Black Hills SVP granted shares, with tax withholding

Black Hills Corp senior vice president of utilities Marne M. Jones reported equity compensation activity in company common stock.

Accepted by SEC EDGAR 02/13/2026 - 02:31 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Black Hills Corp senior vice president of utilities Marne M. Jones reported equity compensation activity in company common stock. On February 12, 2026, Jones acquired 835 shares of common stock at $73.21 per share as a grant under the 2023-2025 Performance Share Plan within the Omnibus Incentive Plan.

On the same date, 334.337 shares were disposed of at $73.21 per share to cover tax withholding related to that performance share payout. After these transactions, Jones directly owned 38,667.175 shares of Black Hills Corp common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Jones Marne M

Role SVP - Utilities

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	835	$73.21	$61K
Exercise Price or Tax Liability	Common Stock	334.337	$73.21	$24K

Holdings After Transaction: Common Stock — 38,667.175 shares (Direct)

Holdings Before and After: Common Stock, 38,166.512 to 38,667.175 shares (Direct)

Footnotes (2)

1. F1. Shares acquired through the 2023-2025 Performance Share Plan under the Company's Omnibus Incentive Plan.
2. F2. Shares used to pay tax withholding associated with 2023-2025 Performance Shares Plan payout from 2-12-2026.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did BKH executive Marne M. Jones report?

Marne M. Jones reported receiving 835 Black Hills Corp shares as an equity award and using 334.337 shares to cover tax withholding. Both transactions occurred on February 12, 2026, and involved directly held common stock under the company’s incentive compensation plans.

Was the BKH insider transaction an open-market buy or a share award?

The transaction was a share award, not an open-market purchase. Jones acquired 835 common shares through the 2023-2025 Performance Share Plan under Black Hills Corp’s Omnibus Incentive Plan, reflecting equity-based compensation rather than discretionary share buying in the market.

How many Black Hills (BKH) shares were used for tax withholding?

A total of 334.337 Black Hills Corp common shares were disposed of to satisfy tax withholding obligations. This withholding was tied directly to the 2023-2025 Performance Share Plan payout reported effective February 12, 2026, and is coded as a tax-withholding disposition.

How many BKH shares does Marne M. Jones own after these transactions?

After the reported award and tax-withholding disposition, Marne M. Jones directly owns 38,667.175 shares of Black Hills Corp common stock. This figure reflects net holdings following the 835-share grant and the 334.337 shares delivered to cover related tax obligations.

What do the Form 4 codes A and F mean in the BKH filing?

Code A indicates an acquisition of securities, here an 835-share performance award. Code F indicates a disposition of shares to pay tax liabilities, here 334.337 shares. Both codes describe structured compensation-related movements, not regular open-market buying or selling.

Which Black Hills Corp plan governed the reported share award?

The award came from the 2023-2025 Performance Share Plan under Black Hills Corp’s Omnibus Incentive Plan. This structure ties equity grants to performance criteria, and the February 12, 2026 transactions reflect the payout and associated tax withholding in common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Jones Marne M

(Last) (First) (Middle)

PO BOX 1400

(Street)

RAPID CITY SD 57709

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACK HILLS CORP /SD/ [ BKH ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Utilities

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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 Stock	02/12/2026		A		835	A	$73.21(1)	39,001.512	D
Common Stock	02/12/2026		F(2)		334.337	D	$73.21	38,667.175	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. Shares acquired through the 2023-2025 Performance Share Plan under the Company's Omnibus Incentive Plan.

2. Shares used to pay tax withholding associated with 2023-2025 Performance Shares Plan payout from 2-12-2026.

Remarks:

	/s/Travis Frederickson	02/12/2026
	** 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.