Evans Linden R 4

What Happened
Linden R. Evans, President and CEO of Black Hills Corp (BKH), received an award of 9,036 shares under the company's performance share plan on 2026-02-12 (9,036 shares × $73.21 = $661,526). At the same time 3,555.666 shares were surrendered/withheld to cover tax withholding related to that payout (3,555.666 × $73.21 = $260,310). Net increase to Evans’ holdings from this transaction is 5,480.334 shares.

Key Details

• Transaction date: 2026-02-12; filing date: 2026-02-13 (timely filing).
• Award: 9,036 shares at $73.21 each (code A — award/grant).
• Tax withholding: 3,555.666 shares at $73.21 each (code F — tax withholding/disposition).
• Net shares added: 5,480.334 (9,036 − 3,555.666).
• Reported post-transaction share balance was understated by 1,000 shares due to a software issue; actual ownership is 176,083.986 shares (footnote F3).
• Footnotes: F1 = shares from 2023–2025 Performance Share Plan under Omnibus Incentive Plan; F2 = shares used to pay withholding taxes; F3 = correction to share balance.

Context
This was a compensation payout (performance share award) rather than an open-market purchase or sale. The withholding of shares to cover tax obligations is a routine administrative step and does not indicate an on-market sale for liquidity. Awards reflect company compensation decisions and are not, by themselves, a direct signal of insider sentiment about short-term stock moves.