Was the Northwest Natural (NWN) CEO’s share transaction a purchase or sale?

The filing shows a purchase. CEO Justin Palfreyman executed an open-market buy of 1,225 Northwest Natural common shares coded as “P,” which denotes a purchase in the SEC’s transaction code system for Form 4 insider reports.

Northwest Natural (NWN) CEO adds 1,225 shares in open-market buy

Filing Impact

(Neutral)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

Northwest Natural Holding Co President & CEO Justin Palfreyman bought 1,225 shares of common stock in an open-market transaction. He paid $48.75 per share on May 7, 2026, increasing his direct ownership to 22,165 shares.

An additional 6,286 shares are held indirectly, credited to his account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives.

Insider Trade Summary

Net Buyer: 1,225 shares ($59,719)

Net Buy 2 txns

Insider Palfreyman Justin

Role President & CEO

Bought 1,225 shs ($60K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	1,225	$48.75	$60K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 22,165 shares (Direct, null); Common Stock — 6,286 shares (Indirect, See Footnote)

Footnotes (1)

This transaction was executed in multiple trades on the reported date with prices ranging from $48.73 to $48.75 resulting in an average price of $48.75. Northwest Natural Holding Company (Issuer) will provide upon request by the Commission staff or a security holder of the Issuer full information regarding the number of shares purchased at each separate transaction. Shares have been credited to the reporting persons account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives.

Key Figures

Shares purchased: 1,225 shares Purchase price: $48.75 per share Direct holdings after transaction: 22,165 shares +1 more

4 metrics

Shares purchased 1,225 shares Open-market buy on May 7, 2026

Purchase price $48.75 per share Average price for the reported trades

Direct holdings after transaction 22,165 shares Common stock directly owned by CEO after purchase

Indirect deferred plan shares 6,286 shares Credited under Deferred Compensation Plan for Directors and Executives

Key Terms

open-market purchase, Deferred Compensation Plan, indirect ownership, Form 4

4 terms

open-market purchase financial

"bought 1,225 shares of common stock in an open-market transaction"

An open-market purchase is when an investor or a company buys shares on a public stock exchange at the going market price, rather than through a private deal. It matters to investors because these purchases change how many shares are available, can push the stock price up or signal confidence from large buyers, and often affect per-share metrics like earnings—think of it like someone buying lots of apples off a grocery shelf, reducing supply and potentially raising the price.

Deferred Compensation Plan financial

"credited to the reporting persons account under the Northwest Natural Gas Company Deferred Compensation Plan"

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.

indirect ownership financial

"An additional 6,286 shares are held indirectly, credited to his account"

Form 4 regulatory

"as detailed in the accompanying Form 4 footnote"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/07/2026 - 06:12 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^*

Palfreyman Justin

(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
X	Officer (give title below)	Other (specify below)
	President & CEO

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)
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	05/07/2026		P		1,225	A	$48.75⁽¹⁾	22,165	D
Common Stock								6,286	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)
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. This transaction was executed in multiple trades on the reported date with prices ranging from $48.73 to $48.75 resulting in an average price of $48.75. Northwest Natural Holding Company (Issuer) will provide upon request by the Commission staff or a security holder of the Issuer full information regarding the number of shares purchased at each separate transaction.

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

	Molly J. Wilcox, Attorney-in-Fact	05/07/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Northwest Natural (NWN) report for its CEO?

Northwest Natural reported that President & CEO Justin Palfreyman bought 1,225 common shares in an open-market transaction at $48.75 per share. This filing shows a direct increase in his personal share ownership on May 7, 2026.

How many Northwest Natural (NWN) shares does the CEO own after this Form 4?

After the reported purchase, CEO Justin Palfreyman directly holds 22,165 Northwest Natural common shares. He also has 6,286 shares held indirectly through credits to his account under the company’s Deferred Compensation Plan for Directors and Executives.

At what price did the Northwest Natural (NWN) CEO buy shares?

The CEO’s open-market purchase was executed at an average price of $48.75 per share, with individual trades ranging from $48.73 to $48.75. These trades occurred on May 7, 2026, as detailed in the accompanying Form 4 footnote.

What does indirect ownership mean in this Northwest Natural (NWN) Form 4?

Indirect ownership in this filing refers to 6,286 shares credited to the CEO’s account under the Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives. These shares are reported separately from his 22,165 directly held common shares.