Esparza Jose Luis Jr 4

What Happened
Jose Luis Esparza Jr., Senior VP Public Policy at Pinnacle West (PNW), had 3,712 performance shares vest on March 18, 2026 (awarded at $0). Of those, 443 shares were disposed to the issuer at $100.92 each for $44,708, and 1,402 shares were surrendered/withheld at $100.92 each for tax obligations totaling $141,490. The net effect left Esparza with 1,867 shares retained after the settlements. The award was tied to 2023 performance metrics (total shareholder return, EPS growth, clean megawatts installed) and included dividend equivalent settlements.

Key Details

• Transaction date: March 18, 2026; Form 4 filed March 20, 2026 (within the typical 2-business-day reporting window).
• Award (code A): 3,712 performance shares vested at $0.
• Disposition (code D): 443 shares sold to issuer @ $100.92 = $44,708.
• Tax withholding/settlement (code F): 1,402 shares @ $100.92 = $141,490 (company retained these shares to meet tax withholding).
• Shares retained after transactions: 1,867 (3,712 − 443 − 1,402).
• Footnotes: vesting tied to 2023 performance targets and included cash settlement of dividend equivalents; shares withheld were for tax withholding.

Context
This is a routine post-vesting settlement: performance shares vested and some were sold/withheld to cover dividend-equivalent cash settlements and tax obligations (not an open-market investment decision). Purchases are generally more informative for bullish signals; here the material event is the award/vesting and subsequent standard withholding/sales.