[SCHEDULE 13G/A] Centuri Holdings, Inc. SEC Filing

Rhea-AI Filing Summary

Southwest Gas Holdings has filed an amended Schedule 13G disclosing beneficial ownership of 47,245,950 shares (53.3%) of Centuri Holdings' common stock as of June 18, 2025. The filing indicates Southwest Gas maintains sole voting and dispositive power over all reported shares, with no shared voting or dispositive rights. The ownership calculation is based on 88,649,154 total outstanding shares reported in Centuri's June 16, 2025 prospectus. Southwest Gas, a Delaware corporation headquartered in Las Vegas, Nevada, maintains significant control over Centuri Holdings through this majority stake. This amended filing provides updated ownership information for their substantial position in Centuri, a Phoenix-based company.

Positive

• Southwest Gas Holdings maintains a controlling 53.3% ownership stake (47,245,950 shares) in Centuri Holdings, indicating strong corporate control and strategic alignment
• The large ownership position suggests Southwest Gas Holdings has significant influence over Centuri's strategic decisions and operations

Negative

• High concentration of ownership (53.3%) in a single entity may limit stock liquidity for other investors
• The controlling stake by Southwest Gas Holdings could potentially limit minority shareholder influence in corporate decisions

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Centuri Holdings, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

155923105

(CUSIP Number)

06/18/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 155923105

1

Names of Reporting Persons

Southwest Gas Holdings, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 47,245,950.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 47,245,950.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

47,245,950.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

53.3 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Centuri Holdings, Inc.
(b)	Address of issuer's principal executive offices: 19820 North 7th Avenue, Suite 120, Phoenix, Arizona 85027
Item 2.
(a)	Name of person filing: Southwest Gas Holdings, Inc.
(b)	Address or principal business office or, if none, residence: 8360 S. Durango Dr. Post Office Box 98510, Las Vegas, Nevada 89113
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock, par value $0.01 per share
(e)	CUSIP No.: 155923105
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information set forth in the cover page of this Schedule 13G is incorporated herein by reference. The percentage ownership reflected in line 11 in the cover page of this Schedule 13G is based on 88,649,154 shares of Common Stock outstanding as of June 13, 2025, as reported as reported by the Issuer in its final prospectus dated June 16, 2025 and filed with the Securities and Exchange Commission on June 17, 2025 pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended.
(b)	Percent of class: 53.3 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 47,245,950
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 47,245,950
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Southwest Gas Holdings, Inc.

Signature:	/s/ Catherin M. Mazzeo
Name/Title:	Senior Vice President/Chief Legal, Safety and Compliance Officer and Corporate Secretary
Date:	06/18/2025

FAQ

What percentage of Centuri Holdings (CTRI) does Southwest Gas Holdings own?

According to the Schedule 13G/A filing dated June 20, 2025, Southwest Gas Holdings owns 53.3% of Centuri Holdings, representing 47,245,950 shares of common stock.

How many shares of CTRI stock does Southwest Gas Holdings control?

Southwest Gas Holdings has sole voting and dispositive power over 47,245,950 shares of Centuri Holdings common stock, with no shared voting or dispositive power over any shares.

What is the total number of outstanding shares of CTRI as of June 2025?

According to the filing, there were 88,649,154 shares of Centuri Holdings Common Stock outstanding as of June 13, 2025, as reported in the company's final prospectus.

Who signed the Schedule 13G/A filing for CTRI?

The filing was signed by Catherine M. Mazzeo, who serves as Senior Vice President/Chief Legal, Safety and Compliance Officer and Corporate Secretary of Southwest Gas Holdings, on June 18, 2025.

Where is CTRI's principal executive office located?

Centuri Holdings' principal executive offices are located at 19820 North 7th Avenue, Suite 120, Phoenix, Arizona 85027.