Unitil (NYSE: UTL) CEO Meissner reports time-based and performance stock grants

Rhea-AI Filing Summary

Unitil Corporation’s Chairmain & CEO and director Thomas P. Meissner Jr. reported new equity awards under the Unitil Corporation Third Amended and Restated 2003 Stock Plan dated January 27, 2026.

He received 8,090 shares of common stock that generally vest 25% per year over four years, and another 8,090 shares that generally vest after a three‑year performance period based on specified performance thresholds. He was also granted 310 shares at $50 per share at the conclusion of the 2023‑2025 performance period, reflecting achieved performance goals.

In addition, Meissner acquired a contingent grant for 4,045 shares of common stock, which may be earned after a three‑year performance period ending on December 31, 2028, subject to performance thresholds. Following these transactions, he beneficially owns 145,995 common shares directly and 2,743.07 shares indirectly through a trust under Unitil’s Tax Deferred Savings and Investment Plan.

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^*

MEISSNER THOMAS P JR

(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
X	Officer (give title below)		Other (specify below)
	Chairmain & CEO

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		8,090	A	$0(1)	0	D
Common stock, no par value	01/27/2026		A		8,090	A	$0(2)	0	D
Common stock, no par value	01/27/2026		A		310	A	$50(3)	145,995	D
Common stock, no par value								2,743.07	I	Held in trust(4)

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	(5)	01/27/2026		A		4,045		(5)	(5)	Common stock	4,045	(5)	11,140	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 were granted pursuant to the Unitil Corporation Third Amended and Restated 2003 Stock Plan. Shares were granted at the conclusion of the 2023-2025 performance period based on the attainment of certain performance thresholds of certain performance goals. Shares were valued at current market price on date of grant. The balance of the contingent grant for such performance period terminated.

4. Shares are held in trust under the terms of the Unitil Corporation Tax Deferred Savings and Investment Plan.

5. 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 Thomas P. Meissner, Jr.	01/29/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did UTL’s CEO report on January 27, 2026?

Unitil’s CEO Thomas P. Meissner Jr. reported several stock awards on January 27, 2026, including time‑vested, performance‑based, and contingent grants under the company’s 2003 Stock Plan, plus performance shares earned for the 2023‑2025 period.

How many Unitil (UTL) shares were time‑vested awards to the CEO?

Meissner received 8,090 Unitil common shares that generally vest 25% per year over four years. These shares were granted under the Third Amended and Restated 2003 Stock Plan and are valued at the market price on each vesting date.

What performance-based stock did Unitil’s CEO receive in this Form 4?

He was granted 8,090 common shares that generally vest after a three‑year performance period, based on specified performance thresholds. The shares will be valued at the then‑current market price on the vesting date, aligning value with performance outcomes.

What were the 310 Unitil shares granted at $50 in this filing?

The 310 common shares at $50 per share were granted at the conclusion of the 2023‑2025 performance period. They reflect attainment of certain performance thresholds, were valued at current market price on the grant date, and the remaining contingent balance for that period terminated.

What is the new contingent grant for 4,045 Unitil shares to the CEO?

Meissner reported a contingent grant related to 4,045 shares of common stock that may be granted after a three‑year performance period ending December 31, 2028, subject to performance thresholds. Any such shares would be valued at current market price on the grant date.

How many Unitil shares does the CEO own directly and indirectly after these grants?

After the reported transactions, Meissner directly beneficially owns 145,995 Unitil common shares. He also indirectly owns 2,743.07 shares held in trust under the Unitil Corporation Tax Deferred Savings and Investment Plan, as disclosed in the filing.