Form 4: Avista SVP Sells Shares for Tax, Converts Performance Equity

Avista's Senior Vice President, Wayne O. Manuel, sold 1,069 shares of common stock to cover tax obligations on vested restricted shares and converted 902 performance shares into common stock.

Summary

• Wayne O. Manuel, Senior Vice President of Avista Corp, engaged in two transactions on January 6, 2026.
• Manuel sold 1,069 shares of Avista common stock at a price of $38.95 per share.
• The sale was conducted to satisfy income tax obligations on restricted shares that vested on the same date, specifically the final one-third of 2023, the second one-third of 2024, and the first one-third of 2025 restricted shares.
• Manuel also converted 902 2023 Performance Shares (TSR) into common stock, indicating that performance measures were met.
• Following these transactions, Manuel beneficially owns 8,813.9874 shares of Avista common stock directly.
• The transactions were made pursuant to a Rule 10b5-1 plan, indicating they were pre-scheduled.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While there's a sale of shares, it's for tax purposes on vested restricted stock, a common and expected event. The conversion of performance shares is a positive signal, indicating the achievement of performance targets.

Positives

• The conversion of 902 2023 Performance Shares (TSR) into common stock suggests that the company met specific performance measures, which is a positive indicator for operational execution.
• The transactions were conducted under a Rule 10b5-1 plan, indicating pre-planned and systematic executive compensation and tax management.

Negatives

• The sale of 1,069 shares, even for tax purposes, represents a reduction in the Senior Vice President's direct ownership of Avista common stock.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• Shares sold to pay income tax on final 1/3 of 2023, second 1/3 of 2024 and first 1/3 of 2025 restricted shares that vested on January 6, 2026.
• No conversion price for the performance shares; shares awarded if performance measure is met.

Industry Context

Insider transaction reports (Form 4s) are routine disclosures for executives of publicly traded companies, detailing changes in their beneficial ownership. The sale of shares to cover tax liabilities upon vesting of restricted stock is a common practice in executive compensation, and the conversion of performance shares indicates the achievement of pre-defined corporate goals, which is typical for performance-based incentive plans in the utility sector.

Stakeholder Impact

• Shareholders: Minor impact as these are routine executive compensation transactions and do not signal a change in company fundamentals or management's long-term view. The sale for tax purposes is a common practice and the conversion of performance shares indicates goal achievement.

Key Dates

Recommendation

The filing details routine insider transactions related to executive compensation, specifically a tax-related stock sale and the conversion of performance shares. These actions are pre-planned under a Rule 10b5-1 plan and do not reflect a discretionary change in the executive's investment outlook or the company's fundamental performance. Therefore, no change to an existing 'hold' recommendation is warranted based solely on this filing.

Keywords

Avista Corp, AVA, Insider Transaction, Form 4, Executive Compensation, Stock Sale, Performance Shares, Restricted Stock, Tax Withholding, Rule 10b5-1