Wenger Howard 4

What Happened

• Wenger Howard, President and a director of Nextpower (NXT), disposed of a total of 72,540 shares on May 26, 2026, for aggregate proceeds of approximately $9.44 million. The filing lists these tranches:
  • 7,690 shares at $128.91 = $991,318
  • 23,355 shares at $129.66 = $3,028,209
  • 22,466 shares at $130.78 = $2,938,103
  • 7,840 shares at $131.39 = $1,030,098
  • 1,319 shares at $132.59 = $174,886
  • 9,870 shares (other disposition) at $129.38 = $1,276,981
• These were sales (not purchases). Several tranches were executed in multiple transactions at varying prices (see Key Details). Sales like these are often routine dispositions; some were made under a pre-established 10b5-1 plan and one tranche reflects a sell‑to‑cover for tax withholding related to RSU vesting.

Key Details

• Transaction date: May 26, 2026; Form 4 filed May 27, 2026 (filed one day after trades — within typical SEC reporting window).
• Prices: weighted-average prices reported per tranche; underlying trade prices ranged roughly from $128.18 up to $133.10 across the transactions.
• Shares sold: 72,540; total proceeds ≈ $9.44 million.
• Shares owned after transaction: not specified in the information provided in your summary.
• Notable footnotes:
  • 10b5-1 plan: at least one sale was effected pursuant to a trading plan adopted Aug 18, 2025 (pre-scheduled trades).
  • Several price entries are weighted averages covering multiple execution prices; the filer offers to provide breakdowns on request.
  • A tranche reflects a "sell-to-cover" required to satisfy tax withholding for vested RSUs (mandated by issuer policy), not a discretionary trade.

Context

• Sales reduce insider holdings and are commonly used for diversification or to satisfy taxes; they do not necessarily indicate negative views about the company. A 10b5-1 plan means some trades were pre-authorized and executed automatically. A sell‑to‑cover tied to RSU vesting is administrative and not a voluntary market-timing decision.