H2O America (HTO) CFO reports 200 shares withheld for taxes in Form 4

Rhea-AI Filing Summary

H2O America CFO and Treasurer Ann P. Kelly reported a routine equity transaction related to restricted stock unit (RSU) vesting. On January 2, 2026, 200 shares of H2O America common stock were withheld at a price of $49.25 per share to satisfy applicable tax withholding obligations triggered by RSUs vesting under a Restricted Stock Unit Issuance Agreement dated January 2, 2025.

The underlying RSU grant had been disclosed previously, and the actual issuance of shares upon vesting is not treated as a new reportable transaction here. Following this tax withholding event, Kelly beneficially owns 8,357 shares of H2O America common stock, consisting of 1,947 shares of common stock and 6,410 shares of common stock underlying RSUs that will vest and become issuable in accordance with their terms.

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^*

Kelly Ann P

(Last) (First) (Middle)

110 W TAYLOR ST

(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)
	CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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	01/02/2026		F		200(1)	D	$49.25	8,357(2)	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 200 shares of the issuer's common stock (Common Stock) withheld in satisfaction of applicable withholding taxes upon the vesting of certain shares of Common Stock that became issuable on January 2, 2026 pursuant to the terms of the Restricted Stock Unit Issuance Agreement between the reporting person and the issuer dated January 2, 2025. The shares underlying such restricted stock units (RSUs) were previously reported as Table I securities at the time the RSUs were granted. Accordingly, the issuance of such shares is not a reportable transaction on this Form 4.

2. Represents 1,947 shares of Common Stock and 6,410 shares of Common Stock underlying RSUs which will vest and become issuable in accordance with their terms.

Remarks:

	/s/ Marisa Joss Attorney-in-Fact for Ann P. Kelly	01/06/2026
	** 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).
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 insider transaction did H2O America (HTO) report for its CFO?

H2O America reported that CFO and Treasurer Ann P. Kelly had 200 shares of common stock withheld on January 2, 2026 to satisfy tax withholding obligations arising from the vesting of restricted stock units (RSUs).

Was the H2O America CFO’s Form 4 transaction an open-market sale?

No. The 200 shares were withheld for taxes in connection with RSU vesting at a price of $49.25 per share. The filing explains this was to satisfy applicable withholding taxes, not a discretionary open-market sale.

How many H2O America (HTO) shares does the CFO own after this transaction?

After the reported tax withholding, Ann P. Kelly beneficially owns 8,357 shares of H2O America common stock, including 1,947 shares of common stock and 6,410 shares of common stock underlying RSUs that will vest and become issuable under their terms.

What is the role of Ann P. Kelly at H2O America (HTO)?

Ann P. Kelly is an officer of H2O America, serving as the company’s CFO and Treasurer, as indicated in the filing.

Why isn’t the RSU share issuance itself reported as a separate transaction on this Form 4?

The filing notes that the shares underlying the RSUs were previously reported when the RSUs were granted. As a result, the issuance of those shares upon vesting is not treated as a separate reportable transaction on this Form 4; only the 200 shares withheld for taxes are reported.

Are the CFO’s remaining RSUs in H2O America fully vested?

No. The footnotes state that 6,410 shares of common stock are underlying RSUs that will vest and become issuable in accordance with their terms, meaning they are scheduled to vest over time under the existing RSU agreements.