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, 2019
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 001-34245
THE YORK WATER COMPANY
(Exact name of registrant as specified in its charter)
PENNSYLVANIA					23-1242500
(State or other jurisdiction of incorporation or organization)					(I.R.S. Employer Identification No.)
130 EAST MARKET STREET, YORK, PENNSYLVANIA					17401
(Address of principal executive offices)					(Zip Code)
Registrant's telephone number, including area code (717) 845-3601
Securities registered pursuant to Section 12(b) of the Act:					None
					(Title of Each Class)
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, NO PAR VALUE			YORW		The NASDAQ Global Select Market
(Title of Class)			(Trading Symbol)		(Name of Each Exchange on Which Registered)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
☐ YES							⌧ NO
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
☐ YES							⌧ NO
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
⌧ YES							☐ NO
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
⌧ YES							☐ NO
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐		Accelerated filer ⌧				Non-accelerated filer ☐
Small reporting company ⌧				Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
☐ YES							⌧ NO
The aggregate market value of the Common Stock, no par value, held by nonaffiliates of the registrant on June 30, 2019
was $463,441,531.
As of March 10, 2020 there were 13,016,725 shares of Common Stock, no par value, outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the Company's 2020 Annual Meeting of Shareholders are incorporated by reference into Part I and Part III.

•	changes in weather, including drought conditions or extended periods of heavy rainfall;
•	levels of rate relief granted;
•	the level of commercial and industrial business activity within the Company's service territory;
•	construction of new housing within the Company's service territory and increases in population;
•	changes in government policies or regulations, including the tax code;
•	the ability to obtain permits for expansion projects;
•	material changes in demand from customers, including the impact of conservation efforts which may impact the demand of customers for water;
•	changes in economic and business conditions, including interest rates;
•	loss of customers;
•	changes in, or unanticipated, capital requirements;
•	the impact of acquisitions;
•	changes in accounting pronouncements;
•	changes in the Company’s credit rating or the market price of its common stock; and
•	the ability to obtain financing.

Item 1.

Business.

(In thousands of dollars)		For the Years Ended December 31
		2019				2018				2017
Revenues:
Residential		$	33,409			$	31,281			$	31,257
Commercial and industrial			14,441				13,578				13,729
Other			3,728				3,578				3,603
Total		$	51,578			$	48,437			$	48,589
Average daily water consumption (gallons per day)			20,157,000				19,517,000				18,378,000
Miles of water mains at year-end			984				980				973
Miles of wastewater mains at year-end			30				19				19
Additional water distribution mains installed/acquired (ft.)			21,676				36,598				31,709
Wastewater collection mains acquired (ft.)			55,952				-				57,386
Number of customers at year-end			71,411				70,263				69,604
Population served at year-end			201,000				199,000				198,000

Molly E. Norton	The York Water Company	(717) 718-2942
Investor Relations &	130 East Market Street	(800) 750-5561
Communications Administrator	York, PA  17401	mollyn@yorkwater.com

Item 1A.

Risk Factors.

Item 1B.

Unresolved Staff Comments.

Item 2.

Properties.

Item 3.

Legal Proceedings.

Item 4.

Mine Safety Disclosures.

Item 5.

Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Item 6.

Selected Financial Data.

Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations.

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk.

Item 8.

Financial Statements.

		Dec. 31, 2019				Dec. 31, 2018
ASSETS
UTILITY PLANT, at original cost		$	401,383			$	380,784
Plant acquisition adjustments			(3,318	)			(3,108	)
Accumulated depreciation			(84,841	)			(78,519	)
Net utility plant			313,224				299,157
OTHER PHYSICAL PROPERTY, net of accumulated depreciation
of $435 in 2019 and $410 in 2018			769				714
CURRENT ASSETS:
Cash and cash equivalents			2				2
Accounts receivable, net of reserves of $305 in 2019 and $305 in 2018			4,421				4,811
Unbilled revenues			2,276				2,427
Recoverable income taxes			547				–
Materials and supplies inventories, at cost			1,007				876
Prepaid expenses			1,131				895
Total current assets			9,384				9,011
OTHER LONG-TERM ASSETS:
Notes receivable			255				255
Deferred regulatory assets			34,189				32,353
Other assets			5,708				3,650
Total other long-term assets			40,152				36,258
Total Assets		$	363,529			$	345,140

		Dec. 31, 2019				Dec. 31, 2018
STOCKHOLDERS' EQUITY AND LIABILITIES
COMMON STOCKHOLDERS' EQUITY:
Common stock, no par value, authorized 46,500,000 shares, issued and outstanding 13,014,898 shares in 2019 and 12,943,536 shares in 2018		$	83,976			$	81,305
Retained earnings			50,209				44,890
Total common stockholders' equity			134,185				126,195
PREFERRED STOCK, authorized 500,000 shares, no shares issued			–				–
LONG-TERM DEBT, excluding current portion			94,535				93,328
COMMITMENTS			–				–
CURRENT LIABILITIES:
Short-term borrowings			–				1,000
Current portion of long-term debt			6,500				30
Accounts payable			3,452				3,030
Dividends payable			2,096				1,999
Accrued compensation and benefits			1,247				1,191
Accrued income taxes			–				150
Accrued interest			914				992
Deferred regulatory liabilities			609				2,104
Other accrued expenses			338				345
Total current liabilities			15,156				10,841
DEFERRED CREDITS:
Customers' advances for construction			7,844				6,849
Deferred income taxes			40,426				36,962
Deferred employee benefits			4,317				4,715
Deferred regulatory liabilities			24,790				24,710
Other deferred credits			2,247				1,815
Total deferred credits			79,624				75,051
Contributions in aid of construction			40,029				39,725
Total Stockholders' Equity and Liabilities		$	363,529			$	345,140

		Year Ended December 31
		2019				2018
OPERATING REVENUES		$	51,578			$	48,437
OPERATING EXPENSES:
Operation and maintenance			10,387				9,670
Administrative and general			8,517				8,095
Depreciation and amortization			7,688				7,010
Taxes other than income taxes			1,200				1,145
			27,792				25,920
Operating income			23,786				22,517
OTHER INCOME (EXPENSES):
Interest on debt			(5,124	)			(5,509	)
Allowance for funds used during construction			366				229
Other pension costs			(1,451	)			(1,285	)
Other income (expenses), net			(935	)			(85	)
			(7,144	)			(6,650	)
Income before income taxes			16,642				15,867
Income taxes			2,240				2,491
Net Income		$	14,402			$	13,376
Basic Earnings Per Share		$	1.11			$	1.04
Diluted Earnings Per Share		$	1.11			$	1.04

		Common Stock Shares				Common Stock Amount				Retained Earnings				Total
Balance, December 31, 2017			12,872,742			$	79,201			$	40,204			$	119,405
Net income			–				–				13,376				13,376
Cash dividends declared, $0.6731 per share			–				–				(8,690	)			(8,690	)
Issuance of common stock under dividend reinvestment, direct stock and employee stock purchase plans			67,051				2,024				–				2,024
Stock-based compensation			3,743				80				–				80
Balance, December 31, 2018			12,943,536				81,305				44,890				126,195
Net income			–				–				14,402				14,402
Cash dividends declared, $0.7001 per share			–				–				(9,083	)			(9,083	)
Issuance of common stock under dividend reinvestment, direct stock and employee stock purchase plans			64,399				2,505				–				2,505
Stock-based compensation			6,963				166				–				166
Balance, December 31, 2019			13,014,898			$	83,976			$	50,209			$	134,185

		Year Ended December 31
		2019				2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	14,402			$	13,376
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			7,688				7,010
Stock-based compensation			166				80
Increase in deferred income taxes			641				58
Other			251				295
Changes in assets and liabilities:
(Increase) decrease in accounts receivable and unbilled revenues			282				(483	)
Increase in recoverable income taxes			(547	)			–
Increase in materials and supplies, prepaid expenses, regulatory and other assets			(5,903	)			(6,094	)
Increase in accounts payable, accrued compensation and benefits, accrued expenses, deferred employee benefits, regulatory liabilities, and other deferred credits			2,129				4,508
Decrease in accrued interest and taxes			(228	)			(378	)
Net cash provided by operating activities			18,881				18,372
CASH FLOWS FROM INVESTING ACTIVITIES:
Utility plant additions, including debt portion of allowance for funds used during construction of $205 in 2019 and $128 in 2018			(18,425	)			(16,882	)
Acquisition of wastewater system			(2,112	)			–
Cash received from surrender of life insurance policies			–				108
Net cash used in investing activities			(20,537	)			(16,774	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Customers' advances for construction and contributions in aid of construction			1,695				1,998
Repayments of customer advances			(396	)			(409	)
Proceeds of long-term debt issues			94,043				28,762
Debt issuance costs			(613	)			–
Repayments of long-term debt			(85,906	)			(25,691	)
Repayments under short-term line of credit agreements			(1,000	)			–
Changes in cash overdraft position			314				301
Issuance of common stock			2,505				2,024
Dividends paid			(8,986	)			(8,583	)
Net cash provided by (used in) financing activities			1,656				(1,598	)
Net change in cash and cash equivalents			–				–
Cash and cash equivalents at beginning of period			2				2
Cash and cash equivalents at end of period		$	2			$	2
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest, net of amounts capitalized		$	4,821			$	5,236
Income taxes			2,230				2,901
Supplemental schedule of non-cash investing and financing activities:
Accounts payable includes $1,029 in 2019 and $1,100 in 2018 for the construction of utility plant.

		December 31								Approximate range
Utility Plant Asset Category		2019				2018				of remaining lives
Mains and accessories		$	200,954			$	190,679			11 – 86 years
Services, meters and hydrants			77,501				74,178			17 – 51 years
Operations structures, reservoirs and water tanks			63,530				61,868			10 – 58 years
Pumping and treatment equipment			33,124				32,575			7 – 30 years
Office, transportation and operating equipment			14,464				13,531			3 – 23 years
Land and other non-depreciable assets			3,393				3,202			–
Utility plant in service			392,966				376,033
Construction work in progress			8,417				4,751			–
Total Utility Plant		$	401,383			$	380,784

		December 31							Remaining Recovery
		2019				2018			Periods
Assets
Income taxes		$	24,405			$	21,432		Various
Postretirement benefits			365				3,071		5 – 10 years
Unrealized swap losses			2,227				1,799		1 – 10 years
Utility plant retirement costs			5,012				4,841		5 years
Customer-owned lead service line replacements			944				304		Various
Income taxes on customers' advances for construction and contributions in aid of construction			998				577		Various
Service life study expenses			13				18		3 years
Rate case filing expenses			225				311		2 years
		$	34,189			$	32,353
Liabilities
Excess accumulated deferred income taxes on accelerated depreciation		$	14,008			$	14,184		Various
Income taxes			7,494				6,979		Various
IRS TPR catch-up deduction			3,671				3,887		14 years
Revenue reduction for tax rate change			226				1,764		1 year
		$	25,399			$	26,814

		As of				As of
		Dec. 31, 2019				Dec. 31, 2018				Change
Accounts receivable – customers		$	4,574			$	4,731			$	(157	)
Other receivables			152				385				(233	)
			4,726				5,116				(390	)
Less: allowance for doubtful accounts			(305	)			(305	)			–
Accounts receivable, net		$	4,421			$	4,811			$	(390	)
Unbilled revenue		$	2,276			$	2,427			$	(151	)

		2019				2018
Note receivable, including interest		$	255			$	255
Customers' advances for construction			303				305

		2019				2018
Weighted average common shares, basic			12,964,080				12,903,568
Effect of dilutive securities:
Employee stock-based compensation			2,212				268
Weighted average common shares, diluted			12,966,292				12,903,836

		2019				2018
10.17% Senior Notes, Series A, due 2019		$	–			$	6,000
9.60% Senior Notes, Series B, due 2019			–				5,000
1.00% Pennvest Note, due 2019			–				30
10.05% Senior Notes, Series C, due 2020			6,500				6,500
8.43% Senior Notes, Series D, due 2022			7,500				7,500
Variable Rate Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series 2008A, due 2029			12,000				12,000
4.75% York County Industrial Development Authority Revenue Bonds, Series 2006, due 2036			–				10,500
3.00% Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series A of 2019, due 2036			10,500				–
4.50% Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series 2014, due 2038			–				14,870
3.10% Pennsylvania Economic Development Financing Authority Exempt Facilities Revenue Refunding Bonds, Series B of 2019, due 2038			14,870				–
5.00% Monthly Senior Notes, Series 2010A, due 2040			–				15,000
3.23% Senior Notes, due 2040			15,000				–
4.00% - 4.50% York County Industrial Development Authority Exempt Facilities Revenue Bonds, Series 2015, due 2029 - 2045			10,000				10,000
4.54% Senior Notes, due 2049			20,000				–
Committed Lines of Credit, due 2021			7,672				8,508
Total long-term debt			104,042				95,908
Less discount on issuance of long-term debt			(192	)			(204	)
Less unamortized debt issuance costs			(2,815	)			(2,346	)
Less current maturities			(6,500	)			(30	)
Long-term portion		$	94,535			$	93,328

2020				2021				2022				2023				2024
	$	6,500			$	19,672			$	7,500			$	–			$	–

Description		December 31, 2019				Fair Value Measurements at Reporting Date Using Significant Other Observable Inputs (Level 2)
Interest Rate Swap		$	2,248			$	2,248

Description		December 31, 2018				Fair Value Measurements at Reporting Date Using Significant Other Observable Inputs (Level 2)
Interest Rate Swap		$	1,815			$	1,815

		2019				2018
Water utility service:
Residential		$	32,118			$	30,348
Commercial and industrial			14,161				13,351
Fire protection			3,074				2,931
Wastewater utility service:
Residential			1,291				933
Commercial and industrial			280				227
Billing and revenue collection services			70				64
Collection services			52				54
Other revenue			13				22
Total Revenue from Contracts with Customers			51,059				47,930
Rents from regulated property			519				507
Total Operating Revenue		$	51,578			$	48,437

Obligations and Funded Status At December 31		2019				2018
Change in Benefit Obligation
Pension benefit obligation beginning of year		$	41,511			$	44,636
Service cost			849				1,015
Interest cost			1,645				1,515
Actuarial (gain) loss			5,241				(4,140	)
Benefit payments			(1,716	)			(1,515	)
Pension benefit obligation end of year			47,530				41,511
Change in Plan Assets
Fair value of plan assets beginning of year			40,624				41,439
Actual return on plan assets			8,141				(1,600	)
Employer contributions			2,300				2,300
Benefits paid			(1,716	)			(1,515	)
Fair value of plan assets end of year			49,349				40,624
Funded Status of Plans at End of Year		$	1,819			$	(887	)

		2019				2018
Net gain (loss) arising during the period		$	(167	)		$	252
Recognized net actuarial loss			(421	)			(406	)
Recognized prior service credit			13				13
Total changes in regulatory asset during the year		$	(575	)		$	(141	)

		2019				2018
Net loss		$	8,154			$	8,742
Prior service credit			(76	)			(89	)
Regulatory asset		$	8,078			$	8,653

		2019				2018
Service cost		$	849			$	1,015
Interest cost			1,645				1,515
Expected return on plan assets			(2,733	)			(2,793	)
Amortization of loss			421				406
Amortization of prior service credit			(13	)			(13	)
Rate-regulated adjustment			2,131				2,170
Net periodic benefit cost		$	2,300			$	2,300

Net loss		$	353
Net prior service credit			(13	)
			340

2020				2021				2022				2023				2024						2025 – 2029
	$	1,827			$	1,891			$	1,964			$	2,138			$	2,208			$	11,830

		2019				2018
Projected benefit obligation		$	47,530			$	41,511
Fair value of plan assets			49,349				40,624

		2019				2018
Accumulated benefit obligation		$	44,587			$	39,100
Fair value of plan assets			49,349				40,624

	2019		2018
Discount rate	3.10%		4.10%
Rate of compensation increase	2.50% – 3.00%		2.50% – 3.00%

	2019		2018
Discount rate	4.10%		3.50%
Expected long-term return on plan assets	6.50%		6.75%
Rate of compensation increase	2.50% – 3.00%		2.50% – 3.00%

		Total Fair Value								Quoted Prices in Active Markets for Identical Assets (Level 1)								Significant Other Observable Inputs (Level 2)
Asset Category		2019				2018				2019				2018				2019				2018
Cash and Money Market Funds (a)		$	682			$	1,498			$	682			$	1,498			$	–			$	–
Equity Securities:
Common Equity Securities (b)			662				512				662				512				–				–
Equity Mutual Funds (c)			29,677				23,637				29,677				23,637				–				–
Fixed Income Securities:
U.S. Treasury Obligations			615				591				–				–				615				591
Corporate and Foreign Bonds (d)			6,078				5,315				–				–				6,078				5,315
Fixed Income Mutual Funds (e)			11,635				9,071				11,635				9,071				–				–
Total Plan Assets		$	49,349			$	40,624			$	42,656			$	34,718			$	6,693			$	5,906