stock as of the record date. The Notice describes how you can access our proxy materials as of April 3, 2026.

Your vote is important. Whether or not you plan to attend the Annual Meeting, it is important that your shares be represented and voted. You may vote via the Internet or by mail before the Annual Meeting, or in person at the Annual Meeting. For specific instructions, please refer to the Notice. As always, we encourage you to vote your shares prior to the Annual Meeting.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON MAY 14, 2026The Company’s proxy statement for the Annual Meeting and its 2025 annual report to stockholders are available at https://materials.proxyvote.com/379463

Sincerely,

/s/ Ron L. Fleming

Ron L. FlemingChairman, President, and Chief Executive Officer

Correspondence:
Global Water Resources, Inc. - Corporate HeadquartersPhone: 480-360-7775
21410 North 19th Avenue, Suite 220, Phoenix, AZ 85027Fax: 844-232-3517
gwresources.com

TABLE OF CONTENTS

ANNUAL MEETING INFORMATION2
General2
Internet Availability of Proxy Materials2
Voting; Quorum3
Voting Procedure3
Revocability of Proxies4
Solicitation4
PROPOSAL ONE – ELECTION OF DIRECTORS5
CORPORATE GOVERNANCE8
Independence of Directors8
Board Leadership Structure8
Risk Oversight8
Majority Voting Policy9
Restrictions on Short Sales, Hedging, Pledging, and Similar Transactions9
Board and Committee Information9
Director Nomination Process11
Criteria for Nomination to the Board of Directors12
Compensation of Directors12
Director Compensation Table12
EXECUTIVE OFFICERS13
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT15
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS15
EQUITY COMPENSATION PLAN INFORMATION17
PROPOSAL TWO – RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 202618
AUDIT MATTERS18
Audit and Risk Committee Report18
Independent Auditor’s Fees19
EXECUTIVE COMPENSATION19
Overview19
Summary Compensation Table20
Overview of Executive Compensation Program; Components of Compensation20
Employment Agreements23
Termination and Change of Control24
Outstanding Equity Awards at 2025 Fiscal Year-End25
Pay Versus Performance25
PROPOSAL THREE – ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS28
STOCKHOLDER PROPOSALS FOR 2027 ANNUAL MEETING28
OTHER MATTERS28
Delinquent Section 16(a) Reports29
Code of Ethical Business Conduct29
Stockholder Communications29
Other Matters before the Annual Meeting29

GLOBAL WATER RESOURCES, INC.

PROXY STATEMENT

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.