Stock and RSU awards for H2O America (HTO) CAO Kristen Johnson

Rhea-AI Filing Summary

H2O America’s Chief Administrative Officer Kristen A. Johnson reported several equity awards and a related tax withholding transaction. She received 1,312 restricted stock units that vest in three annual installments, plus 1,263 performance-based RSUs that vested after meeting ROE and TSR goals, and 145 deferred stock units from dividend equivalents. To cover taxes on the vesting RSUs, 470 shares of common stock were withheld at $53.79 per share.

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

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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^*

Johnson A Kristen

(Last) (First) (Middle)

110 W. TAYLOR STREET

(Street)

SAN JOSE CA 95110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
H2O AMERICA [ HTO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Administrative Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		A		1,312(1)	A	$0	13,772	D
Common Stock	02/27/2026		A		1,263(2)	A	$0	15,035	D
Common Stock	02/27/2026		F		470(3)	D	$53.79	14,565(4)	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
Common Stck	(5)	03/02/2026		A		145(5)		(5)	(5)	Common Stock	145	(5)	18,021	D

Explanation of Responses:

1. Represents 1,312 shares of the issuer's common stock ("Common Stock") underlying restricted stock units ("RSUs") granted to the reporting person under the issuer's Long-Term Incentive Plan. Each RSU entitles the reporting person to receive one share of Common Stock upon vesting of the RSU. The RSUs will vest in three annual successive installments upon the completion of the reporting person's each year of service with the issuer for the three-year period measured from the date of grant, subject to accelerated vesting under certain prescribed circumstances.

2. Represents (i) 1,034 shares of Issuer's Common Stock subject to the 2023 RSUs that vested upon the attainment of a certain performance goal based on average return on equity ("ROE") measured over a period from January 1, 2023 to December 31, 2025 and continued service by the reporting person through December 31, 2025 and (ii) 229 shares of Common Stock subject to the 2023 RSUs that vested upon the attainment of a certain performance goal based on relative total shareholder return ("TSR") measured over a period from January 1, 2023 to December 31, 2025 and continued service by the reporting person through December 31, 2025.

3. Represents (i) 385 shares of Common Stock withheld in satisfaction of the applicable withholding taxes on shares of Common Stock that became issuable pursuant to the vesting of the 2023 ROE RSUs reported on this Form 4 and (ii) 85 shares of Common Stock withheld in satisfaction of the applicable withholding taxes on shares of Common Stock that became issuable pursuant to the vesting of the 2023 TSR RSUs reported on this Form 4.

4. Represents 7,777 shares of Common Stock and 6,788 shares of the Common Stock underlying RSUs which will vest and become issuable in accordance with their terms.

5. Represents 145 shares subject to deferred stock units ("DSUs") granted to the reporting person pursuant to dividend equivalent rights ("DERs") accrued on outstanding DSUs granted by Connecticut Water Service, Inc., a wholly owned subsidiary of the Issuer. DERs accrue when and as dividends are paid on the Common Stock underlying the awards and will vest and be settled in accordance with the same terms as the DSUs to which they relate.

Remarks:

	/s/ Marisa Joss, Attorney-in-Fact for Kristen A. Johnson	03/03/2026
	** 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).
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FAQ

What equity awards did H2O America (HTO) CAO Kristen Johnson report?

Kristen Johnson reported new equity awards including 1,312 restricted stock units, 1,263 performance-based RSUs that vested after meeting ROE and TSR goals, and 145 deferred stock units from dividend equivalents, all tied to her ongoing service with H2O America.

How do Kristen Johnson’s 1,312 RSUs from H2O America (HTO) vest?

The 1,312 RSUs vest in three equal annual installments. Each installment depends on one additional year of continued service, so all units are scheduled to vest over a three-year period measured from the original grant date.

What performance goals triggered vesting of H2O America (HTO) 2023 RSUs?

The 2023 RSUs vested based on achieving return on equity and relative total shareholder return goals. Performance was measured over January 1, 2023 to December 31, 2025, with vesting also requiring Kristen Johnson’s continued service through December 31, 2025.

Why were 470 H2O America (HTO) shares disposed of in this Form 4?

The 470-share disposition reflects shares withheld for taxes, not an open-market sale. H2O America used 385 ROE-based RSU shares and 85 TSR-based RSU shares to satisfy applicable withholding taxes upon those awards vesting.

What are the 145 deferred stock units reported by H2O America (HTO) CAO?

The 145 deferred stock units come from dividend equivalent rights on earlier DSU grants. These rights accrue when H2O America pays dividends and will vest and settle under the same terms as the original DSUs from Connecticut Water Service, Inc.

How many H2O America (HTO) shares does Kristen Johnson hold after these transactions?

After the reported transactions, Kristen Johnson holds 7,777 common shares and 6,788 shares underlying RSUs, plus 145 deferred stock units, which together reflect her direct equity and equity-based interests in H2O America as described in the filing footnotes.