Equity Plans

9 Months Ended

Sep. 30, 2025

Share-Based Payment Arrangement [Abstract]

H2O America’s long-term incentive plans provide employees, non-employee board members or the board of directors of any parent or subsidiary, consultants, and other independent advisors who provide services to the company or subsidiary the opportunity to acquire an equity interest in H2O America. H2O America also maintains stock plans in connection with its acquisition of CTWS which are no longer granting new stock awards. In addition, shares are issued to employees under H2O America’s employee stock purchase plan (“ESPP”). As of September 30, 2025, 280,861 shares are issuable upon the vesting of outstanding restricted stock units and deferred restricted stock units and an additional 863,128 shares are available for award issuances under the long-term incentive plans.

A summary of compensation costs charged to income, by award type, and proceeds from the ESPP, are presented below for the three and nine months ended September 30, 2025 and 2024:


	Three months ended September 30,			Nine months ended September 30,
	2025		2024	2025		2024
Compensation costs charged to income:
ESPP	$	75	259	$	264	454
Restricted stock and deferred restricted stock	1,913		1,307	4,398		3,925
Total compensation costs charged to income	$	1,988	1,566	$	4,662	4,379
ESPP proceeds	$	1,015	1,087	$	2,131	2,188

Restricted Stock and Deferred Restricted Stock

For the three months ended September 30, 2025, H2O America granted 31,771 of two-year and three-year service-based restricted stock awards with a weighted average grant date fair value per unit of $45.81. For the three months ended September 30, 2024, there was no grant activity of service-based restricted stock awards. For the nine months ended September 30, 2025 and 2024, H2O America granted 98,085 and 64,482, respectively, of one-year, two-year, and three-year service-based restricted stock awards with a weighted average grant date fair value per unit of $46.17 and $56.70, respectively.

For the three months ended September 30, 2025, H2O America granted 18,744 target units, of performance-based and market-based restricted stock awards with a weighted-average grant date fair value per unit of $51.47. For the three months ended September 30, 2024, there was no grant activity of performance-based and market-based restricted stock awards. For the nine months ended September 30, 2025 and 2024, H2O America granted 76,952 and 45,763 target units, respectively, of performance-based and market-based restricted stock awards with a weighted average grant date fair value per unit of $51.80 and $55.60, respectively. Based upon actual attainment relative to the target performance metric, the number of shares issuable can range between 0% to 150% of the target number of shares for performance-based restricted stock awards, or between 0% and 200% of the target number of shares for market-based restricted stock awards.

As of September 30, 2025, the total unrecognized compensation costs related to restricted and deferred restricted stock plans was $9,265. This cost is expected to be recognized over a weighted average period of 1.90 years.