Form 4: Icahn Boosts Centuri Holdings Stake with $75M Share Purchase

Carl C. Icahn and his affiliated entities acquired over 3.4 million shares of Centuri Holdings, Inc. for approximately $75 million.

Summary

• Carl C. Icahn, Icahn Partners LP, and Icahn Partners Master Fund LP (Reporting Persons) purchased 3,488,372 shares of Centuri Holdings, Inc. common stock.
• The transaction occurred on November 14, 2025, at a price of $21.5 per share.
• The total value of the acquisition is approximately $75,099,998.
• Following this transaction, the Reporting Persons indirectly beneficially own a total of 14,336,044 shares.
• Icahn Partners directly owns 8,125,680 shares and Icahn Master directly owns 6,210,364 shares.
• The purchase was made pursuant to a Common Stock Purchase Agreement dated November 11, 2025, between Icahn Partners, Icahn Master, and Centuri Holdings, Inc.
• Mr. Icahn, through his 100% ownership of Beckton Corp., indirectly determines the investment and voting decisions of Icahn Partners and Icahn Master.

Sentiment

Score: 8

Explanation: The significant purchase by a major activist investor and 10% owner, Carl C. Icahn, signals strong confidence in the company, which is generally viewed very positively by the market.

Positives

• A significant investment by a prominent activist investor, Carl C. Icahn, signals confidence in Centuri Holdings, Inc.
• The purchase of 3,488,372 shares at $21.5 per share represents a substantial capital commitment of approximately $75 million.
• Increased ownership by a 10% owner and director may align management and shareholder interests more closely.

Future Outlook

No specific future outlook or guidance is provided in this Form 4 filing.

Industry Context

This filing indicates a significant investment by a major activist investor in Centuri Holdings, Inc., suggesting a potential belief in the company's undervaluation or future growth prospects within its industry. Such an investment by a 10% owner often draws market attention and can be interpreted as a positive signal for the company's strategic direction or operational efficiency.

Related Party Transactions

• The transaction involves the purchase of shares by entities controlled by Carl C. Icahn, who is a director and 10% owner of Centuri Holdings, Inc. This constitutes a related party transaction.

Stakeholder Impact

• Shareholders: Existing shareholders may view the increased stake by a prominent investor as a positive signal, potentially leading to increased share price and confidence.
• Company: The company receives a capital infusion from the share purchase, which can be used for operations, debt reduction, or strategic initiatives.

Key Dates

Recommendation

The substantial investment by Carl C. Icahn, a renowned activist investor with a track record of identifying undervalued companies and driving shareholder value, is a strong bullish signal. His increased stake, especially as a 10% owner and director, suggests deep conviction in Centuri Holdings' future performance and strategic direction. This insider buying at a significant scale often precedes positive operational or strategic changes, making it a compelling "strong buy" signal for seasoned investors.

Keywords

Centuri Holdings, CTRI, Carl Icahn, Icahn Partners, Stock Purchase, Insider Trading, Form 4, Beneficial Ownership, Equity Investment, 10% Owner