Northwest Natural Holding Co
For the period ended Sep 30, 2024. Filed Nov 12, 2024.
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Sep 30, 2024 · Filed Nov 12, 2024
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Item 5. Other Information
10b5-1 Trading Plan
On September 16, 2024, David H. Anderson, Chief Executive Officer of NW Holdings and NW Natural, adopted a Rule 10b5‑1 trading arrangement for the sale of shares of NW Holdings’ common stock, which is intended to satisfy the affirmative defense conditions of Rule 10b5‑1(c) under the Exchange Act. Mr. Anderson’s Rule 10b5‑1 trading arrangement provides for the potential sale of up to 130,428 shares of NW Holdings’ common stock between December 20, 2024 and December 20, 2025, subject to conditions set forth in the arrangement, and so long as the market price of NW Holdings’ common stock is higher than certain minimum threshold prices specified in Mr. Anderson’s Rule 10b5‑1 trading arrangement.
As previously disclosed, Mr. Anderson has announced his intention to retire from his position as CEO of NW Holdings and NW Natural, effective April 1, 2025. Mr. Anderson currently holds more than 8 times his annual salary in NW Holdings’ stock; an amount greater than required by the NW Holdings’ stock ownership requirements. This trading arrangement allows Mr. Anderson to periodically sell a portion of his NW Holdings common stock to diversify his holdings in connection with his retirement.
As of the date of this filing, Mr. Anderson holds the following shares that are not subject to his trading arrangement: 32,058 shares of which 11,349 are held in the Deferred Compensation Plan for Directors and Officers and 20,709 are held in his trust.
Except as described above, no other director or Section 16 officer adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, during the three months ended September 30, 2024.
Chief Information Officer and Chief Information Security Officer
Effective September 23, 2024, the Board of Directors appointed Brian Fellon as Vice President, Chief Information Officer and Chief Information Security Officer of NW Natural. Mr. Fellon reports to our President. Prior to joining NW Natural, Mr. Fellon served as Director of Information Technology at Puget Sound Energy in Bellevue, Washington from 2016 to September 2024, where he was responsible for applications services, artificial intelligence and data. Prior to that, Mr. Fellon held key information technology positions at Eddie Bauer, Recreational Equipment, Inc., and Boeing. Mr. Fellon received a Bachelor of Arts degree from the University of Washington and a Master of Business Administration from Seattle University. Mr. Fellon is supported by Mr. Carlson, our Director of Cybersecurity and Compliance and his team.
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