Form 4: NJR Executive Reports Stock Awards, Performance Share Vesting

New Jersey Resources Corp's Senior VP and COO, Patrick J. Migliaccio, reported the acquisition of restricted stock units and vested performance shares, alongside shares withheld for taxes.

Summary

• Patrick J. Migliaccio, Senior VP and COO of New Jersey Resources Corp (NJR), reported several transactions on November 4, 2025.
• Acquired 6,642 Restricted Stock Units (RSUs) under the NJR 2017 Stock Award and Incentive Plan, priced at $44.85 per share.
• Acquired 4,859 shares of Common Stock from the vesting of performance share units, which vested at 134% of target (plus 511 dividend equivalents) after a 36-month period beginning October 1, 2022, priced at $44.85 per share.
• Disposed of 2,394 shares of Common Stock, withheld to pay taxes due upon the vesting of performance share units, priced at $44.85 per share.
• Acquired 3,282 phantom stock units, representing performance share units that vested at 97% of target (plus 345 dividend equivalents) after a 36-month period beginning October 1, 2022, priced at $44.85 per unit.
• The phantom stock units have been deferred pursuant to NJR's Officers' Deferred Compensation Plan and are to be paid out in a lump sum in January 2029.
• Following these transactions, direct beneficial ownership of Common Stock is 42,011.448 shares.
• Following these transactions, direct beneficial ownership of Phantom Stock is 17,403.196 units.

Sentiment

Score: 7

Explanation: The filing indicates successful achievement of performance targets for executive compensation, with performance share units vesting above target and phantom stock units vesting near target. The grant of new restricted stock units also reflects ongoing executive incentive, generally a positive sign for management alignment.

Positives

• Performance share units vested at 134% of target, indicating strong achievement of performance goals by the company.
• Phantom stock units vested at 97% of target, demonstrating solid performance against objectives.
• The grant of 6,642 Restricted Stock Units provides ongoing incentive and aligns management interests with shareholder value.

Negatives

• 2,394 shares of Common Stock were withheld to cover tax obligations upon vesting, reducing the direct beneficial ownership.

Future Outlook

The filing outlines future vesting schedules for Restricted Stock Units, with installments on October 15, 2026, October 15, 2027, and October 15, 2028. Additionally, deferred phantom stock units are scheduled for a lump sum payout in January 2029.

Industry Context

NA

Stakeholder Impact

• Shareholders: The transactions demonstrate management's continued alignment with company performance through equity-based compensation, with performance-based awards vesting at strong levels. The withholding of shares for taxes is a routine event.
• Management: Patrick J. Migliaccio's compensation package is being realized and renewed, providing continued incentive for long-term performance.

Next Steps

• RSUs to vest in three equal annual installments on October 15, 2026, October 15, 2027, and October 15, 2028.
• Deferred phantom stock to be paid out in a lump sum in January 2029.

Key Dates

Recommendation

This Form 4 details routine executive compensation events, including the vesting of performance-based awards and the grant of new restricted stock units. While the performance metrics for vesting were strong (134% and 97% of target), these are expected occurrences within an executive's compensation plan and do not typically signal a fundamental change in the company's outlook or warrant a change in investment recommendation based solely on this filing. It confirms management's alignment with shareholder interests through equity incentives.

Keywords

NJR, New Jersey Resources, Patrick J. Migliaccio, Form 4, Insider Transaction, Restricted Stock Units, Performance Share Units, Phantom Stock, Executive Compensation, Stock Award Plan