What triggered the tax-withholding share disposition at Southwest Gas (SWX)?

The withholding occurred because Performance Stock Units settled after performance goals were achieved. To cover related tax liabilities, 2,171.878 common shares were withheld on February 27, 2026, as detailed in the Form 4 footnote for Randall P. Gabe.

Southwest Gas (NYSE: SWX) SVP withholds 2,171 shares to cover taxes

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Southwest Gas Holdings, Inc. senior vice president and Chief Administrative Officer Randall P. Gabe reported a tax-related share withholding connected to equity compensation. On February 27, 2026, 2,171.878 shares of common stock were withheld at $80.02 per share to cover taxes on vested Performance Stock Units. After this tax-withholding disposition, he held 24,153.462 shares directly and 1,197.987 shares indirectly through a 401(k) plan.

Insider Trade Summary

Net Seller: 2,171.878 shares

Net Sell 2 txns

Insider Gabe Randall P.

Role SVP/Chief Administrative OFC

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	2,171.878	$80.02	$174K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 24,153.462 shares (Direct); Common Stock — 1,197.987 shares (Indirect, By 401(k))

Footnotes (1)

F1. Shares withheld to cover tax on settled Performance Stock Units delivered as a result of satisfaction of performance goals and reported on February 23, 2026.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/03/2026 - 07:02 PM

FAQ

What insider transaction did Southwest Gas (SWX) report for Randall P. Gabe?

Southwest Gas reported a tax-withholding disposition by SVP Randall P. Gabe. On February 27, 2026, 2,171.878 common shares were withheld to cover taxes on settled Performance Stock Units, rather than being sold in an open-market transaction.

How many Southwest Gas (SWX) shares were withheld for taxes in this Form 4?

The filing shows 2,171.878 Southwest Gas common shares were withheld at $80.02 per share. These shares covered tax obligations arising from Performance Stock Units that settled after performance goals were met and reported earlier in February 2026.

What are Randall P. Gabe’s Southwest Gas (SWX) holdings after this transaction?

Following the tax-withholding transaction, Randall P. Gabe directly owns 24,153.462 Southwest Gas common shares. He also has an indirect holding of 1,197.987 common shares through a 401(k) plan, according to the reported ownership balances in the Form 4.

Was the Southwest Gas (SWX) insider transaction an open-market sale?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were withheld to satisfy tax on settled Performance Stock Units, as explained in the footnote, rather than being sold voluntarily on the stock market.

How is the 401(k) ownership of Southwest Gas (SWX) shares reported for Randall P. Gabe?

The Form 4 lists 1,197.987 Southwest Gas common shares held indirectly through a 401(k) plan. This is reported as indirect ownership with the notation “By 401(k)”, separate from his directly held 24,153.462 common shares after the tax-withholding event.

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^*

Gabe Randall P.

(Last)

(First)

(Middle)

8360 S. DURANGO DR.

(Street)

LAS VEGAS

89113

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Southwest Gas Holdings, Inc. [ SWX ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP/Chief Administrative OFC

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/27/2026		F		2,171.878⁽¹⁾	D	$80.02	24,153.462	D
Common Stock								1,197.987	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Shares withheld to cover tax on settled Performance Stock Units delivered as a result of satisfaction of performance goals and reported on February 23, 2026.

Remarks:

	Catherine M. Mazzeo, POA	03/03/2026
	** 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.

Source: View Original Filing on SEC EDGAR