Kendrick Megan A. 4

4 · NWPX Infrastructure, Inc. · Filed Apr 2, 2026

AI-generated summary of this filing

Updated Apr 2, 2026

NWPX SVP Megan Kendrick Receives Award; Shares Withheld for Taxes

What Happened

Megan A. Kendrick, Senior Vice President of Human Resources at NWPX Infrastructure (NWPX), reported vesting/conversion of multiple Performance Share awards on 2026-03-31. The Form 4 shows three acquisition entries of 2,225, 2,148 and 1,531 shares (total 5,904 shares) pursuant to vesting, and three withholding/disposition entries of 875, 845 and 602 shares to satisfy tax obligations. The withheld shares were valued at $77.86 each, totaling $180,792. The filing also lists three additional “exercise/conversion (M)” entries reported as dispositions (1,902; 1,652; 1,405 shares) related to derivative conversions in the same vesting event.

Key Details

Transaction date: 2026-03-31; Form 4 filed: 2026-04-02 (timely).
Withholding price: $77.86 per share; total value withheld: $68,128 + $65,792 + $46,872 = $180,792.
Shares acquired (per filing): 2,225; 2,148; 1,531 (total 5,904). Shares withheld for taxes: 875; 845; 602 (total 2,322).
Shares owned after the transactions: not specified in this filing.
Footnotes: Vesting reflects Performance Shares (F1) with withholding for taxes by issuer (F2). Performance Shares vest based on NWPX total EBITDA margin and vest in installments across multiple measurement dates (see F3–F6). Restricted Stock Unit notes (F7–F8) are also included in the filing disclosures.
Transaction codes: M = exercise/conversion of derivative (vest/conversion of performance shares); F = payment of exercise price or tax liability (shares withheld).

Context

This filing reflects award vesting and tax-withholding activity rather than an open-market sale by the insider. Withheld shares to cover taxes are common and do not necessarily indicate selling to monetize gains. The performance awards vest conditionally (0–200% earned) based on EBITDA margin and were scheduled to vest in installments per the footnotes.

Form 4

Period: 2026-03-31

Sr. VP of Human Resources

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-03-31+2,225→ 9,221 total
Tax Payment
Common Stock
[F2]
2026-03-31$77.86/sh−875$68,128→ 8,346 total
Exercise/Conversion
Common Stock
[F1]
2026-03-31+2,148→ 10,494 total
Tax Payment
Common Stock
[F2]
2026-03-31$77.86/sh−845$65,792→ 9,649 total
Exercise/Conversion
Common Stock
[F1]
2026-03-31+1,531→ 11,180 total
Tax Payment
Common Stock
[F2]
2026-03-31$77.86/sh−602$46,872→ 10,578 total
Exercise/Conversion
Performance Shares
[F3][F4]
2026-03-31−1,902→ 10,109 total
→ Common Stock (2,225 underlying)
Exercise/Conversion
Performance Shares
[F3][F5]
2026-03-31−1,652→ 8,457 total
→ Common Stock (2,148 underlying)
Exercise/Conversion
Performance Shares
[F3][F6]
2026-03-31−1,405→ 7,052 total
→ Common Stock (1,531 underlying)

Holdings

Footnotes (8)

[F1]Represents shares acquired pursuant to the vesting of Performance Shares.
[F2]Represents shares withheld by the issuer for payment of taxes incurred upon vesting event consistent with company policy.
[F3]Performance Shares vest in an amount ranging from 0-200% to the extent such Performance Shares are earned. Performance Shares are earned based on NWPX's total EBITDA margin over the measurement period.
[F4]Performance Shares vest in installments as follows: 1/3 on April 1, 2024, 1/3 on March 31, 2025 and 1/3 on March 31, 2026.
[F5]Performance Shares vest in installments as follows: 1/3 March 31, 2025, 1/3 on March 31, 2026 and 1/3 on March 31, 2027.
[F6]Performance Shares vest in installments as follows: 1/3 on March 31, 2026, 1/3 on March 31, 2027 and 1/3 on March 31, 2028.
[F7]Each Restricted Stock Unit represents a contingent right to receive one share of NWPX common stock.
[F8]The Restricted Stock Units vest in installments in January of 2027, 2028 and 2029.

Signature

/s/ Megan Kendrick|2026-04-02

1 file