NWN director logs 1,014-share deferred stock credit

Northwest Natural Holding Co director Karen Lee reported a discretionary stock transaction under a deferred compensation plan.

Rhea-AI Filing Summary

Northwest Natural Holding Co director Karen Lee reported a discretionary stock transaction under a deferred compensation plan. On May 7, 2026, 1,014.422 shares of common stock at $50.19 per share were credited to her account under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives.

The transaction is classified as an indirect holding and as a discretionary transaction under Rule 16b-3(f). It was effected pursuant to a written election made on or about June 1, 2021 that was intended to satisfy then-current Rule 10b5-1 and has not been changed since. After this credit, Lee's indirect holdings total 22,710.039 shares of common stock.

Insider Trade Summary

Discretionary: 1,014.422 shares

Discretionary 1 txn

Insider Lee Karen

Role Director

Type	Security	Shares	Price	Value
Discretionary	Common Stock	1,014.422	$50.19	$51K

Holdings After Transaction: Common Stock — 22,710.039 shares (Indirect, See Footnote)

Footnotes (2)

1. F1. 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 June 1, 2021. At the time made, the election was intended to satisfy the then-current Rule 10b5-1. The election has not been entered into, modified or terminated since the original election date.
2. F2. Shares have been credit to reporting person's account under Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives.

Key Figures

Shares credited: 1,014.422 shares Price per share: $50.19 per share Post-transaction holdings: 22,710.039 shares +2 more

5 metrics

Shares credited 1,014.422 shares Common stock credited on May 7, 2026

Price per share $50.19 per share Value used for the deferred compensation credit

Post-transaction holdings 22,710.039 shares Indirect common stock holdings after the transaction

Transaction classification Discretionary transaction under Rule 16b-3(f) Non-derivative Form 4 entry

Plan election date On or about June 1, 2021 Date of written election intended to satisfy Rule 10b5-1

Key Terms

Deferred Compensation Plan for Directors and Executives, Rule 10b5-1, Rule 16b-3(f), indirect ownership

4 terms

Deferred Compensation Plan for Directors and Executives financial

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

Rule 10b5-1 regulatory

"At the time made, the election was intended to satisfy the then-current Rule 10b5-1."

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Rule 16b-3(f) regulatory

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

indirect ownership financial

""ownership_type": "indirect", "ownership_code": "I""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Northwest Natural Holding (NWN) director Karen Lee report on this Form 4?

Karen Lee reported a discretionary stock transaction where 1,014.422 Northwest Natural Holding common shares at $50.19 were credited to her deferred compensation plan account, increasing her indirect holdings to 22,710.039 shares of common stock.

Was Karen Lee’s NWN Form 4 transaction a buy or sell in the open market?

The transaction was not an open-market buy or sell. It is classified as a discretionary transaction under Rule 16b-3(f), with shares credited to a deferred compensation plan account rather than traded on the market.

How many Northwest Natural (NWN) shares were added to Karen Lee’s indirect holdings?

The filing shows 1,014.422 common shares were credited to Karen Lee’s deferred compensation plan account. After this transaction, her indirect ownership balance stands at 22,710.039 shares of Northwest Natural Holding common stock.

What plan is involved in Karen Lee’s Northwest Natural (NWN) Form 4 transaction?

The shares were credited under Northwest Natural Gas Company’s Deferred Compensation Plan for Directors and Executives, which allocates company stock to participant accounts according to pre-established written elections made by the participants.

Was Karen Lee’s NWN discretionary transaction made under a Rule 10b5-1 arrangement?

The filing states the written election for this deferred compensation transaction was made on or about June 1, 2021 and was intended to satisfy then-current Rule 10b5-1, and has not been entered into, modified, or terminated since that original date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/11/2026 - 07:03 PM EDT Learn about SEC filing dates

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^*

Lee Karen

(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)		1,014.422	A	$50.19	22,710.039	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 June 1, 2021. At the time made, the election was intended to satisfy the then-current Rule 10b5-1. The election has not been entered into, modified or terminated since the original election date.

2. Shares have been credit 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)