Haller Karen S 4

What Happened

• Karen S. Haller, a director of Centuri Holdings, had 7,338 restricted stock units (RSUs) vest and be settled into common shares on May 18, 2026. The Form 4 reports an acquisition/settlement of 7,338 shares (RSUs converting one-for-one to common stock) and a related $0 disposition of 7,338 shares (reported as a derivative transaction). On May 19, 2026 she received a new grant of 4,067 RSUs (no cash paid).
• These transactions are awards/settlements of equity compensation (not open-market purchases or sales). The filing reports $0 or N/A prices for these entries because RSUs settle into shares rather than being bought for cash on the open market.

Key Details

• Transaction dates/prices:
  • 2026-05-18: RSU settlement/exercise (code M) — 7,338 shares acquired (reported N/A or $0 value); same date shows 7,338 shares disposed as a derivative at $0.
  • 2026-05-19: RSU grant (code A) — 4,067 RSUs @ $0 (new award).
• Footnotes:
  • F1: The 7,338 RSUs were originally granted April 16, 2025 and vested in full May 18, 2026; shares were delivered one-for-one upon settlement.
  • F2: The 4,067 RSUs were granted under the omnibus plan on May 19, 2026 and will settle in shares.
• Shares owned after transaction: Not reported in the provided excerpt of the filing.
• Filing timeliness: Form 4 filed May 20, 2026 — appears to be timely (filed within the typical two-business-day window).

Context

• RSU vesting/settlement: The reported "M" derivative activity reflects conversion/settlement of RSUs to common stock rather than an option purchase; the simultaneous $0 disposition reported for the same share count often reflects net-settlement mechanics such as shares withheld for taxes or internal transfers (the filing notes only the settlement and grant).
• Investor takeaway: These are compensation-related equity movements (awards and settlement). Such transactions reflect routine executive/director compensation and do not by themselves indicate buying or selling sentiment in the open market.