Basisstatistiken
| LEI | 254900LKF9EV0CUKNE09 |
| CIK | 1692115 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Southwest Gas Holdings, Inc.
SEC Filings (Chronological Order)
Auf dieser Seite finden Sie eine vollständige, chronologische Liste der SEC-Einreichungen, mit Ausnahme der Eigentumseinreichungen, die wir an anderer Stelle bereitstellen.
| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 7, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| May 5, 2026 |
Southwest Gas Holdings, Inc. Reports First Quarter 2026 Financial Results, Affirms Full-Year 2026 and Long-Term Guidance Delivered 8.5% Twelve-month-ended Utility ROE Filed Rate Cases in AZ and NV Requesting a Total of $172 Million in Additional Revenue Strong Shipper Interest Supports Potential Phased Growth Beyond Great Basin’s 2028 Expansion Pending California Rate Case Decision Creates Tempora |
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| May 5, 2026 |
Certification of Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 5, 2026 |
Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended March 31, 2026 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| May 5, 2026 |
Certification of Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| May 5, 2026 |
Certification of Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principa |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principa |
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| May 5, 2026 |
Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2026 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| May 5, 2026 |
Certification of Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 5, 2026 |
Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2026 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 5, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 5, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| May 5, 2026 |
Southwest Gas Holdings, Inc. Reports First Quarter 2026 Financial Results, Affirms Full-Year 2026 and Long-Term Guidance Delivered 8.5% Twelve-month-ended Utility ROE Filed Rate Cases in AZ and NV Requesting a Total of $172 Million in Additional Revenue Strong Shipper Interest Supports Potential Phased Growth Beyond Great Basin’s 2028 Expansion Pending California Rate Case Decision Creates Tempora |
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| May 5, 2026 |
Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended March 31, 2026 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| March 23, 2026 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| March 23, 2026 |
UNLOCKING VALUE,FUELING PERFORMANCE SouthwestGas Holdings 2025AnnualReport SOUTHWEST GAS HOLDINGS, INC . |
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| March 23, 2026 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| February 25, 2026 |
Southwest Gas Holdings, Inc. Reports Fourth Quarter and Full-Year 2025 Financial Results $300M Utility Net Income and $284M Adjusted Net Income Exceeded Top End of 2025 Net Income Guidance Range Delivered 8.3% Adjusted Utility ROE and Adjusted Utility Earnings Growth of ~8.7% Year-over-Year Utility 2025 FFO/Debt of 18.6% - SWX and SWG S&P Credit Ratings Each Upgraded to BBB+ 4% Increase in Common |
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| February 25, 2026 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-275774) and Form S-8 (Nos. 333-215145-01, 333-155581-01, 333-215150-01, 333-185354-01, 333-222048, 333-279320) of Southwest Gas Holdings, Inc. of our report dated February 25, 2026 relating to the financial statements and the |
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| February 25, 2026 |
Southwest Gas Holdings, Inc. Reports Fourth Quarter and Full-Year 2025 Financial Results $300M Utility Net Income and $284M Adjusted Net Income Exceeded Top End of 2025 Net Income Guidance Range Delivered 8.3% Adjusted Utility ROE and Adjusted Utility Earnings Growth of ~8.7% Year-over-Year Utility 2025 FFO/Debt of 18.6% - SWX and SWG S&P Credit Ratings Each Upgraded to BBB+ 4% Increase in Common |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 25, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| February 25, 2026 |
TRANSITION, SEPARATION AND GENERAL RELEASE AGREEMENT This Transition, Separation and General Release Agreement (“Agreement”) is entered into by and between Southwest Gas Corporation, Southwest Gas Holdings, Inc. |
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| February 25, 2026 |
Certification of Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| February 25, 2026 |
Certification of Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements wer |
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| February 25, 2026 |
TRANSITION, SEPARATION AND GENERAL RELEASE AGREEMENT This Transition, Separation and General Release Agreement (“Agreement”) is entered into by and between Southwest Gas Corporation, Southwest Gas Holdings, Inc. |
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| February 25, 2026 |
SOUTHWEST GAS CORPORATION EMPLOYEES' INVESTMENT PLAN Amended and Restated – Effective January 1, 1989 Amended and Restated – Effective December 1, 1994 Amended and Restated – Effective July 1, 1996 Amended and Restated – Effective October 1, 2001 Amended and Restated – Effective January 1, 2010 Amended and Restated – Effective January 1, 2015 Amended and Restated – Effective January 1, 2022 SWG Employees’ Investment Plan Effective January 1, 2022 INTRODUCTION The Southwest Gas Corporation Employees’ Investment Plan, as amended and restated herein, constitutes a continuation of the Plan originally effective April 1, 1965. |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2026 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer I |
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| February 25, 2026 |
Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-K for the period ended December 31, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| February 25, 2026 |
SOUTHWEST GAS HOLDINGS, INC. LIST OF SUBSIDIARIES OF THE REGISTRANT AT DECEMBER 31, 2025 EXHIBIT 21.01 SOUTHWEST GAS HOLDINGS, INC. LIST OF SUBSIDIARIES OF THE REGISTRANT AT DECEMBER 31, 2025 SUBSIDIARY NAME STATE OF INCORPORATION OR ORGANIZATION TYPE Southwest Gas Holdings, Inc. Delaware Southwest Gas Utility Group, Inc. California Southwest Gas Corporation California Utility Financial Corp. Nevada The Southwest Companies Nevada Southwest Gas Transmission Company Limited partnership |
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| February 25, 2026 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 (No. 333-275774-01) of Southwest Gas Corporation of our report dated February 25, 2026 relating to the financial statements, which appears in this Form 10-K. /s/ PricewaterhouseCoopers LLP Las Vegas, Nevada February 25, 2026 |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2026 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer I |
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| February 25, 2026 |
Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-K for the period ended December 31, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes |
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| February 25, 2026 |
DESCRIPTION OF CAPITAL STOCK General The authorized capital stock of Southwest Gas Holdings, Inc. |
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| February 25, 2026 |
SOUTHWEST GAS HOLDINGS, INC. LIST OF SUBSIDIARIES OF THE REGISTRANT AT DECEMBER 31, 2025 EXHIBIT 21.01 SOUTHWEST GAS HOLDINGS, INC. LIST OF SUBSIDIARIES OF THE REGISTRANT AT DECEMBER 31, 2025 SUBSIDIARY NAME STATE OF INCORPORATION OR ORGANIZATION TYPE Southwest Gas Holdings, Inc. Delaware Southwest Gas Utility Group, Inc. California Southwest Gas Corporation California Utility Financial Corp. Nevada The Southwest Companies Nevada Southwest Gas Transmission Company Limited partnership |
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| February 25, 2026 |
SOUTHWEST GAS HOLDINGS, INC. MANAGEMENT INCENTIVE PLAN Effective May 12, 1993 Amended and Restated May 10, 1994 Amended and Restated January 1, 1995 Amended and Restated January 1, 2002 Amended and Restated January 1, 2004 Amended and Restated Effective January 1, 2009 Amended and Restated Effective January 20, 2009 Amended and Restated Effective May 6, 2009 Amended and Restated Effective February |
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| February 25, 2026 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 (No. 333-275774-01) of Southwest Gas Corporation of our report dated February 25, 2026 relating to the financial statements, which appears in this Form 10-K. /s/ PricewaterhouseCoopers LLP Las Vegas, Nevada February 25, 2026 |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal o |
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| February 25, 2026 |
Certification of Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| February 25, 2026 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-275774) and Form S-8 (Nos. 333-215145-01, 333-155581-01, 333-215150-01, 333-185354-01, 333-222048, 333-279320) of Southwest Gas Holdings, Inc. of our report dated February 25, 2026 relating to the financial statements and the |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal o |
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| February 25, 2026 |
Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-K for the period ended December 31, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes |
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| February 25, 2026 |
SOUTHWEST GAS HOLDINGS, INC. MANAGEMENT INCENTIVE PLAN Effective May 12, 1993 Amended and Restated May 10, 1994 Amended and Restated January 1, 1995 Amended and Restated January 1, 2002 Amended and Restated January 1, 2004 Amended and Restated Effective January 1, 2009 Amended and Restated Effective January 20, 2009 Amended and Restated Effective May 6, 2009 Amended and Restated Effective February |
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| February 25, 2026 |
DESCRIPTION OF CAPITAL STOCK General The authorized capital stock of Southwest Gas Holdings, Inc. |
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| February 25, 2026 |
Certification of Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements wer |
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| February 25, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 25, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| February 25, 2026 |
SOUTHWEST GAS CORPORATION EMPLOYEES' INVESTMENT PLAN Amended and Restated – Effective January 1, 1989 Amended and Restated – Effective December 1, 1994 Amended and Restated – Effective July 1, 1996 Amended and Restated – Effective October 1, 2001 Amended and Restated – Effective January 1, 2010 Amended and Restated – Effective January 1, 2015 Amended and Restated – Effective January 1, 2022 SWG Employees’ Investment Plan Effective January 1, 2022 INTRODUCTION The Southwest Gas Corporation Employees’ Investment Plan, as amended and restated herein, constitutes a continuation of the Plan originally effective April 1, 1965. |
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| February 25, 2026 |
Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-K for the period ended December 31, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 11, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| January 9, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 9, 2026 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organ |
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| January 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 31, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 26, 2025 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer I |
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| November 26, 2025 |
EX-10.1 Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. REGISTRATION RIGHTS AGREEMENT BY AND AMONG SOUTHWEST GAS HOLDINGS, INC. AND THE PERSONS LISTED ON THE SIGNATURE PAGES HEREOF DATED AS OF NOVEMBER 26, 2025 REGIST |
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| November 26, 2025 |
424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-275774 PROSPECTUS SUPPLEMENT (To Prospectus dated November 28, 2023) 6,032,604 Shares Common Stock This prospectus supplement relates to the possible resale from time to time by the selling stockholders named herein of up to 6,032,604 shares of our common stock, $1.00 par value per share (the “Common Stock”). We will not |
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| November 26, 2025 |
Calculation of Filing Fee Tables S-3 Southwest Gas Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forwar |
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| November 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 31, 2025 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Id |
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| November 5, 2025 |
Release Date: November 5, 2025 Southwest Gas Holdings, Inc. Reports Third Quarter 2025 Financial Results, Southwest Gas 2025 Net Income Expected Toward Top End of Guidance Range Completed Full Separation of CTRI via Two Final Sell-Downs That Generated ~$879 million of Net Proceeds Fully Repaid SWX Term Loan and Bank Debt - SWX and SWG S&P Credit Ratings Each Upgraded to BBB+ Regulatory Progress an |
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| November 5, 2025 |
Certification of Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| November 5, 2025 |
Certification of Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| November 5, 2025 |
Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended September 30, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| November 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and prin |
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| November 5, 2025 |
Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purpose |
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| November 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 5, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| October 14, 2025 |
EX-10.1 Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. Execution Version AMENDED AND RESTATED COOPERATION AGREEMENT This Amended and Restated Cooperation Agreement, dated as of October 14, 2025 (this “Agreement”), is |
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| October 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 14, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| September 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 3, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| August 15, 2025 |
SOUTHWEST GAS HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS EX-99.1 Exhibit 99.1 SOUTHWEST GAS HOLDINGS, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On April 22, 2024, Centuri Holdings, Inc. (“Centuri”), completed its initial public offering (the “Centuri IPO”), prior to which Centuri was a wholly owned subsidiary of the Southwest Gas Holdings, Inc. (“Southwest Gas Holdings” or the “Company”). Immediately upon the completion of the |
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| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 11, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| August 12, 2025 |
COMMON STOCK PURCHASE AGREEMENT August 6, 2025 EX-10.2 Exhibit 10.2 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. COMMON STOCK PURCHASE AGREEMENT August 6, 2025 TABLE OF CONTENTS 1. Purchase and Sale of Stock. 1 1.1 Sale of Centuri Common Stock 1 1.2 Closing 1 2. Representat |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| August 12, 2025 |
Centuri Holdings, Inc. 15,000,000 Shares of Common Stock Underwriting Agreement EX-10.1 Exhibit 10.1 Centuri Holdings, Inc. 15,000,000 Shares of Common Stock Underwriting Agreement August 7, 2025 J.P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Southwest Gas Holdings, Inc., a stockholder (the “Selling Stockholder”) of Centuri Hol |
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| August 6, 2025 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| August 6, 2025 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal |
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| August 6, 2025 |
Release Date: August 6, 2025 Southwest Gas Holdings, Inc. Reports Second Quarter 2025 Financial Results, Reaffirms Guidance Regulatory Progress and Cost Management Improve Trailing 12-Month Utility ROE to 8.3% Nevada Enacts Law Enabling Alternative Ratemaking for Natural Gas Utilities CTRI Follow-on Offerings Drive Over $470 million in Debt Reduction, Strengthening Balance Sheet LAS VEGAS – August |
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| August 6, 2025 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| August 6, 2025 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended June 30, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| July 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 2, 2025 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Identi |
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| July 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 8, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiza |
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| July 2, 2025 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 27, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiz |
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| July 2, 2025 |
Exhibit 10.2 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. REVOLVING CREDIT AGREEMENT dated as of June 27, 2025 among SOUTHWEST GAS HOLDINGS, INC., as the Borrower, THE LENDERS LISTED ON THE SIGNATURE PAGES HERETO and JPMORGAN C |
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| July 2, 2025 |
Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Corporation has determined that such information (i) is not material and (ii) constitutes personal information. FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Agreement”), dated as of June 27, 2025 (the “First Amendment Effective Date”), is entere |
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| July 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 27, 2025 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Ident |
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| July 2, 2025 |
Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. SECOND AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT dated as of June 27, 2025 among SOUTHWEST GAS HOLDINGS, INC., as Borrower, THE LENDERS LISTED ON THE SIGNATURE PAG |
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| June 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 Commission file number 001-37976 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: SOUTHWEST GAS CORPORATION EMPLOYEES’ INVESTMENT PLAN B. N |
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| June 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 13, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiz |
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| June 18, 2025 |
Exhibit 10.1 Centuri Holdings, Inc. 9,750,000 Shares of Common Stock Underwriting Agreement June 16, 2025 J.P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Southwest Gas Holdings, Inc., a stockholder (the “Selling Stockholder”) of Centuri Holdings, Inc |
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| June 18, 2025 |
Exhibit 10.2 COMMON STOCK PURCHASE AGREEMENT June 13, 2025 TABLE OF CONTENTS 1. Purchase and Sale of Stock 1 1.1 Sale of Centuri Common Stock 1 1.2 Closing 1 2. Representations, Warranties and Covenants of the Company 2 2.1 Organization, Good Standing and Qualification 2 2.2 Authorization 2 2.3 Title to Shares 2 2.4 Compliance with Other Instruments 2 2.5 No Other Agreements 2 2.6 Brok |
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| June 6, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 5, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiza |
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| June 6, 2025 |
For Immediate Release June 5, 2025 Great Basin Expansion Project Shows Strong Interest for Natural Gas Expansion in Northern Nevada Southwest Gas announces that indicative capacity requests show high demand for natural gas as Great Basin Gas Transmission Company 2028 Expansion Project Binding Open Season closes. |
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| June 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 29, 2025 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Identi |
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| May 22, 2025 |
Exhibit 10.1 Centuri Holdings, Inc. 9,000,000 Shares of Common Stock Underwriting Agreement May 20, 2025 J.P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Southwest Gas Holdings, Inc., a stockholder (the “Selling Stockholder”) of Centuri Holdings, Inc. |
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| May 22, 2025 |
Exhibit 10.2 COMMON STOCK PURCHASE AGREEMENT May 19, 2025 TABLE OF CONTENTS 1. Purchase and Sale of Stock 1 1.1 Sale of Centuri Common Stock 1 1.2 Closing 1 2. Representations, Warranties and Covenants of the Company 2 2.1 Organization, Good Standing and Qualification 2 2.2 Authorization 2 2.3 Title to Shares 2 2.4 Compliance with Other Instruments 2 2.5 No Other Agreements 2 2.6 Brokers or Finder |
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| May 22, 2025 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 19, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiza |
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| May 21, 2025 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 02, 2025, pursuant to the provisions of Rule 12d2-2 (a). |
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| May 21, 2025 |
15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-37976 Southwest Gas Holdings, Inc. (Exact name of registrant as s |
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| May 12, 2025 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended March 31, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| May 12, 2025 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 12, 2025 |
Release Date May 12, 2025 Southwest Gas Holdings, Inc. Reports First Quarter 2025 Financial Results, Reaffirms Guidance Delivers a Last-Twelve-Months’ Utility ROE of 8.2% and Earnings Growth of 5.2% over 1Q 2024 Receives ~$80.2 Million Annual Revenue Increase from Completed Arizona Rate Case LAS VEGAS – May 12, 2025 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas Holdings” or “Company”) |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principa |
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| May 12, 2025 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| May 12, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 12, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiza |
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| May 12, 2025 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2025 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| May 5, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 1, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| March 17, 2025 |
2024 Annual Report 3 FUELED BY FOCUS SOUTHWEST GAS HOLDINGS 2024 ANNUAL REPORTSouthwest Gas Holdings, Inc. |
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| March 17, 2025 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| March 17, 2025 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| March 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 9, 2025 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Ident |
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| February 26, 2025 |
between Southwest Gas Holdings UNUTILIZED TAX ASSETS SETTLEMENT AGREEMENT THIS UNUTILIZED INCOME TAX ASSETS SETTLEMENT AGREEMENT (this “Agreement”) is made as of February 24, 2025, by and between Southwest Gas Holdings, Inc. |
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| February 26, 2025 |
For Immediate Release February 26, 2025 Southwest Gas Holdings, Inc. Reports Fourth Quarter and Full-Year 2024 Financial Results Delivers 8.1% Utility ROE and Earnings Growth of ~8.0% Year-over-Year O&M/Customer Flat Year-over-Year Reflecting Progress on Utility Cost Optimization Initiated 2025 Utility Net Income and Capital Expenditures Guidance and Forward-Looking Utility Net Income CAGR and Rat |
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| February 26, 2025 |
ist of subsidiaries - Southwest Gas Holdings, Inc. EXHIBIT 21.01 SOUTHWEST GAS HOLDINGS, INC. LIST OF SUBSIDIARIES OF THE REGISTRANT AT DECEMBER 31, 2024 SUBSIDIARY NAME STATE OF INCORPORATION OR ORGANIZATION TYPE Southwest Gas Holdings, Inc. Delaware Southwest Gas Utility Group, Inc. California Southwest Gas Corporation California Utility Financial Corp. Nevada The Southwest Companies Nevada Southwest Gas Transmission Company Limited partnership |
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| February 26, 2025 |
Section 302 Certifications–Southwest Gas Corporation. Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements wer |
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| February 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal o |
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| February 26, 2025 |
Agreement under the Southwest Gas Holdings PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Performance Stock Unit Award Agreement (this “Award Agreement”) is dated as of [●], 2025, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 2024 Omnibus Incentive Plan (the “Plan”) |
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| February 26, 2025 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| February 26, 2025 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-K for the period ended December 31, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes |
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| February 26, 2025 |
Section 906 Certifications–Southwest Gas Corporation. Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-K for the period ended December 31, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| February 26, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 26, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| February 26, 2025 |
Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 (No. 333-275774-01) of Southwest Gas Corporation of our report dated February 26, 2025 relating to the financial statements, which appears in this Form 10-K. /s/ PricewaterhouseCoopers LLP Las Vegas, Nevada February 26, 2025 |
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| February 26, 2025 |
Time-Lapse Restricted Stock Units under the Southwest Gas Holdings AWARD AGREEMENT FOR TIME-LAPSE RESTRICTED STOCK UNITS UNDER THE SOUTHWEST GAS HOLDINGS, INC. |
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| February 26, 2025 |
Execution Version FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 13, 2024 This FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is by and among CENTURI GROUP, INC. |
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| February 26, 2025 |
PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Performance Stock Unit Award Agreement (this “Award Agreement”) is dated as of [●], 2025, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and [●] (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 2024 Omnibus Incentive Plan (the “Plan”) |
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| February 26, 2025 |
Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-275774) and Form S-8 (Nos. 333-215145-01, 333-155581-01, 333-215150-01, 333-185354-01, 333-222048, 333-279320) of Southwest Gas Holdings, Inc. of our report dated February 26, 2025 relating to the financial statements and the |
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| February 26, 2025 |
SOUTHWEST GAS HOLDINGS, INC. INSIDER TRADING POLICY (Approved by the Board of Directors on 05/03/2023) Purpose This Insider Trading Policy (“Policy”) provides guidelines with respect to transactions in the securities of Southwest Gas Holdings, Inc. (“Company”) and the handling of confidential information about the Company, its subsidiaries and the companies with which the Company, or its subsidiar |
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| February 25, 2025 |
by reference to Exhibit 10.1 to Form 8-K dated February 25, 2025. File No. 001-37976. PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Performance Stock Unit Award Agreement (this “Award Agreement”) is dated as of [●], 2025, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and Karen S. Haller (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 2024 Omnibus Incentive Plan |
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| February 25, 2025 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 20, 2025 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 20, 2024 |
SWX / Southwest Gas Holdings, Inc. / ICAHN CARL C - FORM SC 13D/A Activist Investment SC 13D/A 1 n2779x265-sc13da.htm FORM SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment 10)* Southwest Gas Holdings, Inc. (Name of Issuer) Common Stock, Par Value $1.00 per share (Title of Class of Securities) 844895102 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 S |
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| November 13, 2024 |
CTRI / Centuri Holdings, Inc. / Southwest Gas Holdings, Inc. - SC 13G Passive Investment SC 13G 1 d885050dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )1 Centuri Holdings, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 155923105 |
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| November 6, 2024 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| November 6, 2024 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended September 30, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| November 6, 2024 |
Release Date November 6, 2024 Southwest Gas Holdings, Inc. Reports Third Quarter 2024 Financial Results; Expects Utility Net Income Within Top Half of Guidance Range Delivers Strong Utility Earnings with 9% Year-to-Date Earnings Growth Year-over-Year Utility Files California Rate Case; Advances Arizona Rate Case Margin Improvement From Nevada Rate Case Outcome LAS VEGAS – November 6, 2024 – Southw |
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| November 6, 2024 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| November 6, 2024 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purpose |
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| November 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 6, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and prin |
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| October 15, 2024 |
SWX / Southwest Gas Holdings, Inc. / ICAHN CARL C - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment 9)* Southwest Gas Holdings, Inc. (Name of Issuer) Common Stock, Par Value $1.00 per share (Title of Class of Securities) 844895102 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name |
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| October 15, 2024 |
Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. Execution Version AMENDED AND RESTATED COOPERATION AGREEMENT This Amended and Restated Cooperation Agreement, dated as of October 15, 2024 (this “Agreement”), is by and |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 15, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| August 19, 2024 |
SWX / Southwest Gas Holdings, Inc. / ICAHN CARL C - SC 13D/A Activist Investment SC 13D/A 1 tm2421713d5sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment 8)* Southwest Gas Holdings, Inc. (Name of Issuer) Common Stock, Par Value $1.00 per share (Title of Class of Securities) 844895102 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny |
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| August 6, 2024 |
Exhibit 1.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. EQUITY DISTRIBUTION AGREEMENT This Equity Distribution Agreement (this “Agreement”) is dated August 6, 2024, by and among SOUTHWEST GAS HOLDINGS, INC., a Delaware corpora |
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| August 6, 2024 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal |
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| August 6, 2024 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| August 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| August 6, 2024 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| August 6, 2024 |
Up to $340,000,000 Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-275774 PROSPECTUS SUPPLEMENT (To Prospectus dated November 28, 2023) Up to $340,000,000 Common Stock We have entered into an equity distribution agreement with J.P. Morgan Securities LLC (“JPM”) and Wells Fargo Securities, LLC (“Wells Fargo”) relating to shares of our common stock, par value $1.00 per share, offered by t |
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| August 6, 2024 |
Exhibit 107 Calculation of Filing Fee Table 424(b)(5) (Form Type) Southwest Gas Holdings, Inc. |
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| August 6, 2024 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 6, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| August 6, 2024 |
For Immediate Release August 6, 2024 Southwest Gas Holdings, Inc. Reports Second Quarter 2024 Financial Results; Raises Utility Net Income Guidance Delivers Second Quarter Utility Earnings Growth of 44.5% Margin Improvement From Nevada Rate Case Outcome Centuri IPO Successfully Executed; Net Proceeds Used to Reduce Centuri Debt LAS VEGAS – August 6, 2024 – Southwest Gas Holdings, Inc. (NYSE: SWX) |
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| August 5, 2024 |
Exhibit 10.1 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Holdings, Inc. has determined that such information (i) is not material and (ii) constitutes personal information. AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT dated as of August 1, 2024 among SOUTHWEST GAS HOLDINGS, INC., as Borrower, THE LENDERS LISTED ON THE SIGNATURE PAGES HER |
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| August 5, 2024 |
Exhibit 10.2 Certain information has been excluded from this agreement (indicated by “[***]”) because Southwest Gas Corporation has determined that such information (i) is not material and (ii) constitutes personal information. Deal CUSIP: 84489QAJ5 Revolver CUSIP: 84489QAK2 REVOLVING CREDIT AGREEMENT dated as of August 1, 2024 among SOUTHWEST GAS CORPORATION, as Borrower, THE LENDERS LISTED ON TH |
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| August 5, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 1, 2024 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Iden |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Commission file number 001-37976 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: SOUTHWEST GAS CORPORATION EMPLOYEES’ INVESTMENT PLAN B. N |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 14, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organiza |
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| May 14, 2024 |
NATURAL GAS DISTRIBUTION SEGMENT RATEMAKING JURISDICTIONS AND REGULATORY AGENCIES Southwest Gas Corporation (Southwest Gas) is subject to regulation by the Arizona Corporation Commission (ACC), the Public Utilities Commission of Nevada (PUCN), and the California Public Utilities Commission (CPUC). |
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| May 10, 2024 |
As filed with the Securities and Exchange Commission on May 10, 2024 As filed with the Securities and Exchange Commission on May 10, 2024 Registration No. |
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| May 10, 2024 |
Exhibit 10.1 SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN 1. Purposes of the Plan. The purposes of the Plan are to attract and retain the best available personnel, to provide additional incentives to Employees, Directors and Consultants and to promote the success of the Company. 2. Definitions. The following definitions shall apply as used herein and in the individual Award Agreements, |
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| May 10, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) SOUTHWEST GAS HOLDINGS, INC. |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principa |
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| May 8, 2024 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 8, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| May 8, 2024 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| May 8, 2024 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| May 8, 2024 |
For Immediate Release May 8, 2024 Southwest Gas Holdings, Inc. Reports First Quarter 2024 Financial Results, Affirms Guidance Delivers Strong First Quarter Utility Earnings Positive Nevada Rate Case Outcome Centuri IPO Successfully Executed; Net Proceeds Used to Reduce Centuri Debt LAS VEGAS – May 8, 2024 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas” or “Company”) today reported firs |
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| May 8, 2024 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended March 31, 2024 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| May 7, 2024 |
Exhibit 10.2 PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Performance Stock Unit Award Agreement (this “Award Agreement”) is dated as of [•], 2024, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and [•] (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 2024 Omnibus Incentive Plan |
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| May 7, 2024 |
Performance Stock Unit Award Agreement with Karen S. Haller Exhibit 10.4 PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Award Agreement for Performance Stock Units (this “Award Agreement”) is dated as of February 22, 2024, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and Karen S. Haller (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 20 |
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| May 7, 2024 |
Performance Stock Unit Award Agreement with Justin L. Brown Exhibit 10.6 PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Award Agreement for Performance Stock Units (this “Award Agreement”) is dated as of February 22, 2024, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and Justin L. Brown (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 20 |
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| May 7, 2024 |
Exhibit 10.1 AWARD AGREEMENT FOR TIME-LAPSE RESTRICTED STOCK UNITS UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Award Agreement for Time-Lapse Restricted Stock Units (this “Award Agreement”) is dated as of [•], 2024, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and [•] (the “Participant”), pursuant to the Southwest Gas Holdings, In |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 2, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| May 7, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 2, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organizat |
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| May 7, 2024 |
Performance Stock Unit Award Agreement with Robert J. Stefani Exhibit 10.5 PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Award Agreement for Performance Stock Units (this “Award Agreement”) is dated as of February 22, 2024, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and Robert J Stefani (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 2 |
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| May 7, 2024 |
Exhibit 10.3 PERFORMANCE STOCK UNIT AWARD AGREEMENT UNDER THE SOUTHWEST GAS HOLDINGS, INC. 2024 OMNIBUS INCENTIVE PLAN This Performance Stock Unit Award Agreement (this “Award Agreement”) is dated as of [•], 2024, by and between Southwest Gas Holdings, Inc., a Delaware corporation (the “Company”), and [•] (the “Participant”), pursuant to the Southwest Gas Holdings, Inc. 2024 Omnibus Incentive Plan |
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| April 17, 2024 |
Exhibit 10.2 Execution Version TAX MATTERS AGREEMENT BY AND BETWEEN SOUTHWEST GAS HOLDINGS, INC. AND CENTURI HOLDINGS, INC. DATED AS OF APRIL 11, 2024 TABLE OF CONTENTS Page Article 1 Definition of Terms 2 Article 2 Allocation of Tax Liabilities 9 2.1 Allocation of Tax Liabilities After the Separation Date 9 2.2 Allocation Conventions 9 2.3 Transfer Taxes 10 2.4 Centuri Separate Tax Assets; Tax Re |
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| April 17, 2024 |
Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN CENTURI HOLDINGS, INC., AND SOUTHWEST GAS HOLDINGS, INC. DATED APRIL 11, 2024 TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 ARTICLE II DEMAND AND SHELF REGISTRATION Section 2.1 Right to Demand; Demand Notices 4 Section 2.2 Shelf Registration 5 Section 2.3 Deferral or Suspension of Registration 6 Section |
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| April 17, 2024 |
Exhibit 10.1 Execution Version SEPARATION AGREEMENT BY AND BETWEEN SOUTHWEST GAS HOLDINGS, INC. AND CENTURI HOLDINGS, INC. DATED AS OF APRIL 11, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 ARTICLE II THE SEPARATION 14 2.1 Transfer of Assets and Assumption of Liabilities 14 2.2 Centuri Assets; Southwest Assets 16 2.3 Centuri Liabilities; Southwest Liabilities 18 2.4 Separation Date 20 2.5 A |
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| April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 11, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| March 29, 2024 |
United States securities and exchange commission logo March 29, 2024 Karen Haller President and Chief Executive Officer Southwest Gas Holdings, Inc. |
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| March 22, 2024 |
2100 L Street, NW Suite 900 Washington DC 20037 TELEPHONE: 202.887.1500 FACSIMILE: 202.887.0763 WWW.MOFO.COM MORRISON FOERSTER LLP AUSTIN, BEIJING, BERLIN, BOSTON, BRUSSELS, DENVER, HONG KONG, LONDON, LOS ANGELES, MIAMI, NEW YORK, PALO ALTO, SAN DIEGO, SAN FRANCISCO, SHANGHAI, SINGAPORE, TOKYO, WASHINGTON, D.C. March 22, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporatio |
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| March 22, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 22, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| March 22, 2024 |
Amendment No.4 to Second Amended and Restated Centuri Credit Exhibit 10.1 EXECUTION VERSION FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 22, 2024 This FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is by and among CENTURI GROUP, INC., a Nevada corporation (the “Company”), and each Additional Borrower that becomes a party thereto in accordance with Section 5.17 thereto, as US Borrower |
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| March 21, 2024 |
United States securities and exchange commission logo March 21, 2024 Karen Haller President and Chief Executive Officer Southwest Gas Holdings, Inc. |
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| March 18, 2024 | ||
| March 18, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| March 18, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| March 8, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 Southwest Gas Holdings, Inc. |
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| February 28, 2024 |
Southwest Gas Holdings, Inc. Clawback Policy SOUTHWEST GAS HOLDINGS, INC. CLAWBACK POLICY FOR EXECUTIVE OFFICERS RECEIVING INCENTIVE COMPENSATION (Approved by the Board of Directors on 08/02/2023) Effective Date: October 2, 2023 Introduction In accordance with the applicable rules of The New York Stock Exchange (the “NYSE”) Listed Company Manual (“NYSE Rules”), Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act |
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| February 28, 2024 |
Section 906 Certifications–Southwest Gas Corporation. Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-K for the period ended December 31, 2023 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal period ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal o |
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| February 28, 2024 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Holdings, Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statemen |
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| February 28, 2024 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-K for the period ended December 31, 2023 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 28, 2024 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| February 28, 2024 |
Exhibit 23.01 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (No. 333-275774) and Form S-8 (Nos. 333-215145-01, 333-155581-01, 333-215150-01, 333-185354-01, 333-222048) of Southwest Gas Holdings, Inc. of our report dated February 28, 2024 relating to the financial statements and the effectivene |
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| February 28, 2024 |
Section 302 Certifications–Southwest Gas Corporation. Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1. I have reviewed this annual report on Form 10-K of Southwest Gas Corporation; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements wer |
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| February 28, 2024 |
List of subsidiaries - Southwest Gas Holdings, Inc. EXHIBIT 21.01 SOUTHWEST GAS HOLDINGS, INC. LIST OF SUBSIDIARIES OF THE REGISTRANT AT DECEMBER 31, 2023 SUBSIDIARY NAME STATE OF INCORPORATION OR ORGANIZATION TYPE Southwest Gas Holdings, Inc. Delaware Southwest Gas Utility Group, Inc. California Southwest Gas Corporation California Utility Financial Corp. Nevada The Southwest Companies Nevada Southwest Gas Transmission Company Limited partnership |
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| February 28, 2024 |
Description of Securities of Southwest Gas Holdings, Inc. DESCRIPTION OF CAPITAL STOCK General The authorized capital stock of Southwest Gas Holdings, Inc. |
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| February 28, 2024 |
For Immediate Release February 28, 2024 Southwest Gas Holdings, Inc. Reports Fourth Quarter and Full-Year 2023 Financial Results Improved Utility ROE, Strong Centuri Revenue, Net Income, and Adjusted EBITDA Previously Announced Plan to Separate Centuri Remains On Track Initiated 2024 Utility Earnings and Capital Expenditures Guidance and 2024-2026 Utility Adjusted Net Income CAGR and Rate Base CAG |
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| February 28, 2024 |
Exhibit 23.02 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation by reference in the Registration Statement on Form S-3 (No. 333-275774-01) of Southwest Gas Corporation of our report dated February 28, 2024 relating to the financial statements, which appears in this Form 10-K. /s/ PricewaterhouseCoopers LLP Las Vegas, Nevada February 28, 2024 |
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| February 13, 2024 |
SWX / Southwest Gas Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01959-southwestgasholdings.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: Southwest Gas Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 844895102 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box |
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| January 23, 2024 |
SWX / Southwest Gas Holdings, Inc. / BlackRock Inc. Passive Investment us8448951025012324.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 16) SOUTHWEST GAS HOLDINGS INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 844895102 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| December 22, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 21, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| December 22, 2023 |
Exhibit 99.1 Southwest Gas Appoints Accomplished Utility and Energy Industry Executive Bill Fehrman as President and CEO of Centuri Industry Veteran with Decades of Experience Most recently Served as President and Chief Executive Officer of Berkshire Hathaway Energy LAS VEGAS, December 22, 2023 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas” or the “Company”) today announced that its B |
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| December 15, 2023 |
Exhibit 10.1 December 13, 2023 Via Email and UPS Overnight Paul M. Daily RE: Employee Transition and Separation Dear Paul, In light of your forthcoming retirement from Centuri Group, Inc. (the “Company”) and any of its subsidiaries or affiliates, this letter agreement (the “Agreement”) outlines the terms and conditions of your employment as President and Chief Executive Officer (“CEO”) of the Comp |
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| December 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 13, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Southwest Gas Holdings, Inc. |
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| November 28, 2023 |
Dividend Reinvestment and Direct Stock Purchase Plan 787,695 Shares of Common Stock, $1 Par Value Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-275774 PROSPECTUS SUPPLEMENT (To Prospectus dated November 28, 2023) Dividend Reinvestment and Direct Stock Purchase Plan 787,695 Shares of Common Stock, $1 Par Value Southwest Gas Holdings, Inc. is pleased to offer the opportunity to participate in the Dividend Reinvestment and Direct Stock Purchase Plan (the “Plan”) to purch |
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| November 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Southwest Gas Holdings, Inc. |
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| November 28, 2023 |
As filed with the Securities and Exchange Commission on November 28, 2023 Table of Contents As filed with the Securities and Exchange Commission on November 28, 2023 Registration No. |
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| November 28, 2023 |
Powers of Attorney for Southwest Gas Holdings, Inc. Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Karen S. Haller and Robert J. Stefani, and each of them (with full power of each to act alone), severally, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and to execute in hi |
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| November 28, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 28, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 28, 2023 |
Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| November 28, 2023 |
Powers of Attorney for Southwest Gas Corporation Exhibit 24.2 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Karen S. Haller and Robert J. Stefani, and each of them (with full power of each to act alone), severally, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and to execute in hi |
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| November 28, 2023 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (Exact name of trustee as specified in its charter) 95- |
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| November 27, 2023 |
SWX / Southwest Gas Holdings Inc / ICAHN CARL C - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment 7)* Southwest Gas Holdings, Inc. (Name of Issuer) Common Stock, Par Value $1.00 per share (Title of Class of Securities) 844895102 (CUSIP Number) Jesse A. Lynn Chief Operating Officer Icahn Capital LP 16690 Collins Avenue, PH-1 Sunny Isles Beach, FL 33160 (305) 422-4100 (Name |
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| November 27, 2023 |
Exhibit 99.1 Southwest Gas Provides Leadership Update For Centuri Search for CEO Commences; Paul Daily to Retire as Chief Executive Officer Upon Appointment of Successor Southwest Gas Continuing to Advance Centuri Separation LAS VEGAS, November 27, 2023 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas” or the “Company”) announced today that Paul M. Daily has informed the Company of his i |
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| November 27, 2023 |
Exhibit 10.1 Execution Version AMENDED AND RESTATED COOPERATION AGREEMENT This Amended and Restated Cooperation Agreement, dated as of November 21, 2023 (this “Agreement”), is by and among the persons and entities listed on Schedule A (collectively, the “Icahn Group”, and each individually a “member” of the Icahn Group) and Southwest Gas Holdings, Inc. (the “Company”). RECITALS WHEREAS, the Icahn |
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| November 27, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 21, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 20, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 15, 2023 |
Amendment No. 3 to Second Amended and Restated Centuri Credit Agreement EX-10.1 Exhibit 10.1 EXECUTION VERSION THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 13, 2023 This THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is by and among CENTURI GROUP, INC., a Nevada corporation (the “Company”), and each Additional Borrower that becomes a party thereto in accordance with Section 5.17 thereto, as US |
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| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 13, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or org |
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| November 13, 2023 |
New York Stock Exchange 11 Wall Street New York, NY 10005 Tel: +1 212.656.3000 nyse.com November 13, 2023 Chief, Information Technology Securities and Exchange Commission Division of Corporate Finance 100 F Street, NE MS 3040 Washington, DC 20549 To whom it may concern: The New York Stock Exchange certifies its approval for listing and registration of the Preferred Stock Purchase Rights of Southwe |
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| November 8, 2023 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| November 8, 2023 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| November 8, 2023 |
for Southwest Gas Holdings, Inc. Directors and Officers INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made as of the day of , 2023 by and between Southwest Gas Holdings, Inc. |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and prin |
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| November 8, 2023 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended September 30, 2023 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter |
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| November 8, 2023 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2023 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purpose |
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| November 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 8, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| November 8, 2023 |
For Immediate Release November 8, 2023 Southwest Gas Holdings, Inc. Reports Third Quarter 2023 Financial Results Delivers Strong Third Quarter Growth in Utility and Centuri Net Income Increases 2023 Utility Earnings and Capital Expenditures Guidance and Reaffirms 2023 Centuri Revenue and EBITDA Margin Guidance LAS VEGAS – November 8, 2023 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas” |
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| November 8, 2023 |
for Southwest Gas Corporation Directors and Officers INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made as of the day of , 2023 by and between Southwest Gas Corporation, a California corporation, (the “Company”) and (the “Indemnitee”), a director or officer of the Company. |
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| November 6, 2023 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 3, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| November 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Southwest Gas Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 81-3881866 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificatio |
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| November 6, 2023 |
Exhibit 4.1 TAX-FREE SPIN PROTECTION PLAN by and between Southwest Gas Holdings, Inc. and Equiniti Trust Company, LLC as Rights Agent Dated as of November 5, 2023 TABLE OF CONTENTS Page 1. Certain Definitions 2 2. Appointment of Rights Agent 8 3. Issuance of Rights Certificates 9 4. Form of Rights Certificates 10 5. Countersignature and Registration 11 6. Transfer, Split Up, Combination and Exchan |
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| November 6, 2023 |
Certificate of Designations of the Series A Junior Participating Preferred Stock EX-3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATIONS of SERIES A JUNIOR PARTICIPATING PREFERRED STOCK of SOUTHWEST GAS HOLDINGS, INC. (Pursuant to Section 151 of the Delaware General Corporation Law) Southwest Gas Holdings, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (hereinafter called the “Corporation”), hereby certifies that the following reso |
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| November 6, 2023 |
Exhibit 99.1 Southwest Gas Holdings Announces Actions to Help Preserve Company’s Ability to Effectuate a Tax-Free Separation of Centuri and Provides Update to Private Letter Ruling Request Adopts Tax-Free Spin Protection Plan as it Considers Additional Centuri Separation Alternatives LAS VEGAS – November 6, 2023 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas” or the “Company”) today an |
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| October 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 20, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or orga |
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| October 25, 2023 |
Exhibit 3.1 AMENDMENT TO BYLAWS SOUTHWEST GAS HOLDINGS, INC. a Delaware corporation Effective as of October 20, 2023, the Amended and Restated Bylaws (the “Bylaws”) of Southwest Gas Holdings, Inc. (the “Corporation”) are hereby amended as follows: 1. by adding, at the end of Section 3.3(a) of the Bylaws, the following sentence: “Notwithstanding anything to the contrary in these Bylaws, with respec |
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| October 23, 2023 |
SWX / Southwest Gas Holdings Inc / Corvex Management LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* SOUTHWEST GAS HOLDINGS, INC. (Name of Issuer) Common Stock, par value $1 per share (Title of Class of Securities) 844895102 (CUSIP Number) Keith Meister Patrick J. Dooley, Esq. Corvex Management LP 667 Madison Avenue New York, NY 10065 (212) 474-6700 COPI |
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| August 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 9, 2023 SOUTHWEST GAS HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-37976 81-3881866 (State or other jurisdiction of incorporation or organi |
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| August 9, 2023 |
Section 302 Certifications–Southwest Gas Corporation Exhibit 31.02 Certification of Southwest Gas Corporation I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Corporation; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements we |
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| August 9, 2023 |
Section 906 Certifications–Southwest Gas Corporation Exhibit 32.02 SOUTHWEST GAS CORPORATION CERTIFICATION In connection with the periodic report of Southwest Gas Corporation on Form 10-Q for the period ended June 30, 2023 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the Chief Executive Officer of Southwest Gas Corporation, hereby certify as of the date hereof, solely for purposes of Title 18, Chapter 63, |
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| August 9, 2023 |
Section 302 Certifications–Southwest Gas Holdings, Inc. Exhibit 31.01 Certification of Southwest Gas Holdings, Inc. I, Karen S. Haller, certify that: 1.I have reviewed this quarterly report on Form 10-Q of Southwest Gas Holdings, Inc.; 2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such stateme |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number Exact name of registrant as specified in its charter and principal |
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| August 9, 2023 |
Second Amendment to Second Amended and Restated Centuri Credit Agreement Execution Version SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of May 31, 2022 This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is by and among CENTURI GROUP, INC. |
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| August 9, 2023 |
For Immediate Release August 9, 2023 Southwest Gas Holdings, Inc. Reports Second Quarter 2023 Financial Results Delivering Strong Second Quarter for Utility Net Income and Centuri Revenue Reaffirming 2023 Utility Earnings Guidance and 2023 Centuri Revenue and EBITDA Margin Guidance LAS VEGAS – August 9, 2023 – Southwest Gas Holdings, Inc. (NYSE: SWX) (“Southwest Gas” or “Company”) today reported s |
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| August 9, 2023 |
Section 906 Certifications–Southwest Gas Holdings, Inc. Exhibit 32.01 SOUTHWEST GAS HOLDINGS, INC. CERTIFICATION In connection with the periodic report of Southwest Gas Holdings, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2023 as filed with the Securities and Exchange Commission (the “Report”), I, Karen S. Haller, the President and Chief Executive Officer of the Company, hereby certify as of the date hereof, solely for purposes of |
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| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 17, 2023 Commission File Number Exact name of registrant as specified in its charter and principal office address and telephone number State of Incorporation I.R.S. Employer Ident |
