单元特公司美股招股说明书(2025-06-03版)

distribution agreement. In connection with each forward sale agreement, the relevant forward seller will receive, reflected in a reduced initial forward sale price payableby the relevant forward purchaser under its forward sale agreement, a commission equal to up to 2% of the volume weighted average of the sales prices of all borrowedshares of our common stock sold during the applicable period by it as a forward seller. In connection with the sale of the shares of common stock on our behalf, eachsales agent will be deemed to be an “underwriter” within the meaning of the Securities Act and the compensation of each sales agent will be deemed to be underwritingcommissions or discounts.Our common stock is listed on the New York Stock Exchange (the “NYSE”) under the symbol “UTL”. The last reported sale price of our common stock on the NYSE onMay30, 2025 was $54.83 per share. prospectus supplement, and in the documents incorporated by reference in this prospectus supplement and accompanying baseprospectus before investing in our common stock.Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon theadequacy or accuracy of this prospectus supplement. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is June3, 2025. CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING INFORMATIONPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERING PLAN OF DISTRIBUTIONLEGAL MATTERSWHERE YOU CAN FIND MORE INFORMATION BASE PROSPECTUS LEGAL MATTERS To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information contained in anydocument incorporated by reference in this prospectus supplement that was filed with the SEC before the date of this prospectus supplement, on theother hand, you should rely on the information in this prospectus supplement. If any statement in one of these documents is inconsistent with a statementin another document having a later date—for example, a document incorporated by reference in this prospectus supplement—the statement in thedocument having the later date modifies or supersedes the earlier statement. incorporated by reference herein were made solely for the benefit of the parties to such agreement, including, in some cases, for the purpose ofallocating risk among the parties to such agreement, and should not be deemed to be a representation, warranty or covenant to you. Moreover, suchrepresentations, warranties or covenants were accurate only as of the date when made. Accordingly, such representations, warranties and covenantsshould not be relied on as accurately representing the current state of our affairs.We have not, and the sales agents have not, authorized anyone to provide you with any information other than that contained or incorporated by financial condition, results of operations and prospects may have changed materially since those dates.This prospectus supplement does not constitute an offer to sell or the solicitation of an offer to buy any securities other than the securities described in otherwise requires.S-ii supplement and the accompanying base prospectus may appear without the®or™symbols.S-iii statements of historical fact, included or incorporated by reference into this prospectus supplement and the accompanying prospectus, including, withoutlimitation, statements regarding the financial position, business strategy and other plans and objectives for our future operations, are forward-looking negative of such terms or other comparable terminology. These forward-looking statements are subject to inherent risks and uncertainties in predictingfuture results and conditions that could cause the actual results to differ materially from those projected in these forward-looking statements. Some, butnot all, of the risks and uncertainties include those referred to in the section entitledRisk Factorsand the following: •numerous hazards and operating risks relating to our electric and natural gas distribution activities, which could result in accidents andother operating risks and costs; •fluctuations in the supply of, demand for, and the prices of, electric and gas energy commodities and transmission and transportationcapacity and our ability to recover energy supply costs in our rates; •catastrophic events; •customers’ preferred energy sources;•cyber-attacks, acts of terrorism, acts of war, severe weather, solar events, electromagnetic events, natural disasters, the age and conditionof information technology assets, human error, or other factors could disrupt our operations and cause us to incur unanticipated losses and result in missed deadlines or other timeliness issues,non-compliance(including with applicable legal requirements and industry standards)or reputational harm, which could negatively affect our results of operations; •our regulatory and legislative environment (including la