AWR (AWR) SVP Rowley reports tax withholding and stock awards

Rhea-AI Filing Summary

AMERICAN STATES WATER CO SVP of Operations Paul J. Rowley reported several stock-related transactions in company common shares. On February 18, 2026, 86.0900 shares were disposed of at $74.8800 per share as a tax-withholding disposition to satisfy tax liability on equity compensation, not an open-market sale.

Earlier, Rowley acquired small share awards: 11.5132 shares at $78.4400 on June 3, 2025, 13.3786 shares at $73.5200 on September 3, 2025, and 11.7524 shares at $72.8900 on December 2, 2025, all classified as grant or award acquisitions. After the February 2026 tax withholding, his directly owned holdings stood at 6449.9677 common shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rowley Paul J

(Last) (First) (Middle)

22532 CHAPARRO DR

(Street)

SAUGUS CA 91350

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN STATES WATER CO [ AWR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP OF OPERATIONS

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	06/03/2025		A		11.5132(1)	A	$78.44	6,510.9267	D
Common Shares	09/03/2025		A		13.3786(2)	A	$73.52	6,524.3052	D
Common Shares	12/02/2025		A		11.7524(3)	A	$72.89	6,536.0577	D
Common Shares	02/18/2026		F		86.09(4)	D	$74.88	6,449.9677	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. DER units credited on 06/03/2025 at FMV

2. DER units credited on 09/03/2025 at FMV

3. DER units credited on 12/02/2025 at FMV

4. 86.0900 shares withheld to satisfy tax liability

	/s/ Paul J. Rowley	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did AWR executive Paul J. Rowley report on this Form 4?

Paul J. Rowley reported a tax-withholding share disposition and three small stock award grants. The filing details one tax-withholding disposition of 86.0900 shares and grant or award acquisitions of 11.5132, 13.3786, and 11.7524 common shares during 2025 at specified share prices.

Was the AWR insider share disposition by Paul J. Rowley an open-market sale?

No, the 86.0900-share disposition was a tax-withholding transaction, not an open-market sale. The filing states shares were withheld to satisfy tax liability, meaning the company retained shares to cover taxes on equity compensation rather than Rowley selling them in the market.

How many AMERICAN STATES WATER (AWR) shares does Paul J. Rowley own after these transactions?

After the February 18, 2026 tax-withholding disposition, Paul J. Rowley directly owned 6449.9677 common shares. This total reflects the cumulative impact of the reported grant or award acquisitions in 2025 and the 86.0900 shares withheld to satisfy his associated tax liability.

What types of AWR share acquisitions did Paul J. Rowley report in 2025?

Rowley reported three grant or award acquisitions of common shares in 2025. He acquired 11.5132 shares on June 3, 13.3786 shares on September 3, and 11.7524 shares on December 2, all classified as grants or awards rather than open-market purchases at fair market value.

What do the Form 4 footnotes say about Paul J. Rowley’s AWR transactions?

The footnotes state that DER units were credited at fair market value on June 3, September 3, and December 2, 2025. Another footnote explains that 86.0900 shares were withheld specifically to satisfy tax liability, clarifying the nature of the reported disposition transaction.

Is Paul J. Rowley considered a major shareholder of AMERICAN STATES WATER (AWR)?

The filing identifies Rowley as an officer, serving as SVP of Operations, not as a ten percent owner. It explicitly marks him as not a ten percent owner, indicating his reported 6449.9677 directly owned common shares do not reach that significant ownership threshold under SEC reporting categories.