STOCK TITAN

NWPX (NWPX) SVP logs performance share vesting and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NWPX Infrastructure, Inc. senior vice president and GM of Precast Infrastructure, Jesus Tanguis, reported equity compensation activity involving performance-based awards. On March 31, 2026, performance shares vested and converted into common stock, and the company withheld a portion of the resulting shares to cover taxes consistent with its policy.

The filings show multiple exercises coded “M,” where performance shares were earned and settled in common stock at a stated price of $0.00 per share, reflecting compensation rather than market purchases. Two transactions coded “F” transferred a total of 603 common shares back to the issuer at $77.86 per share for tax withholding. After these transactions, Tanguis directly owns 2,380 shares of NWPX common stock.

Positive

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Insider Tanguis Jesus
Role SVP/GM Precast Infrastructure
Type Security Shares Price Value
Exercise Performance Shares 955 $0.00 --
Exercise Performance Shares 781 $0.00 --
Exercise Common Stock 1,242 $0.00 --
Tax Withholding Common Stock 358 $77.86 $28K
Exercise Common Stock 851 $0.00 --
Tax Withholding Common Stock 245 $77.86 $19K
holding Restricted Stock -- -- --
Holdings After Transaction: Performance Shares — 6,883 shares (Direct); Common Stock — 2,738 shares (Direct); Restricted Stock — 0 shares (Direct)
Footnotes (1)
  1. Represents shares acquired pursuant to the vesting of Performance Shares. Represents shares withheld by the issuer for payment of taxes incurred upon vesting event consistent with company policy. Performance Shares vest in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on NWPX's total EBITDA margin over the measurement period. Performance Shares vest in installments as follows: 1/3 March 31, 2025, 1/3 on March 31, 2026 and 1/3 on March 31, 2027. Performance Shares vest in installments as follows: 1/3 on March 31, 2026, 1/3 on March 31, 2027 and 1/3 on March 31, 2028. Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock. The Restricted Stock Units vest in installments in January of 2027, 2028 and 2029.
Tax withholding shares 603 shares Shares withheld by issuer for taxes on vesting
Tax withholding price $77.86 per share Value used for F-coded tax-withholding dispositions
Shares withheld tranche 1 245 shares First F-coded tax-withholding transaction
Shares withheld tranche 2 358 shares Second F-coded tax-withholding transaction
Post-transaction holdings 2,380 shares Common stock directly owned after reported transactions
Performance share exercise count 2 exercises Derivative exercise events in transaction summary
Performance shares exercised 1,736 shares Total derivative shares exercised per summary
Performance Shares financial
"Represents shares acquired pursuant to the vesting of Performance Shares."
Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.
Restricted Stock Unit financial
"Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
EBITDA margin financial
"Performance Shares are earned based on NWPX's total EBITDA margin over the measurement period."
EBITDA margin is the share of each dollar of sales that a company keeps as operating cash profit before interest, taxes, and accounting for equipment wear and long-term investments. Think of it like the cash a store has left from every sale after paying day-to-day running costs but before paying rent, loan interest or replacing old machinery. Investors use it to compare core profitability and operational efficiency across companies by removing financing and accounting differences.
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
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.
SEC Form 4
FORM 4UNITED 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*
Tanguis Jesus

(Last)(First)(Middle)
201 NE PARK PLAZA DRIVE
SUITE 100

(Street)
VANCOUVER WASHINGTON 98684

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NWPX Infrastructure, Inc. [ NWPX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP/GM Precast Infrastructure
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock03/31/2026M1,242A(1)2,738D
Common Stock03/31/2026F358(2)D$77.862,380D
Common Stock03/31/2026M851A(1)3,231D
Common Stock03/31/2026F245(2)D$77.862,986D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Shares(3)03/31/2026M955 (4) (4)Common Stock1,242(3)6,883D
Performance Shares(3)03/31/2026M781 (5) (5)Common Stock851(3)6,102D
Restricted Stock(6) (7) (7)Common Stock(6)2,034D
Explanation of Responses:
1. Represents shares acquired pursuant to the vesting of Performance Shares.
2. Represents shares withheld by the issuer for payment of taxes incurred upon vesting event consistent with company policy.
3. Performance Shares vest in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on NWPX's total EBITDA margin over the measurement period.
4. Performance Shares vest in installments as follows: 1/3 March 31, 2025, 1/3 on March 31, 2026 and 1/3 on March 31, 2027.
5. Performance Shares vest in installments as follows: 1/3 on March 31, 2026, 1/3 on March 31, 2027 and 1/3 on March 31, 2028.
6. Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock.
7. The Restricted Stock Units vest in installments in January of 2027, 2028 and 2029.
/s/ Jesus Tanguis04/02/2026
** Signature of Reporting PersonDate
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)

FAQ

What did NWPX SVP Jesus Tanguis report in this Form 4 filing for NWPX?

Jesus Tanguis reported vesting of performance-based equity awards that converted into NWPX common stock. The company simultaneously withheld some of the newly issued shares to cover tax liabilities, a standard compensation-related mechanism rather than an open-market stock purchase or sale.

How many NWPX common shares does Jesus Tanguis hold after these transactions?

Following the reported equity award vesting and tax withholding, Jesus Tanguis directly holds 2,380 shares of NWPX common stock. This figure reflects his remaining position after shares were withheld by the issuer to satisfy tax obligations associated with the vesting events.

What is the role of performance shares in this NWPX Form 4 for Jesus Tanguis?

The performance shares are equity awards that vest into NWPX common stock based on the company’s total EBITDA margin over a measurement period. On March 31, 2026, a portion of these performance shares vested, resulting in common shares being issued to Jesus Tanguis as compensation.

Why were some NWPX shares coded as transaction type F for Jesus Tanguis?

Transactions coded F represent shares withheld by NWPX to pay taxes triggered by the vesting of equity awards. Instead of selling shares in the market, the issuer retains a portion at $77.86 per share to satisfy tax liabilities, which is a non-market, compensation-related disposition.

How many NWPX shares were used for tax withholding in Jesus Tanguis’s Form 4?

A total of 603 NWPX common shares were withheld for tax purposes, split across two F-coded transactions of 245 and 358 shares. These shares were valued at $77.86 each and were retained by the issuer to cover taxes on the vesting of performance-based awards.

What performance conditions affect NWPX performance shares reported by Jesus Tanguis?

The performance shares vest in an amount ranging from 0–200% depending on whether they are earned. Earning is based on NWPX’s total EBITDA margin over a defined measurement period, meaning better EBITDA margins can lead to a higher number of shares vesting for the award holder.