Director Anderson records tax-withholding stock dispositions at Northwest Natural (NYSE: NWN)

Rhea-AI Filing Summary

Northwest Natural Holding Co director David Hugo Anderson reported tax-related share dispositions of company stock. On March 5, 2026, a total of 9,591 Common Stock shares were withheld by the issuer at $52.53 per share to cover withholding taxes on vested restricted stock units and performance shares.

The Form 4 notes these are tax-withholding dispositions, not open-market trades. Following these entries, reported direct holdings include 61,103 shares and 55,259 shares of Common Stock in two direct ownership lines, and 8,886.773 shares credited indirectly under the company’s Deferred Compensation Plan for Directors and Executives.

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^*

ANDERSON DAVID HUGO

(Last) (First) (Middle)

250 SW TAYLOR ST

(Street)

PORTLAND OR 97204

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Northwest Natural Holding Co [ NWN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		F		3,747(1)	D	$52.53	61,103	D
Common Stock	03/05/2026		F		5,844(2)	D	$52.53	55,259	D
Common Stock								8,886.773	I	See Footnote(3)

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 were withheld by the issuer to cover withholding taxes on issuance of shares due to vesting of restricted stock units. Organization and Executive Compensation Committee certification of satisfaction of the performance threshold and vesting for these restricted stock units was reported on Form 4 filed on February 27, 2026.

2. Shares were withheld by the issuer to cover withholding taxes on issuance of performance shares. Organization and Executive Compensation Committee certification of the payout of these performance shares was reported on Form 4 filed on February 27, 2026.

3. Shares have been credited to the reporting persons account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives.

	Molly J. Wilcox, Attorney-in-Fact	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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 insider transaction did Northwest Natural (NWN) director David Hugo Anderson report?

David Hugo Anderson reported tax-withholding dispositions of Common Stock. On March 5, 2026, 9,591 shares were withheld by the issuer at $52.53 per share to satisfy withholding taxes on vested restricted stock units and performance share awards.

Were the NWN share dispositions by director Anderson open-market sales?

No, the NWN transactions were tax-withholding dispositions, not open-market sales. The issuer withheld shares to cover withholding taxes triggered by vesting of restricted stock units and performance shares, as described in the Form 4 footnotes.

How many Northwest Natural (NWN) shares were withheld for taxes in this Form 4?

A total of 9,591 Common Stock shares were withheld for taxes. The Form 4 shows 3,747 shares and 5,844 shares withheld at $52.53 per share to cover withholding taxes on equity awards that had vested.

What is David Hugo Anderson’s reported indirect ownership in NWN after the transactions?

The filing reports 8,886.773 NWN shares held indirectly. These shares are credited to the reporting person’s account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives, according to the referenced footnote.

How does the Form 4 describe the nature of the NWN tax-withholding transactions?

The Form 4 classifies them as tax-withholding dispositions. Using transaction code F, it explains that shares were delivered to the issuer to pay withholding taxes tied to the issuance of vested restricted stock units and performance shares.

What direct NWN share holdings are shown for Anderson after these dispositions?

The Form 4 shows two direct ownership lines after the dispositions. One entry lists 61,103 Common Stock shares following a transaction, and another lists 55,259 shares, both reported as directly owned positions in Northwest Natural Holding Co.