Connell James W. Jr. 4

What Happened
James W. Connell Jr., Centuri Holdings' Chief Commercial and Strategy Officer, had 19,011 restricted stock units (RSUs) vest on January 30, 2026. Upon settlement the issuer delivered shares one-for-one, and 5,280 shares were withheld to satisfy tax obligations at $27.83 per share (withheld value reported as $146,942). In connection with his resignation on January 31, 2026, a total of 11,791 RSUs (granted Feb 25, 2025) and 17,687 performance stock units (PSUs, also granted Feb 25, 2025) were forfeited and treated as dispositions to the issuer.

Key Details

• Transaction dates: RSU vesting/settlement on 2026-01-30; forfeitures/dispositions on 2026-01-31. Filing dated 2026-02-03.
• Tax withholding: 5,280 shares withheld at $27.83/share = $146,942 (code F — tax withholding, not an open-market sale).
• Awards: 19,011 RSUs granted July 30, 2024 vested in full Jan 30, 2026. 11,791 RSUs and 17,687 PSUs (granted Feb 25, 2025) were forfeited on resignation.
• Transaction types reported: M (exercise/conversion/settlement of derivative awards), F (tax withholding), D (disposition to issuer for forfeiture).
• Shares owned after the transactions: not specified in the filing.
• Filing timeliness: Form 4 was filed Feb 3, 2026 and appears to be timely relative to the reported transaction dates.

Context

• These entries reflect compensation settlement and subsequent forfeitures, not open-market trading: the withholding (F) is standard to cover tax obligations when RSUs vest.
• The PSUs were performance-based and would have vested only if performance conditions were met; they were forfeited upon resignation.
• For retail investors: this is routine insider compensation activity (awards vesting and tax withholding plus forfeitures on resignation), not a buy or sell signal from open-market trading.