Northwest Natural Holding (NWN) counsel reports fractional stock sales, updates plan holdings

Rhea-AI Filing Summary

Northwest Natural Holding Co’s General Counsel, CCO and Senior Vice President of Regulation reported small stock transactions involving fractional shares. On 12/22/2025, she executed two sale transactions in the company’s common stock, disposing of 0.3365 and 0.787 shares at a price of $46.9 per share. The filing explains that these dispositions were due to the sale of fractional shares in connection with the transfer of whole shares between accounts she directly holds.

Following these transactions, she directly owned 28,458.787 shares of common stock. She also indirectly held 16,004.178 shares credited to her account under Northwest Natural Gas Company’s Deferred Compensation Plan for Directors and Executives and 662.807 shares in the company’s Retirement K Savings Plan as of December 19, 2025.

Insider Trade Summary

Net Seller: 1.124 shares ($53)

Net Sell 4 txns

Insider Saathoff MardiLyn

Role Gen'l Counsel, CCO & SVP, Reg

Sold 1.124 shs ($52.69)

Type	Security	Shares	Price	Value
Sale	Common Stock	0.337	$46.90	$15.78
Sale	Common Stock	0.787	$46.90	$36.91
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 28,458.787 shares (Direct); Common Stock — 16,004.178 shares (Indirect, See Footnote)

Footnotes (1)

1. Disposition was due to the sale of fractional shares in connection with the transfer of whole shares between accounts directly held by the reporting person. Shares have been credited to the reporting person?s account under Northwest Natural Gas Company?s Deferred Compensation Plan for Directors and Executives. Shares held in reporting persons account under Northwest Natural Gas Company's Retirement K Savings Plan as of December 19, 2025. Shares held in Ms. Saathoff's Retirement K Savings Plan Account were inadvertently omitted from previous Form 4 filings.

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^*

Saathoff MardiLyn

(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)
	Gen'l Counsel, CCO & SVP, Reg

3. Date of Earliest Transaction (Month/Day/Year)
12/22/2025

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	12/22/2025		S		0.3365(1)	D	$46.9	28,458.787	D
Common Stock	12/22/2025		S		0.787(1)	D	$46.9	28,458	D
Common Stock								16,004.178	I	See Footnote(2)
Common Stock								662.807	I	See Footnote(3)

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. Disposition was due to the sale of fractional shares in connection with the transfer of whole shares between accounts directly held by the reporting person.

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

3. Shares held in reporting persons account under Northwest Natural Gas Company's Retirement K Savings Plan as of December 19, 2025. Shares held in Ms. Saathoff's Retirement K Savings Plan Account were inadvertently omitted from previous Form 4 filings.

	Molly J. Wilcox, Attorney-in-Fact	12/23/2025
	** 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 Northwest Natural Holding Co (NWN) report?

The company reported that its General Counsel, Chief Compliance Officer and Senior Vice President of Regulation sold very small fractional amounts of common stock, specifically 0.3365 and 0.787 shares, as part of adjusting holdings between her accounts.

At what price were the Northwest Natural Holding Co (NWN) shares sold in this Form 4?

The two fractional share sales of Northwest Natural Holding Co common stock were executed at a price of $46.9 per share.

Why were fractional shares of Northwest Natural Holding Co (NWN) sold?

The filing states that the disposition was due to the sale of fractional shares in connection with the transfer of whole shares between accounts directly held by the reporting person.

How many Northwest Natural Holding Co (NWN) shares does the insider now hold directly?

After the reported transactions, the insider directly owned 28,458.787 shares of Northwest Natural Holding Co common stock.

What indirect holdings in Northwest Natural Holding Co (NWN) does the insider report?

The insider reports 16,004.178 shares credited under the Deferred Compensation Plan for Directors and Executives and 662.807 shares in the Retirement K Savings Plan as of December 19, 2025.

What correction does this Northwest Natural Holding Co (NWN) Form 4 disclose about prior filings?

The filing notes that shares held in the insider’s Retirement K Savings Plan account were inadvertently omitted from previous filings and are now included at 662.807 shares as of December 19, 2025.