Welcome to our dedicated page for BLACK HILLS /SD/ SEC filings (Ticker: BKH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Black Hills Corporation filed a preliminary prospectus supplement to offer a new series of senior unsecured notes to refinance near-term debt and for general corporate purposes. The company intends to use net proceeds to repay the $300 million aggregate principal amount of its 3.950% notes due January 15, 2026. The Notes will be senior unsecured obligations, rank equally with other unsecured indebtedness, bear semi-annual interest, and may be optionally redeemed prior to a specified par call date. There is no sinking fund and the Notes will be issued in book-entry form through DTC. The supplement describes a pending merger agreement with NorthWestern Energy under which Black Hills would issue common stock with an estimated aggregate value of approximately $3.6 billion; the merger remains subject to customary shareholder and regulatory approvals and may alter management and the board. The prospectus highlights operational scale: about 225,000 electric customers, 1,394 MW generation, 9,196 miles of electric lines, and ~1,128,000 gas customers with 44,524 miles of gas mains (as of Dec 31, 2024).
Black Hills Corporation filed a current report to provide additional information on its pending all‑stock merger with NorthWestern Energy Group, Inc. The boards of both companies unanimously approved an Agreement and Plan of Merger under which NorthWestern will combine with Black Hills via a wholly owned merger subsidiary, subject to multiple conditions.
The filing adds four key exhibits: NorthWestern’s audited and unaudited historical financial statements, unaudited pro forma condensed combined financial statements for the two companies, and supplementary risk factors tied to the merger. The pro forma statements illustrate how a combined company might have looked if the merger had been completed as of January 1, 2024 for income statements and June 30, 2025 for the balance sheet, but Black Hills stresses that these are illustrative only and not projections.
Black Hills also explains that it plans to file a Form S‑4 registration statement to register the shares it will issue to NorthWestern stockholders, including a joint proxy statement/prospectus for both companies’ shareholder votes, and outlines extensive forward‑looking statement and merger‑related risks.
Insider restricted stock grant recorded for Black Hills Corporation (BKH). Donald Lee Redden Jr., identified as a company officer (CITO) and director, is shown acquiring 5,268 shares of common stock via a restricted stock grant under the company’s Incentive Compensation Plan on 08/01/2025. The filing reports those 5,268 shares as held directly following the transaction. The Form 4 was signed and submitted on 08/21/2025 by Travis Frederickson. No derivative transactions or additional securities classes are reported in this filing.
Form 3 filed for Black Hills Corporation (BKH) shows that Donald Lee Redden Jr., listed as a Director and Chief Information Technology Officer, reported an event dated 07/21/2025. The filing discloses zero shares of Common Stock beneficially owned and no derivative securities. The form is signed by Travis Frederickson on 08/20/2025. Address on file is P.O. BOX 1400, Rapid City, SD 57709.
Black Hills Corporation (BKH) entered into a definitive all-stock merger agreement with NorthWestern Energy Group. Under the agreement, each outstanding share of NorthWestern will convert into the right to receive 0.98 shares of Black Hills (cash in lieu of fractional shares). The boards of both companies unanimously approved the transaction, which will result in NorthWestern continuing as the surviving entity and becoming a direct wholly owned subsidiary of Black Hills under a new parent name ("NewCo"). The agreement sets customary closing conditions, including required regulatory approvals, absence of injunctive orders, accuracy of representations, compliance with covenants, no material adverse effects, and a tax opinion supporting tax-free treatment. The Merger Agreement addresses treatment of equity awards (acceleration and conversion rules) and contemplates change-in-control treatment for outstanding awards. Separately, executive arrangements include a Chief Executive Officer Agreement preserving certain severance protections for Mr. Bird for three years post-closing and a Transition Agreement for Mr. Evans to remain CEO of Black Hills through the Effective Time with specified payments and accelerated vesting. Black Hills also amended its bylaws to remove a director age limit.
Black Hills Corporation filed a current report describing a major strategic step with NorthWestern Energy Group, Inc.. The companies released a joint press release announcing the execution of an agreement and plan of merger, along with an investor presentation explaining the proposed combination.
Both the press release and the investor presentation are being made available as exhibits to the report, giving investors more detail on the structure and rationale of the planned merger. The filing itself focuses on formally notifying the market that the merger agreement has been signed and that related disclosure materials are now publicly accessible.
BKH’s Q2 2025 results showed solid top-line and earnings growth. Revenue rose 9% year-over-year to $439 million, lifting operating income 17% to $82.5 million. Net income available to common stock climbed 21% to $27.5 million ($0.38 diluted EPS vs $0.33).
For the first half, revenue increased 10% to $1.24 billion and net income grew 7% to $161.7 million ($2.24 diluted EPS). Higher retail sales at both Electric and Gas Utilities plus larger transportation volumes drove the gains; operating margin held at 23%. Interest expense, however, continued to pressure results, up 8% year-to-date to $101.6 million.
Liquidity remains adequate: operating cash flow was $416 million (-10% YoY) against $372 million of capex, while the $750 million revolver maturity was extended to 2030. Long-term debt declined to $3.95 billion (-7% since year-end) but $300 million matures within 12 months; leverage stands near 59% of capital. The company issued $84 million of equity through ATM programs.
Regulatory momentum is favorable. CPUC approved a $17.5 million Colorado Electric rate hike effective March 2025; KCC okayed a $10.8 million Kansas Gas settlement effective Aug 2025; Nebraska Gas filed for $34.9 million, with interim rates expected in Aug 2025. Regulatory assets tied to Winter Storm Uri fell to $64.9 million (-41% YTD).