CHESAPEAKE UTILITIES CORP 8-KCurrent Reports (8-K / ad hoc)

Business

Item 1.01. Entry into a Material Definitive Agreement. Project Joint Venture – Entry into Amended and Restated Limited Liability Company Agreement As previously disclosed, in July 2026, Chesapeake Utilities Corporation (“Chesapeake”) announced the Florida Energy Pathway project (the “Project”), an intrastate natural gas transmission infrastructure project designed to support South Florida’s growing energy needs to be undertaken by its wholly owned subsidiary, Peninsula Pipeline Company, Inc. (“PPC”). As indicated in its previous disclosure, Chesapeake stated that it was evaluating options for financing the Project, including the potential participation of one or more third parties that may own up to 49% of the Project. On September 1, 2026, Chesapeake, through its indirect subsidiary Peninsula Pipeline Holdings, LLC (“Peninsula”) today announced it sold a minority interest in the Project to FEP Pipeline Holdings, LLC (“NEER”), an indirect subsidiary of NextEra Energy Resources, Inc. NEER acquired a 49% Membership Interest in the joint venture entity that owns the Project, Florida Energy Pathway, LLC (the “Company”), while Peninsula will retain a 51% Membership Interest. The governance, management, and operation of the Company, and the rights and obligations of the Members with respect thereto, are subject to the terms and conditions of the Amended and Restated Limited Liability Company Agreement of the Company, dated August 28, 2026, and effective as of September 1, 2026 executed by Peninsula and NEER (the “LLC Agreement”). Capitalized terms used but not defined herein shall have their respective meanings as set forth in the LLC Agreement. The Company will be managed by its Members who act collectively through a Management Committee operating as a “committee of the whole.” Unless otherwise specified in the LLC Agreement, the decisions and actions taken by the Management Committee constitute the decisions and actions of the Company. The Management Committee is comprised of two Representatives, one from each of Peninsula and NEER. Matters to be approved by the Management Committee require the approval of (i) the Peninsula and NEER Representatives before the Project’s In-Service Date, and (ii) Members holding among them at least 67% of the Sharing Ratios (51% for Peninsula and 49% for NEER), exclusive of the Sharing Ratios of any Defaulted Members, after the Pr