NWPX Infrastructure (NWPX) SVP Wray details RSU vesting and 14,145 Performance Shares

Rhea-AI Filing Summary

NWPX Infrastructure, Inc. senior vice president and general manager of Precast Infrastructure, Michael Wray, reported equity award activity on January 15, 2026. Several blocks of restricted stock units vested and were settled into common shares: 918, 834, and 709 shares of common stock, each tied to previously granted restricted stock units. In connection with these vestings, the company withheld 417, 379, and 322 shares of common stock at a price of $69.27 per share to cover taxes, consistent with company policy.

After these transactions, Wray directly owned 23,050 shares of NWPX common stock. He also continued to hold restricted stock units that vest in annual installments through January 2028, as well as 14,145 Performance Shares that can vest at 0–200% of target based on NWPX’s total EBITDA margin, with vesting installments scheduled in March 2026, 2027 and 2028.

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

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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^*

Wray Michael

(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)
	SVP/GM, Precast Infrastructure

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		918	A	(1)	22,625	D
Common Stock	01/15/2026		F		417	D	$69.27(2)	22,208	D
Common Stock	01/15/2026		M		834	A	(1)	23,042	D
Common Stock	01/15/2026		F		379	D	$69.27(2)	22,663	D
Common Stock	01/15/2026		M		709	A	(1)	23,372	D
Common Stock	01/15/2026		F		322	D	$69.27(2)	23,050	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			918	(4)	(4)	Common Stock	918	(3)	3,798	D
Restricted Stock	(3)	01/15/2026		M			834	(5)	(5)	Common Stock	834	(3)	2,964	D
Restricted Stock	(3)	01/15/2026		M			709	(6)	(6)	Common Stock	709	(3)	2,255	D
Performance Shares	(7)							(8)	(8)	Common Stock	14,145(7)		14,145	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/ Michael Wray	01/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

Who is the insider reporting this Form 4 for NWPX?

The reporting person is Michael Wray, who serves as SVP/GM, Precast Infrastructure at NWPX Infrastructure, Inc. He filed the Form 4 as a single reporting person.

What transactions did Michael Wray report in NWPX common stock on January 15, 2026?

On January 15, 2026, Wray reported multiple transactions in common stock: grants of 918, 834, and 709 shares from vesting restricted stock units (coded M), and tax-withholding sales of 417, 379, and 322 shares at $69.27 per share (coded F).

How many NWPX shares does Michael Wray directly own after these transactions?

Following the reported transactions, Michael Wray directly owned 23,050 shares of NWPX Infrastructure, Inc. common stock.

What is the nature of the restricted stock and RSUs reported by NWPX insider Michael Wray?

The filing explains that each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock. These RSUs vest in one-third installments on specified dates in 2024, 2025, 2026, 2027 and January 14, 2028, depending on the grant.

How are taxes handled on Michael Wray’s NWPX restricted stock vesting?

For each vesting event, the issuer withheld shares of common stock to pay taxes incurred upon vesting, at a price of $69.27 per share. The footnotes state this is consistent with company policy.

What are the terms of the 14,145 NWPX Performance Shares held by Michael Wray?

Wray holds 14,145 Performance Shares. The number of shares that ultimately vest can range from 0–200% of target, based on NWPX’s total EBITDA margin over a measurement period. These Performance Shares vest in installments in March 2026, 2027 and 2028.

Are Michael Wray’s NWPX equity awards held directly or indirectly?

The Form 4 shows his common stock, restricted stock units, and Performance Shares as held with direct (D) ownership. No nature of indirect beneficial ownership is indicated in the filing excerpt.