Otter Tail SVP reports equity grant and tax withholding

Otter Tail Corp senior vice president Timothy J. Rogelstad reported equity compensation and related share movements.

Rhea-AI Filing Summary

Otter Tail Corp senior vice president Timothy J. Rogelstad reported equity compensation and related share movements. On February 11, 2026, he acquired 8,400 shares of common stock at $86.43 per share upon vesting of a 2023 performance share award, then had 4,212 shares withheld by the company at the same price to cover taxes. After these transactions he directly owned 61,080 common shares, plus 3,337 shares held indirectly through an ESOP. On February 10, 2026, he also received a grant of 1,600 restricted stock units, each representing one future share, which vest in four equal annual installments starting February 6, 2027, alongside previously reported RSU balances scheduled to vest in 2024, 2025, and 2026.

Insider Trade Summary

7 transactions reported

Mixed 7 txns

Insider ROGELSTAD TIMOTHY J

Role Sr VP, Electric Platform

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	8,400	$86.43	$726K
Exercise Price or Tax Liability	Common Stock	4,212	$86.43	$364K
Grant/Award	Restricted Stock Units	1,600	$0.00	$0.00
holding	Restricted Stock Units	--	--	--
holding	Restricted Stock Units	--	--	--
holding	Restricted Stock Units	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 4,025 contracts for 2,425 underlying shares (Direct); Common Stock — 61,080 shares (Direct); Common Stock — 3,337 shares (Indirect, By ESOP)

Footnotes (5)

1. F1. Represents shares received upon the vesting of certain performance criteria in connection with a Performance Share Award (granted in 2023).
2. F2. These shares were withheld by the Corporation to pay taxes due upon vesting of this award, exempt pursuant to Rule 16b-3(e).
3. F3. Total direct holdings include shares acquired individually through dividend reinvestment, Employee Stock Purchase Plan, and acquired pursuant to Restricted Stock Awards and Performance Share Awards.
4. F4. Each restricted stock unit represents a contingent right to receive one share of Otter Tail Corporation stock.
5. F5. The restricted stock units vest in four equal annual installments beginning the date shown above.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did OTTR executive Timothy Rogelstad report?

Timothy Rogelstad reported receiving 8,400 Otter Tail Corp common shares from a performance share award, with 4,212 shares withheld to cover taxes. He also reported a grant of 1,600 restricted stock units and updated his direct and ESOP-related holdings.

How many Otter Tail (OTTR) shares does Timothy Rogelstad own after this Form 4?

After the reported transactions, Rogelstad directly owns 61,080 Otter Tail common shares and indirectly holds 3,337 shares through an ESOP. These totals reflect the vesting of a performance share award and related tax withholding at a price of $86.43 per share.

What was the price used for Timothy Rogelstad’s OTTR share transactions?

Both the acquisition of 8,400 common shares and the withholding of 4,212 shares for taxes were recorded at $86.43 per share. This price applies to the vesting of his 2023 performance share award and the associated tax payment in shares to the company.

What restricted stock units did OTTR grant to Timothy Rogelstad?

On February 10, 2026, Rogelstad received 1,600 restricted stock units, each convertible into one Otter Tail share. These RSUs vest in four equal annual installments beginning February 6, 2027, adding to previously outstanding RSUs scheduled to vest in 2024, 2025, and 2026.

Were any of Timothy Rogelstad’s OTTR shares sold on the open market?

The reported disposition of 4,212 Otter Tail shares was not an open-market sale. The company withheld these shares at $86.43 per share solely to pay taxes due upon vesting of the performance share award, as described in the footnotes.

What is the source of the 8,400 OTTR shares Rogelstad acquired?

The 8,400 Otter Tail common shares Rogelstad acquired came from vesting of a performance share award granted in 2023. The award vested upon meeting specified performance criteria, converting into shares at $86.43 per share, prior to the tax-withholding share reduction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 02/12/2026 - 10:11 AM Learn about SEC filing dates

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^*

ROGELSTAD TIMOTHY J

(Last) (First) (Middle)

215 SOUTH CASCADE STREET

(Street)

FERGUS FALLS MN 56537

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Otter Tail Corp [ OTTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr VP, Electric Platform

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/11/2026		A		8,400(1)	A	$86.43	65,292	D
Common Stock	02/11/2026		F		4,212(2)	D	$86.43	61,080(3)	D
Common Stock								3,337	I	By ESOP

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 Units	(4)	02/10/2026		A		1,600		02/06/2027(5)	(5)	Common Stock	1,600	$0	1,600	D
Restricted Stock Units	(4)							02/06/2024(5)	(5)	Common Stock	450		450	D
Restricted Stock Units	(4)							02/06/2025(5)	(5)	Common Stock	700		700	D
Restricted Stock Units	(4)							02/06/2026(5)	(5)	Common Stock	1,275		1,275	D

Explanation of Responses:

1. Represents shares received upon the vesting of certain performance criteria in connection with a Performance Share Award (granted in 2023).

2. These shares were withheld by the Corporation to pay taxes due upon vesting of this award, exempt pursuant to Rule 16b-3(e).

3. Total direct holdings include shares acquired individually through dividend reinvestment, Employee Stock Purchase Plan, and acquired pursuant to Restricted Stock Awards and Performance Share Awards.

4. Each restricted stock unit represents a contingent right to receive one share of Otter Tail Corporation stock.

5. The restricted stock units vest in four equal annual installments beginning the date shown above.

Remarks:

	/s/ Timothy J. Rogelstad by James A. Versteeg, Attorney-in-Fact	02/12/2026
	** 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.