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Southwest Gas Holdings Inc

For the period ended Dec 31, 2024. Filed Feb 26, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 26, 2025

SWX$91.33+0.9%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

For the fiscal period ended December 31, 2024

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number · Exact name of registrant as specified in its charter andprincipal office address and telephone number · State ofIncorporation · I.R.S.Employer Identification No.
001-37976Southwest Gas Holdings, Inc.Delaware81-3881866
8360 S. Durango Dr.
Las Vegas,Nevada89113
(702)876-7237
1-7850Southwest Gas CorporationCalifornia88-0085720
8360 S. Durango Dr.
Las Vegas,Nevada89113
(702)876-7237

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Southwest Gas Holdings, Inc. Common Stock, $1 par valueSWXNew York Stock Exchange
Preferred Stock Purchase RightsN/ANew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Southwest Gas Holdings, Inc.Yes☒No☐
Southwest Gas CorporationYes☐No☒

Indicate by check mark if each registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No ☒

Indicate by check mark whether each registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒No ☐

Indicate by check mark whether each registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒No ☐

Indicate by check mark whether each registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Southwest Gas Holdings, Inc.:
Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒

Southwest Gas Corporation:
Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

If securities are registered pursuant to Section 12(b) of the Exchange Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether each registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐No ☒

Aggregate market value of the voting and non-voting common stock held by nonaffiliates of the registrant

$5,046,900,393 as of June 30, 2024

The number of shares outstanding of Southwest Gas Holdings, Inc. common stock:

Common Stock, $1 Par Value,71,822,329 shares as of February 18, 2025

All of the outstanding shares of common stock ($1 par value) of Southwest Gas Corporation were held by Southwest Gas Holdings, Inc. as of February 18, 2025.

SOUTHWEST GAS CORPORATION MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION (I)(1)(a) and (b) OF FORM 10-K AND IS THEREFORE FILING THIS REPORT WITH THE REDUCED DISCLOSURE FORMAT AS PERMITTED BY GENERAL INSTRUCTION I(2).

DOCUMENTS INCORPORATED BY REFERENCE

DescriptionPart Into Which Incorporated
2025 Proxy StatementPart III
FILING FORMAT4
GLOSSARY OF KEY TERMS4
FORWARD-LOOKING STATEMENTS6
PART I7
Item 1.BUSINESS7
NATURAL GAS DISTRIBUTION9
General Description9
Rates and Regulation9
Competition12
Environmental Matters12
UTILITY INFRASTRUCTURE SERVICES14
HUMAN CAPITAL15
Item 1A.RISK FACTORS16
Item 1B.UNRESOLVED STAFF COMMENTS27
Item 1C.CYBERSECURITY27
Item 2.PROPERTIES29
Item 3.LEGAL PROCEEDINGS30
Item 4.MINE SAFETY DISCLOSURES30
PART II30
Item 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES30
Item 6.[RESERVED]31
Item 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS31
Item 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK46
Item 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA48
Item 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE102
Item 9A.CONTROLS AND PROCEDURES102
Item 9B.OTHER INFORMATION103
Item 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS104
PART III104
Item 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE104
Item 11.EXECUTIVE COMPENSATION104
Item 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS104
Item 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE105
Item 14.PRINCIPAL ACCOUNTING FEES AND SERVICES105
PART IV105
Item 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES105
Item 16.FORM 10–K SUMMARY111
SIGNATURES112
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.