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    SEC Form 11-K filed by Northwest Natural Holding Company

    6/26/25 2:59:06 PM ET
    $NWN
    Oil/Gas Transmission
    Utilities
    Get the next $NWN alert in real time by email
    11-K 1 a2024form11-k.htm 11-K Document



    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549


    Form 11-K


    (Mark One)
    [X]       ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

    For the fiscal year ended December 31, 2024

    OR

    [  ]       TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
    For the transition period from ___________ to____________

    Commission file number 1-38681



    A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN

    B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
    image.jpg

    NORTHWEST NATURAL HOLDING COMPANY

    250 SW Taylor Street
    Portland, Oregon 97204





    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN

    TABLE OF CONTENTS


    Page
    Report of Independent Registered Public Accounting Firm
    2
    Financial Statements
    Statements of Net Assets Available for Benefits at December 31, 2024 and 2023
    3
    Statements of Changes in Net Assets Available for Benefits for the years ended December 31, 2024 and 2023
    4
    Notes to Financial Statements
    5
    Supplemental Schedules (1)
    Form 5500, Schedule H, Line 4i; Schedule of Assets (Held at End of Year)
    13
    Signatures
    14
    Exhibits
    15
    (1)    Other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (“ERISA”) have been omitted because they are not applicable.

    1


    Table of Contents
    REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

    Plan Administrator and Plan Participants
    Northwest Natural Gas Company Retirement K Savings Plan

    Opinion on the financial statements
    We have audited the accompanying statements of net assets available for benefits of Northwest Natural Gas Company Retirement K Savings Plan (the “Plan”) as of December 31, 2024 and 2023, the related statements of changes in net assets available for benefits for the years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2024 and 2023, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.
    Basis for opinion
    These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
    We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.
    Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

    Supplemental information
    The schedule of assets (held at end of year) as of December 31, 2024 (“supplemental information”) has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

    /s/ GRANT THORNTON LLP

    We have served as the Plan’s auditor since 2012.
    Philadelphia, Pennsylvania
    June 26, 2025
    2


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    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN
    STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
    As of December 31,
    20242023
    Assets:
    Non-interest-bearing cash$— $783,966 
    Investments, at fair value339,127,494 293,211,680 
    Receivables:
    Notes receivable from participants
    4,178,220 3,688,625 
    Participants contributions— 218,650 
    Employer contributions— 145,018 
    Total receivables
    4,178,220 4,052,293 
    Total assets
    343,305,714 298,047,939 
    Liabilities:
    Other liabilities
    61,390 48,165 
    Net assets available for benefits
    $343,244,324 $297,999,774 

    The accompanying notes are an integral part of these financial statements.


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    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN
    STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
    Years Ended December 31,
    20242023
    Additions to net assets:
    Investment income:
    Interest and dividends
    $3,699,788 $1,804,006 
    Net appreciation in fair value of investments35,246,822 37,560,797 
    Net investment income38,946,610 39,364,803 
    Contributions:
    Participant elective and rollover
    18,833,064 17,452,522 
    Employer
    11,134,186 10,485,713 
    Total contributions
    29,967,250 27,938,235 
    Interest income on notes receivable from participants
    298,761 204,225 
    Total additions to net assets69,212,621 67,507,263 
    Deductions from net assets:
    Withdrawals and benefit payments
    23,766,501 27,208,704 
    Administrative fees and expenses
    201,570 179,252 
    Total deductions from net assets
    23,968,071 27,387,956 
    Increase in net assets available for benefits45,244,550 40,119,307 
    Net assets available for benefits:
    Beginning of year
    297,999,774 257,880,467 
    End of year
    $343,244,324 $297,999,774 

    The accompanying notes are an integral part of these financial statements.




    4


    Table of Contents
    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN
    NOTES TO FINANCIAL STATEMENTS
    December 31, 2024 and 2023

    1. DESCRIPTION OF PLAN

    The following description of the Northwest Natural Gas Company Retirement K Savings Plan (the Plan) provides only general information. Employees and Plan participants should refer to the Plan document and summary plan description for a more comprehensive description of the Plan’s provisions.

    General
    The Plan is a defined contribution plan covering substantially all employees of Northwest Natural Gas Company (NW Natural) and NW Natural Renewables Holdings, LLC (collectively, the Company). NW Natural Renewables Holdings, LLC is a wholly-owned subsidiary of NW Holdings.

    Eligibility rules and entry dates vary primarily based on type of contribution and employment classification (bargaining, non-bargaining, regular, temporary, and term). At December 31, 2024, 1,568 participants had account balances in the Plan, of which 1,264 were active. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).

    NW Natural is the plan sponsor and administrator of the Plan. Fidelity Management Trust Company (Fidelity) is the Plan’s trustee. Fidelity Workplace Services, LLC performs the recordkeeping duties of the Plan.

    Contributions
    Under the Plan, participants may elect to contribute, subject to Internal Revenue Code (Code) limitations, up to 50% of their compensation to the Plan through salary deferral.

    Participants are automatically enrolled to make pre-tax salary deferral contributions of 8% of their eligible compensation. Participants who are automatically enrolled can elect not to make contributions or to contribute a different percentage of their eligible compensation.

    For participants who are making pre-tax salary deferral contributions at a rate that is greater than 0% but less than 8% of their eligible compensation, the Participant's elective contribution rate will be increased automatically by one percentage point, up to a maximum of 8% of compensation on each June 1 while the Participant continues to be an eligible employee.

    For non-bargaining unit employees, NW Natural matches 60% of the first 8% of the employee's salary deferral contributions, with a maximum match of 4.8% of annual eligible compensation.

    For bargaining unit employees, NW Natural matches 50% of the first 8% of the employee's salary deferral contributions, with a maximum match of 4% of annual eligible compensation, in accordance with the terms of the applicable collective bargaining agreement.

    Each year, NW Natural may make a supplemental contribution, the amount of which will be set by NW Natural’s Board of Directors. For the years ended December 31, 2024 and 2023, NW Natural's Board of Directors did not declare any supplemental contributions.

    Non-Contributory Employer Contributions
    For all eligible non-bargaining unit employees hired after December 31, 2006, and all eligible bargaining unit employees hired after December 31, 2009, NW Natural will contribute 5% and 4%, respectively, of eligible annual compensation (or another amount fixed annually) as a non-contributory employer contribution for each year a participant is an active employee. These non-contributory employer contributions are invested in the same funds that have been selected by participants for salary deferral and matching contributions. If a participant has not made an investment election, the contribution will be invested in the retirement-date-based investment fund that has a
    5


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    projected year of retirement that corresponds closest to the year the participant turns age 65. In 2024 and 2023, non-contributory employer contributions totaled $4,888,718 and $4,385,406, respectively.

    Participant Accounts
    Where applicable, each participant’s account is credited with pre-tax salary deferral contributions, matching contributions, supplemental contributions, rollover contributions, non-contributory employer contributions, and net earnings or losses. Pre-tax contributions are based on the participant’s salary deferral election. Matching contributions, supplemental, and non-contributory employer contributions are credited to the participant’s account according to the formula defined in the Plan document. Rollover contributions are credited upon receipt from the tax-qualified plan of another employer or from an Individual Retirement Account (IRA). The Plan's earnings are allocated based on account balances in the investment options selected by the participant, or in the absence of an election, the retirement-date-based investment option applicable to the participant under the Plan's terms.

    Investment Options
    Participants may direct contributions in any of the investment options offered by the Plan. Contributions are defaulted into the age-appropriate retirement-date-based investment until such time the participant makes active investment elections. Investment options include collective trust funds managed by BlackRock, a mutual fund managed by Fidelity, and the option to invest in Northwest Natural Holding Company (NW Holdings) common stock.

    Participants also have the additional choice of investing through Fidelity's BrokerageLink option which, for fees charged directly to the participant, enables the participant to select from additional investment options. The remaining investment options are managed by other parties that are not parties-in-interest. New investment elections restrict participants from allocating more than 25% to NW Holdings stock. Exchanges into NW Holdings stock are restricted when it would result in more than 25% of the participant's account value on the day of the exchange in NW Holdings stock.

    Vesting
    All employee contributions, employer match, supplemental contributions and associated earnings credited to participant accounts are fully vested and non-forfeitable at all times. Non-contributory employer contributions, and associated earnings, are subject to a three-year cliff vesting schedule with 100% vesting after three years of service.

    Notes Receivable from Participants
    Participants may borrow from their fund accounts a minimum of $1,000, up to a maximum equal to the lesser of the following amounts, reduced by the participant's highest aggregate loan balance during the 12 months preceding the loan:
    •$50,000; or
    •50% of the participant's total vested account balance excluding non-contributory employer contributions.

    Participants may have only one outstanding loan at a time. Participant loans are ordinarily repaid through payroll deductions and participants’ remaining account balances are used as collateral for the loans. The loans bear interest at a rate commensurate with local prevailing rates. The rate used equals the prime rate plus 1%, based on rates quoted in The Wall Street Journal on the last business day of the month prior to the loan’s inception.

    Withdrawals and Payment of Benefits
    On termination of service due to death, disability, retirement, or for other reasons, a participant may receive the value of his or her vested account in the following forms of payment:
    •a single lump sum distribution;
    •partial lump-sum distributions, up to four distributions;
    •monthly, quarterly, or annual installment payments;
    •a rollover to an IRA or other employer's qualified retirement plan; or
    •the participant may leave the funds in the Plan.

    Under the hardship withdrawal provisions of the Plan, participants may withdraw salary deferral amounts while still employed, provided the circumstances qualify as a hardship as defined in the Plan.

    Participating employees can receive a distribution from the Plan due to retirement, permanent disability, termination of employment or death. Unvested balances will be forfeited in the event of termination. Participants who have
    6


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    terminated employment and reached a certain age are required to take minimum required distributions in accordance with the terms of the Plan and applicable law. The required minimum distribution age is 73.

    For participants who have a Plan investment in NW Holdings' common stock, the Plan permits stock dividends to be distributed to the participants, independent of a termination of service or hardship, as designated by NW Natural.

    Effective November 12, 2024, the Plan was amended to add four new types of withdrawals for participants who meet certain requirements. The new types of withdrawals are related to qualified births or adoptions, domestic abuse, emergency personal expenses, and qualified declared disasters.

    Administrative Fees and Expenses
    Certain expenses of administering and servicing the Plan, including equipment, supplies, and payroll expenses of administrative and clerical personnel, are provided by NW Natural without charge to the Plan; however, each participant is charged a flat fee of $100 per year to help with the costs of audit, recordkeeping, and trustee fees, as well as investment consulting charges. Loan disbursement fees are paid by the Plan, allocated to participants withdrawing amounts as loans during the year, and are classified as administrative fees and expenses; however, each participant with a loan is also charged a flat fee of $75 per loan to help with the costs of loan processing.

    In general, plan expenses in excess of the administrative budget amount are paid by NW Natural. Administrative fees paid to Fidelity by the Plan totaled $199,145 and $177,253 in 2024 and 2023, respectively.

    Forfeitures
    As of December 31, 2024 and 2023, the forfeiture account balance was $12,833 and $37,494, respectively. This balance represents amounts forfeited during the year, available to offset the employer contributions, but not yet used as of December 31 of the respective year. For the years ended December 31, 2024 and 2023, forfeitures of approximately $320,000 and $350,000 were used to offset employer contributions, respectively.

    2. SIGNIFICANT ACCOUNTING POLICIES

    Recently Issued or Adopted Accounting Pronouncements
    There were no new issued or adopted accounting pronouncements applicable to the Plan during the years ended December 31, 2024 and 2023.

    Basis of Accounting
    The financial statements are prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP).

    Use of Estimates
    The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities at the date of the financial statements and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

    Valuation of Investments
    Investments are reported at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. See Note 3 for discussion of fair value measurements.

    Investment Transactions and Net Investment Income Recognition
    Securities transactions are recorded on the date the securities are purchased or sold. Interest income is recorded as earned. Dividend income is recorded on the ex-dividend date. The cost of securities sold is determined by the average cost method.

    The net appreciation (depreciation) in the fair value of investments presented in the statements of changes in net assets available for benefits consists of the realized gains (losses) and the unrealized appreciation (depreciation) on those investments.

    Notes Receivable from Participants
    7


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    Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent notes receivable are reclassified as distributions based upon the terms of the Plan document and reported to the Internal Revenue Service (IRS) as ordinary income.

    Payment of Benefits
    Benefits are recorded when paid.

    3. FAIR VALUE MEASUREMENTS
    In accordance with fair value accounting, the following fair value hierarchy is used for determining inputs for the
    Plan assets:
    Level 1Valuation is based upon quoted prices for identical instruments traded in active markets;
    Level 2Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market; and
    Level 3Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimates of assumptions that market participants would use in valuing the asset or liability.

    When developing fair value measurements, it is the Plan's policy to use quoted market prices whenever available, or to maximize the use of observable inputs and minimize the use of unobservable inputs when quoted market prices are not available.

    Following is a description of the valuation methodologies used for assets measured at fair value. There were no changes in the methodologies used at December 31, 2024 and 2023.

    COLLECTIVE TRUST FUNDS. Valued at the daily net asset value (NAV) per unit as determined by the fund’s audited financial statements. The NAV is used as a practical expedient to estimate fair value and is based on underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding.

    NW NATURAL HOLDING COMPANY UNITIZED STOCK. Valued at the closing price reported on the active market on which the individual securities are traded.

    MUTUAL FUNDS. Valued at NAV of shares held by the Plan. Mutual funds held by the Plan are open-end mutual funds that are registered with the Securities and Exchange Commission. These funds are required to publish their daily NAV and to transact at that price. The mutual funds held by the Plan are deemed to be actively traded.

    BROKERAGE ACCOUNTS. Participant directed investments maintained in Fidelity's BrokerageLink investment option, comprised primarily of money market and mutual funds valued at published NAV of shares held by the Plan, and common stocks valued at the closing price reported on the active market on which the individual securities are traded.

    These methods may produce a fair value calculation that may not be indicative of net realizable value nor reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

    8


    Table of Contents
    The following tables set forth the fair value of the Plan's assets at fair value, by level and investment asset class:

    As of December 31, 2024
    AssetLevel 1Level 2Level 3
    Non-Published NAV(2)
    Total
    NW Natural Holding Company unitized stock$10,360,750 $— $— $— $10,360,750 
    Mutual funds35,737,764 — — — 35,737,764 
    Brokerage accounts7,457,101 — — — 7,457,101 
    Total investments in the fair value hierarchy53,555,615 — — — 53,555,615 
    Collective trust funds(1)
    — — — 285,571,879 285,571,879 
    Total investments at fair value$53,555,615 $— $— $285,571,879 $339,127,494 

    As of December 31, 2023
    AssetLevel 1Level 2Level 3
    Non-Published NAV(2)
    Total
    NW Natural Holding Company unitized stock$10,359,228 $— $— $— $10,359,228 
    Mutual funds24,855,844 — — — 24,855,844 
    Brokerage accounts3,286,636 — — 3,286,636 
    Total investments in the fair value hierarchy38,501,708 — — — 38,501,708 
    Collective trust funds(1)
    — — — 254,709,972 254,709,972 
    Total investments at fair value$38,501,708 $— $— $254,709,972 $293,211,680 
    (1)    NW Natural believes the redemption value of the collective trust funds is likely to be the fair value, which is represented by the net asset value. A majority of the funds permit daily redemption without written notice. However, the US Treasury MM Trust B Fund allows daily redemption with 7 day written notice.
    (2)    The fair value for these investments is determined using NAV as of December 31, as a practical expedient, and therefore they are not classified within the fair value hierarchy. These investments primarily consist of institutional investment products, for which the NAV is generally not publicly available. There are no unfunded commitments with respect to collective trusts.

    4. TERMINATION PROVISIONS

    In the event of any total or partial termination or discontinuance of the Plan, the accounts of all affected participants shall become fully vested and nonforfeitable (i.e. non-contributory employer contribution account). NW Natural may continue the trust and pay benefits as they mature, or liquidate and distribute the net assets of the trust among participants and beneficiaries in proportion to their interests. NW Natural has no current plans to terminate the Plan.

    9


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    5. RELATED-PARTY AND PARTY-IN-INTEREST TRANSACTIONS

    Related party transactions during the year consisted primarily of loans made to participants disclosed in Note 1 and the following investments held by the Plan, which qualify as parties-in-interest transactions for which a statutory exemption exists:
    As of December 31,
    20242023
    BlackRock$267,781,562 $239,446,828 
    NW Natural Holding Company unitized stock10,360,750 10,359,228 
    Fidelity11,782,133 4,807,911 
    Vanguard217,193 134,482 
    Total parties-in-interest transactions$290,141,638 $254,748,449 

    BLACKROCK. As of December 31, 2024, BlackRock, Inc. owned beneficially more than five percent of NW Holdings common stock.

    NW NATURAL HOLDING COMPANY UNITIZED STOCK. NW Holdings unitized stock represents investments in parties-in-interest. During the years ended December 31, 2024 and 2023, purchases of NW Holdings common stock totaled 30,917 shares for $1,178,947 and 27,539 shares for $1,195,112, respectively. During the years ended December 31, 2024 and 2023, sales of NW Holdings common stock totaled 35,048 shares for $1,357,687 and 39,016 shares for $1,681,795, respectively.

    FIDELITY. Certain investments in the BrokerageLink account and the Fidelity Blue Chip Growth K6 Fund are shares of mutual funds managed by Fidelity, who also acts as the trustee of the Plan.

    VANGUARD. As of December 31, 2024, The Vanguard Group, Inc. owned beneficially more than five percent of NW Holdings common stock.

    6. FEDERAL INCOME TAX STATUS

    The IRS informed the Plan sponsor by a determination letter dated March 29, 2017, that the Plan was qualified and the trust established under the Plan at the time was tax-exempt, under the applicable sections of the Code. Although the Plan document has been amended since receiving the determination letter, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code.

    Uncertain tax positions are accounted for in accordance with accounting standards that require Plan management’s assessment of the anticipated settlement outcome of material uncertain tax positions taken in a prior year, or planned to be taken in the current year. No reserves for uncertain tax positions existed as of December 31, 2024 and 2023. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.

    7. RISKS AND UNCERTAINTIES

    The assets of the Plan are invested in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.


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    8. SUBSEQUENT EVENTS

    In July 2024, the Plan was amended to permit qualified student loan payments to be eligible for employer matching contributions, subject to certain conditions and limitations, as permitted under the Securing a Strong Retirement Act of 2022. The amendment is effective January 1, 2025.

    Effective January 7, 2025 Si Investment Co, LLC was added as an adopting affiliate of the Plan. The SiEnergy, L.P. 401(k) Plan was terminated as of December 31, 2024. Eligible employees of Si Investment Co, LLC may participate in the Plan, beginning in 2025.

    The Plan has evaluated subsequent events after the statement of net assets available for plan benefits date through June 26, 2025, the date the financial statements were available to be issued, and there were no other subsequent events requiring adjustments to or disclosure in the financial statements.
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    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN
    SUPPLEMENTAL SCHEDULES
    12


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    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN
    Form 5500, Schedule H, Line 4i; Schedule of Assets (Held at End of Year)
    EIN: 93-0256722 Plan 008
    December 31, 2024
    (a)(b)(c)(d)(e)
    Identity of issue, borrower, lessor or similar partyDescription of investment including maturity date, rate of interest, collateral, par or maturity valueCost
    **
    Current Value
    ***BrokerageLinkSelf-directed brokerage accounts$7,457,101 
    Artisan International Institutional Fund Collective trust7,740,789 
    *BlackRock MSCI ACWI ex-U.S. Index Fund M Collective trust6,543,321 
    *BlackRock Equity Index Fund MCollective trust40,816,548 
    *BlackRock Extended Market K Collective trust9,698,485 
    *BlackRock US Debt Index NL W Collective trust4,341,952 
    *BlackRock LifePath Index Retirement FundCollective trust35,683,788 
    *BlackRock LifePath Index 2030 FundCollective trust33,280,210 
    *BlackRock LifePath Index 2035 FundCollective trust40,080,411 
    *BlackRock LifePath Index 2040 FundCollective trust27,681,382 
    *BlackRock LifePath Index 2045 FundCollective trust28,426,455 
    *BlackRock LifePath Index 2050 FundCollective trust22,110,255 
    *BlackRock LifePath Index 2055 FundCollective trust13,391,504 
    *BlackRock LifePath Index 2060 FundCollective trust4,801,950 
    *BlackRock LifePath Index 2065 FundCollective trust925,301 
    T. Rowe Price US Treasury MM Trust BCollective trust10,049,528 
    T. Rowe Price Small-Cap Stock Fund Mutual fund14,199,127 
    American Century Small Cap Value FundMutual fund575,205 
    Metropolitan West Total Return Bond Fund
    Mutual fund5,441,993 
    JPMorgan Equity Income FundMutual fund3,984,076 
    *Fidelity Blue Chip Growth K6 FundMutual fund11,537,363 
    *
    NW Natural Holding Company Unitized Stock
    Common stock
    10,360,750 
    Total investments339,127,494 
    *Notes Receivable from ParticipantsInterest rates from 4.25% to 9.5% maturing January 2025 to October 2038
    4,178,220 
    $343,305,714 
    *    Represents identification of known party-in-interest in the Plan.
    **    Cost information is not required for participant-directed investments.
    ***    Certain investments in the BrokerageLink account are shares of mutual funds managed by Fidelity, which represents a party-in-interest in the Plan.



    13


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    SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Northwest Natural Gas Company Retirement K Savings Plan Administrative Committee has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.

    NORTHWEST NATURAL GAS COMPANY RETIREMENT K SAVINGS PLAN
    Dated:June 26, 2025/s/ Melinda Rogers
    Melinda Rogers
    Vice President, Chief Human Resources and Diversity Officer
    NW Natural Gas Company
    Retirement K Savings Plan Administrative Committee



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    NORTHWEST NATURAL GAS COMPANY
    RETIREMENT K SAVINGS PLAN
     Exhibit Index to Annual Report on Form 11-K
    For the Year Ended December 31, 2024
     
    Exhibit Index
    Exhibit Number 
    Document
    23
    Consent of Independent Registered Public Accounting Firm

    15

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    DatePrice TargetRatingAnalyst
    8/5/2024Neutral → Buy
    Janney
    1/31/2024$39.00Neutral
    Janney
    5/5/2023Buy → Hold
    Maxim Group
    5/24/2022$53.00 → $51.00Underperform → Neutral
    BofA Securities
    5/24/2022$53.00Underperform → Neutral
    BofA Securities
    2/28/2022$51.00 → $54.00Equal-Weight
    Wells Fargo
    1/20/2022$49.00Sell → Neutral
    Guggenheim
    11/8/2021$56.00 → $51.00Equal-Weight
    Wells Fargo
    More analyst ratings

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    Press Releases

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    • NW Natural Holdings and NW Natural Announce New Board Members

      New Directors Bring Extensive Leadership Experience from Industry-Leading Companies NW Natural Holding Company's (NYSE:NWN) board of directors has appointed Peter Bragdon as a new independent director effective July 12, 2025. Bragdon has also been appointed to the board of directors of Northwest Natural Gas Company (NW Natural), the company's wholly owned subsidiary, effective the same date. In addition, NW Natural has appointed Dave Drinkward to its board of directors effective June 30, 2025. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250703929008/en/Peter Bragdon "We are very excited to welcome both Peter and Dave to our

      7/3/25 6:00:00 AM ET
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    • NW Natural Holdings Closes Acquisition of Texas Natural Gas Utility

      SiEnergy Operating, LLC (SiEnergy), a wholly owned subsidiary of Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings), has completed the acquisition of 100% of the capital stock of Hughes Gas Resources, Inc. (Hughes) from EPCOR USA Inc. for $60 million. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250603972017/en/ Hughes serves approximately 6,900 connections in 12 communities northeast of Houston and is expected to have a rate base of approximately $46 million at the end of 2025. With a similar business model as SiEnergy, Hughes has grown organically by providing infrastructure to residential and commercial de

      6/3/25 6:00:00 AM ET
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    • NW Natural Holdings Reports Solid First Quarter 2025 Results

      Signed Agreement to Acquire Another Texas Gas Utility; Reaffirmed 2025 Adjusted EPS Guidance Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings) reported financial results and highlights, including: Reported earnings per share (EPS) of $2.18 and achieved adjusted EPS1 of $2.28 for the first quarter of 2025, compared to EPS of $1.69 for the same period in 2024 Closed the acquisition of SiEnergy, a Texas high-growth gas utility, in early January 2025 Signed agreement to purchase Hughes Gas Resources, Inc. (Hughes), adding scale to the SiEnergy gas utility platform in Texas Added nearly 84,000 gas and water utility connections in the last 12 months for a combined growth

      5/6/25 6:00:00 AM ET
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    Analyst Ratings

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    • Northwest Natural upgraded by Janney

      Janney upgraded Northwest Natural from Neutral to Buy

      8/5/24 7:33:51 AM ET
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    • Janney initiated coverage on Northwest Natural with a new price target

      Janney initiated coverage of Northwest Natural with a rating of Neutral and set a new price target of $39.00

      1/31/24 6:24:20 AM ET
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    • Northwest Natural downgraded by Maxim Group

      Maxim Group downgraded Northwest Natural from Buy to Hold

      5/5/23 8:07:50 AM ET
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    Leadership Updates

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    • NW Natural Holdings Names Megan H. Berge Deputy General Counsel and Corporate Secretary

      Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings) has hired Megan H. Berge as the company's deputy general counsel and corporate secretary, and general counsel of NW Natural Gas Company, effective March 3. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250210173042/en/Megan H. Berge, NW Natural Holdings (Photo: Business Wire) Berge comes to NW Natural Holdings from the international law firm Baker Botts, where she was a partner. Her practice included extensive rulemaking and advocacy work related to federal and state environmental law and civil litigation. "We are thrilled to welcome Megan to our team," said N

      2/10/25 11:00:00 AM ET
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      Oil/Gas Transmission
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    • NW Natural Names New Executive

      Brian Fellon joins as Chief Information Officer NW Natural Holdings (NYSE:NWN), comprised of NW Natural Gas Company, NW Natural Water, and NW Natural Renewables, has named Brian Fellon as its new vice president, Chief Information Officer/Chief Information Security Officer. Fellon will begin his new role with the company on September 23. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20240904200196/en/(Photo: Business Wire) Fellon joins NW Natural after spending the last eight years as an executive at Puget Sound Energy in Bellevue, Wash., where he served as director of applications services, AI and data. Prior to that, Fellon he

      9/4/24 3:00:00 PM ET
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    • NW Natural Holdings Names Raymond Kaszuba Chief Financial Officer

      Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings) has hired Raymond (Ray) Kaszuba to serve as the company's senior vice president and chief financial officer effective August 31, 2024. Ray comes to NW Natural Holdings from AmeriGas, the United States' largest propane distributor and a subsidiary of UGI Corporation, where he served most recently as interim president and prior to that as vice president and chief financial officer. Previously, he was treasurer of UGI Corporation, an international distributor and marketer of energy products and services, including natural gas, liquified petroleum gas, and renewable solutions. Prior to UGI, he was senior vice president, financ

      8/9/24 1:38:00 PM ET
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    Insider Trading

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    • Director Anderson David Hugo sold $297,611 worth of shares (7,500 units at $39.68), decreasing direct ownership by 7% to 94,791 units (SEC Form 4)

      4 - Northwest Natural Holding Co (0001733998) (Issuer)

      6/24/25 4:49:11 PM ET
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    • Director Anderson David Hugo sold $311,176 worth of shares (7,591 units at $40.99), decreasing direct ownership by 7% to 102,291 units (SEC Form 4)

      4 - Northwest Natural Holding Co (0001733998) (Issuer)

      5/23/25 5:33:18 PM ET
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    • SEC Form 4 filed by Director Mcdonough Sandra

      4 - Northwest Natural Holding Co (0001733998) (Issuer)

      5/9/25 4:53:45 PM ET
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    SEC Filings

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    • Northwest Natural Holding Company filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits

      8-K - Northwest Natural Holding Co (0001733998) (Filer)

      7/2/25 8:33:14 PM ET
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    • SEC Form 11-K filed by Northwest Natural Holding Company

      11-K - Northwest Natural Holding Co (0001733998) (Filer)

      6/26/25 2:59:06 PM ET
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    • Northwest Natural Holding Company filed SEC Form 8-K: Other Events

      8-K - Northwest Natural Holding Co (0001733998) (Filer)

      6/23/25 9:00:25 PM ET
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    Financials

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    • NW Natural Holdings Closes Acquisition of Texas Natural Gas Utility

      SiEnergy Operating, LLC (SiEnergy), a wholly owned subsidiary of Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings), has completed the acquisition of 100% of the capital stock of Hughes Gas Resources, Inc. (Hughes) from EPCOR USA Inc. for $60 million. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250603972017/en/ Hughes serves approximately 6,900 connections in 12 communities northeast of Houston and is expected to have a rate base of approximately $46 million at the end of 2025. With a similar business model as SiEnergy, Hughes has grown organically by providing infrastructure to residential and commercial de

      6/3/25 6:00:00 AM ET
      $NWN
      Oil/Gas Transmission
      Utilities
    • NW Natural Holdings Reports Solid First Quarter 2025 Results

      Signed Agreement to Acquire Another Texas Gas Utility; Reaffirmed 2025 Adjusted EPS Guidance Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings) reported financial results and highlights, including: Reported earnings per share (EPS) of $2.18 and achieved adjusted EPS1 of $2.28 for the first quarter of 2025, compared to EPS of $1.69 for the same period in 2024 Closed the acquisition of SiEnergy, a Texas high-growth gas utility, in early January 2025 Signed agreement to purchase Hughes Gas Resources, Inc. (Hughes), adding scale to the SiEnergy gas utility platform in Texas Added nearly 84,000 gas and water utility connections in the last 12 months for a combined growth

      5/6/25 6:00:00 AM ET
      $NWN
      Oil/Gas Transmission
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    • NW Natural Holdings Schedules Earnings Release and Conference Call for Tuesday, May 6

      Northwest Natural Holding Company (NYSE:NWN) (NW Natural Holdings) announced today it will issue its first quarter 2025 earnings release and conduct an analyst conference call and webcast to review results at 8 a.m. Pacific Time (11 a.m. Eastern Time) on Tuesday, May 6, 2025. To hear the conference by webcast, log on to NW Natural Holdings' corporate website at ir.nwnaturalholdings.com. To hear the conference call by phone, please dial 1-833-470-1428 within the United States and enter the conference access code 328787. To access the conference replay, please call 1-866-813-9403 within the United States and enter the conference identification access code 591383. About NW Natural Holdings

      4/11/25 6:00:00 AM ET
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    Large Ownership Changes

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    • SEC Form SC 13G/A filed by Northwest Natural Holding Company (Amendment)

      SC 13G/A - Northwest Natural Holding Co (0001733998) (Subject)

      1/19/24 2:40:51 PM ET
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    • SEC Form SC 13G/A filed by Northwest Natural Holding Company (Amendment)

      SC 13G/A - Northwest Natural Holding Co (0001733998) (Subject)

      1/23/23 3:52:37 PM ET
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    • SEC Form SC 13G/A filed by Northwest Natural Holding Company (Amendment)

      SC 13G/A - Northwest Natural Holding Co (0001733998) (Subject)

      2/10/22 8:28:02 AM ET
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