Unitil (NYSE: UTL) SVP Simpson receives 3,180 shares and 795 contingent units

Rhea-AI Filing Summary

Unitil Corporation senior vice president and general counsel Carleton B. Simpson received multiple equity awards under the company’s Third Amended and Restated 2003 Stock Plan on January 27, 2026. He was granted 1,590 shares of common stock that generally vest 25% per year over four years, and another 1,590 shares that generally vest after a three-year performance period based on specified performance goals. Simpson also received a contingent grant tied to up to 795 shares that may be granted after a three-year performance period ending on December 31, 2028, depending on the attainment of performance thresholds. All awards were granted at a stated price of $0 per share and will be valued at the market price when they vest or are granted. Following these transactions, he directly beneficially owned 5,100 shares of Unitil common stock and 1,275 derivative securities related to contingent stock awards.

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

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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^*

Simpson Carleton B

(Last) (First) (Middle)

6 LIBERTY LANE WEST

(Street)

HAMPTON NH 03842

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNITIL CORP [ UTL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Gen. Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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, no par value	01/27/2026		A		1,590	A	$0(1)	0	D
Common stock, no par value	01/27/2026		A		1,590	A	$0(2)	5,100	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
Contingent grant of common stock	(3)	01/27/2026		A		795		(3)	(3)	Common stock	795	(3)	1,275	D

Explanation of Responses:

1. Shares were granted pursuant to the Unitil Corporation Third Amended and Restated 2003 Stock Plan. Shares generally will vest 25% per year over four years from date of grant. Shares will be valued at current market price on date of vesting.

2. Shares were granted pursuant to the Unitil Corporation Third Amended and Restated 2003 Stock Plan. Shares generally will vest after three-year performance period based on the attainment of certain performance thresholds of certain performance goals. Shares will be valued at current market price on date of vesting.

3. Shares may be granted pursuant to the Unitil Corporation Third Amended and Restated 2003 Stock Plan. Any such shares would be granted after a three-year performance period ending on December 31, 2028, based on the attainment of certain performance thresholds of certain performance goals. Any such shares would be valued at current market price on date of grant.

	/s/ Kumiko A. Shortill, attorney-in-fact for Carleton B. Simpson	01/29/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Unitil (UTL) report for Carleton B. Simpson?

Unitil reported that SVP, General Counsel and Secretary Carleton B. Simpson received equity awards on January 27, 2026. He was granted 1,590 time-vested shares, 1,590 performance-based shares, and a contingent grant tied to up to 795 additional shares under the 2003 Stock Plan.

How many Unitil (UTL) shares were granted to Carleton B. Simpson and on what terms?

Simpson was granted 3,180 shares of Unitil common stock and a contingent grant tied to up to 795 more shares. Half of the 3,180 shares vest 25% annually over four years, while the other half vest after a three-year performance period, subject to performance goals.

What is the vesting schedule for Carleton B. Simpson’s time-vested Unitil (UTL) shares?

The time-vested award of 1,590 Unitil common shares generally vests 25% per year over four years from the grant date. Each vested portion will be valued at the then-current market price on the date of vesting, according to the company’s Third Amended and Restated 2003 Stock Plan.

How do the performance-based Unitil (UTL) stock awards to Simpson work?

The 1,590 performance-based Unitil shares generally vest after a three-year performance period. Vesting depends on achieving certain performance thresholds tied to specified performance goals, and any shares that vest will be valued at the current market price on the vesting date.

What is the contingent grant of 795 Unitil (UTL) shares reported for Simpson?

The contingent grant relates to up to 795 Unitil shares that may be granted after a three-year performance period ending December 31, 2028. Any such shares would be issued only if performance thresholds are met and would be valued at the current market price on the grant date.

How many Unitil (UTL) shares does Carleton B. Simpson own after these grants?

After the reported transactions, Simpson directly beneficially owned 5,100 shares of Unitil common stock. He also held 1,275 derivative securities tied to contingent stock awards, all under the company’s Third Amended and Restated 2003 Stock Plan, as disclosed in the Form 4 filing.