Middlesex Water Company (MSEX) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 20, 2025, to be held virtually; record date is March 25, 2025.

• New President & CEO, Nadine Leslie, appointed March 1, 2024, led a year of strong financial and operational performance.

• 2024 net income was $44.4 million, up from $31.5 million in 2023; revenues rose to $191.9 million.

• 52 consecutive years of dividend increases, with a 4.62% increase in 2024.

• $75 million invested in infrastructure in 2024; $387 million planned from 2025–2027.

Voting matters and shareholder proposals

• Proposal 1: Elect two Class II directors (three-year term) and one Class III director (one-year term).

• Proposal 2: Advisory vote to approve named executive officer compensation.

• Proposal 3: Ratification of PricewaterhouseCoopers LLP as independent auditor for 2025.

• Board recommends voting FOR all proposals.

• Shareholder proposals for 2026 must be received by December 12, 2025.

Board of directors and corporate governance

• Board consists of 10 directors; 8 are independent.

• Board diversity: 4 women, 6 men; includes African American, Asian, and Hispanic/Latinx members.

• Lead Director role ensures independent oversight; all committees are fully independent.

• Board committees: Audit, Compensation, Corporate Governance & Nominating, Pension, Ad Hoc Pricing.

• 99% attendance at board and committee meetings in 2024.