CFO at Northwest Natural (NWN) gains 1,689 performance shares

Rhea-AI Filing Summary

Northwest Natural Holding Co reported that its SVP & Chief Financial Officer, Raymond J. Kaszuba III, acquired 1,689 shares of common stock on a grant/award basis. These shares became issuable when a 2025 performance threshold under restricted stock unit awards was certified as satisfied on the transaction date.

Following this award, his directly held common stock totaled 8,741 shares. His holdings also include 5,210 time-based restricted stock units granted under the company’s Long Term Incentive Plan, which are scheduled to vest in two equal installments on September 1, 2026 and September 1, 2027.

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^*

Kaszuba Raymond J III

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Financial Officer

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/25/2026		A		1,689(1)	A	$0.00	8,741(2)	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 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. Includes 5,210 time-based restricted stock units granted under the Long Term Incentive Plan of the Issuer. The restricted stock units vest in two equal installments on each of September 1, 2026 and 2027.

	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).
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FAQ

What insider transaction did NWN report for Raymond J. Kaszuba III?

Northwest Natural Holding Co reported that SVP & CFO Raymond J. Kaszuba III acquired 1,689 common shares through a grant related to restricted stock units. The shares became issuable after a 2025 performance threshold was certified as satisfied on the transaction date.

Was the NWN CFO’s Form 4 transaction a market purchase or a grant?

The transaction was a grant-related acquisition, not a market purchase. The 1,689 shares became issuable when a 2025 performance threshold under restricted stock unit awards was certified, and the reported price per share was zero dollars.

How many NWN shares does the CFO hold after this Form 4 transaction?

After the transaction, SVP & CFO Raymond J. Kaszuba III directly held 8,741 shares of Northwest Natural Holding Co common stock. This total reflects the addition of 1,689 shares issuable from satisfying the 2025 restricted stock unit performance threshold.

What restricted stock units does the NWN CFO currently have outstanding?

The filing states that Raymond J. Kaszuba III holds 5,210 time-based restricted stock units under Northwest Natural’s Long Term Incentive Plan. These units are scheduled to vest in two equal installments on September 1, 2026 and September 1, 2027, subject to plan terms.

How was the 2025 performance threshold related to NWN’s restricted stock units handled?

The performance threshold for 2025 under restricted stock unit awards was certified as satisfied by the Organization and Executive Compensation Committee. On that certification date, 1,689 shares became issuable to SVP & CFO Raymond J. Kaszuba III and were reported as an acquisition.

When will the NWN CFO’s time-based restricted stock units vest?

The filing indicates that 5,210 time-based restricted stock units held by the NWN CFO will vest in two equal installments. The scheduled vesting dates are September 1, 2026 and September 1, 2027, according to the Long Term Incentive Plan terms.