EX-10.210-Q·CIK 766829·0001628280-26-067302

EX-10.2

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FILING DETAILS

Filer
H2O AMERICA
Period of report
Sep 30, 2026
Filed
Oct 26, 2026
SEC file no.
001-08966
State of inc.
DE
SIC
4941
Location
SAN JOSE, CA

2017 Connecticut Water Company
Deferred Compensation Plan

Amended and Restated Effective as of January 1, 2027

1.ESTABLISHMENT OF PLAN. Connecticut Water Service, Inc. established the 2017 Connecticut Water Company Deferred Compensation Plan, effective as of January 1, 2017, as an unfunded deferred compensation plan for a select group of key management or highly compensated employees of the Company and its Affiliates. The Plan is now amended and restated, effective as of January 1, 2027, to incorporate prior amendments and make certain changes to facilitate the Plan’s administration.

2.PURPOSE OF PLAN. The purpose of the Plan is to provide a select group of management or highly compensated employees (within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of ERISA) of the Company and its Affiliates with benefits through the deferral of Base Salary and Incentive Compensation.

3.DEFINITIONS.

3.1“Acceleration Events” is defined in Section 9.1.

3.2“Accounts” means the hypothetical bookkeeping accounts established in the name of each Participant and maintained by the Company to reflect the Participant’s interests under the Plan and includes any or all of the following: (a) a Base Salary Deferral Account; (b) an Incentive Deferral Account; and (c) a Discretionary Contribution Account.

3.3“Affiliate” means:

(a)Any corporation, trade or business which is treated as a single employer with the Company under Code Sections 414(b) or 414(c) and designated by the Plan Administrator as an “Affiliate”for purposes of the Plan; and

(b)Any other entity designated by the Plan Administrator as an “Affiliate” for purposes of the Plan.

3.4“Base Salary” means the annual rate of base pay paid by the Company or an Affiliate to or for the benefit of the Participant for services rendered in a given Plan Year.

3.5“Base Salary Deferral Account” means a separate account maintained for each Participant to record the Participant’s Base Salary Deferrals made to the Plan and all earnings and losses allocable thereto.

3.6“Base Salary Deferrals” means deferrals of a Participant’s Base Salary for a given Plan Year.

3.7“Beneficiary” means any person or entity, designated in accordance with Section 13.7, entitled to receive benefits which are payable upon or after a Participant’s death pursuant to the terms of the Plan.

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3.8“Board” means the Board of Directors of the Company, as constituted from time to time.

3.9“Change in Control” means of a change in control under the following circumstances:

(a)A public announcement shall be made or a report on Schedule 13D shall be filed with the Securities and Exchange Commission pursuant to Section 13(d) of the Exchange Act disclosing that any person, other than the Company or a Subsidiary or any employee benefit plan sponsored by the Company or a Subsidiary is the beneficial owner (as the term is defined in Rule 13d-3 under the Exchange Act) directly or indirectly, of twenty percent (20%) or more of the total voting power represented by the Company’s then-outstanding voting common stock (calculated as provided in paragraph (d) of Rule 13d-3 under the Exchange Act in the case of rights to acquire voting common stock); or

(b)Any person, other than the Company or a Subsidiary or any employee benefit plan sponsored by the Company or a Subsidiary, shall purchase shares pursuant to a tender offer or exchange offer to acquire any voting common stock of the Company (or securities convertible into such voting common stock) for cash, securities or other consideration, provided that after consummation of the offer, the person in question is the beneficial owner directly or indirectly, of twenty percent (20%) or more of the total voting power represented by the Company’s then-outstanding voting common stock (as calculated under clause (a), above); or

(c)The consummation of a consolidation or merger of the Company in which the Company is not the continuing or surviving corporation (other than a consolidation or merger of the Company in which holders of the outstanding capital stock of the Company immediately prior to the consolidation or merger have the same proportionate ownership of the outstanding capital stock of the surviving corporation immediately after the consolidation or merger as immediately before), or pursuant to which the outstanding capital stock of the Company would be converted into cash, securities or other property; or

(d)The complete liquidation or dissolution of the Company; or

(e)The consummation of any sale, lease, exchange or other transfer (in one transaction or a series of related transactions) of all or substantially all of the assets of the Company; or

(f)The Incumbent Directors cease for any reason to constitute at least a majority of the Board; or

(g)The Board of Directors, by a vote of a majority of all the Directors adopts a resolution to the effect that a Change in Control has occurred for purposes of the Plan.

3.10“Code” means the U.S. Internal Revenue Code of 1986, as amended, or any successor statute, and the Treasury Regulations and other authoritative guidance issued thereunder.

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3.11“Company” means Connecticut Water Service, Inc., a Connecticut corporation, or any successor thereto.

3.12“Deferral Election” means an election by an Eligible Employee to make Base Salary Deferrals and/or Incentive Deferrals. A Participant shall make a new Deferral Election with respect to each Plan Year.

3.13“Discretionary Contribution” means the amount (if any) that the Company contributes to the Plan on behalf of a Participant pursuant to Section 5.4.

3.14“Discretionary Contribution Account” means a separate account maintained for each Participant to record the Discretionary Contributions (if any) made to the Plan and all earnings and losses allocable thereto.

3.15“Effective Date” means January 1, 2017.

3.16“Election Form” means the notice or notices established from time to time by the Plan Administrator for making Deferral Elections under the Plan. The Election Form includes the amount or percentage of Base Salary Deferrals and/or Incentive Deferrals (subject to any minimum or maximum amounts established by the Plan Administrator and subject further to the Plan Administrator’s discretion to reduce any election before December 31 prior to the Plan Year to which such Election Form applies); the amount of Discretionary Contributions made by the Company, if any; the Payment Date(s), if applicable; the form of payment (lump sum or installments); and the selected Investment Options. Each Election Form shall become irrevocable as of the last day of the applicable Election Period, except with respect to Investment Options, as set forth in Section 6, in accordance with procedures established by the Plan Administrator. Election Forms may be distributed and/or submitted in paper or electronic form, and in one or more parts, as established by the Plan Administrator in its sole discretion.

3.17“Election Period” means the period established by the Plan Administrator with respect to each Plan Year during which Deferral Elections for such Plan Year must be made in accordance with the requirements of Code Section 409A, as follows:

(a)General Rule. Except as provided in (b) below, the Election Period shall end no later than the last day of the Plan Year immediately preceding the Plan Year to which the Deferral Election relates.

(b)Newly-Eligible Employees. The Election Period for newly-eligible Eligible Employees shall end no later than thirty (30) days after the Employee first becomes eligible to participate in the Plan and shall apply only with respect to Base Salary earned after the effective date of the Deferral Election. Any election by a newly-eligible Eligible Employee shall be made in accordance with Code Section 409A.

3.18“Eligible Employee” means a management or highly compensated Employee who is selected by the Plan Administrator to participate in the Plan.

3.19“Employee” means an employee of the Company or an Affiliate.

3.20“ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time.

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3.21“Exchange Act” means the Securities Exchange Act of 1934, as amended.

3.22“FICA Amount” has the meaning set forth in Section 9.1.

3.23“Incentive Compensation” means the portion of a Participant’s annual cash award under a short-term incentive program that the Company has identified as eligible for deferral under this Plan for a given Plan Year. Incentive Compensation eligible for deferral under this Plan does not include any equity award under H2O America’s Long-Term Incentive Plan or any successor or predecessor equity compensation plan of the Company or any Affiliate.

3.24“Incentive Deferrals” means deferrals of a Participant’s Incentive Compensation for a given Plan Year.

3.25“Incentive Deferral Account” means a separate account maintained for each Participant to record the Participant’s Incentive Deferrals made to the Plan and all earnings and losses allocable thereto.

3.26“Incumbent Directors” means those individuals who, on the Effective Date, constitute the Board, provided that any individual becoming a director subsequent to the Effective Date whose election or nomination for election to the Board was approved by a vote of at least two-thirds (2/3) of the Incumbent Directors then on the Board (either by a specific vote or by approval of the proxy statement of the Company in which such person is named as a nominee for director without objection to such nomination) shall be an Incumbent Director. No individual initially elected or nominated as a director of the Company as a result of an actual or threatened election contest with respect to Directors or as a result of any other actual or threatened solicitation of proxies by or on behalf of any person other than the Board shall be an Incumbent Director.

3.27“Investment Option” means any one or more of the following, as determined by the Plan Administrator, either (a) a fixed interest rate established by the Plan Administrator or (b) any investment fund, index or other investment vehicle designated by the Plan Administrator for purposes of determining the notional investment return on all or any portion of a Participant’s Account in accordance with the provisions of Section 6.

3.28“Participant” means an Eligible Employee who elects to participate in the Plan by filing an Election Form in accordance with Section 5 and any former Eligible Employee who no longer makes Base Salary Deferrals or Incentive Deferrals or receives Discretionary Contributions but continues to be entitled to a benefit under the Plan.

3.29“Payment Date” means a fixed date or dates selected by a Participant in the Participant’s Election Form, or Subsequent Deferral Election Form, as applicable, for the payment of all or a portion of such Participant’s Accounts. The Payment Date must be July 1 of the calendar year specified by the Participant.

3.30“Payment Event” means the earliest to occur of (a) the fixed July 1 (if any) specified in the Participant’s Election Form, or Subsequent Deferral Election Form, as applicable, (b) a Participant’s Separation from Service, and (c) a Participant’s death.

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3.31“Plan” means this 2017 Connecticut Water Company Deferred Compensation Plan, as amended from time to time.

3.32“Plan Year” means the twelve consecutive month period which begins on January 1 and ends on the following December 31.

3.33“Separation from Service” has the meaning set forth in Code Section 409A(a)(2)(A)(i) and Treas. Reg. Section 1.409A-1(h) including the default presumptions thereunder.

3.34“Specified Employee” has the meaning set forth in Code Section 409A(a)(2)(B)(i) and Treas. Reg. Section 1.409A-1(i).

3.35“Specified Employee Payment Date” means the first payroll date of the seventh month following the Participant’s Separation from Service (or, if earlier, upon the date of the Participant’s death).

3.36“State, Local and Foreign Tax Amount” has the meaning set forth in Section 9.

3.37“Subsequent Deferral Election” means an election by a Participant, in accordance with Section 8.3, to defer the Payment Date and/or change the form of payment (lump sum or installments), each with respect to amounts deferred under an Election Form or Subsequent Deferral Election Form previously submitted by the Participant.

3.38“Subsequent Deferral Election Form”means the notice or notices established from time to time by the Committee for making a Subsequent Deferral Election under the Plan. Subsequent Deferral Election Forms may be distributed and/or submitted in paper or electronic form.

3.39“Subsidiary” means any corporation or other entity, 50% or more of whose outstanding voting stock or general voting power is beneficially owned directly or indirectly by the Company.

3.40“Valuation Date” means any date as of which the balance credited to each of the Participant’s Accounts under the Plan is to be determined. If the date in question is coincident with a date on which the U.S. financial markets are open for business, then the Valuation Date shall be that same date; otherwise, the Valuation Date shall be first date immediately preceding the date in question on which the U.S. financial markets are open for business.

4.ELIGIBILITY; PARTICIPATION.

4.1Requirements for Participation.

(a)Annual Participation. Before the beginning of each Plan Year, the Plan Administrator shall select those Employees who shall be Eligible Employees for such Plan Year. Any Eligible Employee may participate in the Plan commencing as of the January 1 occurring after the date on which the Employee becomes an Eligible Employee. No Employee or other person shall have any claim or right to be an Eligible Employee under the Plan or, having been selected to be an Eligible Employee in one Plan Year, to be selected as an Eligible Employee in any other Plan Year.

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(b)New Hires. The Plan Administrator shall determine whether a newly hired Employee is an Eligible Employee at hire. A newly-hired Eligible Employee may participate in the Plan immediately upon submitting an Election Form in the time and manner prescribed by the Plan Administrator, and in no event later than 30 days following the date the newly hired Employee becomes an Eligible Employee.

4.2Election to Participate; Benefits of Participation. An Eligible Employee for a Plan Year may become a Participant in the Plan by making a Deferral Election in accordance with Section 5. A newly-hired Eligible Employee may elect only Base Salary Deferrals in the Plan Year in which the newly-hired Eligible Employee is hired, and only with respect to Base Salary earned after the date the Eligible Employee submits an Election Form. An Eligible Employee may become eligible for Discretionary Contributions at the Board’s sole discretion.

4.3Cessation of Participation. If a Participant ceases to be an Eligible Employee for a Plan Year, then any Deferral Elections already made for such Plan Year shall remain in force. Such Participant’s Accounts shall continue to be credited with earnings and losses pursuant to Section 6 and Section 8.5.

5.ELECTION PROCEDURES.

5.1Deferral Election. An Eligible Employee may elect to make Base Salary Deferrals and/or Incentive Deferrals by completing an Election Form and filing it with the Plan Administrator during the Election Period. An Election Form shall become irrevocable at the end of the Election Period. The Election Form for each Plan Year must specify:

(a)The amount or percentage of Base Salary Deferrals and/or Incentive Deferrals, in increments of 1% (subject to any minimum and maximum amounts established by the Plan Administrator on an individual or Plan-wide basis);

(b)The Payment Date(s) and the Payment Event, as applicable, for each of the Participant’s Base Salary Deferrals and Incentive Deferrals attributable to that Plan Year (subject to the provisions of the Plan);

(c)The form of payment for each of the Participant’s Base Salary Deferrals and Incentive Deferrals attributable to that Plan Year (lump sum or up to five equal annual installments); and

(d)The percentage or amount of each of the Participant’s Base Salary Deferrals, Incentive Deferrals, and Discretionary Contributions attributable to that Plan Year to be allocated to each Investment Option available under the Plan.

5.2Base Salary Deferrals. Subject to any minimum or maximum amount established by the Plan Administrator on an individual or Plan-wide basis for a Plan Year, a Participant may elect to defer up to fifty percent (50%) of the Participant’s Base Salary to be earned in any Plan Year by making a Deferral Election in accordance with this Section 5. Base Salary Deferrals shall be credited to a Participant’s Base Salary Deferral Account as of the date the Base Salary otherwise would have been paid to the Participant. The Plan Administrator reserves the right, in its sole

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discretion, to reduce a Participant’s Base Salary Deferral Election before the end of the Election Period.

5.3Incentive Deferrals. Subject to any minimum or maximum amount established by the Plan Administrator on an individual or Plan-wide basis for a Plan Year, a Participant may elect to defer up to one hundred percent (100%) of the Participant’s Incentive Compensation to be earned in any Plan Year by making a Deferral Election in accordance with this Section 5. Incentive Deferrals shall be credited to the Participant’s Incentive Deferral Account as of the date the Incentive Compensation vests in accordance with the applicable Incentive Compensation award. The Plan Administrator reserves the right, in its sole discretion, to reduce a Participant’s Incentive Deferral election before the end of the Election Period.

5.4Discretionary Contributions. The Company may, but is not required to, make a Discretionary Contribution to the Plan on behalf of a Participant in such amount and subject to such terms as the Board shall determine at the time of the award in its sole discretion. The terms of any Discretionary Contributions need not be uniform among Participants. Any Discretionary Contribution shall be credited to the Participant’s Discretionary Contribution Account upon grant, subject to vesting in accordance with this Plan. The Company is under no obligation to make a Discretionary Contribution for any Participant in any Plan Year.

6.ACCOUNTS AND INVESTMENT OPTIONS.

6.1Establishment of Accounts. The Company shall establish and maintain Accounts on behalf of any Participant as deemed necessary by the Plan Administrator for administrative purposes.

6.2Investment Options.

(a)Except as provided in (b), below, the Plan Administrator shall select the Investment Options to be used for the deemed investment of Participant Accounts under the Plan. The Plan Administrator may, in its discretion, (i) designate one or more Investment Options to apply to all or any portion of Participant Accounts, or (ii) permit Participants to select from among one or more Investment Options designated by the Plan Administrator. The Plan Administrator may change, discontinue, or add to the Investment Options made available under the Plan at any time in its sole discretion. If the Plan Administrator permits Participant investment elections, a Participant must select the Investment Options for the Participant’s Accounts in the Participant’s Election Form and may make changes to the Participant’s selections only in accordance with procedures established by the Plan Administrator. If the Participant fails to make a required investment election, the Plan Administrator may, in its sole discretion, apply a default Investment Option (including no Investment Option) to all or any portion of the Participant’s Accounts.

(b)Notwithstanding the foregoing, the Connecticut Water Company Benefit Plan Administration Committee shall select the Investment Options to be made available under Corporate Owned Life Insurance policies held by the Plan. The Connecticut Water Company Benefit Plan Administration Committee may change, discontinue, or add to these Investment Options at any time in its sole discretion.

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(c)Unless determined otherwise by the Plan Administrator, all dividends, interest, gains, losses and distributions of any nature earned with respect to the Investment Option in which an Account is deemed invested shall be credited to that Account as though reinvested in additional shares of that Investment Option. Each Account of a Participant shall be charged with its allocable share of the costs and expenses incurred in connection with the administration of the investment return provisions of this Section 6.2, except to the extent the Company elects in its sole discretion to pay all or a portion of those costs and expenses.

6.3Investment Earnings and Losses. The Accounts shall be adjusted for earnings or losses based on the performance of the Investment Options selected by the Participant. Earnings and losses shall be computed on each Valuation Date.

6.4Nature of Accounts. Accounts are not actually invested in the Investment Options available under the Plan and Participants do not have any real or beneficial ownership in any Investment Option. A Participant’s Accounts are notional accounts, solely a device for the measurement and determination of the amounts to be paid to the Participant pursuant to the Plan, and shall not constitute or be treated as a trust fund of any kind.

6.5Statements. Each Participant shall be provided with statements setting out the amounts in the Participant’s Accounts which shall be available online and may be delivered at such intervals determined by the Plan Administrator.

7.VESTING.

7.1Vesting of Base Salary Deferrals. Participants shall be fully vested at all times in their Base Salary Deferrals and any earnings thereon when credited to the Base Salary Deferral Account.

7.2Vesting of Incentive Deferrals. Participants shall be vested in their Incentive Compensation in accordance with the terms of the applicable Incentive Compensation award. Incentive Deferrals shall be credited to the Participant’s Incentive Deferral Account as of the date the Incentive Compensation vests under the terms of the Incentive Compensation award. The Participant shall be fully vested at all times in the Participant’s Incentive Deferrals and any earnings thereon after the Incentive Deferrals are credited to the Incentive Deferral Account. The Board reserves the right to accelerate vesting of any Incentive Deferrals in its sole discretion, including but not limited to, upon the Participant’s death, disability, or a Change in Control.

7.3Vesting of Discretionary Contributions. Any Discretionary Contributions and any earnings thereon shall, as determined by the Plan Administrator either (a) be fully vested as of the date of grant or (b) vest in three equal annual installments following the date of grant, subject to the Participant’s continued employment with the Company or an Affiliate. The Plan Administrator reserves the right to accelerate vesting of any Discretionary Contributions in its sole discretion, including but not limited to upon the Participant’s death, disability, or a Change in Control.

8.PAYMENT OF PARTICIPANT ACCOUNTS.

8.1Timing of Payments.

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(a)Base Salary Deferrals and Incentive Deferrals. Except as otherwise determined by the Plan Administrator or provided in this Section, payments shall be made or commence on the earliest to occur of the Payment Events as follows:

(i)If the Payment Event is the Participant’s Separation from Service, payment shall be made or commence July 1 following the calendar year in which such Separation from Service occurs, subject to any delay described below for Specified Employees.

(ii)If the Payment Event is a Payment Date(s) selected by the Participant on the Election Form, payment shall be made or commence on July 1 of the calendar year selected by the Participant in the Participant’s Deferral Election, provided that:

(A)The Participant must select from among the available date(s) designated by the Plan Administrator and set forth in the Election Form;

(B)With respect to the Participant’s Incentive Deferral Account, the selected date(s) must be no earlier than July 1 that is two (2) years following the final vesting date of the applicable Incentive Compensation award.

(iii)If the Payment Event is the Participant’s death, payment shall be made within 90 days of the Participant’s death.

(b)Discretionary Contributions. Payment of a Participant’s Discretionary Contribution Account shall be made on the earlier to occur of the following events:

(i)The July 1 of the calendar year following the calendar year in which the Participant’s Separation from Service occurs, subject to any delay described below for Specified Employees; and

(ii)The Participant’s death.

(c)Timing of Payments to Specified Employees. Notwithstanding anything in the Plan to the contrary, if a Participant is a Specified Employee as of the date of the Participant’s Separation from Service, then no distribution of such Participant’s Accounts shall be made upon the Participant’s Separation from Service until the July 1 that is coincident with or next follows the Specified Employee Payment Date. Any payments to which a Specified Employee otherwise would have been entitled under the Plan during the period between the Participant’s Separation from Service and the Specified Employee Payment Date shall be accumulated and paid in a lump sum payment on the July 1 that is coincident with our next follows the Specified Employee Payment Date.

(d)Timing of Payments of Pre-2027 Deferrals and Contributions. Any Base Salary Deferrals, Incentive Deferrals and Discretionary Contributions made with respect to Plan Years beginning before January 1, 2027, shall be distributed in accordance with the terms of the Plan in effect at the time such amounts were deferred or contributed under the Plan.

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8.2Form of Payment.

(a)Base Salary Deferrals and Incentive Deferrals. Each Participant shall specify in the Participant’s Election Form the form of payment (lump sum or installments) for amounts in the Participant’s Base Salary Deferral Account and Incentive Deferral Account to which the Election Form applies, subject to the following limitations:

(i)If the Participant elects to have amounts paid in installments, the Participant must select from among the permissible installment schedules selected by the Plan Administrator and set forth in the Election Form. In no event may the Participant select more than five equal, consecutive, annual installments, to be made on July 1 of each year. In the absence of a valid election with respect to form of payment, amounts will be paid in a single lump sum.

(ii)If the Participant elects to receive payment in installments commencing on a fixed date and such installment payments commence prior to the Participant’s Separation from Service, the installment payments shall continue to be made in accordance with the payment schedule associated with that fixed date.

(iii)If payment is made upon a Participant’s death, payment shall be made in a lump sum within 90 days following the Participant’s death.

(b)Discretionary Contributions. A Participant’s Discretionary Contribution Account shall be paid in a lump sum.

(c)Treatment of Pre-2027 Deferrals and Contributions. Any Base Salary Deferrals, Incentive Deferrals and Discretionary Contributions made with respect to Plan Years beginning before January 1, 2027, shall be distributed in accordance with the terms of the Plan in effect at the time such amounts were deferred or contributed under the Plan.

8.3Subsequent Deferral Elections.Notwithstanding anything in this Plan to the contrary, a Participant may change the time of payment for amounts in the Participant’s Discretionary Contribution Account and the time and/or form of payment for amounts in the Participant’s Base Salary Deferral Account, and Incentive Deferral Account, that the Participant previously elected by completing and submitting a Subsequent Deferral Election Form to the Committee; provided that (i) any such Subsequent Deferral Election shall not be effective until twelve (12) months have passed from the date the Subsequent Deferral Election is submitted, (ii) the Payment Date for amounts subject to the Subsequent Deferral Election may not be distributed (or for installments, commence to be distributed) earlier than five years from the date such amounts would have been distributed (or for installments, commenced to be distributed) absent the Subsequent Deferral Election. In addition, any Subsequent Deferral Election that changes the time and/or form of payment scheduled to be paid (or for installments, commenced to be paid) or pursuant to a fixed schedule must be submitted to the Committee not less than twelve (12) months before the date the payment(s) would be made or commence absent the Subsequent Deferral Election. A Subsequent Deferral Election under this Section 8.3 shall be subject to such terms and conditions as may be established by the Committee or its authorized delegate, and may be

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disregarded to the extent it is not in compliance with Treas. Reg. Section 1.409A-2(b).

8.4Medium of Payment. Any payment from a Participant’s Accounts shall be made in cash. In no event shall payment be made in the form of shares of the Company’s common stock or other securities (whether pursuant to the Company’s or any Affiliate’s equity compensation plan or otherwise).

8.5Timing of Valuation. The value of a Participant’s Account, including any earnings and losses, on the payment date shall be determined on the basis of the balance credited to that Account as of the most recent practicable Valuation Date (as determined by the Plan Administrator or its designate) preceding the date of the actual distribution.

8.6Forfeiture of Accounts

(a)Unvested Accounts. Unless otherwise determined by the Plan Administrator, a Participant’s unvested Incentive Deferrals and unvested Discretionary Contributions (if any) shall be forfeited upon the occurrence of a Payment Event.

(b)Clawback Provision. Notwithstanding any provision in the Plan to the contrary, any “incentive-based compensation” within the meaning of Section 10D of the Exchange Act will be subject to clawback by the Company in the manner required by Section 10D(b)(2) of the Exchange Act, as determined by the applicable rules and regulations promulgated thereunder from time to time by the Securities and Exchange Commission and by any national securities exchange on which the Company’s stock trades.

(c)Forfeiture Events. The Company may specify on an Election Form or a Discretionary Contribution award that the Participant’s rights, payments and benefits with respect to Incentive Deferrals or Discretionary Deferrals shall be subject to reduction, cancellation, forfeiture or recoupment upon the occurrence of certain events, in addition to applicable vesting conditions. Such events may include, without limitation, breach of non-competition, non-solicitation, confidentiality, or other restrictive covenants that are contained in the Election Form or Discretionary Contribution award or otherwise applicable to a Participant, a termination of the Participant’s employment or service for cause, or other conduct by the Participant that is detrimental to the business or reputation of the Company and/or its Subsidiaries.

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9.ACCELERATION EVENTS.

9.1Permissible Acceleration Events. Notwithstanding anything in the Plan to the contrary, the Plan Administrator, in its sole discretion, may accelerate payment of all or a portion of a Participant’s vested Accounts upon the occurrence of any of the events (“Acceleration Events”) set forth in this Section 9. The Plan Administrator’s determination of whether payment may be accelerated in accordance with this Section 9 shall be made in accordance with Treas. Reg. Section 1.409A-3(j)(4).

(a)Limited Cashouts. The Plan Administrator may accelerate payment of a Participant’s vested Accounts to the extent that (i) the aggregate amount in the Participant’s Accounts does not exceed the applicable dollar amount under Section 402(g)(1)(B) of the Code, (ii) the payment results in the termination of the Participant’s entire interest in the Plan and any plans that are aggregated with the Plan pursuant to Treas. Reg. Section 1.409A-1(c)(2), and (iii) the Plan Administrator’s decision to cash out the Participant’s Accounts is evidenced in writing no later than the date of payment.

(b)Payment of Employment Taxes. The Plan Administrator may accelerate payment of all or a portion of a Participant’s vested Accounts (i) to pay the Federal Insurance Contributions Act (FICA) tax imposed under Code Sections 3010, 3121(a) and 3121(v)(2) (the “FICA Amount”), or (ii) to pay the income tax at source on wages imposed under Code Section 3401 or the corresponding withholding provisions of applicable state, local or foreign tax laws as a result of the payment of the FICA Amount and the additional income tax at source on wages attributable to the pyramiding Code Section 3401 wages and taxes; provided, however, that the total payment under this Section shall not exceed the FICA Amount and the income tax withholding related to the FICA Amount.

(c)Payment Upon Income Inclusion. The Plan Administrator may accelerate payment of all or a portion of a Participant’s vested Accounts to the extent that the Plan fails to meet the requirements of Code Section 409A; provided that, the amount accelerated shall not exceed the amount required to be included in income as a result of the failure to comply with Code Section 409A.

(d)Payment of State, Local or Foreign Taxes. The Plan Administrator may accelerate payment of all or a portion of a Participant’s vested Accounts for:

(i)The payment of state, local or foreign tax obligations arising from participation in the Plan that relate to an amount deferred under the Plan before the amount is paid or made available to the Participant (the “State, Local and Foreign Tax Amount”); provided, however, the accelerated payment amount shall not exceed the taxes due as a result of participation in the Plan, and/or

(ii)The payment of income tax at source on wages imposed under Code Section 3401 as a result of such payment and the payment of the additional income tax at source on wages imposed under Code Section 3401 attributable to the additional Code Section 3401

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wages and taxes; provided however, the accelerated payment amount shall not exceed the aggregate of the State, Local and Foreign Tax Amount and the income tax withholding related to such amount.

10.CODE SECTION 162(m).If the Plan Administrator reasonably anticipates that if a payment were made as scheduled under the Plan it would result in a loss of the Company’s tax deduction due to the application of Code Section 162(m), such payment can be delayed and paid (a) during the Participant’s first taxable year in which the Plan Administrator reasonably anticipates that the Company’s tax deduction will not be limited or eliminated by the application of Code Section 162(m) or (b) subject to any required delay in payment to a Specified Employee, during the period beginning with the Participant’s Separation from Service and ending on the later of the last day of the Company’s taxable year in which the Participant Separates from Service or the 15th day of the third month following the Participant’s Separation from Service. Notwithstanding the foregoing, no payment under the Plan may be deferred in accordance with this Section unless all scheduled payments to the Participant that could be delayed in accordance with Treas. Reg. Section 1.409A-2(b)(7)(i) are also delayed.

11.PLAN ADMINISTRATION.

11.1Administration. The Plan shall be administered by the Board. The Board may delegate one or more of its administrative duties and responsibilities under the Plan to (i) a plan administrative committee comprised of two or more employees of the Corporation (the “Designated Plan Committee”) appointed to the Designated Plan Committee by the Board, (ii) one or more officers of the Company, or (iii) a third-party plan administrator selected by the Board. If the Designated Plan Committee is delegated authority under the Plan, the members of the Designated Plan Committee may thereafter be comprised of employees of the Company appointed by either the Board or the Company’s Chief Executive Officer. The Board, the Designated Plan Committee and any such officer or third-party administrator shall each, in carrying out the respective administrative duties and responsibilities delegated to them under the Plan, be referred to in this document as the “Plan Administrator”.

11.2The Plan Administrator shall have the authority to:

(a)Construe and interpret the Plan and apply its provisions;

(b)Promulgate, amend and rescind rules and regulations relating to the administration of the Plan;

(c)Authorize any person to execute, on behalf of the Company, any
instrument required to carry out the purposes of the Plan;

(d)Determine minimum or maximum amounts that Participants may elect to defer under the Plan;

(e)Select the Investment Options that will be available for the deemed investment of Accounts under the Plan, subject to Section 6.2(b), and establish procedures for permitting Participants to change their selected Investment Options;

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(f)Select, subject to the limitations set forth in the Plan, those Employees who shall be Eligible Employees;

(g)Calculate deemed investment earnings and losses;

(h)Interpret, administer, reconcile any inconsistency in, correct any defect in and/or supply any omission in the Plan and any instrument, Election Form or agreement relating to the Plan; and

(i)Exercise discretion to make any and all other determinations which it determines to be necessary or advisable for the administration of the Plan.

11.3Non-Uniform Treatment. The Plan Administrator’s determinations under the Plan need not be uniform and any such determinations may be made selectively among Participants. Without limiting the generality of the foregoing, the Plan Administrator shall be entitled, among other things, to make non-uniform and selective determinations with regard to: (a) the terms or conditions of any Deferral Election; or (b) the availability of Investment Options.

11.4Plan Administrator Decisions Final. Subject to the claims procedures in Section 14, all decisions made by the Plan Administrator pursuant to the provisions of the Plan shall be final and binding on the Company and the Participants and beneficiaries, unless such decisions are determined by a court having jurisdiction to be arbitrary and capricious.

11.5Indemnification. No member of the Board or any designee shall be liable for any action, failure to act, determination or interpretation made in good faith with respect to the Plan except for any liability arising from the Board member’s or designee’s own willful malfeasance, gross negligence or reckless disregard of such individual’s duties.

12.AMENDMENT AND TERMINATION.

12.1The Board may, at any time, and in its discretion, alter, amend, modify, suspend or terminate the Plan or any portion thereof; provided, however, that no such alteration, amendment, modification, suspension or termination shall, without the consent of a Participant, adversely affect such Participant’s rights with respect to amounts credited to or accrued in the Participant’s Accounts and provided, further, that, no payment of benefits shall occur upon termination of the Plan unless the requirements of Code Section 409A have been met.

13.MISCELLANEOUS.

13.1No Employment or Other Service Rights. Nothing in the Plan or any instrument executed pursuant thereto shall confer upon any Participant any right to continue to serve the Company or an Affiliate or interfere in any way with the right of the Company or any Affiliate to terminate the Participant’s employment or service at any time with or without notice and with or without cause.

13.2Tax Withholding. The Company and its Affiliates shall have the right to deduct from any amounts otherwise payable under the Plan any federal, state, local, or other applicable taxes required to be withheld.

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13.3Governing Law. The Plan shall be administered, construed and governed in all respects under and by the laws of Connecticut, without reference to the principles of conflicts of law (except and to the extent preempted by applicable Federal law).

13.4Code Section 409A.It is generally intended that compensation paid or delivered to the Participants (or their beneficiaries) pursuant to the Plan is paid in compliance with Code Section 409A. However, the Company does not warrant that all compensation paid or delivered to the Participants (or their beneficiaries) will be exempt from, or paid in compliance with, Code Section 409A. The Participants understand and, for themselves and their beneficiaries agree, that they bear the entire risk of any adverse federal, state or local tax consequences and penalty taxes which may result from payment of compensation under this Plan on a basis contrary to the provisions of Code Section 409A or comparable provisions of any applicable state or local income tax laws. For the purposes of determining when amounts otherwise payable on account of a Participant’s termination of employment under this Plan will be paid, which amounts become due because of a Participant’s termination of employment, “termination of employment” or words of similar import, as used in this Plan, shall be construed as the date that the Participant first incurs a “separation from service” for purposes of Code Section 409A on or following termination of employment. For purposes of Code Section 409A, each payment made under this Plan shall be a “separate payment.”

13.5General Assets/Trust. All amounts provided under the Plan shall be paid from the general assets of the Company and no separate fund shall be established to secure payment. Notwithstanding the foregoing, the Company may, but need not, establish a rabbi trust to assist it in funding any Plan obligations. The assets of any such rabbi trust established for the Plan shall at all times be subject to the claims of the Company’s general creditors.

13.6No Warranties. Neither the Company nor the Board warrants or represents that the value of any Participant’s Accounts will increase. Each Participant assumes the risk in connection with the deemed investment of the Participant’s Accounts.

13.7Beneficiary Designation. Each Participant under the Plan may from time to time name any beneficiary or beneficiaries to receive the Participant’s interest in the Plan in the event of the Participant’s death. Each designation will revoke all prior designations by the same Participant, shall be in a form prescribed by the Plan Administrator and shall be effective only when filed by the Participant in writing with the Company during the Participant’s lifetime. If a Participant fails to designate a beneficiary, then the Participant’s designated beneficiary shall be deemed to be the Participant’s estate.

13.8No Assignment. The rights of a Participant and any beneficiary or beneficiaries under this Plan are not subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance, attachment, or garnishment by creditors of the Participant or the Participant’s beneficiary or beneficiaries. Neither the Participant nor any beneficiary or beneficiaries under this Plan shall have any power or right to transfer, assign, anticipate, hypothecate, mortgage, commute, dispose, modify or otherwise encumber any of the benefits payable hereunder nor shall any of said benefits be subject to seizure for the payment of any debts, judgments, alimony or separate maintenance of the Participant, or any beneficiary or beneficiaries, nor be transferable by operation of law in the event of bankruptcy, insolvency or otherwise. In the event the Participant or any beneficiary or beneficiaries attempt assignment, anticipation, mortgage,

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commutation, hypothecation, transfer, disposal or other encumbrance of the benefits hereunder, such attempt shall be ineffective and shall not be given effect.

13.9Expenses. The costs of administering the Plan shall be paid by the Company.

13.10Severability. If any provision of the Plan is held to be invalid, illegal or unenforceable, whether in whole or in part, such provision shall be deemed modified to the extent of such invalidity, illegality or unenforceability and the remaining provisions shall not be affected.

13.11Headings and Subheadings. Headings and subheadings in the Plan are for convenience only and are not to be considered in the construction of the provisions hereof.

13.12Unfunded Arrangement. For purposes of ERISA, this Plan is an “unfunded” arrangement (within the meaning of Sections 201, 301 and 401 of ERISA) that is maintained primarily to provide deferred compensation benefits for the Participants, who are members of a select group of management or highly compensated employees of the Company and its Affiliates. It is the intention of the Company that this Plan be unfunded for tax purposes and for purposes of Title I of ERISA.

14.CLAIMS PROCEDURES.

14.1Filing a Claim. Any Participant or other person claiming an interest in the Plan may file a claim in writing with the Board. The Board shall review the claim itself or appoint an individual or entity to review the claim.

14.2Claim Decision. The claimant shall be notified within ninety (90) days after the claim is filed whether the claim is approved or denied, unless the Board determines that special circumstances beyond the control of the Plan require an extension of time, in which case the Board may have up to an additional ninety (90) days to process the claim. If the Board determines that an extension of time for processing is required, the Board shall furnish written or electronic notice of the extension to the claimant before the end of the initial ninety (90) day period. Any notice of extension shall describe the special circumstances necessitating the additional time and the date by which the Board expects to render its decision.

14.3Notice of Denial. If the Board denies the claim, it must provide to the claimant, in writing or by electronic communication, a notice which includes:

(a)The specific reason(s) for the denial;

(b)Specific reference to the pertinent Plan provisions on which such denial is based;

(c)A description of any additional material or information necessary for the claimant to perfect the claimant’s claim and an explanation of why such material or information is necessary;

(d)A description of the Plan’s appeal procedures and the time limits applicable to such procedures, including a statement of the claimant’s right to bring a civil action under Section 502(a) of ERISA following a denial of the claim on appeal; and

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(e)If an internal rule was relied on to make the decision, either a copy of the internal rule or a statement that this information is available at no charge upon request.

14.4Appeal Procedures. A request for appeal of a denied claim must be made in writing to the Board within sixty (60) days after receiving notice of denial. The decision on appeal will be made within sixty (60) days after the Board’s receipt of a request for appeal, unless special circumstances require an extension of time for processing, in which case a decision will be rendered not later than one hundred twenty (120) days after receipt of a request for appeal. A notice of such an extension must be provided to the claimant within the initial sixty (60) day period and must explain the special circumstances and provide an expected date of decision. The reviewer shall afford the claimant an opportunity to review and receive, without charge, all relevant documents, information and records and to submit issues and comments in writing to the Board. The reviewer shall take into account all comments, documents, records and other information submitted by the claimant relating to the claim regardless of whether the information was submitted or considered in the initial benefit determination.

14.5Notice of Decision on Appeal. If the Board denies the appeal, it must provide to the claimant, in writing or by electronic communication, a notice which includes:

(a)The specific reason(s) for the denial;

(b)Specific references to the pertinent Plan provisions on which such denial is based;

(c)A statement that the claimant may receive on request all relevant records at no charge;

(d)A description of the Plan’s voluntary procedures and deadlines, if any;

(e)A statement of the claimant’s right to sue under Section 502(a) of ERISA; and

(f)If an internal rule was relied on to make the decision, either a copy of the internal rule or a statement that this information is available at no charge upon request.

14.6Claims Procedures Mandatory. The internal claims procedures set forth in this Section are mandatory. If a claimant fails to follow these claims procedures, or to timely file a request for appeal in accordance with this Section, the denial of the Claim shall become final and binding on all persons for all purposes.

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IN WITNESS WHEREOF, Connecticut Water Service, Inc. has adopted this amendment and restatement of the Plan, effective as of January 1, 2027.

CONNECTICUT WATER SERVICE, INC.
By:      Its: VP, HR and Corporate Secretary

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