Skip to main content

Southwest Gas Holdings Inc

For the period ended May 2, 2024. Filed Mar 18, 2024.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 2, 2024 · Filed Mar 18, 2024

SWX$91.33+0.9%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits
Contents

Compensation Program Objectives, Key Considerations and Principles

Philosophy and Objectives

We believe in the importance of aligning the financial interests of the Company’s executives with those of stockholders. By emphasizing our goal to build stockholder value by focusing on fundamental business strategies of operational excellence, strategic growth and financial stewardship, and by operating true to our core values of safety, excellence, quality, partnership, stewardship and value, we motivate achievements that are the platform for increased stockholder returns. A significant portion of our NEOs’ compensation is designed to be variable and tied to the achievement of key financial and strategic performance objectives, which helps us to incentivize our NEOs to create long-term value for our stockholders.

In our utility segment, we strive to work collaboratively with regulators to achieve positive results for both customers and stockholders, and we recognize that customer satisfaction and the Company’s safety record are both essential elements in the regulatory process. Safety is also critical to the success of our utility infrastructure services segment, and safety goals carry significant weight under Centuri’s annual incentive plan.

In particular, the Company’s compensation program has been designed to accomplish the following objectives:

Establish competitive compensation plans to attract, retain and motivate high performing senior leaders;

Emphasize a pay-for-performance culture to reward both annual and long-term Company performance while not encouraging excessive risk-taking;

Create long-term alignment between the interests of senior executives and stockholders; and

Support our strategic initiatives and financial goals.

Pay for Performance

With respect to each of our NEOs, all annual cash incentives and long-term equity incentives are “at risk,” as those awards are either variable based on the level of performance against incentive targets or are subject to continued employment during a three-year vesting period. The portion of total direct compensation designed to be at risk depends upon the NEO’s position and the ability to influence outcomes, as well as market pay levels and risk mitigation considerations. Ms. Haller, the Company’s CEO, has the largest portion of pay at risk. In

32 Southwest Gas Holdings 2024 Notice and Proxy

2023, the percentage of her targeted total direct compensation opportunity at risk was 82%. For the other NEOs, the average percentage of such compensation at risk was 72%.

CEO Target CompensationOther NEOsTarget Compensation
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.