TXNM director granted 2,698 restricted stock units

Gutierrez Sidney M. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Gutierrez Sidney M. reported acquisition or exercise transactions in this Form 4 filing.

TXNM ENERGY INC director Sidney M. Gutierrez received a grant of 2,698 shares of Common Stock in the form of restricted stock units. These units were granted on June 10, 2026, will vest on June 10, 2027, and will be settled in common stock upon or after vesting, subject to any elections under the Director Deferred Right Program and any blackout periods. Following this award, Gutierrez directly holds 32,135 shares of Common Stock.

Insider Trade Summary

Grant/Award: 2,698 shares

Grant/Award 1 txn

Insider Gutierrez Sidney M.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,698	$0.00	$0.00

Holdings After Transaction: Common Stock — 32,135 shares (Direct)

Footnotes (1)

1. F1. These shares represent restricted stock units granted on June 10, 2026 that will vest on June 10, 2027 and be settled in common stock upon or after vesting (and delivered in accordance with any elections made under the Director Deferred Right Program), provided that if vesting or any applicable deferred delivery dates occur during a blackout period, the vested shares will be delivered at a later date after such blackout period ends.

Key Figures

RSU grant size: 2,698 shares Grant price: $0.00 per share Vesting date: June 10, 2027 +1 more

4 metrics

RSU grant size 2,698 shares Restricted stock units granted June 10, 2026

Grant price $0.00 per share Non-cash award acquisition

Vesting date June 10, 2027 RSUs vest and settle in common stock

Post-transaction holdings 32,135 shares Common Stock directly held after award

Key Terms

restricted stock units, Director Deferred Right Program, blackout period, Form 4

4 terms

restricted stock units financial

"These shares represent restricted stock units granted on June 10, 2026 that will vest on June 10, 2027"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Director Deferred Right Program financial

"delivered in accordance with any elections made under the Director Deferred Right Program"

blackout period financial

"provided that if vesting or any applicable deferred delivery dates occur during a blackout period"

A blackout period is a temporary window when company insiders, employees or certain plan participants are barred from buying or selling the company’s stock, usually around earnings releases or other material events. It matters to investors because it reduces the risk of unfair trading based on secret information and can affect share liquidity and timing—think of it as a “no trading” zone set to keep the market fair and orderly.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

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

What insider transaction did TXNM director Sidney M. Gutierrez report?

Sidney M. Gutierrez reported receiving 2,698 restricted stock units of TXNM ENERGY INC Common Stock. The grant is a non-cash award that increases his direct holdings to 32,135 shares after the transaction.

When do Sidney M. Gutierrez’s new TXNM restricted stock units vest?

The 2,698 restricted stock units granted to Sidney M. Gutierrez vest on June 10, 2027. After vesting, they will be settled in common stock and delivered according to any elections under the Director Deferred Right Program.

How many TXNM shares does Sidney M. Gutierrez hold after this Form 4?

After the reported award, Sidney M. Gutierrez directly holds 32,135 shares of TXNM ENERGY INC Common Stock. This figure includes the impact of the 2,698-share restricted stock unit grant reported in the Form 4.

Was the TXNM insider transaction a purchase or a grant of shares?

The TXNM insider transaction was a grant of 2,698 restricted stock units to director Sidney M. Gutierrez, reported with code A. It reflects an award acquisition at zero price, not an open-market share purchase or sale.

How will blackout periods affect delivery of TXNM shares to Sidney M. Gutierrez?

If vesting or any deferred delivery date for Sidney M. Gutierrez’s restricted stock units occurs during a blackout period, the vested TXNM shares will be delivered later, after the blackout period ends, as described in the footnote.

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

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Accepted by SEC EDGAR 06/11/2026 - 04:28 PM EDT 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^*

Gutierrez Sidney M.

(Last) (First) (Middle)

12094 MESA VERDE

(Street)

AUSTIN TEXAS 78737

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TXNM ENERGY INC [ TXNM ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/10/2026		A		2,698(1)	A	$0	32,135	D

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. These shares represent restricted stock units granted on June 10, 2026 that will vest on June 10, 2027 and be settled in common stock upon or after vesting (and delivered in accordance with any elections made under the Director Deferred Right Program), provided that if vesting or any applicable deferred delivery dates occur during a blackout period, the vested shares will be delivered at a later date after such blackout period ends.

Remarks:

	/s/ Donna Briggs, POA for Sidney M. Gutierrez	06/11/2026
	** 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.
* Form 4: SEC 1474 (03-26)