Pinnacle West (PNW) EVP nets stock award after tax withholding

Rhea-AI Filing Summary

Pinnacle West Capital EVP and COO of APS Jacob Tetlow reported a compensation-related stock transaction involving performance shares. He acquired 20,879 shares of common stock upon vesting of 2023 performance share awards tied to total shareholder return, earnings per share growth, clean megawatts installed, and dividend-equivalent rights.

Of the vested shares, 2,490 were settled in cash to the company and 7,880 shares were retained by the company to cover tax withholding obligations, while Tetlow kept the remaining shares. After these transactions, he directly owns 13,201 common shares and indirectly holds 2,467 shares through a 401(k) plan.

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^*

Tetlow Jacob

(Last) (First) (Middle)

400 N. 5TH STREET

(Street)

PHOENIX ARIZONA 85004

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PINNACLE WEST CAPITAL CORP [ PNW ]

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

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			EVP, COO, APS

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

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	03/18/2026		A		20,879(1)	A	$0(1)	23,571	D
Common Stock	03/18/2026		D(2)		2,490	D	$100.92	21,081	D
Common Stock	03/18/2026		F(3)		7,880	D	$100.92	13,201	D
Common Stock								2,467	I	by 401(k)

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

Explanation of Responses:

1. Shares acquired upon the vesting of the performance shares granted in 2023 that were tied to the following: total shareholder return performance; earnings per share growth; clean megawatts installed metrics; and performance shares received in connection with dividend equivalent rights.

2. Represents the cash settlement of performance shares received in connection with the settlement of dividend equivalent rights.

3. Shares retained by the Company for the purpose of meeting tax withholding requirements. The recipient retained all other shares.

Remarks:

	/s/ Melissa Sallee, Attorney-in-Fact	03/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Pinnacle West (PNW) executive Jacob Tetlow report?

Jacob Tetlow reported vesting of 20,879 Pinnacle West common shares from 2023 performance awards. Part of the award settled in cash and part covered taxes, with the remaining shares increasing his direct ownership in the company.

How many Pinnacle West (PNW) shares did Jacob Tetlow receive from performance awards?

He received 20,879 Pinnacle West common shares upon vesting of 2023 performance share awards. These awards were tied to total shareholder return, earnings per share growth, clean megawatts installed, and dividend-equivalent rights described in the footnotes.

How many Pinnacle West (PNW) shares were used for tax withholding for Jacob Tetlow?

7,880 Pinnacle West shares were retained by the company to satisfy Jacob Tetlow’s tax withholding obligations. The filing notes that Tetlow retained all other vested shares after these tax-related withholdings were processed by the issuer.

What portion of Jacob Tetlow’s Pinnacle West (PNW) performance shares was settled in cash?

2,490 shares were settled in cash to Pinnacle West in connection with performance shares tied to dividend-equivalent rights. This disposition to the issuer represents a non-market, compensation-related cash settlement rather than an open-market sale of common stock.

What are Jacob Tetlow’s Pinnacle West (PNW) holdings after this Form 4?

Following the reported transactions, Jacob Tetlow directly owns 13,201 Pinnacle West common shares. He also indirectly holds 2,467 additional shares through a 401(k) plan, according to the ownership details included in the Form 4 filing.

Were Jacob Tetlow’s Pinnacle West (PNW) transactions open-market stock sales?

No, the Form 4 shows no open-market sales. The transactions involved a grant from vested performance shares, a cash settlement of certain dividend-equivalent shares, and shares withheld to cover tax obligations, all categorized as compensation-related events.