SCHEDULE: Icahn Reduces Southwest Gas Holdings Stake to 6.6%

Carl Icahn and affiliated entities have significantly reduced their beneficial ownership in Southwest Gas Holdings, Inc. through recent open market sales.

Summary

• Icahn Partners Master Fund LP and Icahn Partners LP, along with affiliated entities, reported a reduction in their beneficial ownership of Southwest Gas Holdings, Inc. common stock.
• The aggregate beneficial ownership now stands at 4,761,357 shares, representing approximately 6.6% of the Issuer's outstanding shares.
• This percentage is based on 72,183,903 shares of Common Stock outstanding as of November 21, 2025.
• Between January 12, 2026, and January 21, 2026, Icahn Partners LP sold a total of 720,414 shares at prices ranging from $81.68 to $86.16 per share.
• During the same period, Icahn Partners Master Fund LP sold a total of 550,833 shares at prices ranging from $81.68 to $86.16 per share.
• The total number of shares sold by the reporting persons during this period was 1,271,247.

Sentiment

Score: 4

Explanation: The sentiment is moderately negative as a significant activist investor has reduced their stake, which can be interpreted as a lack of conviction in the stock's upside potential or a strategic exit, potentially signaling caution to other investors.

Positives

• The reduction of a significant activist stake may alleviate some corporate governance pressure on Southwest Gas Holdings, allowing management to focus on long-term strategic initiatives without immediate activist intervention.

Negatives

• A prominent activist investor like Carl Icahn reducing their stake could signal a diminished confidence in the company's future prospects or current valuation, potentially leading to negative market sentiment.
• The sale of over 1.27 million shares in a short period could exert downward pressure on the stock price.

Future Outlook

The filing does not contain any forward-looking statements or guidance from the company or the reporting persons regarding the future outlook of Southwest Gas Holdings, Inc.

Industry Context

This filing reflects a significant ownership change by a major activist investor in a utility holding company. Such movements can influence market perception of the company's valuation and strategic direction within the broader utility sector, which is often characterized by stable but regulated growth.

Stakeholder Impact

• Shareholders: The reduction in Icahn's stake could lead to increased trading volume and potentially impact share price due to the selling pressure and altered market perception of the company's value.

Key Dates

Recommendation

The filing indicates a significant reduction in beneficial ownership by a prominent activist investor, Carl Icahn, through open market sales. While this might reduce activist pressure on Southwest Gas Holdings, it also suggests that a major investor has realized gains and potentially sees limited further upside or has shifted strategic focus. For existing investors, this warrants a 'hold' recommendation to re-evaluate their position in light of this development and assess if the underlying fundamentals still align with their investment thesis, rather than immediately selling or buying based solely on this activist's move. New investors should approach with caution, considering the activist's exit.

Keywords

Southwest Gas Holdings, Icahn Capital, Carl Icahn, SWX, Schedule 13D, Beneficial Ownership, Share Sales, Activist Investor, Utility Sector