Kravitz of Northwest Natural (NYSE: NWN) logs RSU tax withholding and tiny sale

Rhea-AI Filing Summary

Northwest Natural Holding Co (NWN) vice president Zachary D. Kravitz reported routine share dispositions tied mainly to tax withholding on equity awards. On March 5, 2026, a total of 1,144 common shares were withheld by the issuer at $52.53 per share to cover taxes on vested restricted stock units and performance shares. He also executed very small open-market sales totaling about 1.06 shares at the same price in connection with transferring whole shares between accounts. After these transactions, he directly owned 2,738 common shares, with additional indirect holdings credited to his deferred compensation and retirement savings plan accounts.

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^*

Kravitz Zachary D

(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)	X	Other (specify below)
	VP, Regulatory Affairs and		Resource Planning, NW Natural

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		F		207(1)	D	$52.53	3,676.0562	D
Common Stock	03/05/2026		F		937(2)	D	$52.53	2,739.0562	D
Common Stock	03/05/2026		S		0.531(3)	D	$52.53	2,738.5252	D
Common Stock	03/05/2026		S		0.5252(3)	D	$52.53	2,738	D
Common Stock								861.627	I	See Footnote(4)
Common Stock								385.643	I	See Footnote(5)

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 the issuer to cover withholding taxes on issuance of shares due to vesting of 285 restricted stock units (RSUs) with performance threshold, and vesting of 60 time-based RSUs. Organization and Executive Compensation Committee certification of satisfaction of the performance threshold and vesting for these restricted stock units was reported on Form 4 filed on February 27, 2026. The 60 time-based RSUs are part of 240 time-based RSUs that have been reported as shares beneficially owned by the reporting person since initially reported on the reporting person's Form 3 on August 4, 2022.

2. Shares were withheld by the issuer to cover withholding taxes on issuance of performance shares. Organization and Executive Compensation Committee certification of the payout of these performance shares was reported on Form 4 filed on February 27, 2026.

3. Disposition of fractional shares in connection with the transfer of whole shares between accounts directly held by the reporting person.

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

5. Shares held in the reporting persons account under the Northwest Natural Retirement K Savings Plan as of February 28, 2026.

	Molly J. Wilcox, Attorney-in-Fact	03/09/2026
	** 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.

FAQ

What did NWN executive Zachary Kravitz report in this Form 4?

Zachary D. Kravitz reported mostly tax-related share dispositions and tiny open-market sales of Northwest Natural Holding Co common stock. The activity stemmed from vesting of RSUs and performance shares and related tax withholding by the issuer at $52.53 per share.

How many NWN shares were withheld for taxes from Kravitz’s equity awards?

A total of 1,144 common shares of Northwest Natural Holding Co were withheld by the issuer to cover withholding taxes on vested restricted stock units and performance shares. These tax-withholding dispositions were priced at $52.53 per share according to the Form 4 details.

Did Zachary Kravitz sell Northwest Natural (NWN) shares on the market?

Yes. Kravitz reported very small open-market sales totaling about 1.06 common shares of Northwest Natural Holding Co at $52.53 per share. A footnote explains these involved disposition of fractional shares tied to transfers between directly held accounts.

How many NWN shares does Kravitz own directly after these transactions?

After the reported March 5, 2026 activity, Kravitz directly owned 2,738 common shares of Northwest Natural Holding Co. The Form 4 also shows additional indirect holdings credited to his deferred compensation and retirement savings plan accounts at earlier referenced dates.

What do the indirect NWN share holdings for Kravitz represent?

Indirect holdings reflect shares credited to Kravitz’s accounts under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives and the Northwest Natural Retirement K Savings Plan, including balances such as 861.6270 and 385.6430 shares as referenced in the footnotes.

Were these NWN Form 4 transactions mainly compensation-related?

Yes. The filing explains that most activity involved shares withheld to cover taxes on the issuance of vested restricted stock units and performance shares. Committee certification of performance thresholds and payouts had been reported in a prior February 27, 2026 Form 4.