Form 4: NJR CEO Westhoven Boosts Stake via PBRSU Vesting

New Jersey Resources Corporation's President & CEO, Stephen D. Westhoven, increased his direct beneficial ownership of common stock through the vesting of performance-based restricted stock units.

Summary

• Stephen D. Westhoven, President & CEO of New Jersey Resources Corporation (NJR), reported changes in his beneficial ownership of NJR common stock on September 30, 2025.
• These transactions involved the vesting of Performance-Based Restricted Stock Units (PBRSUs) and subsequent shares withheld for tax obligations.
• Westhoven acquired 11,438 shares from the third and final vesting of PBRSUs previously granted on November 10, 2022, including 1,239 accrued dividend equivalents.
• He also acquired 13,539 shares from the second tranche vesting of PBRSUs previously granted on November 15, 2023, including 1,004 accrued dividend equivalents.
• In connection with these vestings, 5,634 shares and 6,668 shares were disposed of to cover tax liabilities.
• All reported transactions occurred at a price of $48.15 per share.
• Following these transactions, Westhoven's direct beneficial ownership stands at 221,809.096 shares, which includes an adjustment for 129.755 shares accrued through dividends under NJR's 401(k) and Employee Stock Ownership Plans.
• The applicable performance goals for the PBRSUs were satisfied by NJR and certified by the Leadership Development and Compensation Committee of the Board of Directors (LDCC).

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. The vesting of performance-based units indicates the company met its targets, which is a good sign. The increase in beneficial ownership by the CEO, even if through compensation, aligns management interests with shareholders. These are routine events, so the positive impact is not extraordinary but solid.

Positives

• The vesting of Performance-Based Restricted Stock Units indicates that New Jersey Resources Corporation (NJR) met its performance goals, as certified by the Leadership Development and Compensation Committee.
• Stephen D. Westhoven's beneficial ownership of NJR common stock increased, signaling continued alignment of management interests with shareholders.

Negatives

• A total of 12,302 shares were disposed of to cover tax liabilities associated with the vesting of the PBRSUs, which is a standard practice for equity compensation.

Future Outlook

The third and final tranche of Performance-Based Restricted Stock Units granted on November 15, 2023, is scheduled to vest on September 30, 2026, assuming performance goals continue to be met.

Industry Context

This Form 4 filing details routine executive compensation events, specifically the vesting of performance-based equity awards. Such filings are common across all industries for publicly traded companies and reflect standard practices for aligning executive incentives with company performance.

Stakeholder Impact

• Shareholders: Increased beneficial ownership by the CEO can be viewed positively as it further aligns management's interests with shareholder value creation. The successful vesting of performance-based awards also indicates the company met its targets, which is beneficial for shareholders.

Next Steps

• The third and final tranche of PBRSUs granted on November 15, 2023, is expected to vest on September 30, 2026.

Key Dates

Recommendation

This Form 4 filing details routine compensation-related transactions (vesting of PBRSUs and tax withholdings) for the CEO. While the successful vesting indicates performance goals were met, these are not discretionary open-market purchases or sales that would typically signal a significant change in management's outlook or warrant a 'buy' or 'sell' recommendation based solely on this filing. The information reinforces a 'hold' position, as it confirms ongoing executive compensation practices and performance achievement without introducing new fundamental drivers for a change in investment thesis.

Keywords

NJR, Stephen D. Westhoven, Form 4, Insider Transaction, Stock Ownership, PBRSU, Executive Compensation, New Jersey Resources Corporation