Form 4: H2O America Officer Reports Stock Withholding for Taxes

H2O America's Chief Administrative Officer, Kristen A. Johnson, reported the withholding of common stock shares to cover tax obligations related to restricted stock unit vesting.

Summary

• Kristen A. Johnson, Chief Administrative Officer of H2O AMERICA (HTO), reported changes in beneficial ownership of common stock.
• On January 2, 2026, 514 shares of common stock were withheld at a price of $49.25 per share to satisfy tax obligations upon the vesting of restricted stock units (RSUs) granted on January 2, 2024, and January 2, 2025.
• Following this transaction, Johnson beneficially owned 12,620 shares of common stock.
• On January 3, 2026, an additional 160 shares of common stock were withheld at a price of $49.86 per share for tax purposes upon the vesting of RSUs granted on January 3, 2023.
• After both transactions, Johnson's direct beneficial ownership of common stock stands at 12,460 shares.
• The reported beneficial ownership of 12,460 shares includes 8,247 shares of common stock and 4,213 shares of common stock underlying restricted stock units that will vest according to their terms.
• Johnson also holds 17,876 shares subject to deferred stock units (DSUs) which include dividend equivalent rights (DERs) accrued from outstanding DSUs granted by Connecticut Water Service, Inc., a wholly-owned subsidiary of H2O America.

Sentiment

Score: 5

Explanation: The filing is neutral. It reports routine insider transactions related to executive compensation and tax obligations, which are standard compliance events and do not indicate significant positive or negative developments for the company.

Positives

• The transactions reflect the vesting of previously granted equity compensation (Restricted Stock Units and Deferred Stock Units), indicating that the executive is receiving compensation as planned.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction. It primarily reports past transactions related to executive compensation.

Management Comments

• The shares underlying such restricted stock units (RSUs) were previously reported as Table I securities at the time the RSUs were granted. Accordingly, the issuance of such shares is not a reportable transaction on this Form 4.
• The reported beneficial ownership represents 8,247 shares of the issuer's Common Stock and 4,213 shares of Common Stock underlying restricted stock units which will vest and become issuable in accordance with their terms.
• Deferred stock units (DSUs) were granted to the reporting person pursuant to dividend equivalent rights (DERs) accrued on outstanding DSUs granted by Connecticut Water Service, Inc., a wholly owned subsidiary of the issuer. DERs accrue when and as dividends are paid on the Common Stock underlying the awards and will vest and be settled in accordance with the same terms as the DSUs to which they relate.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction related to executive compensation and tax withholding. It does not provide information relevant to broader industry trends or competitive analysis.

Stakeholder Impact

• Shareholders: Minimal impact, as these are routine compensation-related transactions for an executive and do not reflect changes in company fundamentals or strategy.
• Employees: No direct impact on the broader employee base is indicated by this filing.

Next Steps

• Vesting of the remaining 4,213 shares of common stock underlying restricted stock units in accordance with their terms.
• Vesting and settlement of the 17,876 shares subject to deferred stock units (DSUs) and accrued dividend equivalent rights (DERs) in accordance with their terms.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions involving the withholding of shares for tax purposes upon RSU vesting. Such transactions are standard for executive compensation and do not provide new information that would warrant a change in investment recommendation. The filing does not reveal any material positive or negative developments for H2O America's operational or financial outlook, thus a 'hold' recommendation is appropriate as it maintains the current stance based on existing company fundamentals.

Keywords

H2O America, HTO, Form 4, Insider Transaction, Stock Withholding, Restricted Stock Units, RSU, Deferred Stock Units, DSU, Dividend Equivalent Rights, DERs, Kristen A. Johnson, Chief Administrative Officer