NWN insider 10b5-1 sale: 4,930 shares at $45 on 10/10/2025

Rhea-AI Filing Summary

Northwest Natural Holding Co (NWN) reported an insider transaction: Director Mr. Anderson sold 4,930 shares of common stock at $45 per share on 10/10/2025, executed under a Rule 10b5-1 trading plan established on September 16, 2024.

Following the sale, he beneficially owned 62,431 shares directly and 10,504.859 shares indirectly through the company’s Deferred Compensation Plan. The filing notes he retired from the CEO role effective April 1, 2025, and that 47,459 shares are not subject to his trading arrangement.

Insights

Corporate governance analyst

Planned insider sale tied to retirement; routine and neutral.

The filing records a director’s sale of 4,930 NWN shares at $45 on 10/10/2025 under a pre-established Rule 10b5-1 plan. Such plans automate trades and help reduce discretion, especially around transitions like retirement.

Post-transaction holdings are listed as 62,431 direct shares and 10,504.859 indirect via a deferred compensation plan. The note that 47,459 shares are not subject to the plan indicates additional holdings outside scheduled sales.

This is an administrative update of insider ownership. Proceeds accrue to the insider, not the company. Actual market impact, if any, depends on trading volume and holder decisions.

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).

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)
10/10/2025

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	10/10/2025		S(1)		4,930	D	$45	62,431	D
Common Stock								10,504.859	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. Transaction made pursuant to a Rule 10b5-1 trading plan established by the reporting person on September 16, 2024. As previously disclosed, Mr. Anderson retired from his position as CEO of NW Holdings and NW Natural, effective April 1, 2025. At the time the 10b5-1 Plan was established, Mr. Anderson held more than 8 times his annual salary in NW Holdings' stock; an amount greater than required by the NW Holdings' stock ownership requirements. This trading arrangement allows Mr. Anderson to periodically sell a portion of his NW Holdings common stock to diversify his holdings in connection with his retirement. As of the date of this filing, Mr. Anderson holds the following shares that are not subject to his trading arrangement: 47,459 shares of which 10,505 are held in Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Officers and 36,954 are held in his trust.

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	10/14/2025
	** 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.

FAQ

What insider transaction did NWN report?

A director, Mr. Anderson, sold 4,930 NWN common shares at $45 on 10/10/2025 under a Rule 10b5-1 plan.

Was the NWN insider sale under a Rule 10b5-1 plan?

Yes. The sale was made pursuant to a Rule 10b5-1 trading plan established on September 16, 2024.

How many NWN shares did the insider hold after the transaction?

He beneficially owned 62,431 shares directly and 10,504.859 shares indirectly through the Deferred Compensation Plan.

What is the insider’s current relationship to NWN?

He is a Director and previously retired as CEO effective April 1, 2025.

Are there shares not subject to the trading arrangement?

Yes. The filing states 47,459 shares are not subject to his trading arrangement.

Were any derivative securities reported?

No derivative securities were listed in the transaction table.