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Northwestern Corp SEC Filings

NWE NASDAQ

Welcome to our dedicated page for Northwestern SEC filings (Ticker: NWE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The NorthWestern Energy Group, Inc. (NWE) SEC filings page brings together the company’s official disclosures as a regulated electric and natural gas utility. NorthWestern Energy, doing business as NorthWestern Energy, serves customers in Montana, South Dakota, Nebraska, and Yellowstone National Park, and its filings provide detailed insight into how it finances, operates, and governs this regulated utility business.

Investors can review Form 10-K annual reports and Form 10-Q quarterly reports for information on segment operations, electric and natural gas utility revenues, cost structures, regulatory environments, capital investment plans, and risk factors. These reports explain how rate reviews, environmental regulations, and legislative developments affect the company’s financial position and results.

NorthWestern Energy’s Form 8-K current reports are particularly important for tracking material events. Recent 8-K filings describe items such as the Agreement and Plan of Merger with Black Hills Corporation, term loan amendments, bond issuances by subsidiary NorthWestern Corporation, quarterly earnings announcements and guidance, and executive transitions. These filings outline key terms of financing arrangements, merger conditions, and other corporate actions.

Filings related to debt offerings, including Montana First Mortgage Bonds, detail maturity dates, interest rates, covenants, and intended uses of proceeds, such as funding capital expenditures, working capital, and general corporate purposes. Credit agreements and term loans are described with information on covenants, interest calculations, and events of default.

Users can also access proxy materials and governance-related filings, which provide information on board structure, executive compensation programs, and change-in-control arrangements that are relevant in the context of the pending merger with Black Hills Corporation.

Stock Titan enhances these documents with AI-powered summaries that highlight the most important points from lengthy filings, helping readers quickly understand earnings drivers, regulatory developments, financing terms, and merger provisions. Real-time updates from EDGAR ensure that new 10-Ks, 10-Qs, 8-Ks, and other forms are available as soon as they are filed, while specialized views of Form 4 insider transaction reports allow users to monitor trading activity by NorthWestern Energy’s officers and directors.

Rhea-AI Summary

NorthWestern Energy Group VP and CFO Crystal Dawn Lail reported equity compensation activity in the company’s common stock. She acquired 1,260 shares as a grant/award tied to vesting of performance units, and 29 shares were disposed of to cover tax withholding. Following these transactions, she directly owns 30,401 shares, including deferred share units issuable after her service ends.

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NorthWestern Energy Group, Inc. executive Bobbi L. Schroeppel, VP – HR, Customer Care and Corporate Communications, reported equity-related transactions in company common stock. On February 24, 2026, she acquired 1,335 shares of common stock at $68.45 per share through a grant/award acquisition tied to the December 31, 2025 vesting of performance units under the company’s 2020 Executive Retirement-Retention Plan.

A separate transaction on the same date shows a disposition of 31 shares to satisfy tax withholding obligations by delivering securities. Following these transactions, her directly owned common stock totaled 36,664 shares. Footnotes state that total holdings include shares from the Employee Stock Purchase Plan, dividend reinvestment, and underlying deferred share units that will be issued after termination of service, and that the grant’s share price reflects the closing price on February 11, 2026 when the Board approved payout and vesting.

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NorthWestern Energy Group VP Michael R. Cashell reported equity award activity involving company common stock. On a grant dated February 24, 2026, he acquired 1,329 shares through vesting of performance units under the company’s 2020 Executive Retirement-Retention Plan, valued using the $68.45 closing price from February 11, 2026.

In a related move, 31 shares were disposed of to satisfy tax withholding obligations rather than through an open-market sale. After these transactions, his directly held common stock position was 25,652 shares, which also reflects deferred shares and dividend reinvestment as described in the footnotes.

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NorthWestern Energy Group VP and General Counsel Shannon Heim reported equity compensation activity in company common stock. Heim acquired 148 shares as a grant tied to the 12/31/25 vesting of performance units from the company’s 2023 Long-Term Incentive Program, valued at $68.45 per share based on the 2/11/26 closing price when the Board approved the payout. In a related tax-withholding disposition, 11 shares were surrendered to cover tax obligations. After these transactions, Heim directly owns 6,869 common shares, a figure that also reflects participation in the Employee Stock Purchase Plan, dividend reinvestment, and underlying deferred share units issuable after termination of service.

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NorthWestern Energy Group, Inc. executive John D. Hines, VP – Energy Supply & MT Gov, reported equity compensation activity in company common stock. He acquired 2,474 shares on February 24, 2026 as a grant/award tied to performance units under the 2023 Long-Term Incentive Program.

A footnote explains these shares were acquired upon December 31, 2025 vesting of performance units, valued using the $68.45 closing share price on February 11, 2026, when the board approved payout and vesting. To cover taxes, 57 shares were disposed of through a tax-withholding transaction, leaving Hines with 41,016 directly held shares, including deferred share units issuable after his service ends.

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NorthWestern Energy Group, Inc. approved a 2026 annual cash incentive plan and a 2026 long-term equity incentive program for executives and other employees. The short-term plan pays cash bonuses for 2026 based on individual performance and company results in net income, safety, reliability, and customer satisfaction, with financial performance weighted at 55% and the other three categories at 15% each.

Executive targets under the 2026 cash plan range up to 100% of base salary for the CEO, with lower percentages for other named officers. The long-term program grants restricted share units sized as a percentage of salary, with CEO targets at 325% of base salary and three other named officers between 65% and 150%. These RSUs generally vest on December 31, 2028, subject to continued employment, with accelerated vesting on certain change in control, death, disability, retirement, or qualifying involuntary termination events and specific provisions that exclude the pending merger with Black Hills Corporation from the standard change in control definition.

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NorthWestern Energy Group reported mixed 2025 results, with diluted GAAP EPS falling to $2.94 from $3.65 as net income declined to $181.1 million from $224.1 million, mainly from higher expenses, including a $30.9 million non-cash regulatory disallowance and merger-related costs.

On an adjusted basis, diluted non-GAAP EPS rose to $3.58 from $3.40, helped by higher base rates, electric transmission revenue, and natural gas transportation and retail volumes, as total revenues increased to $1,610.6 million from $1,513.9 million. Consolidated operating income edged up to $325.8 million from $323.3 million.

The company initiated 2026 non-GAAP EPS guidance of $3.68–$3.83 per diluted share, affirmed a long-term 4%–6% EPS growth target, approved a 1.5% dividend increase to $0.67 per quarter, and outlined a $3.2 billion 2026–2030 capital plan. It also advanced its all-stock merger of equals with Black Hills Corporation and completed acquisitions of additional Colstrip generation interests to support resource adequacy and future large-load and data center growth.

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NorthWestern Energy Group files its annual report describing a regulated electric and gas utility serving about 850,300 customers in Montana, South Dakota, Nebraska and Yellowstone National Park. The company operates integrated generation, transmission and distribution systems, including hydro, coal and natural gas plants plus wind resources.

A pending all-stock merger of equals with Black Hills Corporation would convert each NorthWestern share into 0.98 Black Hills shares, creating a larger combined utility to be renamed Bright Horizon Energy. NorthWestern emphasizes regulatory oversight, rate-base driven earnings and extensive environmental and safety compliance obligations.

The company targets Net-Zero Scope 1 and 2 emissions by 2050 and reports that roughly 52% of its 2025 electric portfolio from owned and long-term resources was carbon-free. Recent projects include the 175 MW Yellowstone County Generating Station, additional Colstrip ownership and planned new natural gas units to support capacity needs and reliability.

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Rhea-AI Summary

NorthWestern Energy Group and Black Hills Corporation plan an all-stock merger that will combine two regulated electric and gas utilities into a single company referred to as “Newco.” River Merger Sub, a Black Hills subsidiary, will merge into NorthWestern, which will then become a wholly owned subsidiary of Black Hills.

NorthWestern shareholders will receive 0.98 share of Black Hills common stock for each NorthWestern share, with no appraisal rights. Both companies will hold virtual special meetings on April 2, 2026 to approve the Merger Agreement and related charter changes, including a large increase in Black Hills’ authorized shares and indebtedness limits. The boards of both companies unanimously recommend voting in favor of the merger proposals, which are also conditioned on multiple federal and state regulatory approvals and on the merger qualifying as a tax-free reorganization under Section 368(a) of the Internal Revenue Code.

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Black Hills Corporation reviewed a strong 2025 and outlined its outlook while updating progress on its planned merger with NorthWestern Energy. The company delivered GAAP EPS of $3.98, or $4.10 adjusted, up 5% from $3.91 in 2024, driven by $0.95 per share of new rates and rider recovery plus customer growth, which offset higher O&M, interest and depreciation.

Management introduced 2026 adjusted EPS guidance of $4.25–$4.45, implying 6% growth at the midpoint, and reaffirmed a long-term 4%–6% EPS growth target with confidence in the upper half. The company highlighted a $4.7 billion capital plan focused on safety, reliability and growth, including the 260‑mile Ready Wyoming transmission project and the 99‑MW Lange II gas plant, plus a 50‑MW Colorado battery project for 2027.

Black Hills emphasized a data center pipeline of more than 3 gigawatts, with Microsoft and Meta expected to reach about 600 MW of load by 2030, which management expects to contribute more than 10% of consolidated EPS starting in 2028. The company also noted 56 consecutive years of dividend increases and said it aims to close the NorthWestern Energy merger in the second half of the year, following joint regulatory applications and an S‑4 filing with shareholder votes planned for early April.

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FAQ

How many Northwestern (NWE) SEC filings are available on StockTitan?

StockTitan tracks 80 SEC filings for Northwestern (NWE), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Northwestern (NWE)?

The most recent SEC filing for Northwestern (NWE) was filed on February 25, 2026.