Southwest Gas Holdings, Inc. filings document the regulatory, financial, governance, and capital-structure disclosures of a NYSE-listed natural gas utility holding company. Current reports furnish operating results, dividend actions, rate-case developments, Great Basin project disclosures, and material corporate events involving Southwest Gas Holdings and Southwest Gas Corporation.
Proxy materials cover board composition, director elections, executive compensation, shareholder voting matters, and governance arrangements. The filing record also includes executive and director transition disclosures, termination of a cooperation agreement with the Icahn Group, common stock registration details, and accounting matters related to deferred income tax liabilities and financial-statement reliance.
Southwest Gas Holdings SVP and chief legal officer Catherine M. Mazzeo acquired additional company stock through equity awards. On February 19, she received 3,964.655 shares of common stock as restricted stock units that vest in three annual installments of 40%, 30%, and 30%, assuming continued service. She also acquired 2,233.006 shares of common stock delivered upon settlement of performance stock units granted three years earlier after performance goals were met. Following these awards, she directly owned 16,693.889 shares and held 745.839 shares indirectly through a 401(k) plan.
Southwest Gas Holdings director Ruby Sharma received a stock award in the form of common shares. On February 19, 2026, Sharma acquired 1,725.574 shares of Southwest Gas Holdings common stock as a grant or award at a stated price of $0.00 per share.
After this grant, Sharma directly owns 9,479.581 shares of common stock. This balance includes 215.249 shares that were previously acquired through exempt dividend reinvestment transactions.
Southwest Gas Holdings, Inc. director Leslie T. Thornton reported acquiring 1,725.574 shares of common stock on February 19, 2026 through a grant or award transaction at a stated price of $0.0000 per share. After this award, the director directly holds a total of 17,201.352 shares of Southwest Gas common stock. A footnote explains that this balance includes 298.573 shares previously acquired through exempt dividend reinvestment transactions.
Southwest Gas Holdings senior vice president Julie M. Williams reported equity awards in company common stock. On February 19, 2026, she acquired 2,993.574 shares and an additional 8,824.832 shares at a price of $0.0000 per share through grants and awards. Footnotes explain that some awards are restricted stock units vesting 40%, 30%, 30% over three years with continued service, and others are performance stock units settled three years after grant when performance goals are met. Following these awards, her direct holdings increased to 32,422.372 shares, with a separate 2,485.076 shares held indirectly through a 401(k) plan.
Southwest Gas Holdings director Brian E. Sandoval reported an award of 1,725.574 shares of common stock on February 19, 2026, described as a grant, award, or other acquisition at no cash price. After this transaction, his direct holdings total 3,299.272 shares, including 11.726 shares acquired through exempt dividend reinvestment transactions.
Southwest Gas Holdings, Inc. director Carlos Ruisanchez reported receiving a grant of 1,725.574 shares of common stock on February 19, 2026. The award was recorded at a price of $0.0000 per share, indicating it was a stock grant rather than an open-market purchase. Following this transaction, his directly held stake increased to 10,692.546 shares, which the footnote explains includes 283.574 shares acquired through exempt dividend reinvestment.
Southwest Gas Holdings, Inc. reported that on February 11, 2026 it and Carl C. Icahn and related entities mutually agreed to terminate their Amended and Restated Cooperation Agreement dated October 14, 2025. All rights and obligations under that agreement have ended.
The three directors originally nominated under the cooperation arrangement — Andrew W. Evans, Henry P. Linginfelter and Ruby Sharma — will continue to serve on the board. Subject to its standard evaluation process for director candidates, the Company expects to renominate each of them for reelection at the 2026 annual meeting of stockholders.
Southwest Gas Holdings, Inc. reported that longtime director Anne L. Mariucci has informed the company she will not stand for re-election at the 2026 Annual Meeting of Stockholders and will retire from the Board at the conclusion of that meeting.
Ms. Mariucci has served on the Board for nearly 20 years, including as Chair of the Strategic Transactions Committee. Both the company and Ms. Mariucci state there are no disagreements regarding the company’s operations, policies, practices, accounting, or related matters, and her notice describes the company as being in a strong position with exciting opportunities ahead.
FMR LLC has filed an amended Schedule 13G reporting beneficial ownership of 5,649,915.30 shares of Southwest Gas Holdings common stock, representing 7.8% of the outstanding class as of the event date. FMR has sole voting power over 5,642,476 shares and sole dispositive power over 5,649,915.30 shares.
Abigail P. Johnson is also reported as a beneficial owner of the same 5,649,915.30 shares, with sole dispositive power and no voting power. The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Southwest Gas Holdings.
Icahn-affiliated entities filed Amendment No. 17 to their Schedule 13D on Southwest Gas Holdings, Inc., reporting ownership of 3,600,000 shares of common stock, or about 4.99% of the company’s outstanding shares.
The percentage is based on 72,183,903 shares outstanding as of November 21, 2025, as disclosed in a company prospectus supplement. The amendment states that, as of January 29, 2026, the Icahn group no longer beneficially owns more than five percent of Southwest Gas’s common stock and is therefore no longer subject to the primary Schedule 13D reporting requirements.