York Water Co 10-K for FY2023

York Water Co (YORW)

10-K 2024-03-05 For: 2023-12-31

Added on April 12, 2026

About this 10-K

York Water Co filed this 10-K on March 5, 2024, covering the fiscal year ended December 31, 2023 (FY2023).

Headline figures

Fiscal year ended December 31, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $71.03M; up 18.3% from $60.06M a year earlier
Net income: $23.76M; up 21.3% from net income of $19.58M a year earlier
Diluted EPS: $1.66; up 18.6% from $1.40 a year earlier

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →

☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2023
OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from __________ to __________

Commission file number 001-34245
THE YORK WATER COMPANY
(Exact name of registrant as specified in its charter)

Pennsylvania		23-1242500
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

130 East Market Street, York, Pennsylvania		17401
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (717) 845-3601

Common Stock, No par value	YORW	The NASDAQ Global Select Market
(Title of Class)	(Trading Symbol)	(Name of Each Exchange on Which Registered)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
				☐ Yes ⌧ No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
				☐ Yes ⌧ No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
				⌧ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
				⌧ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act
Large accelerated filer ☐	Accelerated filer ☐		Non-accelerated filer ⌧

Smaller reporting company ☒		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.
☐
Indicate by check mark if the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
☐
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
	☐ Yes ⌧ No

Forward-Looking Statements		3

PART I
Item 1.	Business	4
Item 1A.	Risk Factors	7
Item 1B.	Unresolved Staff Comments	7
Item 1C	Cybersecurity	8
Item 2.	Properties	10
Item 3.	Legal Proceedings	11
Item 4.	Mine Safety Disclosures	11

PART II
Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	12
Item 6.	Reserved	12
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operation	12
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 8.	Financial Statements	21
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	51
Item 9A.	Controls and Procedures	52
Item 9B.	Other Information	52
Item 9C	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	53

PART III
Item 10.	Directors, Executive Officers and Corporate Governance	53
Item 11.	Executive Compensation	53
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	54
Item 13.	Certain Relationships and Related Transactions, and Director Independence	54
Item 14.	Principal Accounting Fees and Services	54

PART IV
Item 15.	Exhibits and Financial Statement Schedules	55
Item 16.	Form 10-K Summary	59

Signatures		61

Securities registered pursuant to Section 12(g) of the Act:		None
		(Title of Each Class)

•	the amount and timing of rate changes 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 common stock and the rate of those dividends.

•	changes in weather or climate, including drought conditions or extended periods of heavy precipitation;
•	natural disasters, including pandemics such as the recent outbreak of the novel strain of coronavirus known as “COVID-19” and its variants and the effectiveness of the Company’s pandemic 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;
•	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;
•	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.

Molly E. Houck	The York Water Company	(717) 718-2942
Investor Relations &	130 East Market Street	(800) 750-5561
Communications Administrator	York, PA 17401	mollyh@yorkwater.com

Item 8.	Financial Statements.
		Page
Report of Independent Registered Public Accounting Firm (PCAOB ID 23)		22
Balance Sheets		23
Statements of Income		25
Statements of Common Stockholders’ Equity		26
Statements of Cash Flows		27
Notes to Financial Statements		28

	Dec. 31, 2023			Dec. 31, 2022
ASSETS
UTILITY PLANT, at original cost	$	620,201		$	549,141
Plant acquisition adjustments		(9,384	)		(9,178	)
Accumulated depreciation		(117,113	)		(108,758	)
Net utility plant		493,704			431,205

OTHER PHYSICAL PROPERTY, net of accumulated depreciation of $501 in 2023 and $463 in 2022		1,569			696

CURRENT ASSETS:
Cash and cash equivalents		1			1
Accounts receivable, net of reserves of $1,005 in 2023 and $855 in 2022		7,837			6,701
Unbilled revenues		3,484			3,290
Recoverable income taxes		332			882
Materials and supplies inventories, at cost		3,109			2,335
Prepaid expenses		821			1,025
Total current assets		15,584			14,234

OTHER LONG-TERM ASSETS:
Prepaid pension cost		23,380			17,090
Note receivable		255			255
Deferred regulatory assets		48,949			42,545
Other assets		4,764			4,570
Total other long-term assets		77,348			64,460

Total Assets	$	588,205		$	510,595

	Dec. 31, 2023		Dec. 31, 2022
STOCKHOLDERS’ EQUITY AND LIABILITIES
COMMON STOCKHOLDERS’ EQUITY:
Common stock, no par value, authorized 46,500,000 shares, issued and outstanding 14,332,245 shares in 2023 and 14,285,584 shares in 2022	$	136,174	$	134,220
Retained earnings		85,004		72,963
Total common stockholders’ equity		221,178		207,183

PREFERRED STOCK, authorized 500,000 shares, no shares issued		–		–

LONG-TERM DEBT		180,007		139,465

COMMITMENTS		–		–

CURRENT LIABILITIES:
Accounts payable		10,873		10,766
Dividends payable		2,754		2,628
Accrued compensation and benefits		1,629		1,541
Accrued interest		1,741		965
Deferred regulatory liabilities		644		593
Other accrued expenses		502		488
Total current liabilities		18,143		16,981

DEFERRED CREDITS:
Customers’ advances for construction		18,853		14,911
Deferred income taxes		55,235		47,901
Deferred employee benefits		3,847		3,725
Deferred regulatory liabilities		42,989		37,448
Other deferred credits		632		680
Total deferred credits		121,556		104,665

Contributions in aid of construction		47,321		42,301

Total Stockholders’ Equity and Liabilities	$	588,205	$	510,595

	Year Ended December 31
	2023			2022

OPERATING REVENUES:	$	71,031		$	60,061

OPERATING EXPENSES:
Operation and maintenance		17,362			14,133
Administrative and general		10,893			9,926
Depreciation and amortization		11,746			10,139
Taxes other than income taxes		1,499			1,380
		41,500			35,578

Operating income		29,531			24,483

OTHER INCOME (EXPENSES):
Interest on debt		(7,047	)		(5,114	)
Allowance for funds used during construction		4,153			1,501
Other pension costs		(1,082	)		(1,275	)
Other income (expenses), net		(521	)		–
		(4,497	)		(4,888	)

Income before income taxes		25,034			19,595

Income tax expense		1,277			15

Net Income	$	23,757		$	19,580

Basic Earnings Per Share	$	1.66		$	1.40

Diluted Earnings Per Share	$	1.66		$	1.40

	Common Stock Shares		Common Stock Amount		Retained Earnings			Total

Balance, December 31, 2021		13,112,948	$	88,230	$	64,392		$	152,622
Net income		–		–		19,580			19,580
Cash dividends declared, $0.7874 per share		–		–		(11,009	)		(11,009	)
Issuance of common stock		1,121,940		43,970		–			43,970
Issuance of common stock under dividend reinvestment, direct stock and employee stock purchase plans		42,739		1,741		–			1,741
Stock-based compensation		7,957		279		–			279
Balance, December 31, 2022		14,285,584		134,220		72,963			207,183
Net income		–		–		23,757			23,757
Cash dividends declared, $0.8189 per share		–		–		(11,716	)		(11,716	)
Issuance of common stock under dividend reinvestment, direct stock and employee stock purchase plans		41,702		1,654		–			1,654
Stock-based compensation		4,959		300		–			300
Balance, December 31, 2023		14,332,245	$	136,174	$	85,004		$	221,178

	December 31				Approximate range
Utility Plant Asset Category	2023		2022		of remaining lives
Mains and accessories	$	286,993	$	265,033	13 – 86 years
Services, meters, and hydrants		98,387		92,818	14 – 47 years
Operations structures, reservoirs, and water tanks		89,207		87,218	10 – 55 years
Pumping and treatment equipment		44,719		40,038	6 – 35 years
Office, transportation, and operating equipment		19,292		18,128	3 – 20 years
Land and other non-depreciable assets		5,685		3,938		–
Utility plant in service		544,283		507,173
Construction work in progress		75,918		41,968		–
Total Utility Plant	$	620,201	$	549,141

	December 31				Remaining Recovery
	2023		2022		Periods
Assets
Income taxes	$	35,885	$	29,779	Various
Unrealized swap losses		632		674	1 – 6 years
Utility plant retirement costs		9,592		9,060	5 years
Customer-owned lead service line replacements		1,257		1,260	Various
Income taxes on customers’ advances for construction and contributions in aid of construction		1,250		1,353	Various
Service life study expenses		19		24	4 years
Rate case filing expenses		314		395	3 years
	$	48,949	$	42,545
Liabilities
Excess accumulated deferred income taxes on accelerated depreciation	$	13,286	$	13,483	Various
Postretirement benefits		21,196		14,906	Not yet known
Income taxes		6,516		6,758	Various
IRS TPR catch-up deduction		2,635		2,894	10 years
	$	43,633	$	38,041

	As of			As of
	Dec. 31, 2023			Dec. 31, 2022			Change

Accounts receivable – customers	$	8,250		$	7,069		$	1,181
Other receivables		592			487			105
		8,842			7,556			1,286
Less: allowance for doubtful accounts		(1,005	)		(855	)		(150	)
Accounts receivable, net	$	7,837		$	6,701		$	1,136

Unbilled revenue	$	3,484		$	3,290		$	194

	2023		2022
Weighted average common shares, basic		14,294,910		13,957,788
Effect of dilutive securities:
Employee stock-based compensation		803		1,127
Weighted average common shares, diluted		14,295,713		13,958,915

	2023			2022

Variable Rate Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series 2008A, due 2029	$	12,000		$	12,000
3.00% Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series A of 2019, due 2036		10,500			10,500
3.10% Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series B of 2019, due 2038		14,870			14,870
3.23% Senior Notes, due 2040		15,000			15,000
4.00% - 4.50% York County Industrial Development Authority Exempt Facilities Revenue Bonds, Series 2015, due 2029 - 2045		10,000			10,000
4.54% Senior Notes, due 2049		20,000			20,000
3.24% Senior Notes, due 2050		30,000			30,000
5.50% Senior Notes, due 2053		40,000			–
Committed Line of Credit, due 2025		30,273			29,740
Total long-term debt		182,643			142,110
Less discount on issuance of long-term debt		(147	)		(158	)
Less unamortized debt issuance costs		(2,489	)		(2,487	)
Long-term portion	$	180,007		$	139,465

	2023		2022
Note receivable, including interest	$	255	$	255
Customers’ advances for construction		205		243

Description		December 31, 2023		Fair Value Measurements at Reporting Date Using Significant Other Observable Inputs (Level 2)
Interest Rate Swap		$632		$632

Description		December 31, 2022		Fair Value Measurements at Reporting Date Using Significant Other Observable Inputs (Level 2)
Interest Rate Swap		$680		$680

	2023		2022
Water utility service:
Residential	$	40,031	$	35,382
Commercial and industrial		19,279		15,704
Fire protection		4,124		3,449
Wastewater utility service:
Residential		5,495		3,814
Commercial and industrial		1,050		551
Billing and revenue collection services		474		481
Collection services		38		157
Other revenue		50		28
Total Revenue from Contracts with Customers		70,541		59,566
Rents from regulated property		490		495
Total Operating Revenue	$	71,031	$	60,061

Obligations and Funded Status At December 31	2023			2022

Change in Benefit Obligation
Pension benefit obligation at beginning of year	$	38,717		$	51,530
Service cost		598			1,025
Interest cost		1,876			1,336
Actuarial loss (gain)		974			(13,431	)
Benefit payments		(1,967	)		(1,743	)
Pension benefit obligation at end of year		40,198			38,717

Change in Plan Assets
Fair value of plan assets at beginning of year		55,807			65,584
Actual return on plan assets		8,058			(10,334	)
Employer contributions		1,680			2,300
Benefits paid		(1,967	)		(1,743	)
Fair value of plan assets at end of year		63,578			55,807

Funded Status of Plans at End of Year	$	23,380		$	17,090

	2023			2022
Net loss (gain) arising during the year	$	(3,472	)	$	1,121
Recognized prior service credit		13			13
Total changes in regulatory asset (liability) during the year	$	(3,459	)	$	1,134

	2023			2022
Net loss	$	(526	)	$	2,946
Prior service credit		(24	)		(37	)
Regulatory asset (liability)	$	(550	)	$	2,909

2024		2025		2026		2027		2028		2029–2033
$2,238		$2,231		$2,318		$2,358		$2,588		$13,698

	2023		2022
Projected benefit obligation	$	40,198	$	38,717
Fair value of plan assets		63,578		55,807

	2023		2022
Accumulated benefit obligation	$	38,510	$	37,040
Fair value of plan assets		63,578		55,807

	2023	2022
Discount rate	4.75%	5.00%
Rate of compensation increase	2.50% – 3.00%	2.50% – 3.00%

	Total Fair Value				Quoted Prices in Active Markets for Identical Assets (Level 1)
Asset Category	2023		2022		2023		2022
Cash and Money Market Funds (a)	$	53,490	$	6,108	$	53,490	$	6,108
Equity Securities:
Common Equity Securities (b)		–		17,792		–		17,792
Equity Mutual Funds (c)		10,065		13,542		10,065		13,542
Fixed Income Securities:
Fixed Income Mutual Funds (d)		23		18,365		23		18,365
Total Plan Assets	$	63,578	$	55,807	$	63,578	$	55,807

	Number of Shares			Grant Date Weighted Average Fair Value
Nonvested at beginning of the year 2022		8,804		$46.91
Granted		8,457		$39.01
Vested		(5,996	)	$42.55
Forfeited		(500	)	$44.61
Nonvested at end of the year 2022		10,765		$43.24
Granted		6,792		$41.63
Vested		(6,780	)	$43.09
Forfeited		(1,833	)	$42.29
Nonvested at the end of the year 2023		8,944		$42.32


	2023		2022
Regulatory Assessment	$	356	$	347
Property		451		415
Payroll, net of amounts capitalized		687		614
Other		5		4
Total taxes other than income taxes	$	1,499	$	1,380


	2023			2022
Federal current	$	506		$	11
State current		241			-
Federal deferred		540			370
State deferred		25			(331	)
Federal investment tax credit, net of current utilization		(35	)		(35	)
Total income taxes	$	1,277		$	15


	2023			2022
Statutory Federal tax provision	$	5,257		$	4,115
State income taxes, net of Federal benefit		287			(196	)
IRS TPR deduction		(4,029	)		(3,675	)
Tax-exempt interest		(40	)		(41	)
Amortization of investment tax credit		(35	)		(35	)
Cash value of life insurance		5			13
Amortization of excess accumulated deferred income taxes on accelerated depreciation		(197	)		(160	)
Change in enacted state tax rate		(9	)		3
Other, net		38			(9	)
Total income taxes	$	1,277		$	15

	2023		2022
Deferred tax assets:
Reserve for doubtful accounts	$	278	$	240
Compensated absences		186		172
Deferred compensation		1,073		1,052
Excess accumulated deferred income taxes on accelerated depreciation		3,335		3,385
Deferred taxes associated with the gross-up of revenues necessary to return, in rates, the effect of temporary differences		1,623		1,700
Customers’ advances for construction and contributions in aid of construction		1,117		1,260
Tax effect of pension regulatory liability		5,286		3,717
Tax loss carryover		168		839
Contribution carryover		113		140
Other costs deducted for book, not for tax		62		58
Total deferred tax assets		13,241		12,563

Deferred tax liabilities:
Accelerated depreciation		29,298		28,772
Basis differences from IRS TPR		23,182		18,713
Investment tax credit		290		316
Deferred taxes associated with the gross-up of revenues necessary to recover, in rates, the effect of temporary differences		8,965		7,439
Pensions		5,831		4,262
Unamortized debt issuance costs		363		393
Other costs deducted for tax, not for book		547		569
Total deferred tax liabilities		68,476		60,464

Net deferred tax liability	$	55,235	$	47,901

Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights	Weighted-average exercise price of outstanding options, warrants and rights	Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
	(a)	(b)	(c)
Equity compensation plans approved by security holders*	-	-	108,057

Equity compensation plans not approved by security holders	-	-	0

Schedule	Schedule	Page
Number	Description	Number

II	Valuation and Qualifying Accounts	60
	for the years ended December 31, 2023 and 2022

Exhibit Number	Exhibit Description	Page Number of Incorporation By Reference

3	Amended and Restated Articles of Incorporation	Incorporated herein by reference. Filed previously with the Securities and Exchange Commission as Exhibit 3.1 to Form 8-K dated May 4, 2010.
3.1	Amended and Restated By-Laws	Incorporated herein by reference. Filed previously with the Securities and Exchange Commission as Exhibit 3.1 to Form 8-K dated January 26, 2012.