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NWPX (NWPX) CEO details RSU vesting, tax withholdings and performance shares

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

NWPX Infrastructure, Inc. President & CEO Scott J. Montross reported equity compensation activity on January 15, 2026. Several tranches of restricted stock units vested, delivering common stock to him, while the company withheld shares to cover taxes.

Vesting of restricted stock units led to multiple acquisitions of common shares at a conversion price of $0, paired with dispositions coded "F" where the issuer withheld shares at $69.27 per share for tax obligations. After these transactions, he directly held 73,477 shares of common stock.

Following the derivative transactions, he also beneficially owned restricted stock units in three grants with post‑transaction balances of 12,716, 10,131, and 7,616 units, each representing the right to receive one common share. In addition, he held 46,752 Performance Shares, which may vest from 0–200% based on NWPX’s total EBITDA margin, in installments during March 2026, 2027 and 2028.

Positive

  • None.

Negative

  • None.
Insider MONTROSS SCOTT J
Role President & CEO
Type Security Shares Price Value
Exercise Restricted Stock 2,869 $0.00 --
Exercise Restricted Stock 2,585 $0.00 --
Exercise Restricted Stock 2,515 $0.00 --
Exercise Common Stock 2,869 $0.00 --
Tax Withholding Common Stock 1,287 $69.27 $89K
Exercise Common Stock 2,585 $0.00 --
Tax Withholding Common Stock 997 $69.27 $69K
Exercise Common Stock 2,515 $0.00 --
Tax Withholding Common Stock 989 $69.27 $69K
holding Performance Shares -- -- --
Holdings After Transaction: Restricted Stock — 12,716 shares (Direct); Common Stock — 71,650 shares (Direct); Performance Shares — 46,752 shares (Direct)
Footnotes (1)
  1. Represents shares acquired pursuant to vesting of Restricted Stock Units. Represents shares withheld by the issuer for payment of taxes incurred upon vesting event consistent with company policy. Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock. The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2024, 1/3 on January 15, 2025 and 1/3 on January 15, 2026. The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2025, 1/3 on January 15, 2026 and 1/3 on January 15, 2027. The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2026, 1/3 on January 15, 2027 and 1/3 on January 14, 2028. 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. The Performance Shares vest in installments in March of 2026, 2027 and 2028.
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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*
MONTROSS SCOTT J
(Last) (First) (Middle)
201 NE PARK PLAZA DRIVE
SUITE 100
(Street)
VANCOUVER WA 98684
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NWPX Infrastructure, Inc. [ NWPX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026
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 01/15/2026 M 2,869 A (1) 71,650 D
Common Stock 01/15/2026 F 1,287 D $69.27(2) 70,363 D
Common Stock 01/15/2026 M 2,585 A (1) 72,948 D
Common Stock 01/15/2026 F 997 D $69.27(2) 71,951 D
Common Stock 01/15/2026 M 2,515 A (1) 74,466 D
Common Stock 01/15/2026 F 989 D $69.27(2) 73,477 D
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
Restricted Stock (3) 01/15/2026 M 2,869 (4) (4) Common Stock 2,869 (3) 12,716 D
Restricted Stock (3) 01/15/2026 M 2,585 (5) (5) Common Stock 2,585 (3) 10,131 D
Restricted Stock (3) 01/15/2026 M 2,515 (6) (6) Common Stock 2,515 (3) 7,616 D
Performance Shares (7) (8) (8) Common Stock 46,752(7) 46,752 D
Explanation of Responses:
1. Represents shares acquired pursuant to vesting of Restricted Stock Units.
2. Represents shares withheld by the issuer for payment of taxes incurred upon vesting event consistent with company policy.
3. Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock.
4. The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2024, 1/3 on January 15, 2025 and 1/3 on January 15, 2026.
5. The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2025, 1/3 on January 15, 2026 and 1/3 on January 15, 2027.
6. The Restricted Stock Units vest in installments as follows: 1/3 on January 15, 2026, 1/3 on January 15, 2027 and 1/3 on January 14, 2028.
7. 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.
8. The Performance Shares vest in installments in March of 2026, 2027 and 2028.
/s/ Megan Kendrick 01/20/2026
** 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.

Source: View Original Filing on SEC EDGAR