Southwest Gas Holdings (SWX) Proxy filing summary

Executive summary

• Completed the separation of Centuri Holdings, transforming into a fully regulated natural gas business and strengthening financial flexibility and operational focus.

• Achieved strong financial performance in 2025, including eliminating holding company debt, earning credit rating upgrades, and maintaining a competitive dividend.

• Conducted extensive investor outreach, engaging with holders of 59% of outstanding shares to discuss governance and executive compensation.

• Leadership transition planned for May 2026, with focus on financial performance, regulatory engagement, and community energy needs.

Voting matters and shareholder proposals

• Stockholders will vote on: election of eleven directors, advisory approval of executive compensation, and ratification of PricewaterhouseCoopers LLP as auditor for 2026.

• Board recommends voting FOR all proposals.

• Stockholders as of March 9, 2026, are eligible to vote; meeting will be held virtually.

Board of directors and corporate governance

• Eleven director nominees, 91% independent, with 55% women and 45% ethnically/racially diverse.

• Board Chair is independent; all committees are composed solely of independent directors.

• Board refreshment since 2020: eight new directors, three new nominees in 2026.

• Annual board and committee self-evaluations, majority voting policy for directors, and robust director orientation and education.

• Stockholders can nominate directors and submit proposals per bylaws.