Pinnacle West VP exercises RSUs, disposes shares

Pinnacle West Capital VP, Controller and CAO Elizabeth A. Blankenship reported multiple equity compensation transactions dated February 20, 2026.

Rhea-AI Filing Summary

Pinnacle West Capital VP, Controller and CAO Elizabeth A. Blankenship reported multiple equity compensation transactions dated February 20, 2026. She exercised Restricted Stock Units that convert into common stock at no exercise price and received shares accordingly.

Some of the newly issued common shares were surrendered back to the company and withheld at $98.34 per share to cover tax and related obligations, while she retained the remaining shares. After these transactions, she directly held 9,874 shares of common stock and indirectly held 54 shares through a 401(k) plan.

Insider Trade Summary

1,989 shares exercised/converted

Exercise 17 txns

Insider Blankenship Elizabeth A

Role VP, Controller and CAO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	490	$0.00	$0.00
Exercise	Restricted Stock Units	476	$0.00	$0.00
Exercise	Restricted Stock Units	589	$0.00	$0.00
Exercise	Restricted Stock Units	434	$0.00	$0.00
Exercise	Common Stock	490	$0.00	$0.00
Disposition	Common Stock	81	$98.34	$8K
Exercise Price or Tax Liability	Common Stock	132	$98.34	$13K
Exercise	Common Stock	476	$0.00	$0.00
Disposition	Common Stock	54	$98.34	$5K
Exercise Price or Tax Liability	Common Stock	136	$98.34	$13K
Exercise	Common Stock	589	$0.00	$0.00
Disposition	Common Stock	46	$98.34	$5K
Exercise Price or Tax Liability	Common Stock	158	$98.34	$16K
Exercise	Common Stock	434	$0.00	$0.00
Disposition	Common Stock	16	$98.34	$2K
Exercise Price or Tax Liability	Common Stock	113	$98.34	$11K
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 2,964 contracts (Direct); Common Stock — 9,874 shares (Direct); Common Stock — 54 shares (Indirect, By 401(k))

Footnotes (14)

1. F1. Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled in 100% shares of common stock.
2. F2. Represents the cash settlement of Restricted Stock Units received in connection with the settlement of dividend equivalent rights.
3. F3. Shares retained by the Company for purpose of meeting tax withholding requirements. The recipient retained all other shares.
4. F4. The number of derivative securities in Column 5 includes 81 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.
5. F5. The Restricted Stock Units award was granted and was effective in February 2022, and vests in four equal, annual installments beginning on February 20, 2023.
6. F6. The number of derivative securities in Column 5 includes 54 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.
7. F7. The Restricted Stock Units award was granted and was effective in February 2023, and vests in four equal, annual installments beginning on February 20, 2024.
8. F8. Includes 60 Restricted Stock Units received in connection with the settlement of dividend equivalent rights.
9. F9. The number of derivative securities in Column 5 includes 46 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.
10. F10. The Restricted Stock Units award was granted and was effective in February 2024, and vests in four equal, annual installments beginning on February 20, 2025.
11. F11. Includes 91 Restricted Stock Units received in connection with the settlement of dividend equivalent rights.
12. F12. The number of derivative securities in Column 5 includes 16 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.
13. F13. The Restricted Stock Units award was granted and was effective in February 2025, and vests in four equal, annual installments beginning on February 20, 2026.
14. F14. Includes 51 Restricted Stock Units received in connection with the settlement of dividend equivalent rights.

FAQ

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

What insider transactions did PNW executive Elizabeth Blankenship report?

Elizabeth A. Blankenship reported exercising Restricted Stock Units into Pinnacle West common stock and related share dispositions. Several transactions converted RSUs at a zero exercise price, with portions of the resulting common shares surrendered to the company or withheld to satisfy tax obligations at $98.34 per share.

How many Pinnacle West (PNW) shares does Elizabeth Blankenship now own?

Following the reported transactions, Elizabeth A. Blankenship directly owns 9,874 shares of Pinnacle West Capital common stock. She also has indirect ownership of 54 additional shares held through a 401(k) plan, reflecting both her long-term equity compensation and retirement-related holdings in the company.

What types of securities were involved in the PNW Form 4 filing?

The filing involves Restricted Stock Units and the company’s common stock. RSUs represent a right to receive the economic equivalent of one common share and are settled 100% in shares. Several RSU tranches vested and were converted into common stock on February 20, 2026.

Were any Pinnacle West (PNW) shares sold on the open market in this Form 4?

The reported dispositions were coded as transfers to the issuer and tax-withholding transactions at $98.34 per share. These reflect shares retained by the company to meet tax and related obligations, rather than open-market sales initiated by the executive to outside buyers.

Why were some PNW shares withheld in Elizabeth Blankenship’s transactions?

Footnotes state that certain shares were retained by Pinnacle West to meet tax withholding requirements associated with RSU vesting and settlement. The recipient kept the remaining shares, so the withholdings function as a non-cash method of paying taxes on equity compensation.

How do dividend equivalent rights affect Elizabeth Blankenship’s PNW RSUs?

Dividend equivalent rights accrue on her Restricted Stock Units when cash dividends are paid on Pinnacle West common stock. These rights are settled as additional RSUs, increasing her derivative holdings; specific footnotes note vested RSUs received from such dividend equivalent settlements in multiple award years.

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

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Accepted by SEC EDGAR 02/24/2026 - 06:10 PM 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^*

Blankenship Elizabeth A

(Last) (First) (Middle)

400 N. 5TH STREET

(Street)

PHOENIX AZ 85004

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	VP, Controller and CAO

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		490(1)	A	(1)	9,111	D
Common Stock	02/20/2026		D(2)		81	D	$98.34	9,030	D
Common Stock	02/20/2026		F(3)		132	D	$98.34	8,898	D
Common Stock	02/20/2026		M		476(1)	A	(1)	9,374	D
Common Stock	02/20/2026		D(2)		54	D	$98.34	9,320	D
Common Stock	02/20/2026		F(3)		136	D	$98.34	9,184	D
Common Stock	02/20/2026		M		589(1)	A	(1)	9,773	D
Common Stock	02/20/2026		D(2)		46	D	$98.34	9,727	D
Common Stock	02/20/2026		F(3)		158	D	$98.34	9,569	D
Common Stock	02/20/2026		M		434(1)	A	(1)	10,003	D
Common Stock	02/20/2026		D(2)		16	D	$98.34	9,987	D
Common Stock	02/20/2026		F(3)		113	D	$98.34	9,874	D
Common Stock								54	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
Restricted Stock Units	(1)	02/20/2026		M		490(4)		(5)	(5)	Common Stock	490	(1)	0	D
Restricted Stock Units	(1)	02/20/2026		M		476(6)		(7)	(7)	Common Stock	476	(1)	482(8)	D
Restricted Stock Units	(1)	02/20/2026		M		589(9)		(10)	(10)	Common Stock	589	(1)	1,177(11)	D
Restricted Stock Units	(1)	02/20/2026		M		434(12)		(13)	(13)	Common Stock	434	(1)	1,305(14)	D

Explanation of Responses:

1. Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled in 100% shares of common stock.

2. Represents the cash settlement of Restricted Stock Units received in connection with the settlement of dividend equivalent rights.

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

4. The number of derivative securities in Column 5 includes 81 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.

5. The Restricted Stock Units award was granted and was effective in February 2022, and vests in four equal, annual installments beginning on February 20, 2023.

6. The number of derivative securities in Column 5 includes 54 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.

7. The Restricted Stock Units award was granted and was effective in February 2023, and vests in four equal, annual installments beginning on February 20, 2024.

8. Includes 60 Restricted Stock Units received in connection with the settlement of dividend equivalent rights.

9. The number of derivative securities in Column 5 includes 46 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.

10. The Restricted Stock Units award was granted and was effective in February 2024, and vests in four equal, annual installments beginning on February 20, 2025.

11. Includes 91 Restricted Stock Units received in connection with the settlement of dividend equivalent rights.

12. The number of derivative securities in Column 5 includes 16 vested Restricted Stock Units received in connection with the settlement of dividend equivalent rights. Dividend equivalent rights accrue with respect to these Restricted Stock Units when and as cash dividends are paid on the Company's common stock.

13. The Restricted Stock Units award was granted and was effective in February 2025, and vests in four equal, annual installments beginning on February 20, 2026.

14. Includes 51 Restricted Stock Units received in connection with the settlement of dividend equivalent rights.

Remarks:

	/s/ Melissa Sallee, Attorney-in-Fact	02/24/2026
	** 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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