Rogers Melinda B. 4
4 · Northwest Natural Holding Co · Filed Mar 9, 2026
Research Summary
AI-generated summary of this filing
NWN VP Melinda Rogers Sells Shares for Tax Withholding
What Happened Melinda B. Rogers, VP and Chief HR & Diversity Officer at Northwest Natural Holding Co. (NWN), disposed of shares on March 5, 2026 to cover tax withholding related to the issuance/vesting of restricted stock units. The filing shows 531 shares withheld (531 @ $52.53 = $27,893) and 132 shares withheld (132 @ $52.53 = $6,934), for a total of 663 shares withheld/sold. In addition, a fractional open-market sale of 0.13 shares at $52.53 produced $7. Total proceeds from the dispositions were roughly $34,834. These transactions are tax-withholding related (code F) rather than a voluntary, market-driven sell signal.
Key Details
- Transaction date: March 5, 2026; reported on Form 4 filed March 9, 2026 (timely).
- Price: $52.53 per share for all reported disposals.
- Shares disposed: 531 + 132 = 663 shares withheld for taxes; plus 0.13 share sold (fractional).
- Proceeds: ~ $34,834 total (27,893 + 6,934 + 7).
- Shares owned after transaction: not specified in the supplied summary; filing notes 2,064 time‑based RSUs have been reported as beneficially owned since initial reporting on 2/25/2022.
- Notable footnotes: withheld shares cover taxes on the issuance/vesting of RSUs (including 513 performance-based and 651 time‑based RSUs as described); Organization & Executive Compensation Committee certification of performance payout was reported on Form 4 filed Feb 27, 2026. The fractional 0.13-share disposition relates to transferring whole shares between accounts.
Context These transactions reflect routine tax-withholding on RSU vesting (sometimes called a cashless or net-share settlement) rather than an opportunistic open-market sale for investment reasons. The small fractional-share sale was administrative (to consolidate whole shares across accounts). No indication in the filing that Rogers is a 10% owner or that this was part of a prearranged trading plan.
Insider Transaction Report
- Tax Payment
Common Stock
[F1]2026-03-05$52.53/sh−531$27,893→ 2,346.13 total - Tax Payment
Common Stock
[F2]2026-03-05$52.53/sh−132$6,934→ 2,214.13 total - Sale
Common Stock
[F3]2026-03-05$52.53/sh−0.13$7→ 2,214 total
- 11,256.78(indirect: See Footnote)
Common Stock
[F4]
Footnotes (4)
- [F1]Shares were withheld by the issuer to cover withholding taxes on issuance of shares due to vesting of 513 restricted stock units (RSUs) with performance threshold, and vesting of 651 time-based RSUs. Organization and Executive Compensation Committee certification of satisfaction of the performance threshold and vesting for these restricted stock units was reported on Form 4 filed on February 27, 2026. The 651 time-based RSUs are part of 2,064 time-based RSUs that have been reported as shares beneficially owned by the reporting person since initially reported on the reporting persons Form 4 on February 25, 2022.
- [F2]Shares were withheld by the issuer to cover withholding taxes on issuance of performance shares. Organization and Executive Compensation Committee certification of the payout of these performance shares was reported on Form 4 filed on February 27, 2026.
- [F3]Disposition of fractional shares in connection with the transfer of whole shares between accounts directly held by the reporting person.
- [F4]Shares have been credited to the reporting persons account under the Northwest Natural Deferred Compensation Plan for Directors and Executives.