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California Water (CWT) Officer Surrenders Shares for Tax Withholding

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

California Water Service Group insider report: Senior Vice President Shannon C. Dean disclosed two share-withholding transactions to satisfy tax obligations tied to vested restricted stock awards. On 09/05/2025 shares related to a June 5, 2024 RSA were withheld and surrendered; on 09/07/2025 shares related to a March 7, 2023 RSA were withheld and surrendered. The report shows a price of $47.09 and beneficial ownership levels of 22,330.219 and 22,273.219 shares after the respective transactions. The filing notes inclusion of shares from the Employee Stock Purchase Program.

Positive

  • Timely disclosure of insider activity maintains regulatory compliance under Section 16
  • Transactions were tax-withholding surrenders, not open-market sales, reducing immediate market impact

Negative

  • None.

Insights

TL;DR: Routine tax-withholding share surrenders by an officer; disclosure maintains Section 16 compliance and is not materially dilutive.

The Form 4 documents surrender of shares to satisfy tax withholding on vested restricted stock awards. These actions are standard post-vesting administrative steps rather than open-market sales or purchases. The filing includes the officer's remaining beneficial ownership and references ESPP-acquired shares, which clarifies ownership composition. No indications of atypical timing or large disposition magnitude relative to stated beneficial holdings are presented in the form.

TL;DR: Non-market transfer of shares for tax obligations; the transactions should have minimal market impact.

The transactions are coded as withholding to cover taxes on RSAs and show a reported price of $47.09. Beneficial ownership after the events is reported as 22,330.219 and 22,273.219 shares. Inclusion of ESPP shares is noted. Because shares were surrendered to the issuer rather than sold in the open market, these entries are administrative and do not represent liquidity events that would directly affect trading volumes or signal intent to change long-term ownership.

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*
Dean Shannon C

(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)
SR. VP, Cust Svc & Chief Sust
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 73(1) D $47.09 22,330.219 D
Common Stock 09/07/2025 F 57(2) D $47.09 22,273.219(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: Shannon C. Dean 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 Shannon C. Dean report on Form 4 for CWT?

The filing reports two share-withholding transactions to satisfy tax withholding on vested restricted stock awards, dated 09/05/2025 and 09/07/2025.

How many shares did Shannon C. Dean beneficially own after the transactions?

The report shows beneficial ownership of 22,330.219 shares after the 09/05/2025 transaction and 22,273.219 shares after the 09/07/2025 transaction.

What was the reported price related to the Form 4 entries?

The Form 4 lists a price of $47.09 associated with the reported transactions.

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

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

Do the disclosures mention other sources of shares?

Yes, the filing states that the beneficial ownership figures include shares acquired through the Employee Stock Purchase Program (ESPP).
California Wtr Svc Group

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