Equity award vests for NorthWestern Energy (NWE) controller amid tax withholding

Rhea-AI Filing Summary

NorthWestern Energy Group, Inc. Controller Jeffrey B. Berzina reported equity award activity involving company common stock. On 12/31/25, 938 shares were acquired upon vesting of performance units granted under the company’s 2023 Long-Term Incentive Program, using a reference price of $68.45 per share based on the 2/11/26 closing price approved by the Board. In a related tax-withholding disposition, 278 shares were surrendered to cover taxes due on the award. Following these transactions, Berzina directly owned 4,671 common shares, including amounts from participation in the company’s Employee Stock Purchase Plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Berzina Jeffrey B.

Role Controller

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	938	$68.45	$64K
Tax Withholding	Common Stock	278	$0.00	--

Holdings After Transaction: Common Stock — 4,949 shares (Direct)

Footnotes (1)

1. Shares acquired upon 12/31/25 vesting of performance units granted under the company's 2023 Long-Term Incentive Program. Share price is the closing share price on 2/11/26, the date when the company's Board of Directors approved payout and vesting of the award. Total shares owned includes shares acquired from participation in the company's Employee Stock Purchase Plan.

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^*

Berzina Jeffrey B.

(Last) (First) (Middle)

3010 W. 69TH STREET

(Street)

SIOUX FALLS SD 57108

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NorthWestern Energy Group, Inc. [ NWE ]

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

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

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		938(1)	A	$68.45(2)	4,949(3)	D
Common Stock	02/27/2026		F		278	D	$0	4,671	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. Shares acquired upon 12/31/25 vesting of performance units granted under the company's 2023 Long-Term Incentive Program.

2. Share price is the closing share price on 2/11/26, the date when the company's Board of Directors approved payout and vesting of the award.

3. Total shares owned includes shares acquired from participation in the company's Employee Stock Purchase Plan.

Remarks:

	Emily L. Folsom, by power of attorney	03/02/2026
	** 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 transactions did NorthWestern Energy (NWE) report for Jeffrey B. Berzina?

NorthWestern Energy reported that Controller Jeffrey B. Berzina received 938 common shares from vesting of performance units and had 278 shares withheld to cover taxes. These were equity award-related, not open-market trades, and left him with 4,671 directly owned shares.

Was the NorthWestern Energy (NWE) insider activity a stock purchase or sale?

The activity reflected an equity award vesting and tax withholding, not a traditional stock purchase or sale. Berzina acquired 938 shares through performance unit vesting, while 278 shares were disposed of to satisfy tax obligations tied to that award.

How many NorthWestern Energy (NWE) shares does Jeffrey B. Berzina own after this Form 4?

After the reported award vesting and tax withholding, Controller Jeffrey B. Berzina directly owns 4,671 NorthWestern Energy common shares. This total includes shares he has acquired through participation in the company’s Employee Stock Purchase Plan over time.

What plan governed the NorthWestern Energy (NWE) shares granted to Jeffrey B. Berzina?

The 938 shares were acquired upon vesting of performance units granted under NorthWestern Energy’s 2023 Long-Term Incentive Program. This program delivers share-based compensation to executives, with awards vesting after performance and time-based conditions are satisfied.

How was the share price determined for Jeffrey B. Berzina’s NorthWestern Energy (NWE) award?

The reference share price of $68.45 was the closing price on February 11, 2026, the date when NorthWestern Energy’s Board of Directors approved payout and vesting of the performance unit award that delivered 938 common shares to Berzina.

Did NorthWestern Energy (NWE) indicate tax withholding in Jeffrey B. Berzina’s Form 4?

Yes. The Form 4 shows a disposition of 278 common shares coded as a tax-withholding transaction. These shares were delivered to satisfy tax liabilities arising from the vesting and payout of the previously granted performance unit equity award.