MDU RESOURCES GROUP INC

Except as noted below, the LTIP generally contains the same features, terms, and conditions as set forth in the LTIP’s most recent restat ement, effective February 15, 2024.

No additional shares under the LTIP's maximum share reserve are being requested. The last time the Company requested additional shares to the reserve was April 24, 2001.

The material changes to the LTIP are as follows:

•adds non-employee directors as eligible participants (because the Director LTI, currently used to issue director equity compensation, is expected to be depleted of its available securities for issuance within a year);

•establishes a $600,000 annual cap on LTI awards (taking into account cash fees) to a non-employee director;

•establishes an $8 million (or 500,000 shares, whichever is greater) annual cap on LTI awards to an employee; and

•sets the minimum vesting period required for full value awards with no performance-based vesting characteristics at one year, and limits the maximum number of shares that can be exempt from the one-year minimum vesting requirement at 462,140 shares.

The LTIP also removes certain terms, concepts, and limitations previously necessary to comply with the performance-based compensation exception to IRC Section 162(m)’s limitation on deductible compensation, given this exception is no longer applicable due to tax law changes.