Centuri Holdings, Inc.

For the period ended May 19, 2026. Filed Apr 6, 2026.

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 19, 2026 · Filed Apr 6, 2026

CTRI$20.37+9.2%Stored close · as of Nov 6, 2026

See the whole filing, with its images and exhibits

Contents

Cover page

Show cover page

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 14AProxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant	x
Filed by a Party other than the Registrant	o

Check the appropriate box:

o	Preliminary Proxy Statement
o	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
x	Definitive Proxy Statement
o	Definitive Additional Materials
o	Soliciting Material Under Rule 14a-12

Centuri Holdings, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

x	No fee required.
o	Fee paid previously with preliminary materials.
o	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-(i)(1) and 0-11.

April 6, 2026

Dear Stockholder:

You are cordially invited to the Annual Meeting of Stockholders of Centuri Holdings, Inc.(“we,” “us,” “our,” the “Company” or “Centuri”), scheduled to be held on May 19 at 2:00 p.m. Eastern Time in a completely virtual format at http://www.virtualshareholdermeeting.com/CTRI2026.

On behalf of Centuri’s Board of Directors, we thank you for your support throughout a remarkable year for the Company. We sincerely value your investment in our business and will continue working to deliver value and deepen the trust you have placed in us.

2025 was a pivotal year for Centuri as we realized full separation from our former parent company. Reflecting on the year’s end, we are proud of our achievements, which included record revenue for the year and improved company earnings and balance sheet health, as well as the expansion of our operations through the acquisition of Connect Utility Services in Atlantic Canada.

Now, charting our course as a standalone public company, we are well positioned to capitalize on the strong tailwinds in our sector while staying focused on capital discipline and strong work execution. We are actively mapping a deliberate strategy to achieve profitable growth while delivering enduring value and meeting commitments to all of our stakeholders.

On behalf of Centuri’s Board of Directors and our more than 9,600 employees working across North America, we thank you for your continued investment and trust in Centuri.

Sincerely yours,

Christian I. Brown

President and Chief Executive Officer

19820 North 7th Avenue, Suite 120, Phoenix, Arizona 85027

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

May 19, 2026

TIME:	2:00 p.m. Eastern Time
PLACE:	The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Centuri will be held via webcast at http://www.virtualshareholdermeeting.com/CTRI2026.
PROPOSALS:	BOARD RECOMMENDS:
	(1)	The election of each of Christian I. Brown, Dustin DeMaria, Julie A. Dill, Andrew W. Evans, Karen S. Haller, Christopher A. Krummel, Anne L. Mariucci, Steven E. Nielsen and Charles R. Patton to our Board of Directors to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified or until their earlier death, resignation or removal;	FOR each director nominee
	(2)	To hold an advisory (non-binding) vote regarding the compensation of our named executives;	FOR
	(3)	To approve the Centuri Employee Stock Purchase Plan;	FOR
	(4)	To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of Centuri for the fiscal year ending January 3, 2027 (“fiscal 2026”); and	FOR
	(5)	To transact such other business as may properly come before the Annual Meeting or any adjournment(s) or postponement(s) thereof.
RECORD DATE:	Holders of Centuri’s common stock (“Common Stock”) of record at the close of business on March 23, 2026 are entitled to vote at the Annual Meeting.
INTERNET AVAILABILITY OF PROXY MATERIALS:	On or about April 6, 2026, we expect to mail to our stockholders a Notice of Internet Availability of Proxy Materials (the “Notice”) containing instructions on how to access both the proxy statement and our annual report. The Notice will also contain instructions on how to vote online or by telephone and how to receive a paper copy of the proxy materials by mail. The proxy statement and our annual report can be accessed at the following internet address: www.proxyvote.com. All you have to do is enter the control number located in the Notice or on your Proxy Card.
NOTICE REGARDING THE VIRTUAL ANNUAL MEETING	The virtual format of the Annual Meeting ensures that stockholders are afforded the same rights and opportunities to participate as they would have at an in-person meeting, using online tools to ensure stockholder access and participation. For more information about the virtual Annual Meeting, see “General Information” in this Proxy Statement.
PROXY:	It is important that your shares be represented and voted at the Annual Meeting. Whether or not you expect to attend the Annual Meeting virtually, please vote your shares as promptly as possible, or via the internet or telephone as instructed in the Notice or on your Proxy Card, in order to ensure your representation at the Annual Meeting. You can revoke your proxy at any time prior to its exercise at the Annual Meeting by following the instructions in the accompanying proxy statement.

HOW TO VOTE
Please review the proxy statement and vote, at your earliest convenience, using any of the following methods:
(	Call the phone number listed on your Proxy Card to vote BY TELEPHONE.
:	Visit the website listed on your Proxy Card to vote ONLINE.
	Sign, date and return your Proxy Card in the provided postage-paid envelope to vote BY MAIL.
I	Access the virtual meeting to vote by ballot. See “How Do I Attend the Annual Meeting?” (page 1) for instructions.

By Order of the Board of Directors,

Jason S. Wilcock

Executive Vice President, Chief Legal & Administrative Officer and Corporate Secretary

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.