WTRG / Essential Utilities, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

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Exhibit 99.1 FOR IMMEDIATE RELEASE Essential Utilities to invest in Major Data Center in Western Pennsylvania · To build ~18 million gallon per day (MGD) water treatment plant · Water plant to serve on-site power plant and data center · Provide natural gas consultive services and energy management services to the power plant Bryn Mawr, PA — August 27, 2025 — Essential Utilities (NYSE: WTRG) today

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 27, 2025 Essential Utiliti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 27, 2025 Essential Utilities, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 27, 2025 Essential Utilities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 27, 2025 Essential Utilities, Inc.

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Exhibit 99.2 FOR IMMEDIATE RELEASE Essential Utilities to invest $26 Million in Major Data Center in Western Pennsylvania · To build ~18 million gallon per day (MGD) water treatment plant · Water plant to serve on-site power plant and data center · Essential to provide natural gas consultive services and energy management services to the project Bryn Mawr, PA — August 27, 2025 — Essential Utilitie

Essential Utilities, Inc. $500,000,000 5.250% Senior Notes due 2035 Underwriting Agreement

Exhibit 1.1 Essential Utilities, Inc. $500,000,000 5.250% Senior Notes due 2035 Underwriting Agreement August 5, 2025 BofA Securities, Inc. Wells Fargo Securities, LLC Huntington Securities, Inc. As representatives (the “Representatives” or “you”) of the several Underwriters named in Schedule I hereto, c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 Wells Fargo Securities, LLC 5

ESSENTIAL UTILITIES, INC., (formerly known as Aqua America, Inc.) as Issuer, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Ninth Supplemental Indenture Dated as of August 7, 2025 to Indenture Dated as of April 23, 2019 $500,000,000 5.250%

Exhibit 4.3 ESSENTIAL UTILITIES, INC., (formerly known as Aqua America, Inc.) as Issuer, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Ninth Supplemental Indenture Dated as of August 7, 2025 to Indenture Dated as of April 23, 2019 $500,000,000 5.250% Senior Notes due 2035 Table of Contents Page Article 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Scope of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 7, 2025 Essential Utilities,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 7, 2025 Essential Utilities, Inc.

$500,000,000 ESSENTIAL UTILITIES, INC. 5.250% Senior Notes due 2035

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277563 Prospectus Supplement (To Prospectus dated March 1, 2024) $500,000,000 ESSENTIAL UTILITIES, INC. 5.250% Senior Notes due 2035 We are offering $500,000,000 aggregate principal amount of our 5.250% Senior Notes due 2035 (the “notes”). The notes will bear interest at the rate of 5.250% per year and will mature on August 15, 2035. Interest o

Calculation of Filing Fee Tables(1) 424(b)(5) (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables(1) 424(b)(5) (Form Type) Essential Utilities, Inc.

Essential Utilities, Inc. $500,000,000 5.250% Senior Notes due 2035

Filed pursuant to Rule 433 Dated August 5, 2025 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated August 5, 2025 and the Prospectus dated March 1, 2024 Registration No.

SUBJECT TO COMPLETION Preliminary Prospectus Supplement dated August 5, 2025

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277563 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

Amended and Restated Credit Agreement, dated June 3, 2025, by and between PNG Companies, LLC and PNC Bank, National Association and TD Bank, N.A.

EXECUTION VERSION CUSIP No. 69349CAP3 REVOLVER CUSIP No. 69349CAQ15  AMENDED AND RESTATED CREDIT AGREEMENT among PNG COMPANIES LLC, as Borrower, The Several Lenders from Time to Time Parties Hereto, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, and PNC CAPITAL MARKETS LLC, as Lead Arranger and Sole Bookrunner Dated as of June 3, 2025   TABLE OF CONTENTS 48  Page SECTION 1. DEFINITI

Second Amended and Restated Revolving Credit Agreement, dated June 3, 2025, by and between Aqua Pennsylvania and PNC Bank, National Association, TD Bank, N.A., Citizens Bank of Pennsylvania, and Huntington National Bank

EXECUTION VERSION DEAL CUSIP No. 03837YAA6 REVOLVER CUSIP No. 03837YAB4 Exhibit 10.1 SECOND AMENDED AND RESTATED CREDIT AGREEMENT among AQUA PENNSYLVANIA, INC. and THE BANKS PARTY HERETO and PNC BANK, NATIONAL ASSOCIATION as Agent and PNC CAPITAL MARKETS LLC, as Sole Lead Arranger and Sole Bookrunner Dated as of June 3, 2025 TABLE OF CONTENTS    Page BACKGROUND 1 SECTION 1. DEFINITIONS 1 1.1 De

The Company’s effective tax rate was an expense of 4.1% and a benefit of 4.3% for the three and six months ended June 30, 2025, respectively. The Company’s effective tax rate was an expense of 2.4% and a benefit of 2.6% for the three and six months e

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Bond Purchase Agreement, dated May 29, 2025, by and between Aqua Pennsylvania and The Bank of New York Mellon Trust Company, N.A.

Exhibit 10.3   Execution Version     AQUA PENNSYLVANIA, INC. $100,000,000  $75,000,000 First Mortgage Bonds, 5.38% Series due May 31, 2035 $25,000,000 First Mortgage Bonds, 5.63% Series due May 31, 2040 Bond Purchase Agreement Dated as of May 29, 2025         TABLE OF CONTENTS   SECTION HEADING PAGE SECTION 1. AUTHORIZATION OF BONDS 1 SECTION 2. SALE AND PURCHASE OF BONDS 2 SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 31, 2025 Essenti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 31, 2025 Essential Utilities, Inc.

Essential Utilities Reports Strong Second Quarter 2025 Results

Exhibit 99.1 Essential Utilities Reports Strong Second Quarter 2025 Results · Earnings per share of $0.38 for Q2 2025 vs. $0.28 for Q2 2024 · For 2025, expect to achieve GAAP earnings per share above guidance range of $2.07-$2.11 due to non-recurring benefits; reaffirm long-term targets · Increased quarterly dividend 5.25% · Invested $613 million in the first half of the year; on track to invest o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 [ ] TRANSITION REPORT PURSUANT TO SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6659 A. Full title of the plan and the ad

Essential Utilities Reports Strong First Quarter 2025 Results, 2025 Guidance and Long-Term Targets Affirmed

Exhibit 99.1 Essential Utilities Reports Strong First Quarter 2025 Results, 2025 Guidance and Long-Term Targets Affirmed · Earnings per share of $1.03 for Q1 2025 vs. $0.97 for Q1 2024 · 2025 earnings per share guidance range of $2.07 to $2.11 affirmed · Long-term targets also affirmed · Invested $270.5 million in the first three months of the year; on track to invest $1.4 to $1.5 Billion in infra

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 7, 2025 Essential Utilities, Inc.

The Company’s effective tax rate was a benefit of 7.8% and 4.2% for the three months ended March 31, 2025 and 2024, respectively. The increase in the income tax benefit in the first quarter of 2025 is primarily attributed to the release of $22,575 of

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 12, 2025 Essential Utilities, Inc.

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 (Amendment No. 1) ☒ Filed by the Registrant ☐ Filed by a Party other than the Regist

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 (Amendment No. 1) ☒ Filed by the Registrant ☐ 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)) ☐ Defi

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 (Amendment No. )

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 (Amendment No. ) ☒ Filed by the Registrant ☐ 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)) ☒ Defin

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 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registr

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 (Amendment No. ) ☒ Filed by the Registrant ☐ 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)) ☐ Defin

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 19, 2025 Essential Utilities, Inc.

Restricted Stock Unit Grant Terms and Conditions

Exhibit 10.7.2 Form of 2025 Restricted Stock Unit Grant Agreement ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN 2025 RESTRICTED STOCK UNIT GRANT TERMS AND CONDITIONS 1.Grant of Restricted Units. These Restricted Stock Unit Grant Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities Inc., a Pennsylvania corporation (

Performance-Based Share Unit Grant Terms and Conditions

Exhibit 10.7.1 Form of 2025 Performance-Based Share Unit Grant Agreement  ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN PERFORMANCE-BASED SHARE UNIT GRANT TERMS AND CONDITIONS 1.Grant of Performance Units. These Performance-Based Share Unit Grant Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities, Inc., a Pennsy

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Exhibit 99.1 Essential Utilities Reports Financial Results for Full Year 2024 Earnings per share increases 17% to $2.17 for Full Year 2024 (GAAP) · Excluding one-time items and weather-related items, adjusted earnings per share of $1.97 (Non-GAAP) Company affirms 2025 EPS guidance of $2.07 - $2.11 and multi-year earnings guidance of 5-7% from $1.97 (Non-GAAP) PA PUC Approved Settlement for Aqua Pe

Schedule of Change in Control Agreement between the Company and executive officers

Exhibit 10.10.1   SCHEDULE OF CHANGE IN CONTROL AGREEMENTS  In accordance with Instruction 2 to Item 601 of Regulation S-K, Essential Utilities, Inc. (the “Company”) has omitted filing Change in Control Agreements by and between the Company and the following executive officers because the agreements are substantially identical in all material respects to the form of Change in Control Agreement

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 26, 2025 Essential Utilities, Inc.

Income Tax Accounting Method Change – The Company uses the flow-through method to account for the repairs tax deduction for qualifying utility infrastructure at its regulated Pennsylvania and New Jersey subsidiaries. The flow-through method of record

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 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 1-6659 ESSENTIAL UTILITIE

The Registrant’s Insider Trading Policy

Exhibit 19.1 to 2024 Form 10-K Updated August 2024 Essential Utilities, Inc. Insider Trading Policy Overview of Policy Essential Utilities, Inc. has adopted the following insider trading policy (this “Policy”) in order to comply with federal and state securities laws governing (a) trading in the Company’s securities while in the possession of “material nonpublic information” concerning the Company

Subsidiaries of Essential Utilities, Inc.

Exhibit 21.1  ESSENTIAL UTILITIES, INC. AND SUBSIDIARIES    The following table lists the significant subsidiaries and other active subsidiaries of Essential Utilities, Inc. at December 31, 2024:   Aqua Pennsylvania, Inc. (Pennsylvania) Aqua Resources, Inc. (Delaware) Essential Utilities Services, Inc. (Pennsylvania) Aqua Services, Inc. (Pennsylvania) Aqua Infrastructure, LLC (Pennsylvania)

Description of Securities of Essential Utilities, Inc.

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of the date of the Annual Report on Form 10-K (the “Annual Report”) of which this exhibit is a part, Essential Utilities, Inc. (the “Registrant”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange A

Schedule of Outstanding Supplemental Indentures during and after 2014

Exhibit 4.2.7.1  SCHEDULE OF SUPPLEMENTAL INDENTURES SUBSTANTIALLY IDENTICAL TO FORM OF SUPPLEMENTAL INDENTURE DURING AND AFTER 2014 In accordance with Instruction 2 to Item 601 of Regulation S-K, the Registrant has omitted filing the following Supplemental Indentures by and between Aqua Pennsylvania, Inc. and The Bank of New York Mellon Trust Company, N.A. because they are substantially identica

Stock Option Grant Terms and Conditions

Exhibit 10.7.3 Form of 2025 Stock Option Agreement  ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN STOCK OPTION TERMS AND CONDITIONS 1.Grant of Option. These Stock Option Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities, a Pennsylvania corporation (the “Company”), to the Grantee named in the Stock Option Grant

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 15, 2025 Essential Utilities, Inc.

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 27, 2024 Essential Utilities, Inc.

Non-Employee Directors' Compensation, effective January 1, 2025

Exhibit 10.1 Essential Utilities, Inc. Non-Employee Directors’ Compensation, effective January 1, 2025 At its regularly scheduled meeting on December 11, 2024, the Board of Directors of Essential Utilities, Inc., upon the recommendation of its Executive Compensation Committee and its Corporate Governance Committee, approved increases in the annual cash and annual stock retainer paid to all non-emp

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 11, 2024 Essential Utilities, Inc.

WTRG / Essential Utilities, Inc. / CANADA PENSION PLAN INVESTMENT BOARD - SC 13D/A Activist Investment

SC 13D/A 1 tm2427948d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange of 1934 Essential Utilities, Inc. (Name of Issuer) Common Stock, par value $0.50 per share (Title of Class of Securities) 03836W103 (CUSIP Number) Patrice Walch-Watson Canada Pension Plan Investment Board One Queen Street Eas

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 6, 2024 Essential Utilities, Inc.

The Company’s effective tax rate was an expense of 18.6% and 1.7% for the three and nine months ended September 30, 2024, respectively. The Company’s effective tax rate was a benefit of 4.9% and 10.9% for the three and nine months ended September 30

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 4, 2024 Essential Utilities, Inc.

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Exhibit 99.1 Essential Utilities Reports Financial Results for Q3 2024 Earnings per share of $0.25 for Q3 2024 Company reinstates multi-year earnings guidance of 5-7% PUC approval of Peoples Natural Gas rate case Settlement reached for Aqua Pennsylvania rate case BRYN MAWR, PA (November 4, 2024) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the third quarter ended September 30

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 6, 2024 Essential Utilities, Inc.

Eighth Supplemental Indenture, dated as of August 15, 2024 between Essential Utilities, Inc. and U.S. Bank Trust Company, National Association, as successor trustee.

Exhibit 4.3 ESSENTIAL UTILITIES, INC., (formerly known as Aqua America, Inc.) as Issuer, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Eighth Supplemental Indenture Dated as of August 15, 2024 to Indenture Dated as of April 23, 2019 $500,000,000 4.800% Senior Notes due 2027 Table of Contents Page Article 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Scope

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 15, 2024 Essential Utilities, Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 13, 2024 Essential Utilities, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 8, 2024 Essent

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 8, 2024 Essential Utilities, Inc.

Form of Sales Agreement, dated August 13, 2024, among Essential Utilities, Inc., a Sales Agent and, if applicable, a Forward Purchaser

Exhibit 1.1 ESSENTIAL UTILITIES, INC. Common Stock, Par Value $0.50 Per Share SALES AGREEMENT August 13, 2024 [AGENT] [ADDRESS OF AGENT] Ladies and Gentlemen: Essential Utilities, Inc., a Pennsylvania corporation (the “Company”), confirms its agreement with [AGENT], as sales agent, principal and/or forward seller (in any such capacity, the “Agent”), and [FORWARD PURCHASER], as forward purchaser (i

Up to $1,000,000,000 ESSENTIAL UTILITIES, INC. Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277563 Prospectus Supplement (To Prospectus dated March 1, 2024) Up to $1,000,000,000 ESSENTIAL UTILITIES, INC. Common Stock This prospectus supplement and the accompanying prospectus relate to the offer and sale from time to time of shares of our common stock, par value $0.50 per share, having an aggregate gross sales price of up to $1,000,000

Calculation of Filing Fee Tables 424(b)(5) (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Essential Utilities, Inc.

Underwriting Agreement, dated August 8, 2024, among Essential Utilities, Inc. and PNC Capital Markets LLC and RBC Capital Markets, LLC, as representatives of the several underwriters named in Schedule I thereto.

Exhibit 1.1 Essential Utilities, Inc. $500,000,000 4.800% Senior Notes due 2027 Underwriting Agreement August 8, 2024 PNC Capital Markets LLC, RBC Capital Markets, LLC As representatives (the “Representatives” or “you”) of the several Underwriters named in Schedule I hereto, c/o PNC Capital Markets LLC 300 Fifth Avenue, 10th Floor Pittsburgh, Pennsylvania 15222 c/o RBC Capital Markets, LLC Brookfi

Calculation of Filing Fee Tables (1) 424(b)(5) (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables (1) 424(b)(5) (Form Type) Essential Utilities, Inc.

$500,000,000 ESSENTIAL UTILITIES, INC. 4.800% Senior Notes due 2027

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277563 Prospectus Supplement (To Prospectus dated March 1, 2024) $500,000,000 ESSENTIAL UTILITIES, INC. 4.800% Senior Notes due 2027 We are offering $500,000,000 aggregate principal amount of our 4.800% Senior Notes due 2027 (the “notes”). The notes will bear interest at the rate of 4.800% per year and will mature on August 15, 2027. Interest o

SUBJECT TO COMPLETION Preliminary Prospectus Supplement dated August 8, 2024

Filed Pursuant to Rule 424(b)(5) Registration No. 333-277563 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

Essential Utilities, Inc. $500,000,000 4.800% Senior Notes due 2027

Filed pursuant to Rule 433 Dated August 8, 2024 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated August 8, 2024 and the Prospectus dated March 1, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 5, 2024 Essent

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 5, 2024 Essential Utilities, Inc.

On January 8, 2024, the Company issued $500,000 of long-term debt (the “2024 Senior Notes”), less expenses of $4,610, due in 2034 with an interest rate of 5.375%. The Company used the net proceeds from the issuance of 2024 Senior Notes (1) to repay

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Fourth Amendment to Credit Agreement, dated June 12, 2024, by and between PNG Companies LLC, PNC National Bank Association, Citizens Bank N.A., and The Huntington National Bank

Exhibit 10.2 FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made as of this 12th day of June, 2024 (the “Fourth Amendment Effective Date”), by and among (i) PNG COMPANIES LLC, a Delaware limited liability company (“Borrower”), (ii) the several banks and other financial institutions or entities parties on the date hereof to the Existing Credit A

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Exhibit 99.1 Essential Utilities Reports Financial Results for Q2 2024 Earnings per share of $0.28 for Q2 2024, due to weather impacts Company increases quarterly dividend rate by 6.0% BRYN MAWR, PA (August 5, 2024) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the second quarter ended June 30, 2024. Essential’s net income of $75.4 million or $0.28 per share for the second qua

Eighth Amendment to Credit Agreement, dated June 12, 2024, by and between Aqua Pennsylvania, Inc. PNC National Bank Association, Citizens Bank N.A., and The Huntington National Bank

Exhibit 10.1 EIGHTH AMENDMENT TO CREDIT AGREEMENT THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of this 12th day of June, 2024 (the “Effective Date”), by and among AQUA PENNSYLVANIA, INC., a Pennsylvania corporation (the “Borrower”), the several banks and other financial institutions or entities parties on the date hereof to the Existing Credit Agreement (as defined below

 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

   UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 11-K   [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2023  OR  [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to   Commission file number 1-6659  A. Full

Form of 2025 Stock Option Terms and Conditions for Certain Officers and Executive Officers

Exhibit 10.2 2025 Stock Option Agreement ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN STOCK OPTION TERMS AND CONDITIONS 1.Grant of Option. These Stock Option Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities, a Pennsylvania corporation (the “Company”), to the Grantee named in the Stock Option Grant (the “Option

Form of 2025 Restricted Stock Unit Grant Terms and Conditions for Certain Officers and Executive Officers

Exhibit 10.1 ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN 2025 RESTRICTED STOCK UNIT GRANT TERMS AND CONDITIONS 1.Grant of Restricted Units. These Restricted Stock Unit Grant Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities Inc., a Pennsylvania corporation (the “Company”), to the Grantee named in the Restricte

On January 8, 2024, the Company issued $500,000 of long-term debt (the “2024 Senior Notes”), less expenses of $4,610, due in 2034 with an interest rate of 5.375%. The Company used the net proceeds from the issuance of 2024 Senior Notes (1) to repay a

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Form of 2025 Performance Stock Unit Terms and Conditions for Certain Officers and Executive Officers

Exhibit 10.3 2025 PSU Agreement ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN PERFORMANCE-BASED SHARE UNIT GRANT TERMS AND CONDITIONS 1.Grant of Performance Units. These Performance-Based Share Unit Grant Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities, Inc., a Pennsylvania corporation (the “Company”), to the

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2024 Essential Utilities, Inc.

Form of Amended and Restated of Change-in-Control Agreement of Essential Utilities, Inc.

Exhibit 10.2 AGREEMENT THIS Agreement (the “Agreement”) made as of the day of , 2024, is by and between, Essential Utilities, Inc., a Pennsylvania corporation (“Essential”), and [Executive] (the “Executive”). WHEREAS, the Executive is a direct report to Essential’s Chief Executive Officer and a Section 16 officer; WHEREAS, Essential considers it essential to foster the employment of well-qualified

# # # Essential Utilities, Inc. and Subsidiaries Selected Operating Data (In thousands, except per share amounts)

Exhibit 99.1 Essential Utilities Reports Financial Results for Q1 2024 Earnings per share of $0.97 for Q1 2024 vs. $0.72 for Q1 2023 Closes sale of non-core energy projects BRYN MAWR, PA (May 2, 2024) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the first quarter ended March 31, 2024. Essential’s net income of $265.8 million or $0.97 per share for the first quarter of 2024 co

List of Officers Party to Amended & Restated Change-in-Control Agreements.

Exhibit 10.2.1 List of Officers Party to Amended & Restated Change-in-Control Agreements Colleen Arnold Michael Huwar Christopher Luning Matthew Rhodes Daniel Schuller

Employment Agreement, dated July 1, 2024, between Essential Utilities, Inc. and Christopher Franklin.

Exhibit 10.1 RENEWED EMPLOYMENT AGREEMENT THIS RENEWED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into by and between CHRISTOPHER FRANKLIN (“Executive”), and ESSENTIAL UTILITIES, INC., a corporation organized and existing under the laws of the Commonwealth of Pennsylvania (the “Company”) as of the 1st day of July, 2024. WHEREAS, Executive and the Company were parties to an Employment Agreem

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2024 Essential

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2024 Essential Utilities, Inc.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 2, 2024 Essential Utilities, Inc.

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 (Amendment No. )

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 (Amendment No. ) ☒ Filed by the Registrant ☐ 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)) ☒ Defin

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 (Amendment No. ) ☒ Filed by the Registrant ☐ Filed by a Party other than the Registr

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 (Amendment No. ) ☒ Filed by the Registrant ☐ 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)) ☐ Defin

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 (Amendment No. )

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 (Amendment No. ) ☒ Filed by the Registrant ☐ 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)) ☐ Defin

As filed with the Securities and Exchange Commission on February 29, 2024

As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939, as amended, of U.S. Bank Trust Company, National Association for Subordinated Debt Indenture.

Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) x U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939, as amended, of U.S. Bank Trust Company, National Association for Senior Securities Indenture.

Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) x U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-1821036 I.R.S. E

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Essential Utilities, Inc.

Schedule of Outstanding Supplemental Indentures during and after 2014

Exhibit 4.2.7.1  SCHEDULE OF SUPPLEMENTAL INDENTURES SUBSTANTIALLY IDENTICAL TO FORM OF SUPPLEMENTAL INDENTURE DURING AND AFTER 2014 In accordance with Instruction 2 to Item 601 of Regulation S-K, the Registrant has omitted filing the following Supplemental Indentures by and between Aqua Pennsylvania, Inc. and The Bank of New York Mellon Trust Company, N.A. because they are substantially identica

decrease in outside services, maintenance expenses, and other operating expenses of $7,707, primarily due to lower water main break activity and higher capitalization as a result of greater capital expenditures during the period in our Regulated Wat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) þ 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 1-6659 ESSENTIAL UTILITIE

Subsidiaries of Essential Utilities, Inc.

Exhibit 21.1  ESSENTIAL UTILITIES, INC. AND SUBSIDIARIES    The following table lists the significant subsidiaries and other active subsidiaries of Essential Utilities, Inc. at December 31, 2023:   Aqua Pennsylvania, Inc. (Pennsylvania) Aqua Resources, Inc. (Delaware) Essential Utilities Services, Inc. (Pennsylvania) Aqua Services, Inc. (Pennsylvania) Aqua Infrastructure, LLC (Pennsylvania)

The Registrant’s Compensation Recoupment Policy

Exhibit 10.16   ESSENTIAL UTILITIES, INC.  COMPENSATION RECOUPMENT POLICY   1. PURPOSE  The Board of Directors (the “Board”) of Essential Utilities, Inc. (the “Company”) has established this policy on the recovery and forfeiture of compensation (as may be amended from time to time, this “Policy”) to appropriately align the interests of certain executives of the Company with those of the Comp

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 22, 2024 Essential Utilities, Inc.

# # #

Exhibit 99.1 Essential Utilities Reports Financial Results for Full-Year 2023 and Announces Guidance Earnings per share of $1.86 for 2023, compared to 2022 earnings of $1.77 Record infrastructure investments of $1.19 billion Acquired seven systems, adding over $44 million in rate base and 11,000 customers Initiating 2024 annual earnings per share guidance range of $1.96 to $2.00 Initiating capital

WTRG / Essential Utilities, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0059-essentialutilitiesinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 14)* Name of issuer: Essential Utilities Inc Title of Class of Securities: Common Stock CUSIP Number: 29670G102 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box t

Underwriting Agreement, dated January 4, 2024, among Essential Utilities, Inc. and RBC Capital Markets, LLC and Barclays Capital Inc., as representatives of the several underwriters named in Schedule I thereto.

Exhibit 1.1 EXECUTION VERSION Essential Utilities, Inc. $500,000,000 5.375% Senior Notes due 2034 Underwriting Agreement January 4, 2024 RBC Capital Markets, LLC, Barclays Capital Inc. As representatives (the “Representatives” or “you”) of the several Underwriters named in Schedule I hereto, c/o RBC Capital Markets, LLC Brookfield Place 200 Vesey Street, 8th Floor New York, New York 10281 c/o Barc

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 4, 2024 Essential Utilities, Inc.

Seventh Supplemental Indenture, dated January 8, 2024, between Essential Utilities, Inc. and U.S. Bank Trust Company N.A., as trustee

Exhibit 4.3 ESSENTIAL UTILITIES, INC., (formerly known as Aqua America, Inc.) as Issuer, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Seventh Supplemental Indenture Dated as of January 8, 2024 to Indenture Dated as of April 23, 2019 $500,000,000 5.375% Senior Notes due 2034 Table of Contents Page Article 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Scope

$500,000,000 ESSENTIAL UTILITIES, INC. 5.375% Senior Notes due 2034

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 Prospectus Supplement (To Prospectus dated April 15, 2021) $500,000,000 ESSENTIAL UTILITIES, INC. 5.375% Senior Notes due 2034 We are offering $500,000,000 aggregate principal amount of our 5.375% Senior Notes due 2034 (the “notes”). The notes will bear interest at the rate of 5.375% per year and will mature on January 15, 2034. Interest

Calculation of Filing Fee Tables (1) Form 424(b)(5) (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables (1) Form 424(b)(5) (Form Type) Essential Utilities, Inc.

Essential Utilities, Inc. $500,000,000 5.375% Senior Notes due 2034

Filed pursuant to Rule 433 Dated January 4, 2024 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated January 4, 2024 and the Prospectus dated April 15, 2021 Registration No.

SUBJECT TO COMPLETION Preliminary Prospectus Supplement dated January 4, 2024

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

# # #

Exhibit 99.1 Essential Utilities Reports Financial Results for Q3 2023 Earnings per share of $0.30 Reaffirms annual guidance Publishes 2022 ESG report, highlighting strong progress on commitments and targets BRYN MAWR, PA (November 6, 2023) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the third quarter ended September 30, 2023. “We are pleased with the strong execution and fi

Bond Purchase Agreement, dated August 24, 2023, by and among Aqua Pennsylvania, Inc. and the Purchasers

 Exhibit 10.1 Execution Version     Aqua Pennsylvania, Inc. $225,000,000  $175,000,000 First Mortgage Bonds, 5.48% Series due August 1, 2053 $50,000,000 First Mortgage Bonds, 5.56% Series due August 1, 2061 Bond Purchase Agreement Dated as of August 24, 2023         TABLE OF CONTENTS  SECTION HEADING PAGE SECTION 1. Authorization of Bonds 1 SECTION 2. Sale and Purchase of Bonds 2 SE

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 6, 2023 Essential Utilities, Inc.

On May 20, 2022, the Company issued $500,000 of long-term debt (the “Senior Notes”), less expenses of $5,815, due in 2052 with an interest rate of 5.30%. The Company used the net proceeds from the issuance of Senior Notes to (1) to repay $49,700 of b

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 25, 2023 Essential Utilities, Inc.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 25, 2023 Essential Utilities, Inc.

Amended and Restated Bylaws (filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on October 25, 2023 and incorporated herein by reference, File No. 1-06659).

Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ESSENTIAL UTILITIES, INC. (a Pennsylvania Corporation) Amended and Restated as of October 25, 2023 Article I Offices and Fiscal Year Section 1.01. Registered Office. The registered office of the corporation in the Commonwealth of Pennsylvania, which is in Montgomery County, shall be at 762 West Lancaster Avenue, Bryn Mawr, Pennsylvania 19010 until otherwi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 11, 2023 Essential Utilit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 11, 2023 Essential Utilities, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 7, 2023 Essential Utilities,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 7, 2023 Essential Utilities, Inc.

Seventh Amendment to Credit Agreement, dated as of June 29, 2023, between Aqua Pennsylvania and PNC Bank, National Association, Citizens Bank, N.A., TD Bank, N.A., and The Huntington National Bank

Exhibit 10.2 Execution Version  SEVENTH AMENDMENT TO CREDIT AGREEMENT THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made as of this 29th day of June, 2023 (the “Effective Date”), by and among AQUA PENNSYLVANIA, INC., a Pennsylvania corporation (“Borrower”), the several banks and financial institutions which are parties to this Agreement (each a “Bank” and collectively, the “Ban

On May 20, 2022, the Company issued $500,000 of long-term debt (the “Senior Notes”), less expenses of $5,815, due in 2052 with an interest rate of 5.30%. The Company used the net proceeds from the issuance of Senior Notes to (1) to repay $49,700 of b

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

# # #

Exhibit 99.1 Essential Utilities Reports Financial Results for Q2 2023 Earnings per share of $0.34 Company increases quarterly dividend rate by 7% Acquires seven water and wastewater systems Reaffirms annual guidance BRYN MAWR, PA (August 7, 2023) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the second quarter ended June 30, 2023. “We are pleased to report strong results for

Seventh Amendment to Credit Agreement, dated June 29, 2023, between Aqua Pennsylvania and PNC Bank, National Association, Citizens Bank, N.A., TD Bank, N.A., and The Huntington National Bank

 Exhibit 10.1 EXECUTION VERSION THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made as of this 29th day of June, 2023 (the “Third Amendment Effective Date”), by and among (i) PNG COMPANIES LLC, a Delaware limited liability company (“Borrower”), (ii) the several banks and other financial institutions or entities parties on the date hereof to the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2023 Essenti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 21, 2023 Essential Utilities, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 [ ] TRANSITION REPORT PURSUANT TO SECTIO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 11-K  [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2022  OR  [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from to   Commission file number 1-6659  A. Full title of

Filing Fee Tables.*

EXHIBIT 107.1 Calculation of Filing Fee Tables Form S-3 ASR (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount

As filed with the Securities and Exchange Commission on May 12, 2023

As filed with the Securities and Exchange Commission on May 12, 2023 Registration No.

# # #

Exhibit 99.1 Essential Utilities Reports Financial Results for Q1 2023 Earnings per share of $0.72; Company reaffirms annual guidance BRYN MAWR, PA (May 8, 2023) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the first quarter ended March 31, 2023. “We remain on track to meet our full year earnings per share guidance despite the unusually warm weather in our natural gas footpri

On May 20, 2022, the Company issued $500,000 of long-term debt (the “Senior Notes”), less expenses of $5,815, due in 2052 with an interest rate of 5.30%. The Company used the net proceeds from the issuance of Senior Notes to (1) to repay $49,700 of b

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 8, 2023 Essential

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 8, 2023 Essential Utilities, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 3, 2023 Essential

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 3, 2023 Essential Utilities, Inc.

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registr

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) o Defin

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registr

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) o Defin

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registr

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) o Defin

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 (Amendment No. )

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 (Amendment No. ) þ Filed by the Registrant o Filed by a Party other than the Registrant Check the appropriate box: o Preliminary Proxy Statement o CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) þ Defin

Other totaled $494 in 2022, and $(2,848) in 2021, and largely consists of the non-service cost component of our net benefit cost for pension benefits and unrealized gains and losses on investments associated with our non-qualified pension plan. In 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 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 1-6659 ESSENTIAL UTILITIE

Performance-Based Share Unit Grant Terms and Conditions

Exhibit 10.7.1 Form of 2022 PSU Agreement  ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN  PERFORMANCE-BASED SHARE UNIT GRANT TERMS AND CONDITIONS  1. Grant of Performance Units.  These Performance-Based Share Unit Grant Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities, Inc., a Pennsylvania corporation (the

Schedule of Outstanding Supplemental Indentures during and after 2014

Exhibit 4.2.7.1  SCHEDULE OF SUPPLEMENTAL INDENTURES SUBSTANTIALLY IDENTICAL TO FORM OF SUPPLEMENTAL INDENTURE DURING AND AFTER 2014 In accordance with Instruction 2 to Item 601 of Regulation S-K, the Registrant has omitted filing the following Supplemental Indentures by and between Aqua Pennsylvania, Inc. and The Bank of New York Mellon Trust Company, N.A. because they are substantially identica

Restricted Stock Unit Grant Terms and Conditions for all other executive officers

Exhibit 10.7.3  ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN RESTRICTED STOCK UNIT GRANT TERMS AND CONDITIONS  1. Grant of Restricted Units. These Restricted Stock Unit Grant Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities Inc., a Pennsylvania corporation (the “Company”), to the Grantee named in the Restric

Credit Agreement, dated December 14, 2022, between Essential Utilities, Inc., PNC Bank, National Association, CoBank, ACB, Bank of America, N.A., Royal Bank of Canada, The Huntington National Bank, Barclays Bank PLC, Citizens Bank, N.A., The Toronto-Dominion Bank, and Wells Fargo Bank, N.A

EXECUTION VERSIONExhibit 10.1 Published CUSIP Number: 03836VAE5 Revolving Facility CUSIP Number: 03836VAH8  CREDIT AGREEMENT dated as of December 14, 2022 among ESSENTIAL UTILITIES, INC., the LENDERS Party Hereto and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent PNC CAPITAL MARKETS LLC, CoBank, ACB, BofA Securities, Inc., RBC Capital Markets, and The Huntington National Bank, as Joint L

Stock Option Grant Terms and Conditions

Exhibit 10.7.4 Form of 2022 Stock Option Agreement   ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED EQUITY COMPENSATION PLAN  STOCK OPTION TERMS AND CONDITIONS  1. Grant of Option.  These Stock Option Terms and Conditions (the “Grant Conditions”) shall apply and be part of the grant made by Essential Utilities, a Pennsylvania corporation (the “Company”), to the Grantee named in the Stock Opti

Bond Purchase Agreement, dated December 15, 2022, by and among Aqua Pennsylvania, Inc. and State Farm Life Insurance Company, State Farm Life and Accident Assurance Company, State Farm Insurance Companies Employee Retirement Trust

Execution Version Exhibit 4.21     Aqua Pennsylvania, Inc. $75,000,000  $75,000,000 First Mortgage Bonds, 5.60% Series due February 1, 2043 Bond Purchase Agreement Dated as of December 15, 2022         Table of Contents SectionHeadingPage Section 1.Authorization of Bonds...............................................................................1 Section 2.Sale and Purchase of Bond

Schedule of Change in Control Agreement between the Company and executive officers

Exhibit 10.10.1   SCHEDULE OF CHANGE IN CONTROL AGREEMENTS  In accordance with Instruction 2 to Item 601 of Regulation S-K, Essential Utilities, Inc. (the “Company”) has omitted filing Change in Control Agreements by and between the Company and the following executive officers because the agreements are substantially identical in all material respects to the form of Change in Control Agreement

The Registrant Amended and Restated Omnibus Equity Compensation Plan

Exhibit 10.14        ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED OMNIBUS EQUITY COMPENSATION PLAN    ESSENTIAL UTILITIES, INC. AMENDED AND RESTATED OMNIBUS EQUITY COMPENSATION PLAN The purpose of the Essential Utilities, Inc. Amended and Restated Omnibus Equity Compensation Plan (the “Plan”) is to provide (i) designated employees of Essential Utilities, Inc. (the “Company”) and its su

Subsidiaries of Essential Utilities, Inc.

Exhibit 21.1  ESSENTIAL UTILITIES, INC. AND SUBSIDIARIES    The following table lists the significant subsidiaries and other active subsidiaries of Essential Utilities, Inc. at December 31, 2022:   Aqua Pennsylvania, Inc. (Pennsylvania) Aqua Resources, Inc. (Delaware) Essential Utilities Services, Inc. (Pennsylvania) Aqua Services, Inc. (Pennsylvania) Aqua Infrastructure, LLC (Pennsylvania)

Form of Change in Control Agreement between the Company and executive officers

EXHIBIT 10.10  FORM OF CHANGE-IN-CONTROL AGREEMENT  This Agreement (the “Agreement”) made as of theday of , , is by and between, Essential Utilities, Inc., a Pennsylvania corporation (“Essential”), and (the "Executive").  WHEREAS, effective on , the Executive was [hired][promoted] to the position of with [Essential];  WHEREAS, Essential considers it essential to foster the employment of well-q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 27, 2023 Ess

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 27, 2023 Essential Utilities, Inc.

# # #

Exhibit 99.1 Essential Utilities Reports Record Financial Results for 2022 Earnings per share of $1.77 for the year; 6% earnings growth over 2021 Record infrastructure investments of $1.06 billion Closed three acquisitions, adding $120 million in rate base and over 23,000 customers BRYN MAWR, PA (February 27, 2023) – Essential Utilities Inc. (NYSE: WTRG) today reported results for the fourth quart

WTRG / Essential Utilities Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0055-essentialutilitiesinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: Essential Utilities Inc. Title of Class of Securities: Common Stock CUSIP Number: 29670G102 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box

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January 10, 2023 By EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, Northeast Washington, D.

Non-Employee Directors' Compensation, effective January 1, 2023

Exhibit 10.1 Essential Utilities, Inc. Non-Employee Directors? Compensation, effective January 1, 2023 At its regularly scheduled meeting on December 7, 2022, the Board of Directors of Essential Utilities, Inc., upon the recommendation of its Executive Compensation Committee and its Corporate Governance Committee, approved increases in the annual stock retainer paid to all non-employee directors.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 7, 2022 Essential Utilities, Inc.

Bond Purchase Agreement, dated September 19, 2022, by and among Aqua Pennsylvania, Inc. and the Purchasers

Exhibit 4.1 ? Execution Version ? ? ? ? Aqua Pennsylvania, Inc. $125,000,000 ? $125,000,000 First Mortgage Bonds, 4.50% Series due December 1, 2052 Bond Purchase Agreement Dated as of September 19, 2022 ? ? ? ? ? ? ? ? 4388898 SECTION HEADING PAGE ? SECTION 1. AUTHORIZATION OF BONDS 1 ? SECTION 2. SALE AND PURCHASE OF BONDS 1 ? SECTION 3. EXECUTION DATE AND CLOSING 2 ? SECTION 4. CONDITIONS TO CLO

On May 20, 2022, the Company issued $500,000 of long-term debt (the “Senior Notes”), less expenses of $5,815, due in 2052 with an interest rate of 5.30%. The Company used the net proceeds from the issuance of Senior Notes to (1) to repay $49,700 of b

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 7, 2022 Essential Utilities, Inc.

Essential Utilities reports financial results for Q3 2022 Earns $0.26 earnings per share Reaffirms 2022 earnings per share guidance of $1.75 to $1.80

Exhibit 99.1 For release: Nov. 7, 2022 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Sarah Courtright Communications and Marketing Media Hotline: 1.877.325.3477 [email protected] Essential Utilities reports financial results for Q3 2022 Earns $0.26 earnings per share Reaffirms 2022 earnings per share guidance of $1.75 to $1.80

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 26, 2022 Essential Utilities, Inc.

Up to $500,000,000 ESSENTIAL UTILITIES, INC. Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 Prospectus Supplement (To Prospectus dated April 15, 2021) Up to $500,000,000 ESSENTIAL UTILITIES, INC. Common Stock This prospectus supplement and the accompanying prospectus relate to the offer and sale from time to time of shares of our common stock, par value $0.50 per share, having an aggregate gross sales price of up to $500,000,00

Form of Forward Sale Agreement, by and between Essential Utilities, Inc. and a Forward Purchaser (included as part of Exhibit 1.1)

Exhibit 1.1 ESSENTIAL UTILITIES, INC. Common Stock, Par Value $0.50 Per Share SALES AGREEMENT October 14, 2022 [AGENT] [ADDRESS OF AGENT] Ladies and Gentlemen: Essential Utilities, Inc., a Pennsylvania corporation (the ?Company?), confirms its agreement with [AGENT], as sales agent, principal and/or forward seller (in any such capacity, the ?Agent?), and [FORWARD PURCHASER], as forward purchaser (

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 17, 2022 Essential Utilities, Inc.

Calculation of Filing Fee Table (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) Essential Utilities, Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): October 14, 2022 Essential Utilities, Inc.

WTRG / Essential Utilities Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Essential Utilities Inc. Title of Class of Securities: Common Stock CUSIP Number: 29670G102 Date of Event Which Requires Filing of this Statement: September 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is f

Sixth Amendment to Credit Agreement, dated as of June 30, 2022, between Aqua Pennsylvania and PNC Bank, National Association, Citizens Bank, N.A., TD Bank, N.A., and The Huntington National Bank

Exhibit 10.2 EXECUTION VERSION SIXTH AMENDMENT TO CREDIT AGREEMENT THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this ?Agreement?) is made as of this 30th day of June, 2022, by and among AQUA PENNSYLVANIA, INC., a Pennsylvania corporation (?Borrower?), the several banks and financial institutions which are parties to this Agreement (each a ?Bank? and collectively, the ?Banks?) and PNC BANK, NATIONAL A

On May 20, 2022, the Company issued $500,000 of long-term debt (the “Senior Notes”), less expenses of $5,815, due in 2052 with an interest rate of 5.30%. The Company used the net proceeds from the issuance of Senior Notes to (1) to repay $49,700 of b

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Second Amendment to Credit Agreement, dated June 30, 2022, by and between PNG Companies, LLC and PNC Bank National Association, TD Bank, N.A. and Citizens Bank N.A

Exhibit 10.1 EXECUTION VERSION SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this ?Agreement?) is made as of this 30th day of June, 2022, by and among (i) PNG COMPANIES LLC, a Delaware limited liability company (?Borrower?), (ii) the several banks and other financial institutions or entities parties on the date hereof to the Existing Credit Agreement (as defined b

Essential Utilities reports financial results for Q2 2022 Earns $0.31 earnings per share; reaffirms annual earnings guidance Increases quarterly dividend rate by 7% Publishes 2021 ESG Reporting Update

Exhibit 99.1 For release: Aug. 3, 2022 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Donna Alston Communications and Marketing Media Hotline: 1.877.325.3477 [email protected] Essential Utilities reports financial results for Q2 2022 Earns $0.31 earnings per share; reaffirms annual earnings guidance Increases quarterly dividend

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 3, 2022 Essential Utilities, Inc.

 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K/A (Amendment No. 1) [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? ? FORM 11-K/A (Amendment No. 1) ? ? [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended December 31, 2021 ? OR ? [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to ? ? Commission file numb

 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ? ? FORM 11-K ? ? [X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the fiscal year ended December 31, 2021 ? OR ? [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period from to ? ? Commission file number 1-6659 ? A. Full

Sixth Supplemental Indenture, dated May 20, 2022, between Essential Utilities, Inc. and U.S. Bank Trust Company N.A, as trustee

Exhibit 4.3 ESSENTIAL UTILITIES, INC., (formerly known as Aqua America, Inc.) as Issuer, AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Sixth Supplemental Indenture Dated as of May 20, 2022 to Indenture Dated as of April 23, 2019 $500,000,000 5.300% Senior Notes due 2052 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Scope of Supple

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 18, 2022 Essential Utilities, Inc.

Underwriting Agreement, dated May 18, 2022, among Essential Utilities, Inc. and PNC Capital Markets LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named in Schedule I thereto.

Exhibit 1.1 EXECUTION VERSION Essential Utilities, Inc. $500,000,000 5.300% Senior Notes due 2052 Underwriting Agreement May 18, 2022 PNC Capital Markets LLC, BofA Securities, Inc., Wells Fargo Securities, LLC As representatives (the ?Representatives? or ?you?) of the several Underwriters named in Schedule I hereto, c/o PNC Capital Markets LLC 300 Fifth Avenue, 10th Floor Pittsburgh, Pennsylvania

$500,000,000 ESSENTIAL UTILITIES, INC. 5.300% Senior Notes due 2052

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 Prospectus Supplement (To Prospectus dated April 15, 2021) $500,000,000 ESSENTIAL UTILITIES, INC. 5.300% Senior Notes due 2052 We are offering $500,000,000 aggregate principal amount of our 5.300% Senior Notes due 2052 (the ?notes?). The notes will bear interest at the rate of 5.300% per year and will mature on May 1, 2052. Interest on t

Calculation of Filing Fee Table (Form Type) Essential Utilities, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) Essential Utilities, Inc.

SUBJECT TO COMPLETION Preliminary Prospectus Supplement dated May 18, 2022

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

Essential Utilities, Inc. $500,000,000 5.300% Senior Notes Due 2052

Filed pursuant to Rule 433 Dated May 18, 2022 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated May 18, 2022 and the Prospectus dated April 15, 2021 Registration No.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 4, 2022 Essential Utilities, Inc.

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations Forward-looking Statements General Information COVID-19 Pandemic Financial Condition On April 15, 2021, the Company’s operating subsidiary Aqua Ohio,

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Essential Utilities reports financial results for Q1 2022 Earnings per share growth of 5.6%; reaffirms annual earnings guidance

Exhibit 99.1 For release: May 9, 2022 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Sarah Courtright Communications and Marketing Media Hotline: 1.877.325.3477 [email protected] Essential Utilities reports financial results for Q1 2022 Earnings per share growth of 5.6%; reaffirms annual earnings guidance BRYN MAWR, Pa. ? Essent

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 9, 2022 Essential Utilities, Inc.

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on May 13, 2022, pursuant to the provisions of Rule 12d2-2 (a).

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 (Amendment No. )

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 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 18, 2022 Essential Utilities, Inc.

Schedule 14A

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 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): March 3, 2022 Essential Utilities, Inc.

Credit Agreement, dated November 25, 2020, by and between PNG Companies, LLC and PNC Bank, National Association and TD Bank, N.A.

Exhibit 10.21.9 Execution Version ? CREDIT AGREEMENT among PNG COMPANIES LLC, as Borrower, The Several Lenders from Time to Time Parties Hereto, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, and PNC CAPITAL MARKETS LLC, as Lead Arranger and Sole Bookrunner Dated as of November 25, 2020 NAI-1513061749v11 Table of Contents Page ? 1 ?SECTION 1. DEFINITIONS 1 ? 1.1 Defined Terms 1 ? 1.2 Oth

Fifth Amendment to Credit Agreement, dated as of November 5, 2021, between Aqua Pennsylvania and PNC Bank, National Association, Citizens Bank, N.A., TD Bank, N.A., and Huntington National Bank

Exhibit 10.2.5 FIFTH AMENDMENT TO CREDIT AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this ?Agreement?) is made as of this 5th day of November, 2021, by and among AQUA PENNSYLVANIA, INC., a Pennsylvania corporation (?Borrower?), the several banks and financial institutions parties to this Agreement (each a ?Bank? and collectively, the ?Banks?) and PNC BANK, NATIONAL ASSOCIATION in its capac

Bond Purchase Agreement, dated April 15, 2021, by and among Aqua Ohio, Inc., Teachers Insurance and Annuity Association of America, State Farm Life Insurance Company, State Farm Life and Accident Assurance Company, and State Farm Insurance Companies Employee Retirement Trust

Exhibit 4.19 ? Execution Version ? ? ? Aqua Ohio, Inc. ? ? ? $50,000,000 First Mortgage Bonds, 2.37% Series due 2031 ? $50,000,000 First Mortgage Bonds, 3.35% Series due 2051 ? ? ? ? Bond Purchase Agreement ? ? ? Dated as of April 15, 2021 ? ? ? ? ? ? ? ? Table of Contents ? 2 SECTION HEADING PAGE ?SECTION 1. AUTHORIZATION OF BONDS 1 ?SECTION 2. SALE AND PURCHASE OF BONDS 1 ?SECTION 3. CLOSING 2 ?

First Amendment to Credit Agreement, dated November 5, 2021, by and between PNG Companies, LLC and PNC Bank, National Association and TD Bank, N.A.

Exhibit 10.21.10 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this ?Agreement?) is made as of this 5th day of November, 2021, by and among PNG COMPANIES LLC, a Delaware limited liability company (?Borrower?), the several banks and other financial institutions or entities parties to this Agreement (each a ?Lender? and collectively, the ?Lenders?) and PNC BANK, NATIO

Subsidiaries of Essential Utilities, Inc.

Exhibit 21.1 ? ESSENTIAL UTILITIES, INC. AND SUBSIDIARIES ? ? ? The following table lists the significant subsidiaries and other active subsidiaries of Essential Utilities, Inc. at December 31, 2021: ? ? Aqua Pennsylvania, Inc. (Pennsylvania) Aqua Resources, Inc. (Delaware) Essential Utilities Services, Inc. (Pennsylvania) Aqua Services, Inc. (Pennsylvania) Aqua Infrastructure, LLC (Pennsylvania)

AFUDC increased by $8,027 or 71.5% due to the increase in the average balance of utility plant construction work in progress, to which AFUDC is applied. The following tables present the operating results and customers served for our Regulated Natura

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 or 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 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 1-6659 ESSENTIAL UTILITIE

Fourth Amendment to Credit Agreement, dated as of November 6, 2020, between Aqua Pennsylvania and PNC Bank, National Association, Citizens Bank, N.A., TD Bank, N.A., and Huntington National Bank

Exhibit 10.2.4 FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT is made as of this 6th day of November, 2020, by and among AQUA PENNSYLVANIA, INC., a Pennsylvania corporation (?Borrower?), the several banks which are parties to this Agreement (each a ?Bank? and collectively, the ?Banks?) and PNC BANK, NATIONAL ASSOCIATION in its capacity as agent for the Banks (in suc

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 23, 2022 Essential Utilities, Inc.

Essential Utilities reports record financial results for 2021 $1.67 earnings per share for the year $471 million in signed municipal acquisition agreements $1 billion record investment in infrastructure improvements

Exhibit 99.1 For release: Feb. 23, 2022 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610-645-1191 [email protected] Erin O?Donnell Communications and Marketing Media Hotline: 1-877-325-3477 [email protected] Essential Utilities reports record financial results for 2021 $1.67 earnings per share for the year $471 million in signed municipal acquisition agreem

Amended and Restated Bylaws of Essential Utilities, Inc. dated February 16, 2022

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF ESSENTIAL UTILITIES, INC. (a Pennsylvania Corporation) Amended and Restated as of February 16, 2022 Article I Offices and Fiscal Year Section 1.01. Registered Office. The registered office of the corporation in the Commonwealth of Pennsylvania, which is in Montgomery County, shall be at 762 West Lancaster Avenue, Bryn Mawr, Pennsylvania 19010 until otherw

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 16, 2022 Essential Utilities, Inc.

WTRG / Essential Utilities Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0841-essentialutilitiesinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Essential Utilities Inc. Title of Class of Securities: Common Stock CUSIP Number: 29670G102 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box

Non-Employee Directors’ Compensation effective January 1, 2022

Exhibit 10.1 Essential Utilities, Inc. Non-Employee Directors? Compensation, effective January 1, 2022 At its regularly scheduled meeting on December 6, 2021, the Board of Directors of Essential Utilities, Inc., upon the recommendation of its Executive Compensation Committee and its Corporate Governance Committee, approved increases in the annual cash retainer and annual stock retainer paid to all

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 6, 2021 Essential Utilities, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q/A Amendment No.

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations Forward-looking Statements General Information On March 16, 2020 (the “Closing Date”), the Company completed the Peoples Gas Acquisition and paid cas

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Essential Utilities reports financial results for Q3 2021 $468 Million in signed municipal acquisition agreements Announces first Pittsburgh area municipal wastewater acquisition Reaffirms 2021 earnings per share guidance of $1.64 to $1.69

Exhibit 99.1 For release: Nov. 1, 2021 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Erin O?Donnell Communications and Marketing 412.208.6614 [email protected] Essential Utilities reports financial results for Q3 2021 $468 Million in signed municipal acquisition agreements Announces first Pittsburgh area municipal wastewater ac

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 1, 2021 Essential Utilities, Inc.

Mary J. Mullany

Mary J. Mullany Tel: 215.864.8631 Fax: 215.864.8999 [email protected] October 18, 2021 By EDGAR Division of Corporation Finance Office of Energy & Transportation United States Securities and Exchange Commission Washington, D.C. 20549 Attn: Joanna Lam Steve Lo Re: Essential Utilities, Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Form 8-K filed February 25, 2021 File No. 001-066

Mary J. Mullany

Mary J. Mullany Tel: 215.864.8631 Fax: 215.864.8999 [email protected] October 1, 2021 By EDGAR Division of Corporation Finance Office of Energy & Transportation United States Securities and Exchange Commission Washington, D.C. 20549 Attn: Joanna Lam Steve Lo Re: Essential Utilities, Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Form 8-K filed February 25, 2021 File No. 001-0665

Mary J. Mullany

Mary J. Mullany Tel: 215.864.8631 Fax: 215.864.8999 [email protected] September 13, 2021 By EDGAR Division of Corporation Finance Office of Energy & Transportation United States Securities and Exchange Commission Washington, D.C. 20549 Attn: Joanna Lam Steve Lo Re: Essential Utilities, Inc. Form 10-K for the Fiscal Year Ended December 31, 2020 Form 8-K filed February 25, 2021 File No. 001-0

Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations Forward-looking Statements General Information On March 16, 2020 (the “Closing Date”), the Company completed the Peoples Gas Acquisition and paid cas

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Essential Utilities reports financial results for Q2 2021 Earns $0.32 earnings per share; reaffirms annual earnings guidance Publishes 2020 ESG report

Exhibit 99.1 For release: Aug. 4, 2021 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Erin O?Donnell Communications and Marketing 412.208.6614 [email protected] Essential Utilities reports financial results for Q2 2021 Earns $0.32 earnings per share; reaffirms annual earnings guidance Publishes 2020 ESG report BRYN MAWR, Pa. ? E

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 4, 2021 ESSENTIAL UTILITIES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or Other Jurisdiction of Incorporation) (Commi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 2, 2021 ESSENTIAL UTILITIES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or Other Jurisdiction of Incorporation) (Commiss

Employment Agreement dated July 1, 2021, between the Registrant and Christopher Franklin

Exhibit 10.1 RENEWED EMPLOYMENT AGREEMENT THIS RENEWED EMPLOYMENT AGREEMENT (the ?Agreement?) is entered into by and between CHRISTOPHER FRANKLIN (?Executive?), and ESSENTIAL UTILITIES, INC., a corporation organized and existing under the laws of the Commonwealth of Pennsylvania (the ?Company?) as of this 1st day of July, 2021. WHEREAS, Executive and the Company were parties to an Employment Agree

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): June 25, 2021 ESSENTIAL UTILITIES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or Other Jurisdiction of Incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ? ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-6659 A. Full title of the p

As filed with the Securities and Exchange Commission on June 21, 2021

As filed with the Securities and Exchange Commission on June 21, 2021 Registration No.

Other Events, Submission of Matters to a Vote of Security Holders

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): May 5, 2021 ESSENTIAL UTILITIES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or Other Jurisdiction of Incorporation) (Commissi

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 5, 2021 Essential Utilities, Inc.

Essential Utilities reports financial results for Q1 2021 Earns $0.72 earnings per share; reaffirms annual earnings guidance

Exhibit 99.1 For release: May 5, 2021 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Dan Lockwood Communications and Marketing 856.981.5497 [email protected] Essential Utilities reports financial results for Q1 2021 Earns $0.72 earnings per share; reaffirms annual earnings guidance BRYN MAWR, Pa. ? Essential Utilities Inc. (NYSE

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 15, 2021 ESSENTIAL UTILITIES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or Other Jurisdiction of Incorporation) (Commi

Underwriting Agreement, dated April 15, 2021, among Essential Utilities, Inc. and Barclays Capital Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named in Schedule I thereto.

Exhibit 1.1 EXECUTION VERSION Essential Utilities, Inc. $400,000,000 2.400% Senior Notes due 2031 Underwriting Agreement April 15, 2021 Barclays Capital Inc., Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC As representatives (the ?Representatives? or ?you?) of the several Underwriters named in Schedule I hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 c/o Morga

Fifth Supplemental Indenture, dated April 19, 2021, between Essential Utilities, Inc. and U.S. Bank N.A., as trustee

Exhibit 4.3 EXECUTION VERSION ESSENTIAL UTILITIES, INC., (formerly known as Aqua America, Inc.) as Issuer, AND U.S. BANK N.A., as Trustee Fifth Supplemental Indenture Dated as of April 19, 2021 to Indenture Dated as of April 23, 2019 $400,000,000 2.400% Senior Notes due 2031 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Scope of Supplemental Inde

CALCULATION OF REGISTRATION FEE

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Offering Price per Note Maximum Aggregate Offering Price Amount of Registration Fee(1) 2.400% Senior Notes due 2031 $400,000,000 99.875% $399,500,000 $43,585.45 (1) Calculated in accordance with Rule 457(r) under the Securit

SUBJECT TO COMPLETION Preliminary Prospectus Supplement dated April 15, 2021

Filed Pursuant to Rule 424(b)(5) Registration No. 333-255235 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO CO

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As filed with the Securities and Exchange Commission on April 15, 2021 Registration No.

Financial Statements and Exhibits, Other Events

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 15, 2021 Essential Utilities, Inc. (Exact Name of Registrant Specified in Charter) Pennsylvania 001-06659 23-1702594 (State or other jurisdiction of incorporation) (Commission F

UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION The following unaudited pro forma consolidated combined financial statements (the ?pro forma financial statements?) have been derived from the annual historical consolidated financial statements of Essential Utilities, Inc. (the ?Company? or ?Essential?) and LDC Funding LLC (?LDC?), including the consolidated statements o

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EX-99.1 Exhibit 99.1 LDC Funding LLC Consolidated Balance Sheets as of December 31, 2019 and 2018, the Related Consolidated Statements of Income, Comprehensive Income, Member’s Equity, and Cash Flows for Each of the Three years in the Period Ended December 31, 2019, and the Related Notes to the Consolidated Financial Statements, and Independent Auditors’ Report LDC FUNDING LLC TABLE OF CONTENTS Pa

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939, as amended, of U.S. Bank National Association for Senior Securities Indenture.

Exhibit 25.1 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) x U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

Essential Utilities, Inc. $400,000,000 2.400% Senior Notes Due 2031

Filed pursuant to Rule 433 Dated April 15, 2021 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated April 15, 2021 and the Prospectus dated April 15, 2021 Registration No.

Exhibit 4.12

Exhibit 4.6 ESSENTIAL UTILITIES, INC., Issuer and [NAME OF TRUSTEE] Trustee Dated as of Subordinated Securities TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.01 Definitions. 1 Section 1.02 Compliance Certificates and Opinions. 6 Section 1.03 Form of Documents Delivered to Trustee. 7 Section 1.04 Acts of Holders; Record Dates. 7 Section 1.05 No

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939, as amended, of U.S. Bank National Association for Subordinated Debt Indenture.

Exhibit 25.2 securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) o U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

Schedule 14A

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 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defini

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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 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defini

Form of Subordinated Indenture.

Exhibit 4.4 ESSENTIAL UTILITIES, INC., Issuer and [NAME OF TRUSTEE] Trustee Dated as of Subordinated Securities TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.01 Definitions. 1 Section 1.02 Compliance Certificates and Opinions. 6 Section 1.03 Form of Documents Delivered to Trustee. 7 Section 1.04 Acts of Holders; Record Dates. 7 Section 1.05 No

Form of Senior Indenture.

Exhibit 4.3 ESSENTIAL UTILITIES, INC., Issuer and [NAME OF TRUSTEE] Trustee INDENTURE Dated as of Senior Securities TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 Section 1.01 Definitions. 1 Section 1.02 Compliance Certificates and Opinions. 6 Section 1.03 Form of Documents Delivered to Trustee. 7 Section 1.04 Acts of Holders; Record Dates. 7 Section 1.0

Schedule of Outstanding Supplemental Indentures during and after 2014

Exhibit 4.2.7.1 SCHEDULE OF SUPPLEMENTAL INDENTURES SUBSTANTIALLY IDENTICAL TO FORM OF SUPPLEMENTAL INDENTURE DURING AND AFTER 2014 ? In accordance with Instruction 2 to Item 601 of Regulation S-K, the Registrant has omitted filing the following Supplemental Indentures by and between Aqua Pennsylvania, Inc. and The Bank of New York Mellon Trust Company, N.A. because they are substantially identica

Bond Purchase Agreement, dated October 13, 2020, by and among Aqua Pennsylvania, Inc., American General Life Insurance Company, The Variable Life Insurance Company, The United States Life Insurance Company in the City of New York, MetLife Insurance K.K., Pacific Life Insurance Company, Equitable Financial Life Insurance Company, Transamerica Life Insurance Company, Transamerica Life (Bermuda) LTD, Principal Life Insurance Company, Ameritas Life Insurance Company, Ameritas Life Insurance Corp. of New York, The State Life Insurance Company, Nassau Life Insurance Company, Life Insurance Company of the Southwest, United Farm Family Life Insurance Company, and Farm Bureau Life Insurance Company

Exhibit 4.18 Execution Version ? ? ? ? Aqua Pennsylvania, Inc. $150,000,000 ? $50,000,000 First Mortgage Bonds, 2.85% Series due December 1, 2053 $50,000,000 First Mortgage Bonds, 2.89% Series due December 1, 2057 $50,000,000 First Mortgage Bonds, 2.90% Series due December 1, 2058 Bond Purchase Agreement Dated as of October 13, 2020 ? ? ? ? Table of Contents ? ? Section Heading Page ? Section 1. A

Description of Securities of Essential Utilities, Inc.

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT?S SECURITIES ? REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 ? As of the date of the Annual Report on Form 10-K (the ?Annual Report?) of which this exhibit is a part, Essential Utilities, Inc. (the ?Registrant?) has two classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exch

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As filed with the Securities and Exchange Commission on March 1, 2021 Registration No.

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 or 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 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 1-6659 ESSENTIAL UTILITIE

Subsidiaries of Essential Utilities, Inc.

Exhibit 21.1 ? ESSENTIAL UTILITIES, INC. AND SUBSIDIARIES ? ? ? The following table lists the significant subsidiaries and other active subsidiaries of Essential Utilities, Inc. at December 31, 2020: ? ? Aqua Pennsylvania, Inc. (Pennsylvania) Aqua Resources, Inc. (Delaware) Aqua Services, Inc. (Pennsylvania) Aqua Infrastructure, LLC (Pennsylvania) Aqua Ohio, Inc. (Ohio) Aqua Illinois, Inc. (Illino

Essential Utilities reports financial results for 2020 Reports results at the top of the guidance range Over 20,500 water and wastewater customer connections added Invests a record amount in infrastructure improvements

EX-99.1 Exhibit 99.1 For release: Feb. 24, 2021 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Dan Lockwood Communications and Marketing 856.981.5497 [email protected] Essential Utilities reports financial results for 2020 Reports results at the top of the guidance range Over 20,500 water and wastewater customer connections adde

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 24, 2021 Essential Utilities, Inc.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: Essential Utilities Inc. Title of Class of Securities: Common Stock CUSIP Number: 29670G102 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is fi

GUIDANCE EVENT January 11, 2021 NYSE LISTED WTRG

GUIDANCE EVENT January 11, 2021 NYSE LISTED WTRG Brian Dingerdissen Vice President, Chief of Staff, Investor Relations, and Communications Welcome 2 INVESTOR PRESENTATION Forward Looking Statement 3 This presentation contains in addition to historical information, forward looking statements based on assumptions made by management regarding future circumstances over which the company may have little or no control, that involve risks, uncertainties and other factors that may cause actual results to be materially different from any future results expressed or implied by such forward - looking statements.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 11, 2021 Essential Utilities, Inc.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 23, 2020 Essential Utilities, Inc.

Amended and Restated Bylaws, effective as of December 23, 2020 (filed as Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on December 28, 2020 and incorporated herein by reference).

AMENDED AND RESTATED BYLAWS OF ESSENTIAL UTILITIES, INC. (a Pennsylvania Corporation) Amended and Restated as of December 23, 2020 ARTICLE I Offices and Fiscal Year Section 1.01. Registered Office. The registered office of the corporation in the Commonwealth of Pennsylvania, which is in Montgomery County, shall be at 762 West Lancaster Avenue, Bryn Mawr, Pennsylvania 19010 until otherwise establis

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Essential Utilities reports financial results for Q3 2020 Earns $0.22 per share (GAAP) and adjusted earnings per share of $0.23 (Non-GAAP) Refines 2020 annual adjusted earnings guidance to the top end of the $1.53 to $1.58 range Signs agreement with

EX-99.1 Exhibit 99.1 For release: Nov. 3, 2020 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Gretchen Toner Communications and Marketing 484.368.4816 [email protected] Essential Utilities reports financial results for Q3 2020 Earns $0.22 per share (GAAP) and adjusted earnings per share of $0.23 (Non-GAAP) Refines 2020 annual ad

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): November 3, 2020 Essential Utilities, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers -

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): September 11, 2020 Essential Utilities, Inc. (Exact Name of Registrant Specified in Charter) Pennsylvania 001-06659 23-1702594 (State or other jurisdiction of incorporation) (Commissi

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): August 11, 2020 Essential Utilities, Inc. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or other jurisdiction of incorporation) (Comm

Registered Forward Confirmation, dated August 11, 2020, between Essential Utilities, Inc. and Royal Bank of Canada (acting through its agent, RBC Capital Markets, LLC).

EX-1.1 Exhibit 1.1 EXECUTION VERSION REGISTERED FORWARD CONFIRMATION To: Essential Utilities, Inc. 762 W. Lancaster Avenue Bryn Mawr, Pennsylvania 19010 From: RBC Capital Markets, LLC as Agent for Royal Bank of Canada Brookfield Place 200 Vesey Street New York, NY 10281-1021 Telephone: (212) 858-7000 Date: August 11, 2020 Ladies and Gentlemen: The purpose of this letter agreement is to set forth c

Underwriting Agreement, dated August 11, 2020, among Essential Utilities, Inc., Royal Bank of Canada (acting through its agent, RBC Capital Markets, LLC), in its capacity as Forward Purchaser and Forward Seller and RBC Capital Markets, LLC, as the Underwriter named therein.

EX-1.2 Exhibit 1.2 EXECUTION VERSION Essential Utilities, Inc. 6,700,000 Shares Common Stock, Par Value $0.50 Per Share Underwriting Agreement August 11, 2020 RBC Capital Markets, LLC (the “Underwriter” or “you”) c/o RBC Capital Markets, LLC, 200 Vesey Street, New York, New York 10281. Ladies and Gentlemen: Essential Utilities, Inc., a Pennsylvania corporation (the “Company”) and Royal Bank of Can

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Unit(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Common Stock, par value $0.

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-223306 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Proposed Maximum Offering Price Per Unit(1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee(2) Common Stock, par value $0.50 per share 6,700,000 $ 46.40 $ 310,880,000 $ 40,352.22 (1) Publ

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2020 Essential Utilities, Inc. (Exact name of registrant as specified in its charter) Pennsylvania 001-06659 23-1702594 (State or other jurisdiction of incorporation) (Com

SUBJECT TO COMPLETION, Preliminary Prospectus Supplement dated August 10, 2020

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-223306 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not

UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION

EX-99.1 Exhibit 99.1 UNAUDITED PRO FORMA CONSOLIDATED COMBINED FINANCIAL INFORMATION The following unaudited pro forma consolidated combined financial statements (the “pro forma financial statements”) have been derived from the annual historical consolidated financial statements of Essential Utilities, Inc. (the “Company” or “Essential”) and LDC Funding LLC (“LDC”), including the consolidated stat

Essential Utilities reports financial results for Q2 2020 Earns $0.29 earnings per share; reaffirms annual earnings guidance Strong residential water consumption offsets declines in other customer classes Declares 7% dividend increase

EX-99.1 Exhibit 99.1 For release: Aug. 5, 2020 Contact: Brian Dingerdissen Essential Utilities Inc. Investor Relations O: 610.645.1191 [email protected] Gretchen Toner Communications and Marketing 484.368.4816 [email protected] Essential Utilities reports financial results for Q2 2020 Earns $0.29 earnings per share; reaffirms annual earnings guidance Strong residential water consumption

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON DC 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 5, 2020 Essential Utilities, Inc.