UTL Form 4: Director Winfield Brown Receives 2,435 Shares; 3,326 RSUs Held

Rhea-AI Filing Summary

Winfield S. Brown, a director of Unitil Corporation (UTL), received 2,435 shares of common stock on 10/01/2025 as part of his annual director retainer under the Unitil Third Amended and Restated 2003 Stock Plan. The shares were issued at an indicated price of $47.22 per share.

The filing also reports 3,326 restricted stock units (RSUs) held by Mr. Brown. Each RSU equals one share and is fully vested on grant; payout is structured as 70% in common stock and 30% in cash based on the closing price the day before settlement, payable after separation from service.

Insights

Corporate Governance Analyst

Director compensation granted via stock: 2,435 shares and 3,326 RSUs disclosed.

This Form 4 shows routine director compensation rather than a purchase or sale by management. The 2,435 shares were granted as part of the annual retainer and recorded at $47.22 per share.

The filing discloses 3,326 RSUs that are fully vested at grant and payable 70% in stock and 30% in cash upon separation from the board, indicating the award is compensation-linked rather than performance-vested.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Brown Winfield S

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common stock, no par value	2,435	$47.22	$115K
holding	Restricted stock units	--	--	--

Holdings After Transaction: Common stock, no par value — 7,723 shares (Direct); Restricted stock units — 0 shares (Direct)

Footnotes (1)

1. Shares were granted pursuant to the Unitil Corporation Third Amended and Restated 2003 Stock Plan and transferred into my name in connection with the stock portion of my annual retainer fee as a Director of the Company. Each restricted stock unit is equivalent in value to one share of Unitil Corporation's common stock, no par value ("Common Stock"), and represents the right to receive a combination of cash and Common Stock after separation from service on Unitil Corporation's Board of Directors. Each restricted stock unit is fully vested upon grant and is payable 70% in Common Stock and 30% in cash, based upon the closing price of Common Stock on the day prior to settlement.

Form 4 Insider Transactions: What Each Field Means →

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
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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).

1. Name and Address of Reporting Person^*

Brown Winfield S

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A(1)		2,435	A	$47.22	7,723	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
Restricted stock units	(2)							(2)	(2)	Common stock	0		3,326	D

Explanation of Responses:

1. Shares were granted pursuant to the Unitil Corporation Third Amended and Restated 2003 Stock Plan and transferred into my name in connection with the stock portion of my annual retainer fee as a Director of the Company.

2. Each restricted stock unit is equivalent in value to one share of Unitil Corporation's common stock, no par value ("Common Stock"), and represents the right to receive a combination of cash and Common Stock after separation from service on Unitil Corporation's Board of Directors. Each restricted stock unit is fully vested upon grant and is payable 70% in Common Stock and 30% in cash, based upon the closing price of Common Stock on the day prior to settlement.

	/s/ Sandra L. Whitney, attorney-in-fact for Winfield S. Brown	10/03/2025
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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