Centuri Holdings Inc

Philosophy and Objectives

Prior to our initial public offering in April 2024, Southwest Gas Holdings Compensation Committee initially structured the executive compensation programs applicable to the NEOs to meet the following objectives:

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

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

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

•Support strategic initiatives and financial goals.

Following our initial public offering, the Compensation Committee structured Centuri’s executive compensation programs to continue to meet these objectives and to align with sound governance and design practices. As such, the executive compensation programs covering NEOs include the following key governance and design practices:

•Balanced Mix of Pay Components and Incentives. A balanced mix of cash and equity compensation, and of annual and long-term incentives.

•Significant Performance-Based Compensation Tied to Business Objectives. A significant portion of our NEOs’ total compensation is tied to the achievement of business objectives and creation of long-term stockholder value. This ensures NEO pay is aligned with business and share performance. While we emphasize “at risk” pay tied to performance, we have designed the executive compensation program so that it does not encourage excessive risk-taking by management.

•Limited Perquisites. Limited perquisites are provided to our NEOs but only to the extent they are reasonable and consistent with our compensation objectives of attracting and retaining superior executives for key positions.

•Clawback Policy. Compensation recovery policy that complies with applicable legal and stock exchange listing requirements and that provide Centuri the authority to recover erroneously paid incentive compensation in connection with an accounting restatement.

•Use of Independent Consultant. Use of an independent consultant who advises the Centuri Compensation Committee on the design and market competitiveness of executive compensation programs.

Majority of Executive Compensation is Performance-Based

The majority of each NEO’s target total direct compensation is composed of at-risk variable compensation. The percentage of at-risk pay depends upon the NEO’s position and the ability to influence outcomes, competitive market practice and risk mitigation considerations. The Company’s CEO 2024 at risk pay was equal to 79% of his target total direct compensation opportunity. For the other NEOs, the average percentage of at risk pay was equal to 69% of average target total direct compensation. The charts below set forth the 2024 target total direct compensation pay mix for our current CEO and the average NEO’s target total direct compensation pay mix.