11/06/2025 | Press release | Distributed by Public on 11/06/2025 14:52
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Phantom Stock | (2) | 11/04/2025 | A | 2,571 | (2) | (2) | Common Stock | 2,571 | $44.85 | 6,854 | D | ||||
| Phantom Stock | (2) | 11/04/2025 | F | 61(3) | (2) | (2) | Common Stock | 61 | $44.85 | 6,793 | D | ||||
| Phantom Stock | (4) | 11/04/2025 | A | 3,802 | (4) | (4) | Common Stock | 3,802 | $44.85 | 10,595 | D | ||||
| Phantom Stock | (4) | 11/04/2025 | F | 90(3) | (4) | (4) | Common Stock | 90 | $44.85 | 10,672.875(5) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Bel Roberto C/O NEW JERSEY RESOURCES CORPORATION 1415 WYCKOFF ROAD WALL, NJ 07719 |
SVP and CFO | |||
| /s/Tejal K. Mehta, as attorney-in-fact for Roberto F. Bel | 11/06/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Represents grant of restricted stock units (RSUs) under the New Jersey Resources Corporation (NJR) 2017 Stock Award and Incentive Plan. RSUs vest in three equal annual installments on October 15, 2026, October 15, 2027 and October 15, 2028. Each RSU represents a contingent right to receive one share of NJR Common Stock. |
| (2) | The phantom stock represents performance share units, which vested at 97 percent of target (plus 272 dividend equivalents), after a 36-month period beginning on October 1, 2022, upon certification by the Leadership Development and Compensation Committee (LDCC) of NJR performance versus the appliable performance goal. These shares have been deferred pursuant to NJR's Officers' Deferred Compensation Plan and are to be paid in four equal annual installments beginning in January 2029. Each share of phantom stock is the economic equivalent of one share of NJR Common Stock. |
| (3) | Represents shares withheld to pay taxes due upon deferral of performance share unit award. |
| (4) | The phantom stock represents performance share units, which vested at 134 percent of target (plus 398 dividend equivalents), after a 36-month period beginning on October 1, 2022, upon certification by the LDCC of NJR performance versus the appliable performance goal. These shares have been deferred pursuant to NJR's Officers' Deferred Compensation Plan and are to be paid in four equal annual installments beginning in January 2029. Each share of phantom stock is the economic equivalent of one share of NJR Common Stock. |
| (5) | Total reflects a positive adjustment of 167.875 shares representing investment gains or losses and for dividends accrued under NJR's Officers' Deferred Compensation Plan. |