California Water Service Insider Withholds Shares After RSA Vesting (CWT)

Rhea-AI Filing Summary

Michael B. Luu, Senior Vice President, Corporate Services & Chief Risk Officer of California Water Service Group (CWT), reported two stock dispositions tied to tax withholding for vested restricted stock awards. On 09/05/2025 he relinquished shares at an effective price of $47.09 per share to satisfy taxes related to an RSA granted June 5, 2024, leaving 22,695.056 shares beneficially owned after that transaction. On 09/07/2025 a second withholding occurred for an RSA granted March 7, 2023, again at $47.09, leaving 22,641.056 shares reported; this later total includes shares acquired through the Employee Stock Purchase Program.

The filings indicate these were routine withholdings to cover tax obligations arising from vesting, not open-market sales. No derivative transactions or other transfers were reported.

Positive

• Timely disclosure of insider withholding transactions under Section 16
• Transactions were administrative tax-withholdings from RSA vesting rather than open-market sales

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine tax-withholding share surrenders following RSA vesting; small net decrease in beneficial ownership, not a selling signal.

These transactions reflect shares withheld to satisfy tax obligations from two restricted stock awards rather than discretionary cash sales. The reported prices ($47.09) represent the per-share withholding valuation, not necessarily market-directed liquidations. The beneficial ownership totals changed modestly from 22,695.056 to 22,641.056 shares, a minor variation for an officer and unlikely to affect capitalization or signal material insider intent.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 requirements; transactions are standard administrative withholdings for vested RSAs.

The Form 4 shows timely reporting of withholding transactions tied to restricted stock vesting dates (June 5, 2024 and March 7, 2023). Inclusion of Employee Stock Purchase Program shares in the post-transaction total is noted. From a governance perspective, these are routine compensation-related adjustments and do not indicate governance or compliance concerns.

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
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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^*

Luu Michael B

(Last) (First) (Middle)

1720 NORTH FIRST STREET

(Street)

SAN JOSE CA 95112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CALIFORNIA WATER SERVICE GROUP [ CWT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP Corp Svce & Chief Risk Of

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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	09/05/2025		F		69(1)	D	$47.09	22,695.056	D
Common Stock	09/07/2025		F		54(2)	D	$47.09	22,641.056(3)	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. Represents the number of shares withheld and surrendered to the issuer to satisfy the tax withholding obligations that arose in connection with the vesting of Restricted Stock (RSA) Award granted on June 5, 2024.

2. Represents the number of shares withheld and surrendered to the issuer to satisfy the tax withholding obligations that arose in connection with the vesting of Restricted Stock (RSA) Award granted on March 7, 2023.

3. Includes shares acquired through the Employee Stock Purchase Program.

	By: /s/ Michelle R. Mortensen For: Michael B. Luu	09/09/2025
	** 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 did Michael B. Luu report on Form 4 for CWT?

He reported two share dispositions as tax-withholdings tied to vested Restricted Stock Awards, with transactions on 09/05/2025 and 09/07/2025.

How many shares did Luu report after the transactions?

The filings show 22,695.056 shares after the 09/05/2025 withholding and 22,641.056 shares after the 09/07/2025 withholding.

At what price were the shares reported for these transactions?

Both withholding transactions were reported at $47.09 per share.

Were these open-market sales or another type of disposition?

These were withheld and surrendered to the issuer to satisfy tax withholding obligations from RSA vesting, not open-market sales.

Do the Form 4 entries include shares from other programs?

Yes, the post-transaction total includes shares acquired through the Employee Stock Purchase Program.