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Insider transactions at Southwest Gas Holdings (SWX): Robert J. Stefani, who is identified as SVP/CFO/Controller, reported transactions dated 09/05/2025. He received 12,546.739 shares of common stock at $0 per share upon settlement of performance stock units that vested after achieving the final performance goal. He also disposed of 4,880.807 shares at $78.60 per share. After these transactions the filing reports 37,211.447 shares beneficially owned following the $0 acquisition and 32,330.64 shares following the disposition line. The Form 4 was signed by a POA on 09/09/2025 and includes an explanatory remark that the received shares were settled performance stock units.
Southwest Gas Holdings, Inc. reported that it entered into an underwriting agreement to sell 27,362,210 shares of Centuri Holdings, Inc. common stock that it held. The shares were sold to J.P. Morgan Securities LLC at a price to the public of $19.60 per share under Centuri’s effective shelf registration statement.
The transaction closed on September 5, 2025, and Southwest Gas sold all 27,362,210 Centuri shares, so it no longer owns any Centuri stock. As a result, it no longer has governance rights under the prior separation agreement, including the ability to nominate Centuri directors or exercise remaining consent rights over certain corporate actions.
Southwest Gas received net proceeds of approximately $524.8 million from the sale after underwriting discounts and commissions, while Centuri did not receive any proceeds from this transaction.
Southwest Gas Holdings, Inc. filed an amended current report to update earlier disclosures about its reduced ownership in Centuri Holdings, Inc. and the related accounting change. The company previously reported that, as of August 11, 2025, it owned approximately 30.9% of the total outstanding shares of Centuri common stock after selling 17,250,000 shares in an underwritten public offering and 1,573,500 shares in a concurrent private placement. As a result of these transactions, Southwest Gas determined it no longer has a controlling financial interest in Centuri and decided to deconsolidate Centuri’s financial statements from its own. This amendment adds unaudited pro forma condensed consolidated financial information, including a balance sheet as of June 30, 2025 and statements of operations for specified periods, to show how Southwest Gas’s results would look as if the deconsolidation had occurred earlier. No other changes were made to the original report.
Southwest Gas Holdings, Inc. sold 17,250,000 shares of Centuri Holdings common stock at an offering price of $19.50 per share, receiving approximately $325 million net from the underwritten offering and approximately $31 million net from a concurrent private placement, or about $356 million in aggregate proceeds. After the closings, the company owns 27,362,210 Centuri shares, representing approximately 30.9% of Centuri's outstanding common stock, and no longer has a controlling financial interest in Centuri. As a result, Southwest Gas will deconsolidate Centuri, present Centuri's historical results as discontinued operations and account for its remaining interest using the equity method. The company intends to use the proceeds to repay outstanding indebtedness and for general corporate purposes.
Southwest Gas Holdings (SWX) has filed a Form 4 disclosing that Fabio A. Pineda, the company’s VP/Controller/CAO, received 1,442.512 restricted stock units (RSUs) on 17-Jul-2025. The transaction is coded “A,” confirming it is a non-open-market equity award granted at $0 per share. Each RSU converts into one common share as it vests in three annual tranches—40% after the first year and 30% in each of the following two years—subject to Mr. Pineda’s continued employment.
Following the grant, the executive’s direct ownership stands at 1,442.512 SWX shares; no derivative positions or dispositions were reported. The filing represents a routine component of executive compensation, adds marginal insider alignment, and is not expected to materially affect the company’s share count or near-term financials.