Southwest Gas Terminates Agreement, Enters New Deal

Ticker: SWX · Form: 8-K · Filed: 2025-05-22T00:00:00.000Z

Sentiment: neutral

Topics: agreement-termination, material-agreement, security-holder-rights

Related Tickers: SWX

TL;DR

SWX terminated one deal, signed another. Big changes coming.

AI Summary

Southwest Gas Holdings, Inc. announced on May 19, 2025, the termination of a material definitive agreement. The company also entered into a new material definitive agreement and reported modifications to the rights of its security holders. Specific details regarding the agreements and modifications were filed with the SEC.

Why It Matters

This filing indicates significant changes in Southwest Gas's contractual relationships, which could impact its operations, financial standing, and shareholder value.

Risk Assessment

Risk Level: medium — The termination of a material agreement and entry into a new one suggests potential strategic shifts or unresolved issues that could carry financial or operational risks.

Key Players & Entities

FAQ

What was the specific material definitive agreement that was terminated?

The filing indicates the termination of a material definitive agreement, but the specific name or details of this agreement are not provided in the provided text.

What is the nature of the new material definitive agreement entered into by Southwest Gas Holdings, Inc.?

The filing states that Southwest Gas Holdings, Inc. entered into a material definitive agreement, but the specific terms or nature of this agreement are not detailed in the provided text.

How are the rights of Southwest Gas Holdings, Inc. security holders being modified?

The filing mentions material modifications to the rights of security holders, but the specifics of these modifications are not elaborated upon in the provided text.

What is the significance of the 'Termination of a Material Definitive Agreement' item?

This item signifies that a previously binding contract of importance to the company has been ended, which could have financial or operational consequences.

What is the significance of the 'Entry into a Material Definitive Agreement' item?

This item signifies that the company has entered into a new, important contract that could affect its business operations, strategy, or financial performance.

From the Filing

0001193125-25-125112.txt : 20250522 0001193125-25-125112.hdr.sgml : 20250522 20250522164105 ACCESSION NUMBER: 0001193125-25-125112 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20250519 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Material Modifications to Rights of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250522 DATE AS OF CHANGE: 20250522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Southwest Gas Holdings, Inc. CENTRAL INDEX KEY: 0001692115 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] ORGANIZATION NAME: 01 Energy & Transportation EIN: 813881866 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37976 FILM NUMBER: 25977831 BUSINESS ADDRESS: STREET 1: C/O SOUTHWEST GAS CORPORATION STREET 2: 8360 S. DURANGO DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89113 BUSINESS PHONE: 702-876-7237 MAIL ADDRESS: STREET 1: C/O SOUTHWEST GAS CORPORATION STREET 2: 8360 S. DURANGO DRIVE CITY: LAS VEGAS STATE: NV ZIP: 89113 8-K 1 d945768d8k.htm 8-K 8-K false 0001692115 0001692115 2025-05-19 2025-05-19 0001692115 us-gaap:CommonStockMember 2025-05-19 2025-05-19 0001692115 swx:PreferredStockPurchaseRightsMember 2025-05-19 2025-05-19     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     Form 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2025     SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter)       Delaware   001-37976   81-3881866 (State or other jurisdiction of incorporation or organization)   (Commission File Number)   (I.R.S. Employer Identification No.)   8360 S. Durango Drive Post Office Box 98510 Las Vegas , Nevada (Address of principal executive offices) 89193-8510 (Zip Code) Registrant’s telephone number, including area code: (702) 876-7237     Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol   Name of each exchange on which registered Southwest Gas Holdings, Inc. Common Stock, $1 Par Value   SWX   New York Stock Exchange Preferred Stock Purchase Rights   N/A   New York Stock Exchange Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 1.01 Entry Into a Material Definitive Agreement. Underwritten Offering On May 20, 2025, Southwest Gas Holdings, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, as repr

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