Former NW Natural CEO Anderson Divests 7,500 Shares in Planned Sale

Rhea-AI Filing Summary

David Hugo Anderson, former CEO of Northwest Natural Holding, reported significant insider trading activity under a pre-established Rule 10b5-1 trading plan. On June 20, 2025, Anderson sold 7,500 shares at a weighted average price of $39.6815 per share.

Following the transaction, Anderson retains 94,791 shares directly and 10,379.467 shares indirectly through the company's Deferred Compensation Plan. The sale was part of a planned diversification strategy following Anderson's retirement as CEO on April 1, 2025.

Key context:

• The trading plan was established on September 16, 2024, while Anderson held more than 8x his annual salary in company stock
• 47,333 shares remain outside the trading arrangement, including 10,379 in the Deferred Compensation Plan and 36,954 in his trust
• Transaction executed through multiple trades ranging from $39.475 to $39.91 per share

Positive

• None.

Negative

• Former CEO David Anderson sold 7,500 shares worth approximately $297,611 through a 10b5-1 plan, though retains significant holdings of 94,791 direct shares and 10,379 indirect shares

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).

X

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^*

ANDERSON DAVID HUGO

(Last) (First) (Middle)

250 SW TAYLOR STREET

(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)
06/20/2025

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	06/20/2025		S(1)		7,500	D	$39.6815(2)	94,791	D
Common Stock								10,379.467	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. 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: 47,333 shares of which 10,379 are held in Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Officers and 36,954 are held in his trust.

2. This transaction was executed in multiple trades on reported date with prices ranging from $39.475 to $39.91, resulting in a weighted average price of $39.6815. 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 sold at each separate price.

3. 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	06/24/2025
	** 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

How many NWN shares did David Anderson sell on June 20, 2025?

David Anderson sold 7,500 shares of Northwest Natural Holding Co (NWN) common stock at a weighted average price of $39.6815 per share on June 20, 2025.

Why did NWN's former CEO David Anderson sell his shares?

The sale was made pursuant to a Rule 10b5-1 trading plan established on September 16, 2024. Anderson retired as CEO on April 1, 2025, and the trading arrangement allows him to diversify his holdings in connection with his retirement. When the plan was established, he held more than 8 times his annual salary in NWN stock, exceeding company ownership requirements.

How many NWN shares does David Anderson still own after the June 2025 sale?

Following the transaction, David Anderson owns 94,791 shares directly and 10,379.467 shares indirectly through Northwest Natural Gas Company's Deferred Compensation Plan for Directors and Executives. Of his remaining holdings, 47,333 shares are not subject to his trading arrangement, with 36,954 held in his trust.

What was the price range for NWN shares sold by David Anderson in the June 2025 transaction?

The shares were sold in multiple trades with prices ranging from $39.475 to $39.91 per share, resulting in a weighted average price of $39.6815.