Form 4: NJR Controller Skrocki Sells Shares for Tax

Stephen Skrocki, Corporate Controller of New Jersey Resources Corp, disposed of 993 shares of common stock to cover tax obligations from vesting equity awards.

Summary

• Stephen Skrocki, Corporate Controller and Principal Accounting Officer (PAO) of New Jersey Resources Corp (NJR), reported the disposition of common stock.
• On October 15, 2025, Skrocki disposed of 144 shares at $46.22 per share, representing shares withheld to pay taxes upon the vesting of the second tranche of a Restricted Stock Unit (RSU) award granted on November 15, 2023. His beneficial ownership after this transaction was 6,466.389 shares.
• Also on October 15, 2025, 163 shares were disposed of at $46.22 per share for tax withholding upon the vesting of the first tranche of an RSU award granted on November 6, 2024. His beneficial ownership after this transaction was 6,323.389 shares.
• A further 686 shares were disposed of on October 15, 2025, at $46.22 per share, withheld for taxes due upon the vesting of a Deferred Stock Retention (DSR) award granted on November 10, 2022. His beneficial ownership after this transaction was 5,866.389 shares.
• The total number of shares disposed across these three transactions for tax purposes was 993 shares.
• Each RSU and DSR, along with accrued dividend equivalents, converts into one share of NJR Common Stock upon vesting.

Sentiment

Score: 5

Explanation: Neutral. The transaction is a routine tax-related disposition of shares upon vesting of equity awards, which is a common and expected event for executives and does not reflect a change in company fundamentals or management's outlook.

Positives

• The vesting of equity awards indicates the maturation of long-term incentive plans, which can be a positive for executive retention and alignment with shareholder interests.
• Stephen Skrocki continues to hold a significant number of shares (5,866.389), demonstrating ongoing direct ownership in the company.

Negatives

• The disposition of shares, even for tax purposes, results in a reduction of the reporting person's direct beneficial ownership.

Future Outlook

Remaining tranches of the Restricted Stock Unit (RSU) award granted on November 15, 2023, are scheduled to vest on October 15, 2026. The RSU award granted on November 6, 2024, has its second and third tranches scheduled to vest on October 15, 2026, and October 15, 2027, respectively.

Industry Context

This transaction is a routine insider filing, common for executives who receive equity compensation. It reflects the standard practice of withholding shares to cover tax liabilities upon the vesting of Restricted Stock Units (RSUs) and Deferred Stock Retention (DSR) awards, rather than indicating any specific industry trend or strategic move.

Comparison to Industry Standards

• The practice of withholding shares to cover tax obligations upon the vesting of equity awards is a standard and widely accepted mechanism for managing executive compensation in publicly traded companies across various industries.
• This type of transaction is not typically compared to specific company or project results but rather to general corporate governance and compensation practices.

Stakeholder Impact

• Shareholders: The transaction represents a minor reduction in direct insider ownership, but it is a standard tax event for equity compensation and does not typically signal a change in company prospects.
• Employees: The vesting of equity awards can be viewed positively as it signifies the realization of long-term incentives, potentially boosting morale and retention.

Next Steps

• Final tranche of RSU award granted on November 15, 2023, is scheduled to vest on October 15, 2026.
• Second tranche of RSU award granted on November 6, 2024, is scheduled to vest on October 15, 2026.
• Third tranche of RSU award granted on November 6, 2024, is scheduled to vest on October 15, 2027.

Key Dates

Recommendation

This Form 4 filing reports a routine disposition of shares by an insider to cover tax liabilities associated with the vesting of equity awards. Such transactions are common and do not typically indicate a change in management's outlook or the company's fundamentals. Therefore, it provides no new information to warrant a change in investment recommendation; a 'hold' stance is maintained based on existing company analysis.

Keywords

New Jersey Resources Corp, NJR, Stephen Skrocki, Form 4, Insider Transaction, Stock Vesting, RSU, DSR, Tax Withholding, Equity Compensation