STOCK TITAN

Southwest Gas (SWX) president reports tax-withholding stock dispositions

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Southwest Gas Holdings, Inc. president Justin L. Brown reported two tax-related share dispositions of common stock on February 27, 2026. A total of 3,208.776 shares were withheld at $87.6000 per share and 6,838.144 shares were withheld at $80.0200 per share to cover taxes on settled performance stock units.

Positive

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Negative

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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*
Brown Justin L

(Last) (First) (Middle)
8360 S. DURANGO DR.

(Street)
LAS VEGAS NV 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)
President/Southwest Gas Corp.
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)
Code V Amount (A) or (D) Price
Common Stock 02/27/2026 F 3,208.776(1) D $87.6 34,460.819 D
Common Stock 02/27/2026 F 6,838.144(1) D $80.02 27,622.675 D
Common Stock 10,207.59 I By LLC
Common Stock 3,658.482 I By 401(k)
Common Stock 210.12 I By Spouse
Common Stock 14,586.122 I By Trust
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 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.

FAQ

What insider transaction did SWX executive Justin L. Brown report?

Justin L. Brown reported tax-withholding dispositions of Southwest Gas common stock. On February 27, 2026, 3,208.776 shares and 6,838.144 shares were withheld to satisfy tax obligations related to settled performance stock units, rather than being open-market sales.

What were the share prices for Justin L. Brown’s SWX tax-withholding transactions?

The reported tax-withholding dispositions used prices of $87.6000 and $80.0200 per Southwest Gas share. These prices applied to 3,208.776 shares and 6,838.144 shares respectively, as part of covering tax liabilities on performance stock units that had settled.

Were Justin L. Brown’s SWX Form 4 transactions open-market sales?

No, the transactions were classified as tax-withholding dispositions under code F. Shares were withheld to pay tax liabilities on settled performance stock units, according to the Form 4 data and footnote, rather than being discretionary open-market sales of Southwest Gas stock.

How many Southwest Gas shares were involved in Justin L. Brown’s tax withholding?

Two separate tax-withholding dispositions were reported: 3,208.776 shares at $87.6000 per share and 6,838.144 shares at $80.0200 per share. Both transactions were coded F, indicating payment of tax liability by delivering or withholding Southwest Gas common shares.

What does transaction code F mean in Justin L. Brown’s SWX Form 4?

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. For Justin L. Brown, the Form 4 notes shares were withheld to cover taxes on settled performance stock units, rather than reflecting a traditional open-market buy or sell transaction.

What role does Justin L. Brown hold at Southwest Gas Holdings (SWX)?

Justin L. Brown is identified as an officer of Southwest Gas Holdings, serving as President of Southwest Gas Corp. This role is disclosed in the insider filing alongside the reported tax-withholding share dispositions in Southwest Gas common stock on February 27, 2026.
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