Northwest Natural VP has 341 shares withheld for taxes

Northwest Natural’s VP and CAO had shares withheld to pay taxes on vested restricted stock units, with direct and plan-based holdings reported.

Rhea-AI Filing Summary

Northwest Natural Holding Co (NWN) reported that officer Brody J. Wilson, VP, Treasurer, Controller & CAO, had 341 shares of Common Stock withheld on September 1, 2026 to cover tax liabilities arising from the vesting of time-based restricted stock units. The shares were valued at $49.07 per share for this withholding transaction, and Wilson now holds 13,606 shares directly, including 1,086 time-based restricted stock units scheduled to vest in one installment on September 1, 2027. Additional shares are held indirectly through a Deferred Compensation Plan and a Retirement K Savings Plan. No transactions were reported under a Rule 10b5-1 trading plan.

Insider Trade Summary

Tax Withholding: 341 shares

Tax Withholding 3 txns

Insider WILSON BRODY J

Role VP, Treas, Controller & CAO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	341	$49.07	$17K
holding	Common Stock F3	--	--	--
holding	Common Stock F4	--	--	--

Holdings After Transaction: Common Stock — 13,606 shares (Direct); Common Stock — 7,395.351 shares (Indirect, See Footnote)

Footnotes (4)

1. F1. Shares were withheld by Issuer to cover withholding taxes on issuance of shares due to vesting of time-based restricted stock units on September 1, 2026.
2. F2. Includes 1,086 time-based restricted stock units granted under Issuer's Long Term Incentive Plan. The restricted stock units vest in one installment on September 1, 2027.
3. F3. Shares have been credited to the reporting person's account under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives.
4. F4. Shares held in reporting person's account under Northwest Natural Gas Company's Retirement K Savings Plan as of August 31, 2026.

Key Figures

Shares withheld for taxes: 341 shares Tax withholding price per share: $49.07 per share Direct holdings after transaction: 13,606 shares +3 more

6 metrics

Shares withheld for taxes 341 shares Common Stock withheld on September 1, 2026 to cover tax liability from RSU vesting

Tax withholding price per share $49.07 per share Value used for the 341 shares withheld on September 1, 2026

Direct holdings after transaction 13,606 shares Direct Common Stock holdings of Brody J. Wilson following the September 1, 2026 withholding

Unvested time-based restricted stock units 1,086 units Time-based restricted stock units included in direct holdings, vesting September 1, 2027

RSU vesting date September 1, 2027 Scheduled vesting date for 1,086 time-based restricted stock units

Tax-withholding transaction date September 1, 2026 Date of the 341-share withholding transaction

Key Terms

time-based restricted stock units, Long Term Incentive Plan, Deferred Compensation Plan for Directors and Executives, Retirement K Savings Plan, +1 more

5 terms

time-based restricted stock units financial

"due to vesting of time-based restricted stock units on September 1, 2026"

Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.

Long Term Incentive Plan financial

"time-based restricted stock units granted under Issuer's Long Term Incentive Plan"

A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

Deferred Compensation Plan for Directors and Executives financial

"credited to the reporting person's account under Northwest Natural Gas Company's Deferred Compensation Plan"

Retirement K Savings Plan financial

"held in reporting person's account under Northwest Natural Gas Company's Retirement K Savings Plan"

Rule 10b5-1 regulatory

"No transactions were reported under a Rule 10b5-1 trading plan"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What transaction did NWN officer Brody J. Wilson report on this Form 4?

He reported a withholding of 341 shares of Northwest Natural Holding Co Common Stock on September 1, 2026 to cover tax liabilities from vested time-based restricted stock units, rather than an open-market purchase or sale.

At what price were the 341 NWN shares withheld for taxes?

The 341 shares were valued at $49.07 per share for the tax-withholding transaction related to the vesting of time-based restricted stock units on September 1, 2026.

How many NWN shares does Brody J. Wilson hold directly after this transaction?

After the September 1, 2026 withholding, Brody J. Wilson directly holds 13,606 shares of Northwest Natural Holding Co Common Stock, which includes 1,086 time-based restricted stock units that are not yet vested.

When do Brody J. Wilson’s remaining restricted stock units in NWN vest?

The remaining 1,086 time-based restricted stock units granted under Northwest Natural’s Long Term Incentive Plan are scheduled to vest in one installment on September 1, 2027.

Does this NWN Form 4 indicate any trades under a Rule 10b5-1 plan?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for the September 1, 2026 tax-withholding transaction in Northwest Natural Holding Co stock.

What indirect holdings of NWN stock does Brody J. Wilson report?

He reports indirect holdings of Common Stock credited to his account under Northwest Natural Gas Company’s Deferred Compensation Plan for Directors and Executives and shares held in his account under the company’s Retirement K Savings Plan as of August 31, 2026.

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Available on EDGAR 09/03/2026 - 05:43 PM Accepted by SEC EDGAR 09/03/2026 - 05:36 PM Learn about SEC filing dates

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^*

WILSON BRODY J

(Last) (First) (Middle)

250 SW TAYLOR ST

(Street)

PORTLAND OREGON 97204

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Treas, Controller & CAO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	09/01/2026		F		341(1)	D	$49.07	13,606(2)	D
Common Stock								7,181.954	I	See Footnote(3)
Common Stock								213.397	I	See Footnote(4)

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 Issuer to cover withholding taxes on issuance of shares due to vesting of time-based restricted stock units on September 1, 2026.

2. Includes 1,086 time-based restricted stock units granted under Issuer's Long Term Incentive Plan. The restricted stock units vest in one installment on September 1, 2027.

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

4. Shares held in reporting person's account under Northwest Natural Gas Company's Retirement K Savings Plan as of August 31, 2026.

	Molly J. Wilcox, Attorney-in-Fact	09/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)