Chesapeake Utilities Corp 10-Q for FY2026 Q3

Chesapeake Utilities Corp (CPK)

10-Q 2026-11-05 For: 2026-09-30

Added on November 05, 2026

About this 10-Q

Chesapeake Utilities Corp filed this 10-Q on November 5, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).

Headline figures

Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $195.8M; up 9.0% from $179.6M a year earlier
Net income: $21.6M; up 11.3% from net income of $19.4M a year earlier
Diluted EPS: $0.89; up 8.5% from $0.82 a year earlier

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Delaware						51-0064146
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock - par value per share $0.4867	CPK	New York Stock Exchange



PART I—FINANCIAL INFORMATION		1

ITEM 1.	FINANCIAL STATEMENTS	1

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	29

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	61

ITEM 4.	CONTROLS AND PROCEDURES	62

PART II—OTHER INFORMATION		62

ITEM 1.	LEGAL PROCEEDINGS	62

ITEM 1A.	RISK FACTORS	63

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	63

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	63

ITEM 5.	OTHER INFORMATION	63

ITEM 6.	EXHIBITS	65

SIGNATURES		66


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2026		2025		2026		2025
(in millions, except shares (thousands) and per share data)
Operating Revenues
Regulated Energy	$	165.0	$	146.4	$	578.6	$	497.8
Unregulated Energy	37.8		40.7		196.7		195.3
Other Businesses and Eliminations	(7.0)		(7.5)		(24.5)		(22.0)
Total Operating Revenues	195.8		179.6		750.8		671.1
Operating Expenses
Regulated natural gas and electric costs	38.7		31.7		179.9		137.3
Unregulated propane and natural gas costs	8.4		10.7		65.8		71.4
Operations	60.1		53.6		185.1		166.5
Maintenance	7.6		6.1		22.6		17.5
Depreciation and amortization	23.0		23.3		67.4		67.7
Other taxes	9.4		9.0		29.1		27.6
FCG transaction and transition-related expenses	—		0.2		—		1.0
Total Operating Expenses	147.2		134.6		549.9		489.0
Operating Income	48.6		45.0		200.9		182.1
Other income, net	0.4		0.2		0.9		1.2
Interest charges	19.0		18.2		56.1		54.1
Income Before Income Taxes	30.0		27.0		145.7		129.2
Income taxes	8.4		7.6		39.4		35.0
Net Income	$	21.6	$	19.4	$	106.3	$	94.2

Weighted Average Common Shares Outstanding:
Basic	24,175		23,526		24,057		23,265
Diluted	24,300		23,629		24,177		23,360
Earnings Per Share of Common Stock:
Basic	$	0.89	$	0.82	$	4.42	$	4.05




Diluted	$	0.89	$	0.82	$	4.40	$	4.03


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2026		2025		2026		2025
(in millions)
Net Income	$	21.6	$	19.4	$	106.3	$	94.2
Other Comprehensive Income (Loss), net of tax:


Cash Flow Hedges, net of tax:
Net gain (loss) on commodity contract cash flow hedges, net of tax of $0.4, $(0.2), $0.6 and $(0.1), respectively	1.1		(0.4)		1.7		—
Reclassifications of net (gain) loss on commodity contract cash flow hedges, net of tax of $(0.1), $0.0, $(0.1) and $(0.2), respectively	(0.1)		0.1		(0.2)		(0.5)
Net gain (loss) on interest rate swap cash flow hedges, net of tax of $0.2, $(0.1), $0.4 and $(0.3), respectively	0.6		(0.1)		1.1		(0.8)
Reclassifications of net (gain) loss on interest rate swap cash flow hedges, net of tax of $0.0, $(0.1), $0.0 and $(0.1), respectively	0.1		—		0.1		(0.2)
Total Other Comprehensive Income (Loss), net of tax	1.7		(0.4)		2.7		(1.5)
Comprehensive Income	$	23.3	$	19.0	$	109.0	$	92.7


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



CHESAPEAKE UTILITIES CORPORATION (Exact name of registrant as specified in its charter)


Assets	September 30, 2026		December 31, 2025
(in millions, except shares and per share data)
Property, Plant and Equipment
Regulated Energy	$	3,147.6	$	2,941.6
Unregulated Energy	515.6		492.4
Other Businesses and Eliminations	43.3		38.3
Total property, plant and equipment	3,706.5		3,472.3
Less: Accumulated depreciation and amortization	(675.1)		(637.6)
Plus: Construction work in progress	441.4		283.7
Net property, plant and equipment	3,472.8		3,118.4
Current Assets
Cash and cash equivalents	8.6		1.8
Trade and other receivables	89.5		106.9
Less: Allowance for credit losses	(4.1)		(5.4)
Trade and other receivables, net	85.4		101.5
Accrued revenue	28.7		50.1
Propane inventory, at average cost	6.1		8.8
Other inventory, at average cost	17.1		17.9
Regulatory assets	24.9		29.7
Storage gas prepayments	5.1		4.5

Prepaid expenses	23.5		19.7
Derivative assets, at fair value	1.4		—
Other current assets	2.6		3.0
Total current assets	203.4		237.0
Deferred Charges and Other Assets
Goodwill	507.5		507.5
Other intangible assets, net	12.1		13.2
Investments in unconsolidated affiliate (FEP)	7.2		—
Investments, at fair value	18.7		17.2
Derivative assets, at fair value	1.0		—
Operating lease right-of-use assets	8.5		9.9
Regulatory assets	73.5		74.3
Receivables and other deferred charges	12.7		17.3
Total deferred charges and other assets	641.2		639.4
Total Assets	$	4,317.4	$	3,994.8


Capitalization and Liabilities	September 30, 2026		December 31, 2025
(in millions, except shares and per share data)
Capitalization
Stockholders’ equity
Preferred stock, par value $0.01 per share (authorized 2,000,000 shares), no shares issued and outstanding	$	—	$	—
Common stock, par value $0.4867 per share (authorized 75,000,000 shares)	11.7		11.6
Additional paid-in capital	1,009.1		962.8
Retained earnings	680.4		626.8
Accumulated other comprehensive loss	—		(2.7)
Deferred compensation obligation	17.8		12.6
Treasury stock	(17.8)		(12.6)
Total stockholders’ equity	1,701.2		1,598.5
Long-term debt, net of current maturities	1,307.1		1,327.1
Total capitalization	3,008.3		2,925.6
Current Liabilities
Current portion of long-term debt	131.7		134.6
Short-term borrowing	325.9		158.0
Accounts payable	106.7		115.2
Customer deposits and refunds	48.5		45.1
Accrued interest	17.9		8.7
Dividends payable	17.8		16.4
Accrued compensation	12.8		21.6
Regulatory liabilities	21.8		14.5

Derivative liabilities, at fair value	0.2		0.8
Other accrued liabilities	30.5		15.0
Total current liabilities	713.8		529.9
Deferred Credits and Other Liabilities
Deferred income taxes	353.7		313.3
Regulatory liabilities	204.1		188.1
Environmental liabilities	3.3		2.9
Other pension and benefit costs	15.1		14.0
Derivative liabilities, at fair value	0.1		0.6
Operating lease - liabilities	6.6		7.9
Deferred investment tax credits and other liabilities	12.4		12.5
Total deferred credits and other liabilities	595.3		539.3
Environmental and other commitments and contingencies (Notes 7 and 8)
Total Capitalization and Liabilities	$	4,317.4	$	3,994.8


	Common Stock (1)
(dollars in millions, shares in thousands (except per share data))	Number of Shares (2)	Par Value		Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Deferred Compensation		Treasury Stock		Total
Balance at June 30, 2025	23,420	$	11.4	$	896.4	$	594.1	$	(2.8)	$	12.5	$	(12.5)	$	1,499.1
Net income	—	—		—		19.4		—		—		—		19.4
Other comprehensive loss	—	—		—		—		(0.4)		—		—		(0.4)
Dividend declared ($0.685 per share)	—	—		—		(16.3)		—		—		—		(16.3)
Issuance under various plans (3)	125	0.1		15.1		—		—		—		—		15.2
Share-based compensation and tax benefit (4) (5)	1	—		1.7		—		—		—		—		1.7
Treasury stock activities	—	—		—		—		—		—		—		—
Balance at September 30, 2025	23,546	$	11.5	$	913.2	$	597.2	$	(3.2)	$	12.5	$	(12.5)	$	1,518.7

Balance at December 31, 2024	22,899	$	11.1	$	830.5	$	550.3	$	(1.7)	$	9.8	$	(9.8)	$	1,390.2
Net income	—	—		—		94.2		—		—		—		94.2
Other comprehensive loss	—	—		—		—		(1.5)		—		—		(1.5)
Dividends declared ($2.010 per share)	—	—		—		(47.3)		—		—		—		(47.3)
Issuance under various plans (3)	611	0.4		76.0		—		—		—		—		76.4
Share-based compensation and tax benefit (4) (5)	36	—		6.7		—		—		—		—		6.7
Treasury stock activities (2)	—	—		—		—		—		2.7		(2.7)		—
Balance at September 30, 2025	23,546	$	11.5	$	913.2	$	597.2	$	(3.2)	$	12.5	$	(12.5)	$	1,518.7

Balance at June 30, 2026	24,105	$	11.7	$	986.7	$	676.7	$	(1.7)	$	17.5	$	(17.5)	$	1,673.4
Net income	—	—		—		21.6		—		—		—		21.6
Other comprehensive loss	—	—		—		—		1.7		—		—		1.7
Dividend declared ($0.735 per share)	—	—		—		(17.9)		—		—		—		(17.9)
Issuance under various plans (3)	150	—		19.9		—		—		—		—		19.9
Share-based compensation and tax benefit (4) (5)	—	—		2.5		—		—		—		—		2.5
Treasury stock activities	—	—		—		—		—		0.3		(0.3)		—
Balance at September 30, 2026	24,255	$	11.7	$	1,009.1	$	680.4	$	—	$	17.8	$	(17.8)	$	1,701.2

Balance at December 31, 2025	23,896	$	11.6	$	962.8	$	626.8	$	(2.7)	$	12.6	$	(12.6)	$	1,598.5
Net income	—	—		—		106.3		—		—		—		106.3
Other comprehensive loss	—	—		—		—		2.7		—		—		2.7
Dividends declared ($2.155 per share)	—	—		—		(52.7)		—		—		—		(52.7)
Issuance under various plans (3)	299	0.1		38.6		—		—		—		—		38.7
Share-based compensation and tax benefit (4) (5)	60	—		7.7		—		—		—		—		7.7
Treasury stock activities (2)	—	—		—		—		—		5.2		(5.2)		—
Balance at September 30, 2026	24,255	$	11.7	$	1,009.1	$	680.4	$	—	$	17.8	$	(17.8)	$	1,701.2


	Three Months Ended September 30, 2026								Three Months Ended September 30, 2025
(in millions)	Regulated Energy		Unregulated Energy		Other Businesses and Eliminations		Total		Regulated Energy		Unregulated Energy		Other Businesses and Eliminations		Total
Energy distribution
Delaware natural gas distribution	$	13.1	$	—	$	—	$	13.1	$	10.9	$	—	$	—	$	10.9
FPU natural gas distribution	45.3		—		—		45.3		42.3		—		—		42.3
Florida City Gas	49.3		—		—		49.3		40.8		—		—		40.8
FPU electric distribution	33.7		—		—		33.7		30.7		—		—		30.7
Maryland natural gas distribution (1)	9.4		—		—		9.4		8.6		—		—		8.6


Total energy distribution	150.8		—		—		150.8		133.3		—		—		133.3
Energy transmission
Aspire Energy	—		5.1		—		5.1		—		6.0		—		6.0
Aspire Energy Express	0.4		—		—		0.4		0.4		—		—		0.4
Eastern Shore	22.1		—		—		22.1		20.7		—		—		20.7
Peninsula Pipeline	17.5		—		—		17.5		14.6		—		—		14.6
Total energy transmission	40.0		5.1		—		45.1		35.7		6.0		—		41.7
Energy generation
Eight Flags	—		4.5		—		4.5		—		4.9		—		4.9
Propane operations
Propane delivery operations	—		21.0		—		21.0		—		22.2		—		22.2
CNG / RNG Services
Marlin Gas Services	—		6.1		—		6.1		—		6.7		—		6.7
Other RNG	—		1.1		—		1.1		—		1.0		—		1.0
Total CNG / RNG Services	—		7.2		—		7.2		—		7.7		—		7.7
Other Businesses and Eliminations
Eliminations	(25.8)		—		(7.0)		(32.8)		(22.6)		(0.1)		(7.5)		(30.2)



Total operating revenues (2)	$	165.0	$	37.8	$	(7.0)	$	195.8	$	146.4	$	40.7	$	(7.5)	$	179.6


	Nine Months Ended September 30, 2026								Nine Months Ended September 30, 2025
(in millions)	Regulated Energy		Unregulated Energy		Other Businesses and Eliminations		Total		Regulated Energy		Unregulated Energy		Other Businesses and Eliminations		Total
Energy distribution
Delaware natural gas distribution	$	87.1	$	—	$	—	$	87.1	$	68.7	$	—	$	—	$	68.7
FPU natural gas distribution	154.3		—		—		154.3		140.2		—		—		140.2
Florida City Gas	156.7		—		—		156.7		123.9		—		—		123.9
FPU electric distribution	87.9		—		—		87.9		80.1		—		—		80.1
Maryland natural gas distribution (1)	49.8		—		—		49.8		44.6		—		—		44.6


Total energy distribution	535.8		—		—		535.8		457.5		—		—		457.5
Energy transmission
Aspire Energy	—		38.5		—		38.5		—		33.6		—		33.6
Aspire Energy Express	1.1		—		—		1.1		1.1		—		—		1.1
Eastern Shore	68.7		—		—		68.7		64.6		—		—		64.6
Peninsula Pipeline	50.9		—		—		50.9		36.4		—		—		36.4
Total energy transmission	120.7		38.5		—		159.2		102.1		33.6		—		135.7
Energy generation
Eight Flags	—		15.4		—		15.4		—		14.2		—		14.2
Propane operations
Propane delivery operations	—		120.6		—		120.6		—		123.4		—		123.4
CNG / RNG Services
Marlin Gas Services	—		19.3		—		19.3		—		21.2		—		21.2
Other RNG	—		3.1		—		3.1		—		3.1		—		3.1
Total CNG / RNG Services	—		22.4		—		22.4		—		24.3		—		24.3
Other Businesses and Eliminations
Eliminations	(77.9)		(0.2)		(24.5)		(102.6)		(61.8)		(0.2)		(22.0)		(84.0)



Total operating revenues (2)	$	578.6	$	196.7	$	(24.5)	$	750.8	$	497.8	$	195.3	$	(22.0)	$	671.1


	Trade Receivables		Contract Assets (Current)		Contract Assets (Non-current)		Contract Liabilities (Current)
(in millions)
Balance at 12/31/2025	$	92.2	$	—	$	2.9	$	1.3
Balance at 9/30/2026	76.7		—		3.0		1.5
Increase (Decrease)	$	(15.5)	$	—	$	0.1	$	0.2


(in millions)	2026		2027		2028		2029		2030		2031		2032 and thereafter
Eastern Shore and Peninsula Pipeline	$	10.0	$	39.2	$	41.1	$	33.9	$	27.8	$	20.7	$	96.9
Natural gas distribution operations	2.3		9.6		9.8		9.7		9.7		9.0		25.1
FPU electric distribution	0.2		1.0		1.0		1.0		1.0		1.0		—
Total revenue contracts with remaining performance obligations	$	12.5	$	49.8	$	51.9	$	44.6	$	38.5	$	30.7	$	122.0



FORM			10-Q


(in thousands, except per share data)	Number of Shares	Weighted Average Fair Value/Share
Outstanding—December 31, 2025	290	$	115.63
Granted	124	$	130.41
Vested	(67)	$	125.90
Expired	(11)	$	121.68
Forfeited	(14)	$	115.19
Outstanding—September 30, 2026	322	$	118.77


Fair Value Hierarchy	Description of Fair Value Level	Fair Value Technique Utilized
Level 1	Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.	Investments - equity securities - The fair values of these trading securities are recorded at fair value based on unadjusted quoted prices in active markets for identical securities. Investments - mutual funds and other - The fair values of these investments, comprised of money market and mutual funds, are recorded at fair value based on quoted net asset values of the shares.
Level 2	Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability.	Derivative assets and liabilities - The fair value of the propane put/call options, propane and interest rate swap agreements are measured using market transactions for similar assets and liabilities in either the listed or over-the-counter markets.
Level 3	Prices or valuation techniques requiring inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity).	Investments - guaranteed income fund - The fair values of these investments are recorded at the contract value, which approximates their fair value.


	September 30,		December 31,
(in millions)	2026		2025
Uncollateralized Senior Notes:
5.68% notes, due June 2026	$	—	$	2.9
6.39% notes, due December 2026	100.0		100.0
6.44% notes, due December 2027	100.0		100.0
6.43% notes, due May 2028	1.4		2.1
4.88% notes, due August 2028	60.0		60.0
3.73% notes, due December 2028	6.0		6.0
6.45% notes, due December 2028	100.0		100.0
3.88% notes, due May 2029	15.0		20.0
5.20% notes, due November 2029	100.0		100.0
5.02% notes, due September 2030	50.0		50.0
6.62% notes, due December 2030	100.0		100.0
5.16% notes, due August 2031	90.0		90.0
3.25% notes, due April 2032	40.3		45.5
6.71% notes, due December 2033	100.0		100.0
2.98% notes, due December 2034	63.0		63.0
3.00% notes, due July 2035	45.0		50.0
2.96% notes, due August 2035	36.0		40.0
2.49% notes, due January 2037	50.0		50.0
5.43% notes, due March 2038	80.0		80.0
3.48% notes, due May 2038	50.0		50.0
3.58% notes, due November 2038	50.0		50.0
6.73% notes, due December 2038	50.0		50.0
3.98% notes, due August 2039	100.0		100.0
2.95% notes, due March 2042	50.0		50.0
Equipment security note
2.46% note, due September 2031	5.1		5.8
Less: debt issuance costs	(3.0)		(3.6)
Total long-term debt	1,438.8		1,461.7
Less: current maturities	(131.7)		(134.6)
Total long-term debt, net of current maturities	$	1,307.1	$	1,327.1


	Three Months Ended September 30,
	2026								2025
(in millions)	Regulated		Unregulated		Other Businesses and Eliminations (1)		Total		Regulated		Unregulated		Other Businesses and Eliminations (1)		Total
Operating revenues, unaffiliated customers	$	164.2	$	31.5	$	0.1	$	195.8	$	145.8	$	33.8	$	—	$	179.6
Intersegment revenues (2)	0.8		6.3		(7.1)		—		0.6		6.9		(7.5)		—
	165.0		37.8		(7.0)		195.8		146.4		40.7		(7.5)		179.6
Less:
Natural gas, propane and electric costs	38.7		15.3		(6.9)		47.1		31.7		18.3		(7.6)		42.4
Operations and maintenance expenses	45.1		22.6		—		67.7		39.7		19.9		0.1		59.7
Depreciation and amortization	17.4		5.7		(0.1)		23.0		18.2		5.1		—		23.3
Other segment items (3)	8.3		1.1		—		9.4		7.9		1.3		—		9.2
Segment operating income (loss)	$	55.5	$	(6.9)	$	—	48.6		$	48.9	$	(3.9)	$	—	45.0
Other income, net							0.4								0.2
Interest charges							19.0								18.2
Income before income taxes							30.0								27.0
Income taxes							8.4								7.6
Net Income							$	21.6							$	19.4

Capital expenditures	$	112.5	$	8.5	$	30.2	$	151.2	$	108.1	$	9.6	$	5.1	$	122.8


	Nine Months Ended September 30,
	2026								2025
(in millions)	Regulated		Unregulated		Other Businesses and Eliminations (1)		Total		Regulated		Unregulated		Other Businesses and Eliminations (1)		Total
Operating revenues, unaffiliated customers	$	576.6	$	174.1	$	0.1	$	750.8	$	496.4	$	174.7	$	—	$	671.1
Intersegment revenues (2)	2.0		22.6		(24.6)		—		1.4		20.6		(22.0)		—
	578.6		196.7		(24.5)		750.8		497.8		195.3		(22.0)		671.1
Less:
Natural gas, propane and electric costs	179.9		90.2		(24.4)		245.7		137.3		93.4		(22.0)		208.7
Operations and maintenance expenses	140.8		67.1		(0.2)		207.7		122.1		61.9		—		184.0
Depreciation and amortization	50.8		16.7		(0.1)		67.4		52.6		15.1		—		67.7
Other segment items (3)	25.2		3.9		—		29.1		24.6		4.0		—		28.6
Segment operating income	$	181.9	$	18.8	$	0.2	200.9		$	161.2	$	20.9	$	—	182.1
Other income, net							0.9								1.2
Interest charges							56.1								54.1
Income before income taxes							145.7								129.2
Income taxes							39.4								35.0
Net Income							$	106.3							$	94.2

Capital expenditures	$	320.3	$	30.6	$	61.9	$	412.8	$	295.7	$	32.1	$	7.8	$	335.6


(in millions)	September 30, 2026		December 31, 2025
Identifiable Assets
Regulated Energy segment	$	3,697.1	$	3,425.3
Unregulated Energy segment	479.9		495.0
Other businesses and eliminations	140.4		74.5
Total identifiable assets	$	4,317.4	$	3,994.8


	Defined Benefit		Commodity		Interest Rate
	Pension and		Contract		Swap
	Postretirement		Cash Flow		Cash Flow
	Plan Items		Hedges		Hedges		Total
(in millions)
As of December 31, 2025	$	(1.7)	$	(0.5)	$	(0.5)	$	(2.7)
Other comprehensive income (loss) before reclassifications	—		1.7		1.1		2.8
Amounts reclassified from accumulated other comprehensive loss	—		(0.2)		0.1		(0.1)
Net current-period other comprehensive income (loss)	—		1.5		1.2		2.7

As of September 30, 2026	$	(1.7)	$	1.0	$	0.7	$	—



As of December 31, 2024	$	(2.1)	$	0.4	$	—	$	(1.7)
Other comprehensive income (loss) before reclassifications	—		—		(0.8)		(0.8)
Amounts reclassified from accumulated other comprehensive loss	—		(0.5)		(0.2)		(0.7)
Net current-period other comprehensive income (loss)	—		(0.5)		(1.0)		(1.5)
As of September 30, 2025	$	(2.1)	$	(0.1)	$	(1.0)	$	(3.2)


			Fair Value Measurements Using:
As of September 30, 2026	Fair Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
(in millions)
Assets:

Investments—guaranteed income fund	$	0.8	$	—	$	—	$	0.8
Investments—mutual funds and other	17.9		17.9		—		—
Total investments	18.7		17.9		—		0.8
Derivative assets	2.4		—		2.4		—
Total assets	$	21.1	$	17.9	$	2.4	$	0.8
Liabilities:
Derivative liabilities	$	0.3	$	—	$	0.3	$	—


Currently, our growth strategy is focused on the following platforms, including: •Prudently deploying investment capital. ◦Optimizing the earnings growth in our existing businesses, which includes organic growth, territory expansions, and new products and services. ◦Identification and pursuit of additional pipeline expansions, including new interstate and intrastate transmission projects. ◦Growth of Marlin Gas Services’ CNG transport business and expansion into LNG and RNG transport services as well as methane capture. ◦Identifying and undertaking additional strategic propane acquisitions that provide a larger foundation in current markets and expand our brand and presence into new strategic growth markets. ◦Leveraging our current capabilities, including our integrated set of energy delivery businesses, to support and contribute to a more sustainable future. •Proactively managing our regulatory agenda. ◦Driving regulatory initiatives that align with our growth strategy and investment plans. •Continually executing on our business transformation initiatives. ◦Increased opportunities to transform the Company with a focus on people, process, technology and organizational structure.


	For the Nine Months Ended September 30, 2026
(in millions)	Regulated Energy		Unregulated Energy		Other Businesses and Eliminations		Total
Operating Revenues	$	578.6	$	196.7	$	(24.5)	$	750.8
Cost of Sales:
Natural gas, propane and electric costs	(179.9)		(90.2)		24.4		(245.7)
Depreciation & amortization	(50.8)		(16.7)		0.1		(67.4)
Operations & maintenance expenses (1)	(49.2)		(32.5)		(0.1)		(81.8)
Gross Margin (GAAP)	298.7		57.3		(0.1)		355.9
Operations & maintenance expenses (1)	49.2		32.5		0.1		81.8
Depreciation & amortization	50.8		16.7		(0.1)		67.4
Adjusted Gross Margin (Non-GAAP)	$	398.7	$	106.5	$	(0.1)	$	505.1


	Three Months Ended
	September 30,				Increase
	2026		2025		(Decrease)
(in millions, except shares (thousands) and per share data)
Adjusted Gross Margin
Regulated Energy segment	$	126.3	$	114.7	$	11.6
Unregulated Energy segment	22.5		22.4		0.1
Other Businesses and Eliminations	(0.1)		0.1		(0.2)
Total Adjusted Gross Margin	$	148.7	$	137.2	$	11.5

Operating Income (Loss)
Regulated Energy segment	$	55.5	$	48.9	$	6.6
Unregulated Energy segment	(6.9)		(3.9)		(3.0)
Other Businesses and Eliminations	—		—		—
Total Operating Income	48.6		45.0		3.6
Other income, net	0.4		0.2		0.2
Interest charges	19.0		18.2		0.8
Income Before Income Taxes	30.0		27.0		3.0
Income taxes	8.4		7.6		0.8
Net Income	$	21.6	$	19.4	$	2.2






Weighted Average Common Shares Outstanding:
Basic	24,175		23,526		649
Diluted	24,300		23,629		671

Earnings Per Share of Common Stock
Basic	$	0.89	$	0.82	$	0.07



Diluted	$	0.89	$	0.82	$	0.07

Adjusted Net Income and Adjusted Earnings Per Share
Net Income (GAAP)	$	21.6	$	19.4	$	2.2
FCG transaction and transition-related expenses, net (1)	—		0.1		(0.1)
Adjusted Net Income (Non-GAAP)	$	21.6	$	19.5	$	2.1

Earnings Per Share - Diluted (GAAP)	$	0.89	$	0.82	$	0.07
FCG transaction and transition-related expenses, net (1)	—		—		—
Adjusted Earnings Per Share - Diluted (Non-GAAP)	$	0.89	$	0.82	$	0.07


(in millions, except per share data)	Pre-tax Income		Net Income		Earnings Per Share
Three Months Ended September 30, 2025 Adjusted Results (1)	$	27.1	$	19.5	$	0.82





Change in Adjusted Gross Margins:
Rate changes associated with recent rate case activities (2)	3.1		2.2		0.09
Natural gas transmission service expansions, including interim services (2)	2.9		2.1		0.09
Contributions from regulated infrastructure programs (2)	2.8		2.0		0.08
Natural gas growth including conversions (excluding service expansions)	1.9		1.4		0.06
Increased propane margins and service fees	1.0		0.7		0.03
Changes in customer consumption	0.8		0.6		0.02
Change in off-system natural gas capacity sales	0.6		0.5		0.02
Increased Aspire Energy performance - rate changes and gathering fees	0.3		0.2		0.01
Decreased CNG/RNG/LNG services	(0.4)		(0.3)		(0.01)
Absence of recovered costs associated with Hurricane Michael (3)	(1.8)		(1.4)		(0.06)

	11.2		8.0		0.33

Change in Operating Expenses (Excluding Natural Gas, Propane, and Electric Costs):
Payroll, benefits and other employee-related expenses	(3.9)		(2.8)		(0.12)
Facilities expenses, maintenance costs and outside services	(3.1)		(2.3)		(0.09)
Depreciation, amortization and property taxes	(2.2)		(1.6)		(0.06)
Vehicle expenses	(1.0)		(0.8)		(0.03)
Insurance-related costs	(0.4)		(0.3)		(0.01)
Credit, collections and customer service costs	1.0		0.8		0.03
Absence of amortization of costs associated with Hurricane Michael recovery (3)	1.8		1.4		0.06

	(7.8)		(5.6)		(0.22)


Interest Expense	(0.8)		(0.7)		(0.02)

Increase in shares outstanding due to 2025 and 2026 equity offerings (4)	—		—		(0.03)
Net other changes	0.3		0.4		0.01
	(0.5)		(0.3)		(0.04)
Three Months Ended September 30, 2026 Adjusted Results (1)	$	30.0	$	21.6	$	0.89


(in millions)
Payroll, benefits and other employee-related expenses	$	(3.5)
Facilities expenses, maintenance costs and outside services	(1.8)
Depreciation, amortization and property tax costs	(1.7)
Vehicle expenses	(0.8)





Credit, collections and customer service costs	1.2
Absence of amortization of costs associated with Hurricane Michael recovery (3)	1.8
Other variances	(0.2)
Quarter-over-quarter increase in operating expenses	$	(5.0)


(in millions)

Natural gas transmission service expansions, including interim services	$	14.7
Contributions from regulated infrastructure programs	11.5
Rate changes associated with recent rate case activities (1)	7.2
Natural gas growth including conversions (excluding service expansions)	5.9
Change in off-system natural gas capacity sales	2.0
Changes in customer consumption	1.6
Absence of recovered costs associated with Hurricane Michael (2)	(5.7)
Other variances	1.0
Period-over-period increase in adjusted gross margin	$	38.2


(in millions)
Payroll, benefits and other employee-related expenses	$	(9.9)
Depreciation, amortization and property tax costs	(5.8)
Facilities expenses, maintenance costs and outside services	(4.3)
Credit, collections and customer service costs	(1.5)
Vehicle expenses	(1.1)
Insurance related costs	(0.4)

Absence of amortization of costs associated with Hurricane Michael recovery (1)	5.7
Other variances	(0.2)
Period-over-period increase in operating expenses	$	(17.5)


(in millions)
Facilities expenses, maintenance costs and outside services	$	(1.3)
Depreciation, amortization and property tax costs	(0.4)
Payroll, benefits and other employee-related expenses	(0.4)
Vehicle expenses	(0.2)
Other variances	(0.8)
Quarter-over-quarter increase in operating expenses	$	(3.1)


(in millions)
Facilities expenses, maintenance costs and outside services	$	(2.5)
Payroll, benefits and other employee-related expenses	(1.8)
Depreciation, amortization and property tax costs	(1.4)


Other variances	(1.0)
Period-over-period increase in operating expenses	$	(6.7)


	2026
(in millions)	Low		High
Regulated distribution	$	135.0	$	145.0
Regulated transmission	185.0		195.0
Regulated infrastructure	115.0		125.0
Unregulated business	25.0		35.0
Technology	90.0		100.0

Total 2026 Forecasted Capital Expenditures	$	550.0	$	600.0


	Total Number of Shares	Average Price Paid		Total Number of Shares Purchased as Part of Publicly Announced Plans	Maximum Number of Shares That May Yet Be Purchased Under the Plans
Period	Purchased	per Share		or Programs (2)	or Programs (2)
July 1, 2026 through July 31, 2026 (1)	960	$	122.33	—	—
August 1, 2026 through August 31, 2026	—	—		—	—
September 1, 2026 through September 30, 2026	—	—		—	—
Total	960	$	122.33	—	—



10.1						Third Amended and Restated Credit Agreement, dated August 3, 2026, by and between Chesapeake Utilities Corporation, PNC Bank, National Association and several other financial institutions named therein is incorporated herein by reference to Exhibit 10.1 of our Quarterly Report on Form 10-Q, filed August 6, 2026, File No. 001-11590.

10.2						Amended and Restated Limited Liability Company Agreement, dated August 28, 2026, by and among Florida Energy Pathway, LLC, Peninsula Pipeline Holdings, LLC, and FEP Pipeline Holdings, LLC is incorporated herein by reference to Exhibit 10.1 of our Current Report on Form 8-K, filed September 1, 2026, File No. 001-11590.

10.3						Form of Guaranty, by Chesapeake Utilities Corporation in favor of Florida Energy Pathway, LLC is incorporated herein by reference to Exhibit 10.2 of our Current Report on Form 8-K, filed September 1, 2026, File No. 001-11590.

10.4						Construction, Operation and Management Agreement, dated August 28, 2026, by and among Florida Energy Pathway, LLC and Peninsula Pipeline Company, Inc. is incorporated herein by reference to Exhibit 10.3 of our Current Report on Form 8-K, filed September 1, 2026, File No. 001-11590.

10.5						Equity Distribution Agreement, dated September 30, 2026, by and between Chesapeake Utilities Corporation and each of (a) Barclays Capital Inc., Citizens JMP Securities, LLC, Ladenburg Thalmann & Co. Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and TD Securities (USA) LLC, as managers, (b) Barclays Bank PLC, Citizens JMP Securities, LLC, Morgan Stanley & Co. LLC, Royal Bank of Canada and The Toronto-Dominion Bank, as forward purchasers, and (c) Barclays Capital Inc., Citizens JMP Securities, LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and TD Securities (USA) LLC, as forward sellers, including the Form of Master Forward Confirmation attached thereto as Exhibit A. is incorporated herein by reference to Exhibit 1 .1 of our Current Report on Form 8-K, filed October 1, 2026, File No. 001-11590.

31.1*						Certificate of Chief Executive Officer of Chesapeake Utilities Corporation pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.

31.2*						Certificate of Chief Financial Officer of Chesapeake Utilities Corporation pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.

32.1 **						Certificate of Chief Executive Officer of Chesapeake Utilities Corporation pursuant to 18 U.S.C. Section 1350.

32.2**						Certificate of Chief Financial Officer of Chesapeake Utilities Corporation pursuant to 18 U.S.C. Section 1350.

101.INS*						XBRL Instance Document.

101.SCH*						XBRL Taxonomy Extension Schema Document.

101.CAL*						XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF*						XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB*						XBRL Taxonomy Extension Label Linkbase Document.

101.PRE*						XBRL Taxonomy Extension Presentation Linkbase Document.

104						Cover Page Interactive Data File - formatted in Inline XBRL and contained in Exhibit 101


CHESAPEAKE UTILITIES CORPORATION

/S/ Jeffrey S. Sylvester
Jeffrey S. Sylvester Senior Vice President and Chief Financial Officer (Duly Authorized Officer/Principal Financial Officer)


/s/ JEFFRY M. HOUSEHOLDER
Jeffry M. Householder President and Chief Executive Officer