NWPX Infrastructure (NWPX) HR leader vests performance shares and covers taxes

Rhea-AI Filing Summary

NWPX Infrastructure, Inc. senior vice president of human resources Megan A. Kendrick reported the vesting and exercise of performance share awards into common stock, along with related tax withholding transactions. On March 31, 2026, she acquired common shares through the exercise or conversion of performance shares at an exercise price of $0.00 per share and delivered a portion of those shares back to the company to cover taxes at $77.86 per share, consistent with company policy.

After these compensation-related transactions, she directly holds 10,578 shares of NWPX common stock. Footnotes explain that the performance shares vest in installments over multi‑year schedules and can be earned in amounts ranging from 0–200% based on NWPX’s total EBITDA margin over the applicable measurement periods.

Insider Trade Summary

4,959 shares exercised/converted

Mixed 10 txns

Insider Kendrick Megan A.

Role Sr. VP of Human Resources

Type	Security	Shares	Price	Value
Exercise	Performance Shares	1,902	$0.00	--
Exercise	Performance Shares	1,652	$0.00	--
Exercise	Performance Shares	1,405	$0.00	--
Exercise	Common Stock	2,225	$0.00	--
Tax Withholding	Common Stock	875	$77.86	$68K
Exercise	Common Stock	2,148	$0.00	--
Tax Withholding	Common Stock	845	$77.86	$66K
Exercise	Common Stock	1,531	$0.00	--
Tax Withholding	Common Stock	602	$77.86	$47K
holding	Restricted Stock	--	--	--

Holdings After Transaction: Performance Shares — 10,109 shares (Direct); Common Stock — 9,221 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 on April 1, 2024, 1/3 on March 31, 2025 and 1/3 on March 31, 2026. 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.

Key Figures

Derivative exercises: 4,959 shares Tax-withholding shares: 2,322 shares Tax-withholding price: $77.86 per share +3 more

6 metrics

Derivative exercises 4,959 shares Total performance shares exercised or converted on March 31, 2026

Tax-withholding shares 2,322 shares Shares delivered to issuer to cover taxes on March 31, 2026

Tax-withholding price $77.86 per share Value used for F-code tax-withholding dispositions of common stock

Post-transaction holdings 10,578 shares NWPX common stock directly held after March 31, 2026 transactions

Performance share vesting range 0–200% Range in which performance shares may be earned based on total EBITDA margin

Performance share installment vesting 1/3 per installment Various grants vest in three equal annual tranches through March 31, 2028

Key Terms

Performance Shares, tax-withholding disposition, EBITDA margin, Restricted Stock Unit, +1 more

5 terms

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.

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.

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.

contingent right financial

"Each Restricted Stock Unit represents a contingent right to receive one share"

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^*

Kendrick Megan A.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. VP of Human Resources

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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	03/31/2026		M		2,225	A	(1)	9,221	D
Common Stock	03/31/2026		F		875(2)	D	$77.86	8,346	D
Common Stock	03/31/2026		M		2,148	A	(1)	10,494	D
Common Stock	03/31/2026		F		845(2)	D	$77.86	9,649	D
Common Stock	03/31/2026		M		1,531	A	(1)	11,180	D
Common Stock	03/31/2026		F		602(2)	D	$77.86	10,578	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
Performance Shares	(3)	03/31/2026		M			1,902	(4)	(4)	Common Stock	2,225	(3)	10,109	D
Performance Shares	(3)	03/31/2026		M			1,652	(5)	(5)	Common Stock	2,148	(3)	8,457	D
Performance Shares	(3)	03/31/2026		M			1,405	(6)	(6)	Common Stock	1,531	(3)	7,052	D
Restricted Stock	(7)							(8)	(8)	Common Stock	(7)		2,351	D

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 on April 1, 2024, 1/3 on March 31, 2025 and 1/3 on March 31, 2026.

5. 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.

6. 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.

7. Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock.

8. The Restricted Stock Units vest in installments in January of 2027, 2028 and 2029.

	/s/ Megan Kendrick	04/02/2026
	** 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)

FAQ

What did NWPX (NWPX) executive Megan Kendrick report on this Form 4?

Megan A. Kendrick reported the vesting and exercise of performance share awards into NWPX common stock, plus related tax-withholding share dispositions. These are compensation-driven transactions, not open-market trades, and reflect equity awards converting into actual shares.

How many NWPX shares does Megan Kendrick hold after these transactions?

Following the March 31, 2026 transactions, Megan A. Kendrick directly holds 10,578 shares of NWPX common stock. This figure reflects exercises of performance shares and shares withheld by the issuer to cover taxes incurred upon the vesting events.

Were any of Megan Kendrick’s NWPX transactions open-market buys or sells?

No open-market purchases or sales were reported. The filing shows exercises or conversions of performance shares at $0.00 per share and F-code tax-withholding dispositions, where shares were delivered to the issuer to pay taxes rather than sold in the market.

How are NWPX performance shares earned and vested for Megan Kendrick?

The filing states performance shares are earned based on NWPX’s total EBITDA margin over a measurement period and can vest in amounts from 0–200%. They vest in specified one‑third annual installments across different multi‑year schedules ending between March 31, 2028 and March 31, 2028.

What price was used for tax-withholding on Megan Kendrick’s NWPX shares?

For the F-code tax-withholding dispositions, shares of NWPX common stock were valued at $77.86 per share. These shares were withheld by the issuer to pay taxes arising from vesting events, consistent with the company’s compensation policy.

What does the filing say about Megan Kendrick’s restricted stock units at NWPX?

The filing notes each restricted stock unit represents a contingent right to receive one NWPX common share. These restricted stock units vest in installments during January of 2027, 2028, and 2029, adding to her future potential equity-based compensation.