RSU grant and tax withholding for MDU (NYSE: MDU) executive Johnson

Rhea-AI Filing Summary

MDU Resources Group executive Rob L. Johnson, President-WBI, reported equity compensation and related tax withholding transactions in company stock. He received a grant of 5,830 restricted stock units, which will vest on December 31, 2028, if he remains employed through that date. A prior award led to 15,981 net shares vesting on December 31, 2025.

To cover tax liabilities from that 2025 vesting, 10,630 shares of common stock were withheld at a price of $20.36, equal to the closing price on February 18, 2026. After these events, he directly holds 82,665 shares of common stock and has an additional 43,947.0695 shares held indirectly in a 401(k) plan by a trustee.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Johnson Rob L.

Role President-WBI

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	10,630	$20.36	$216K
Grant/Award	Common Stock	5,830	$0.00	--
holding	Common Stock - 401(k)	--	--	--

Holdings After Transaction: Common Stock — 82,665 shares (Direct); Common Stock - 401(k) — 43,947.07 shares (Indirect, By Trustee)

Footnotes (1)

1. Represents restricted stock units (RSUs) that will vest on December 31, 2028, subject to the reporting person's continued employment through the vesting date. Including 15,981 net shares, which vested on December 31, 2025. Shares withheld in payment of tax liability in connection with the vesting of a previously reported award of RSUs, which vested December 31, 2025. Price is equal to the closing price of a share of Common Stock on February 18, 2026.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Johnson Rob L.

(Last) (First) (Middle)

1200 WEST CENTURY AVENUE

(Street)

BISMARCK ND 58503

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MDU RESOURCES GROUP INC [ MDU ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President-WBI

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		A(1)		5,830	A	$0.0000	93,295(2)	D
Common Stock	02/18/2026		F(3)		10,630	D	$20.36(4)	82,665(2)	D
Common Stock - 401(k)								43,947.0695	I	By Trustee

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 restricted stock units (RSUs) that will vest on December 31, 2028, subject to the reporting person's continued employment through the vesting date.

2. Including 15,981 net shares, which vested on December 31, 2025.

3. Shares withheld in payment of tax liability in connection with the vesting of a previously reported award of RSUs, which vested December 31, 2025.

4. Price is equal to the closing price of a share of Common Stock on February 18, 2026.

	Anthony D. Foti, Attorney-in-Fact for Rob L. Johnson	02/19/2026
	** 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.