Northwest Natural (NWN) director logs discretionary deferred stock transaction

Rhea-AI Filing Summary

Northwest Natural Holding Co director Mary E. Ludford reported a discretionary Form 4 transaction tied to deferred compensation. On this date, 512.847 shares of common stock at $50.19 per share were credited indirectly to her account under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives, bringing her reported indirect holdings to 4,377.282 shares.

Insights

Equity compensation and governance analyst

Routine deferred compensation share crediting with neutral investment signal.

The filing shows 512.847 common shares at $50.19 per share credited to an account for director Mary E. Ludford under a deferred compensation plan. The transaction is coded as a discretionary transaction under Rule 16b-3(f), not as an open-market buy or sell.

Because the shares are credited through Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives, this reflects compensation elections rather than active trading. After this entry, indirect holdings stand at 4,377.282 shares, indicating a relatively small, routine position adjustment.

The use of Rule 16b-3(f) and the plan framework suggests an administrative equity compensation event. The filing does not indicate derivative exercises, gifts, or tax-withholding dispositions, and it carries a neutral informational signal for outside investors.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ludford Mary E

Role null

Type	Security	Shares	Price	Value
I	Common Stock	512.847	$50.19	$26K

Holdings After Transaction: Common Stock — 4,377.282 shares (Indirect, See Footnote)

Footnotes (1)

1. The reporting transaction was effected pursuant to a written election under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives made on or about September 13, 2024. Shares have been credited to reporting person's account under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives.

Key Figures

Shares credited: 512.847 shares Price per share: $50.19 per share Holdings after transaction: 4,377.282 shares

3 metrics

Shares credited 512.847 shares Common Stock credited under Deferred Compensation Plan on May 7, 2026

Price per share $50.19 per share Value used for deferred compensation share crediting

Holdings after transaction 4,377.282 shares Indirect common stock holdings following the reported transaction

Key Terms

Deferred Compensation Plan, Rule 16b-3(f), indirect ownership

3 terms

Deferred Compensation Plan financial

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

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

Rule 16b-3(f) regulatory

"transaction_code_description: Discretionary transaction under Rule 16b-3(f)"

indirect ownership financial

"ownership_type: indirect; nature_of_ownership: See Footnote"

Form 4 Insider Transactions: What Each Field Means →

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^*

Ludford Mary E

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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	05/07/2026		I(1)		512.847	A	$50.19	4,377.282	I	See Footnote(2)

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. The reporting transaction was effected pursuant to a written election under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives made on or about September 13, 2024.

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

	Molly J. Wilcox, Attorney-in-Fact	05/11/2026
	** 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)

FAQ

What did Northwest Natural Holding (NWN) director Mary E. Ludford report on this Form 4?

Director Mary E. Ludford reported a discretionary transaction where 512.847 Northwest Natural common shares were credited to her account at $50.19 per share. The entry reflects activity under a deferred compensation plan rather than an open-market stock purchase or sale.

Was the Northwest Natural (NWN) Form 4 transaction a stock purchase or sale?

The Form 4 transaction is classified as a discretionary transaction under Rule 16b-3(f), not as a buy or sell. Shares were credited through a deferred compensation plan election, indicating equity-based compensation administration instead of open-market trading activity by the director.

How many Northwest Natural (NWN) shares were involved in Mary Ludford’s deferred compensation transaction?

The transaction involved 512.847 Northwest Natural common shares at $50.19 per share. These shares were credited indirectly to Mary Ludford’s account under a Deferred Compensation Plan for Directors and Executives pursuant to a prior written election dated around September 13, 2024.

What are Mary Ludford’s Northwest Natural (NWN) holdings after this Form 4 transaction?

Following the reported discretionary transaction, Mary Ludford’s indirect holdings total 4,377.282 Northwest Natural common shares. These shares are credited under the company’s Deferred Compensation Plan for Directors and Executives, reflecting equity compensation rather than direct, open-market investment changes.

What plan is referenced in Northwest Natural (NWN) director Mary Ludford’s Form 4 footnotes?

The footnotes reference Northwest Natural Gas Company’s Deferred Compensation Plan for Directors and Executives. They state that the transaction followed a written election made around September 13, 2024, and that shares have been credited to Mary Ludford’s account under this deferred compensation plan.