Welcome to our dedicated page for Centuri Holdings SEC filings (Ticker: CTRI), 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.
Centuri Holdings, Inc. filings document a public utility and energy infrastructure services company with operations serving regulated utility customers in the United States and Canada. Its Form 8-K reports include operating and financial results, backlog and commercial activity, material agreements, capital-structure disclosures, and governance events.
Centuri’s proxy materials describe board composition, director elections, executive compensation, shareholder voting matters, and related governance practices. Other current reports cover director appointments, officer transitions, nomination arrangements, and financing or capital actions connected to the company’s operating strategy and corporate structure.
Centuri Holdings Chief Financial Officer Gregory A. Izenstark reported a tax-related share withholding tied to vesting restricted stock units. On the transaction date, 2,868 shares of common stock at $30.96 per share were withheld by the issuer to satisfy tax obligations, which the filing specifies is not an open market sale. Following this Form 4 transaction, he directly holds 87,808 shares of Centuri Holdings common stock.
Centuri Holdings, Inc. is a North American utility and energy infrastructure services company that partners with electric, gas and combination utilities to modernize and maintain distribution and transmission networks. It focuses on recurring, maintenance-oriented work that supports safety, reliability and environmental sustainability.
The company operates through four segments—U.S. Gas, Canadian Operations, Union Electric and Non-Union Electric—serving over 400 customers, with its top 20 investment‑grade utilities generating 65% of fiscal 2025 revenue. About 78% of revenue comes from long-term master service agreements, and 79% from variable‑priced contracts, limiting exposure to fixed‑price risk.
Centuri completed an IPO in 2024, separating from Southwest Gas Holdings, which has since fully exited its stake. As of February 20, 2026, it had 100,816,444 common shares outstanding, a public float valued at about $911.5 million as of June 29, 2025, and a workforce of 9,687 employees, 57% unionized. The filing highlights extensive risk factors, including customer concentration, supply chain constraints, labor availability, cyber threats, seasonality, project execution risk and the influence of activist stockholders such as the Icahn Group.
Centuri Holdings reported strong fourth-quarter and full-year 2025 results, highlighted by record annual revenue of $2.983 billion, up 13% from 2024. Fourth-quarter revenue reached $858.6 million, a 19.7% increase, with broad-based growth across U.S. Gas, Canadian Operations, Union Electric, and Non-Union Electric.
Base Revenue rose 18% to $2.943 billion, while Base Gross Profit climbed 35% to $234 million, lifting Base Gross Profit Margin from 6.9% to 8.0%. Net income attributable to common stock improved to $22.4 million from a prior-year loss, and Adjusted Net Income increased 48.7% to $39.0 million. Adjusted EBITDA edged up to $249.0 million.
Commercially, 2025 bookings totaled $4.5 billion with a 1.5x book-to-bill ratio, expanding backlog to $5.9 billion, a 59% rise. Centuri reduced its Net Debt to Adjusted EBITDA Ratio to 2.5x from 3.6x, aided by $250.9 million of equity proceeds and the $58 million Connect Atlantic acquisition. For 2026, the company guides to revenue of $3.24–$3.54 billion and Adjusted EBITDA of $280–$310 million.
Centuri Holdings, Inc. senior vice president and chief accounting officer Kendra Chilton reported equity awards that increase her direct holdings. On February 17, 2026, she acquired 3,114 shares of common stock through a grant and 2,186 restricted stock units earned from a prior performance award.
Centuri Holdings, Inc. Chief Financial Officer Gregory A. Izenstark reported equity awards tied to performance and service-based compensation. On February 17, 2026, he earned 16,111 restricted stock units (RSUs) after performance goals for a prior performance award were certified at 105.1% of target, and he also received a separate grant of 11,309 shares of common stock, all at no cash cost to him.
The 16,111 RSUs relate to a 2025 performance stock unit award and are scheduled to vest only if he remains in service through the later of February 25, 2028 and the board’s certification of performance for a second performance period. A corresponding 16,111 shares of common stock were reported as acquired upon derivative conversion, reflecting how the performance award may ultimately be settled in stock.
Centuri Holdings, Inc. director and Chief Executive Officer Christian Brown reported equity awards tied to his compensation. He acquired 45,683 shares of common stock as a grant or award and an additional 31,417 shares of common stock through the exercise or conversion of derivative securities, bringing his directly held common stock to 202,797 shares after these transactions.
The filing also explains that these 31,417 shares reflect performance-based restricted stock units earned from a 2025 performance award, after the board certified achievement of performance goals at 105.1% of the target level for the first performance period. That award originally covered 89,720 performance stock units, with the remaining units still subject to longer-term performance goals.
Wilcock Jason S. reported acquisition or exercise transactions in this Form 4 filing.
Centuri Holdings officer Jason S. Wilcock reported equity awards tied to performance and service. He earned 10,586 restricted stock units (RSUs) after the board certified 105.1% achievement of 2025 performance goals for the first performance period and also received a separate grant of 9,455 shares of common stock. The earned RSUs may be settled in an equal number of common shares and are scheduled to vest based on his continued service through the later of February 25, 2028 and the future certification of results for a second performance period.
Centuri Holdings officer James W. Connell Jr., the Chief Commercial and Strategy Officer, reported equity award activity around his departure. On January 30, 2026, 19,011 restricted stock units vested and converted into common stock, with 5,280 shares withheld at $27.83 to cover taxes, leaving 38,191 common shares held directly.
In connection with his resignation effective January 31, 2026, Connell forfeited 11,791 restricted stock units and 17,687 performance stock units, leaving no units outstanding from those awards.
The Vanguard Group filed an amended Schedule 13G showing beneficial ownership of 7,958,216 shares of Centuri Holdings Inc common stock, representing 7.9% of the class as of the reported date.
Vanguard reports no sole voting or dispositive power, with shared voting power over 679,482 shares and shared dispositive power over 7,958,216 shares. The filing states the securities are held in the ordinary course of business, not to change or influence control of Centuri.
The shares are held on behalf of Vanguard’s clients, including registered investment companies and other managed accounts, who have rights to dividends and sale proceeds. No single other person’s interest exceeds five percent of the class. Vanguard also notes an internal realignment effective January 12, 2026, after which certain subsidiaries may report beneficial ownership separately.
Centuri Holdings, Inc. reported that James W. Connell, Jr., its Executive Vice President and Chief Commercial and Strategy Officer, has decided to resign from his role. His resignation is effective January 31, 2026, giving the company time to manage the leadership transition in its commercial and strategy functions.
The company stated that Mr. Connell is leaving to pursue another opportunity and that his decision did not arise from any disagreement with Centuri Holdings. This emphasizes that the change is described as a personal career move rather than a response to internal conflict or strategic disputes.