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Form 8-K

sec.gov

8-K — H2O AMERICA

Accession: 0001628280-26-027968

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0000766829

SIC: 4941 (WATER SUPPLY)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — sjw-20260428.htm (Primary)

EX-99.1 (exhibit991-1q2026.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: sjw-20260428.htm · Sequence: 1

sjw-20260428

0000766829FALSE00007668292026-04-282026-04-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) April 28, 2026

H2O America

(Exact name of registrant as specified in its charter)

Delaware 001-8966 77-0066628

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

110 West Taylor Street, San Jose, CA   95110

(Address of principal executive offices)   (Zip Code)

(408) 279-7800

Registrant’s telephone number, including area code

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, par value $0.001 per share HTO Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

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 ☐

Item 2.02

Results of Operations and Financial Condition.

On April 28, 2026, H2O America (the "Company") issued a press release announcing its 2026 first quarter financial results. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 of Form 8-K by reference.

The information in Item 2.02, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number Description of Document

99.1

Press Release issued by H2O America dated April 28, 2026 announcing the 2026 First Quarter Financial Results.

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

H2O America

Date: April 28, 2026

/s/ Ann P. Kelly

Ann P. Kelly

Chief Financial Officer and Treasurer

EX-99.1

EX-99.1

Filename: exhibit991-1q2026.htm · Sequence: 2

Document

EXHIBIT 99.1

H2O America Announces First Quarter 2026 Financial Results

•First quarter 2026 reported diluted EPS of $0.49 and adjusted diluted EPS (non-GAAP)1 of $0.50, consistent with reported and adjusted diluted EPS in the first quarter of 2025

•Reiterate 2026 standalone adjusted diluted EPS guidance of $3.08-3.181 (excludes the impacts of the pending Quadvest acquisition and the financing thereof)

•Reiterate long-term adjusted diluted EPS CAGR target of 6-8%; expect to deliver a non-linear CAGR at or above the top end of the 6-8% range over the 2026-30 period (includes the impacts of the pending Quadvest and Cibolo Valley acquisitions and the financing thereof)

•No change to our 2026 capital expenditure budget of $483 million (excludes the impact of Quadvest) or our $2.7 billion plan over the 2026-30 period (includes Quadvest)

•Quadvest approval process underway; anticipate closing during the second half of 2026; active Quadvest connections up 5%, or 2,800, from year-end 2025 while the backlog grew 6%, or 5,000 connections

•Declared $0.44 cash dividend per share of common stock

SAN JOSE, Calif. — April 28, 2026 — H2O America (NASDAQ: HTO) today reported financial results for the first quarter of 2026.

"Our strong first quarter of 2026 results were consistent with our internal expectations and reflective of the positive regulatory outcomes our team has achieved in recent years," said chair and chief executive officer, Andrew F. Walters. "We made progress executing on our planned $483 million of infrastructure investments in 2026 needed to continue to provide the high quality, reliable service that our customers deserve. Longer-term, we remain steadfast in our commitment to deliver on the 2026-30 financial plan that we rolled out at the end of February, including achieving a 5-year EPS CAGR at or above the top end of our 6-8% target, while continuing to work constructively with regulators and legislators in all four of our states to recover critical water infrastructure investments made. Further, the $700 million equity raise that we completed in early March, which included a $400 million forward component, addresses our forecasted equity needs through 2027. Based on these accomplishments, I believe our company is poised for long-term success."

First Quarter 2026 Operating Results

Net income prepared in accordance with GAAP for the first quarter ended March 31, 2026 was $19.0 million, a 15% increase compared to $16.6 million in the same quarter last year. GAAP diluted EPS for the quarter of $0.49 was unchanged versus $0.49 in the prior year quarter.

Adjusting for merger and acquisition activities and real estate transactions, H2O America's adjusted net income (non-GAAP) in the first quarter of 2026 was $19.4 million, an increase of 16% compared to $16.7 million in the prior year quarter. Adjusted diluted EPS (non-GAAP) for the quarter of $0.50 was unchanged versus $0.50 in the prior year quarter.

The difference between GAAP net income and adjusted net income for the quarter ended March 31, 2026 was due to expenses incurred for merger and acquisition activities of $0.5 million, net of tax and gain on the real estate transactions of $0.1 million. A full reconciliation of GAAP net income to adjusted net income for the quarter ended March 31, 2026 is included in the tables at the end of this news release.

Operating revenue for the first quarter was $183.3 million, compared to $167.6 million for the same quarter last year, a 9% increase. The increase was driven primarily by rate increases of $11.8 million, primarily in California, Connecticut, and Texas as well as higher customer usage of $2.0 million.

Operating expenses for the first quarter were $145.9 million, up 11% compared to $131.7 million for the same quarter last year. This change in operating expenses primarily reflects:

•An increase in water production expenses of $7.5 million compared to the same quarter last year primarily attributable to increases in average per unit costs for purchased water and groundwater extraction, higher customer usage, and increases in water production balancing and memorandum accounts primarily relating to the Full Cost Balancing Account ("FCBA") partially offset by decreases in costs as a result of increased availability of surface water; and

1

•An increase in other operating expenses of $6.7 million compared to the same quarter last year primarily due to increases in depreciation and amortization for new utility plant placed in service, increased maintenance, employee-related costs and higher non-labor administrative and general expenses.

The effective consolidated income tax rates for the first quarter of 2026 and 2025 were approximately 15% and 17%, respectively. The lower effective tax rate for the three months ended March 31, 2026 was primarily due to higher flow through tax benefits.

Capital Expenditures

Through March 31, 2026, H2O America has invested $85.3 million2 in infrastructure.

We continue to plan to invest $483 million2 in capital for the full year 2026 (excluding the impact of Quadvest) and a total of $2.7 billion2 over the 2026-30 period (including the impacts of Quadvest and Cibolo Valley) to build and maintain our water and wastewater operations, subject to regulatory approvals and availability of funding.

Quadvest Acquisition Update

Texas Water Company (TWC) and Texas Water Operation Services continue to progress through the regulatory process for their previously announced $540 million acquisition of Quadvest.

Earlier this month, the Public Utility Commission of Texas (PUCT) deemed the Sale-Transfer-Merger (STM) application administratively complete. The STM application requests approval of TWC’s acquisition of the Quadvest, L.P. assets and certification of the value of the ratemaking rate base, as determined in accordance with Texas’ fair market value (FMV) statute, at TWC’s $483.6 million purchase price. Once TWC issues all required public notices and files proof with the commission, the PUCT's 120-day approval process will commence, however, that timeframe may be extended if Staff or the Office of Public Utility Counsel (OPUC) requests a hearing and/or timeline extensions.

We anticipate closing the transaction during the second half of 2026.

Quadvest continues to achieve its anticipated customer growth. Total active connections grew 5%, or 2,800 connections, during the first three months of 2026 after growing 16%, or 7,400 connections, in 2025. This brings Quadvest's total active connections to 57,200 as of March 31, 2026. In addition, despite converting 2,800 connections to active, the backlog of connections under contract pending development grew by 5,000, to 92,000, since December 31, 2025. As previously communicated, we expect the addition of Quadvest to drive Texas from 8% of our consolidated customer base at year-end 2025 to 26% by 2029.

2026 and Long-Term EPS Guidance

The company affirms standalone 2026 adjusted diluted EPS guidance of $3.08-$3.181.

2026 guidance excludes the impacts of the pending Quadvest and Cibolo Valley acquisitions and the financing thereof, which are expected to be initially dilutive to EPS prior to our ability to implement new rates reflecting the ratemaking rate bases of the acquired assets resulting from a consolidated Texas general rate case that we expect to file in early 2027.

We also affirm our non-linear, long-term adjusted diluted EPS CAGR target to 6-8%, anchored off of 2025's adjusted diluted EPS of $2.99. The new long-term 6-8% CAGR target reflects a long-term, sustainable organic growth rate that is supported by elevated capital investment needs for decades to come and does not factor in any potential M&A opportunities beyond Quadvest and Cibolo Valley.

Further, we continue to expect to deliver a non-linear adjusted diluted EPS CAGR at or above the top end of the 6-8% range over the 2026-30 period.

Our guidance is subject to risks and uncertainties, including, without limitation, those factors outlined in the Forward-Looking Statements of this release and the Risk Factors section of the company’s annual and quarterly reports filed with the Securities and Exchange Commission.

Rate Activity and Regulatory Highlights

California

On April 10, 2026, San Jose Water Company ("SJWC") filed for cost recovery of its planned PFAS compliance program. Specifically, SJWC seeks authorization to design and construct an ion exchange PFAS remediation system at its Williams Station as well as to track the associated capital and operation and maintenance costs for recovery. SJWC estimates the total capital cost of the project to be approximately $176 million. If approved, SJWC would adjust rates via annual rate base filing offsets.

2

Connecticut

On January 22, 2026, Connecticut Water Company (CWC) submitted its first Water Quality and Treatment Adjustment (WQTA) application to recover the costs associated with in-progress or completed WQTA-eligible projects through a WQTA surcharge of $0.6 million, or 0.53%. On March 18,2026, PURA (Public Utilities Regulatory Authority) approved a WQTA charge of 0.50% that became effective April 1, 2026.

On January 26, 2026, CWC filed for a Water Infrastructure and Conservation Adjustment (WICA) increase of $2.7 million in annualized revenues for $25.7 million in completed projects. On March 25, 2026, PURA approved the filing in its entirety. The cumulative WICA surcharge as of April 1, 2026, is 9.90%, collecting $12.1 million on an annual basis.

On February 25, 2026, CWC filed its 2025 Water Revenue Adjustment (WRA) mechanism. The mechanism reconciles 2025 revenues as authorized in the CWC’s most recent rate case as well as provides for recovery of certain amounts of compensation expenses as the result of achieving the PURA prescribed performance metrics in our last general rate case. PURA approved the filing in its entirety on March 19, 2026. The 2026 WRA surcharge of 5.70% is effective for 12 months beginning April 1, 2026.

On March 13, 2026, CWC filed a letter of intent to file a general rate case application within the next 60 days. Per the letter, CWC plans to seek to increase annual revenues by approximately $26 million for the recovery of the approximately $129 million of infrastructure investments made between its last rate case and the end of 2026 as that investment is not reflected in current rates. The test year will be the 12-month period ending December 31, 2025, for new rates to become effective early 2027.

Maine

On January 13, 2026, the Maine Public Utilities Commission (MPUC) approved the stipulation reached between Maine Water Company (MWC) and the Office of Public Advocate in the rate unification proceeding. The stipulation enables the consolidation of MWC's 10 rate divisions into a single division on a revenue neutral basis. To limit effects on customers’ bills, a transition rate took effect on February 1, 2026 and will adjust over time through future rate filings until the uniform target rate is achieved. The stipulation also approves a needs-based financial assistance rate program compliant with recent water affordability legislation that was passed in Maine.

On February 27, 2026, MWC filed its first consolidated Water Infrastructure Charge (WISC) application requesting a $0.9 million increase. New rates are expected to go into effect during the second quarter of 2026.

On April 13, 2026, MWC filed its first consolidated general rate case with the MPUC requesting a $9.5 million increase in annual revenues for the recovery of an anticipated $36 million of infrastructure investments not reflected in current rates using a test year ending December 31, 2025. New rates are expected to go into effect by the second quarter of 2027.

Texas

On October 6, 2025, TWC filed an application with the PUCT to increase the system improvement charge (SIC) by $5.1 million for completed water and wastewater projects. A decision from the PUCT is expected in the second half of 2026.

On April 21, 2026, TWC filed the STM application for the acquisition of the Cibolo Valley wastewater treatment plant and associated collection systems, which serve more than 1,500 wastewater connections within TWC's existing water service area. We expect to close the transaction during the fourth quarter of 2026.

Dividend

On April 27, 2026, the Board of Directors of H2O America declared a quarterly cash dividend on common stock of $0.44 per share, payable on June 1, 2026, to shareholders of record at the close of business on May 11, 2026. The 2026 annualized dividend is expected to be $1.76 per share compared with $1.68 per share in 2025.

Dividends have been paid on H2O America’s and its predecessor’s common stock for more than 80 consecutive years, and the annual dividend amount has increased in each of the past 58 years, placing H2O America in an exclusive group of companies.

Financial Results Call Information

Andrew F. Walters, chair and chief executive officer, Ann P. Kelly, chief financial officer and treasurer, and Bruce A. Hauk, president and chief operating officer, will review results for the first quarter of 2026 along with discussing other recent developments in a live webcast presentation at 7 a.m. Pacific Time, or 10 a.m. Eastern Time, on Wednesday, April 29, 2026.

Interested parties may access the webcast and related presentation materials at the website www.h2o-america.com. An archive of the webcast will be available until July 29, 2026.

3

Non-GAAP Financial Measures

H2O America's net income and diluted EPS are prepared in accordance with GAAP and represent the earnings as reported to the Securities and Exchange Commission. Adjusted net income and Adjusted diluted EPS are non-GAAP financial measures representing GAAP earnings adjusted to exclude the effects of non-utility real estate transactions and costs associated with mergers and acquisition activities, if any. These non-GAAP financial measures are provided as additional information for investors to evaluate the performance of H2O America's business activities excluding these items. Management also believes these non-GAAP financial measures help investors and analysts better understand our actual results compared to our guidance on a non-GAAP basis. H2O America uses adjusted net income and/or adjusted diluted EPS as the primary performance measurements when communicating with analysts and investors regarding our outlook and results. Adjusted net income and Adjusted diluted EPS are also used internally to measure performance. However, these non-GAAP financial measures may be different from non-GAAP financial measures used by other companies, even when the same or similarly titled terms are used to identify such measures, limiting their usefulness for comparative purposes. Further, these non-GAAP financial measures should be considered as a supplement to the financial information prepared on a GAAP basis rather than an alternative to the respective GAAP financial measures.

About H2O America

H2O America is among the largest investor-owned pure-play water and wastewater utilities in the United States, providing life-sustaining and high-quality water service to over 1.6 million people. H2O America’s locally led and operated water utilities - San Jose Water Company in California, The Connecticut Water Company in Connecticut, The Maine Water Company in Maine, and SJWTX, Inc. (dba The Texas Water Company) in Texas - possess the financial strength, operational expertise, and technological innovation to safeguard the environment, deliver outstanding service to customers, and provide opportunities to employees. H2O America remains focused on investing in its operations, remaining actively engaged in its local communities, and delivering continued sustainable value to its stockholders. For more information about H2O America, please visit www.h2o-america.com.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of the federal securities laws relating to future events and future results of H2O America and its subsidiaries that are based on current expectations, estimates, forecasts, and projections about H2O America and its subsidiaries and the industries in which H2O America and its subsidiaries operate and the beliefs and assumptions of the management of H2O America. Some of these forward-looking statements can be identified by the use of forward-looking words such as “believes,” “expects,” “estimates,” “anticipates,” “intends,” “seeks,” “plans,” “projects,” “may,” “should,” “will,” “approximately,” “strategy,” or the negative of those words or other comparable terminology. These forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements.

The accuracy of such statements is subject to a number of risks, uncertainties and assumptions including, but not limited to, the following factors: (1) the risks associated with the proposed Quadvest and Cibolo Valley transactions, including, the risk of the proposed transactions not closing on the anticipated timeline, or at all, the ability to obtain required regulatory approvals, and the ability to successfully integrate Quadvest’s and Cibolo Valley's operations and realize the projected financial and other benefits of the proposed transactions; (2) the effect of water, utility, environmental and other governmental policies and regulations, including regulatory actions concerning rates, authorized return on equity, authorized capital structures, capital expenditures, PFAS and other decisions; (3) changes in demand for water and other services; (4) unanticipated weather conditions and changes in seasonality including those affecting water supply and customer usage; (5) the effect of the impact of climate change; (6) unexpected costs, charges or expenses; (7) our ability to successfully evaluate investments in new business and growth initiatives; (8) contamination of our water supplies and damage or failure of our water equipment and infrastructure; (9) the risk of work stoppages, strikes and other labor-related actions; (10) catastrophic events such as fires, earthquakes, explosions, floods, ice storms, tornadoes, hurricanes, terrorist acts, physical attacks, cyber-attacks, epidemic, or similar occurrences; (11) changes in general economic, political, legislative, business and financial market conditions; and (12) the ability to obtain financing on favorable terms, or at all (including the financing for the proposed transactions with Quadvest in a timely manner), which can be affected by various factors, including credit ratings, changes in interest rates, compliance with regulatory requirements, compliance with the terms and conditions of our outstanding indebtedness, and general market and economic conditions. The risks, uncertainties and other factors may cause the actual results, performance or achievements of H2O America to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Results for a quarter are not indicative of results for a full year due to seasonality and other factors. In addition, actual results, performance or achievements are subject to other risks and uncertainties that relate more broadly to our overall business, including those more fully described in our filings with the SEC, including our most recent reports on Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements are not guarantees of future performance, and speak only as of the date made, and

4

H2O America undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

H2O America Contacts:

Ann P. Kelly

Chief Financial Officer and Treasurer

408.385.4752

Ann.Kelly@H2O-America.com

Jonathan Reeder

Senior Director of Treasury and Investor Relations

475.414.1034

Jonathan.Reeder@H2O-America.com

______________________________

1    Adjusted net income and adjusted diluted EPS are non-GAAP financial measures as defined below. See the tables below for reconciliations to the most comparable GAAP measures. Information reconciling adjusted diluted EPS guidance to the comparable GAAP financial measure is unavailable to the company without unreasonable effort, as discussed below.

2     Includes both utility plant additions and capitalizable costs associated with cloud-computing arrangements.

5

H2O America

Condensed Consolidated Statements of Income

(Unaudited)

(in thousands, except share and per share data)

Three months ended March 31,

2026 2025

Operating revenue $ 183,293  167,599

Operating expense:

Production expenses:

Purchased water 26,945  25,953

Power 4,272  3,483

Groundwater extraction charges 23,209  18,291

Other production expenses 11,998  11,240

Total production expenses 66,424  58,967

Administrative and general 29,807  27,760

Maintenance 8,376  7,499

Property taxes and other non-income taxes 8,954  9,195

Depreciation and amortization 32,306  28,282

Total operating expense 145,867  131,703

Operating income 37,426  35,896

Other (expense) income:

Interest on long-term debt and other interest expense (18,838) (18,272)

Pension non-service credit 1,939  1,603

Other, net 1,879  795

Income before income taxes 22,406  20,022

Provision for income taxes 3,393  3,471

Net income 19,013  16,551

Comprehensive income $ 19,013  16,551

Earnings per share

—Basic $ 0.50  0.49

—Diluted $ 0.49  0.49

Dividends per share $ 0.44  0.42

Weighted average shares outstanding

—Basic 37,931,742  33,778,792

—Diluted 38,549,353  33,868,565

6

H2O America

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and per share data)

March 31,

2026 December 31,

2025

Assets

Utility plant:

Land $ 44,498  44,600

Depreciable plant and equipment 4,785,471  4,688,644

Construction work in progress 257,175  269,272

Intangible assets 51,683  51,683

Total utility plant 5,138,827  5,054,199

Less: accumulated depreciation and amortization 1,140,243  1,120,232

Net utility plant 3,998,584  3,933,967

Nonutility properties 2,166  1,683

Less: accumulated depreciation and amortization 104  103

Net nonutility properties 2,062  1,580

Current assets:

Cash and cash equivalents 153,008  20,686

Accounts receivable:

Customers, net of allowances for credit losses of $748 and $722 on March 31, 2026 and December 31, 2025, respectively

62,069  62,471

Income tax 1,520  2,720

Other 11,263  7,710

Accrued unbilled revenue 65,189  68,971

Prepaid expenses 14,747  11,634

Current regulatory assets 7,848  8,315

Other current assets 7,770  8,086

Total current assets 323,414  190,593

Other assets:

Regulatory assets, less current portion 246,540  246,547

Investments 20,243  19,711

Postretirement benefit plans 82,493  80,967

Goodwill 640,311  640,311

Other 39,657  35,890

Total other assets 1,029,244  1,023,426

Total assets $ 5,353,304  5,149,566

7

H2O America

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and per share data)

March 31,

2026 December 31,

2025

Capitalization and liabilities

Capitalization:

Stockholders’ equity:

Common stock, $0.001 par value; authorized 70,000,000 shares; issued and outstanding shares 41,839,540 on March 31, 2026 and 36,118,242 on December 31, 2025

$ 42  36

Additional paid-in capital 1,248,402  958,188

Retained earnings 584,171  581,080

Accumulated other comprehensive income 1,467  1,467

Total stockholders’ equity 1,834,082  1,540,771

Long-term debt, less current portion 1,865,513  1,866,819

Total capitalization 3,699,595  3,407,590

Current liabilities:

Lines of credit 5  86,834

Current portion of long-term debt 8,628  23,504

Accrued groundwater extraction charges, purchased water and power 27,931  29,321

Accounts payable 62,880  75,427

Accrued interest 22,904  18,241

Accrued payroll 11,608  19,109

Other current liabilities 26,092  20,942

Total current liabilities 160,048  273,378

Deferred income taxes 311,899  307,893

Advances for construction 210,813  201,413

Contributions in aid of construction 342,410  342,697

Postretirement benefit plans 45,849  45,878

Regulatory liabilities, less current portion 556,379  546,797

Other noncurrent liabilities 26,311  23,920

Commitments and contingencies

Total capitalization and liabilities $ 5,353,304  5,149,566

8

H2O America

Reconciliation of Non-GAAP Financial Measures

(Unaudited)

(in thousands, except per share data)

Three months ended March 31,

2026 2025

Reported GAAP Net Income $ 19,013  16,551

Adjustments:

(Gain)/loss on sale of real estate investments1

(172) —

Expense for merger and acquisition activities1

730  254

Tax effect of above adjustments2

(156) (71)

Adjusted Net Income (non-GAAP) $ 19,415  16,734

Reported GAAP Diluted Earnings Per Share $ 0.49  0.49

Adjustments:

(Gain)/loss on sale of real estate investments, net of tax —  —

Expense for merger and acquisition activities, net of tax 0.01  0.01

Adjusted Diluted Earnings Per Share (non-GAAP) $ 0.50  0.50

1 Included in the "Administrative and general" and “Other, net” lines on the consolidated statements of comprehensive income.

2 The tax effect on all adjustments is calculated at the applicable statutory rate.

9

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Name Exchange Act

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-Section 12

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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-Number 240

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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-Publisher SEC

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Local phone number for entity.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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-Name Exchange Act

-Number 240

-Section 12

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Name of the Exchange on which a security is registered.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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Document and Entity Information [Abstract]

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