Rogers Melinda B. 4

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.