What performance conditions triggered David A. Weber’s Northwest Natural (NWN) share awards?

For the 1,104 shares, satisfaction of the 2025 performance threshold under restricted stock unit awards triggered issuance. For the 1,962 shares, satisfaction of performance goals for the 2023–2025 performance share award period triggered issuance, following certification by the Organization and Executive Compensation Committee.

Does this Northwest Natural (NWN) Form 4 show any insider share sales by David A. Weber?

No insider sales are reported for David A. Weber in this Form 4. The transactions reflect grants or issuances of Northwest Natural common stock as equity compensation awards, not disposals, with no reported sell transactions or cash proceeds from open-market selling activity in the disclosed data.

Northwest Natural (NWN) VP receives 3,066 performance-based stock awards

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Northwest Natural Holding Co VP, Gas Supply David A. Weber received equity awards tied to company performance. On February 25, 2026, he acquired 1,104 common shares at $0.00 per share from a 2025 restricted stock unit award after performance thresholds were certified.

On the same date, he also acquired 1,962 common shares at $0.00 per share from a 2023–2025 performance share award after the Organization and Executive Compensation Committee certified the payout level. Indirect holdings include shares credited under a deferred compensation plan and a Retirement K Savings Plan as of February 13, 2026.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Weber David A.

Role VP, Gas Supply

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,104	$0.00	--
Grant/Award	Common Stock	1,962	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,370.604 shares (Direct); Common Stock — 2,235.088 shares (Indirect, See Footnote)

Footnotes (1)

Shares are issuable as a result of satisfaction of the performance threshold for 2025 under restricted stock unit awards. Organization and Executive Compensation Committee certification of the satisfaction of the performance threshold occurred on the transaction date. Shares are issuable as a result of satisfaction of performance goals for 2023-2025 under a performance share award. Organization and Executive Compensation Committee certification of the award payout level occurred on the transaction date. Shares have been credited to the reporting persons account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives. Shares held in reporting persons account under the Northwest Natural Gas Company Retirement K Savings Plan as of February 13, 2026.

Form 4 Insider Transactions: What Each Field Means →

02/27/2026 - 04:46 PM

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^*

Weber David A.

(Last)

(First)

(Middle)

250 SW TAYLOR ST

(Street)

PORTLAND

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)

	Director		10% Owner
X	Officer (give title below)	X	Other (specify below)
	VP, Gas Supply		NW Natural

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/25/2026		A		1,104⁽¹⁾	A	$0.00	1,370.604	D
Common Stock	02/25/2026		A		1,962⁽²⁾	A	$0.00	3,332.604	D
Common Stock								2,235.088	I	See Footnote⁽³⁾
Common Stock								21,877.61	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares are issuable as a result of satisfaction of the performance threshold for 2025 under restricted stock unit awards. Organization and Executive Compensation Committee certification of the satisfaction of the performance threshold occurred on the transaction date.

2. Shares are issuable as a result of satisfaction of performance goals for 2023-2025 under a performance share award. Organization and Executive Compensation Committee certification of the award payout level occurred on the transaction date.

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

4. Shares held in reporting persons account under the Northwest Natural Gas Company Retirement K Savings Plan as of February 13, 2026.

	Molly J. Wilcox, Attorney-in-Fact	02/27/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Northwest Natural (NWN) executive David A. Weber report in this Form 4?

David A. Weber reported receiving additional Northwest Natural common shares through equity awards. The shares were issued at no cost after performance objectives were certified, reflecting the vesting and payout of previously granted restricted stock units and performance share awards tied to multi-year performance periods.

How many Northwest Natural (NWN) shares did David A. Weber acquire through awards?

David A. Weber acquired 1,104 common shares from a 2025 restricted stock unit award and 1,962 common shares from a 2023–2025 performance share award. Both awards became issuable when the Organization and Executive Compensation Committee certified that related performance thresholds and payout levels were satisfied.

Were David A. Weber’s new Northwest Natural (NWN) shares open-market purchases?

No, the reported Northwest Natural shares were not open-market purchases. They were issued at a price of $0.00 per share as equity compensation, becoming issuable only after the company’s compensation committee certified that specific performance thresholds and goals for the awards had been met.

What indirect Northwest Natural (NWN) holdings does David A. Weber report?

Indirect holdings include shares credited to his account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives, and shares held in his account under the Northwest Natural Gas Company Retirement K Savings Plan, with balances referenced as of February 13, 2026, in the filing footnotes.