NW Natural Holding Co. Announces Board Changes & Compensation Updates

Ticker: NWN · Form: 8-K · Filed: 2025-05-27T00:00:00.000Z

Sentiment: neutral

Topics: board-changes, executive-compensation, governance

Related Tickers: NWN

TL;DR

NW Natural Holding Co. shakes up the board, elects new directors, and adjusts exec pay.

AI Summary

Northwest Natural Holding Company announced on May 22, 2025, a series of significant corporate actions. These include the departure of Director Frank W. Burge, the election of new Directors David L. Anderson and David J. Miller, and changes to executive compensation arrangements. The company also reported on matters submitted to a vote of security holders and filed financial statements and exhibits.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Board and executive changes, along with compensation adjustments, can introduce uncertainty regarding future strategic direction and operational stability.

Key Players & Entities

FAQ

Who has departed from the Board of Directors?

Frank W. Burge has departed from the Board of Directors.

Who were elected as new Directors?

David L. Anderson and David J. Miller were elected as new Directors.

What is the exact date of the earliest event reported in this 8-K?

The date of the earliest event reported is May 22, 2025.

What other items are reported in this 8-K filing besides director changes?

The filing also reports on the election of directors, appointment of certain officers, compensatory arrangements of certain officers, submission of matters to a vote of security holders, and financial statements and exhibits.

What is the principal executive office address for Northwest Natural Holding Company?

The principal executive offices are located at 250 S.W. Taylor Street, Portland, Oregon 97204.

From the Filing

0001733998-25-000108.txt : 20250527 0001733998-25-000108.hdr.sgml : 20250527 20250523185503 ACCESSION NUMBER: 0001733998-25-000108 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20250522 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250527 DATE AS OF CHANGE: 20250523 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Northwest Natural Holding Co CENTRAL INDEX KEY: 0001733998 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] ORGANIZATION NAME: 01 Energy & Transportation EIN: 824710680 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38681 FILM NUMBER: 25983812 BUSINESS ADDRESS: STREET 1: 250 SW TAYLOR STREET CITY: PORTLAND STATE: OR ZIP: 97204 BUSINESS PHONE: 503-226-4211 MAIL ADDRESS: STREET 1: 250 SW TAYLOR STREET CITY: PORTLAND STATE: OR ZIP: 97204 8-K 1 nwn-20250522.htm 8-K nwn-20250522 0001733998 false 0001733998 2025-05-22 2025-05-22   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 May 22, 2025 Date of Report (Date of earliest event reported) NORTHWEST NATURAL HOLDING COMPANY (Exact name of registrant as specified in its charter) Commission file number  1-38681   Oregon   82-4710680 (State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.) 250 S.W. Taylor Street ,  Portland ,  Oregon   97204 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code:  (503)   226-4211 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 ( see  General Instruction A.2. below): ☐ 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)) Securities registered pursuant to Section 12(b) of the Act: Registrant   Title of each class   Trading Symbol   Name of each exchange on which registered Northwest Natural Holding Company   Common Stock   NWN   New York Stock Exchange 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b) Departure of Directors Timothy P. Boyle and Honorable Dave McCurdy, members of the Board of Directors (Board) of Northwest Natural Holding Company (Company or NW Holdings), each retired from the Board and all committees thereof effective upon the adjournment of the 2025 Annual Meeting of Shareholders of the Company held on May 22, 2025 (2025 Annual Meeting). Their retirements were in accordance with the length of service guidelines se

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