Paul J. Caudill - 31 Jul 2024 Form 3 Insider Report for Centuri Holdings, Inc. (CTRI)

Role: Interim CEO
Signature: /s/ Jason S. Wilcock, as attorney-in-fact for Paul J. Caudill
Issuer symbol: CTRI
Transactions as of: 31 Jul 2024
Net transactions value: $0
Form type: 3
Filing time: 01 Aug 2024, 16:20:19 UTC
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	CTRI	Restricted Stock Units							31 Jul 2024	Common Stock	26,315		Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents the grant of restricted stock units ("RSUs") in connection with the Reporting Person's appointment as interim Chief Executive Officer, effective August 1, 2024. Each RSU is the economic equivalent of one share of the Issuer's common stock and may be settled by delivery of an equal number of shares of the Issuer's common stock or, in certain cases as set forth in the applicable RSU award agreement by and between the Issuer and the Reporting Person (the "Award Agreement"), may be settled in cash. The RSUs will vest in full on the one-year anniversary of the effective date subject to the Reporting Person's continued services pursuant to that certain Interim CEO Consulting Agreement, by and between the Reporting Person, the Issuer, and Centuri Group, Inc., dated July 1, 2024 (the "Consulting Agreement") through the effective date and other terms and conditions set forth in the Consulting Agreement and the Award Agreement.

Content

Represents the grant of restricted stock units ("RSUs") in connection with the Reporting Person's appointment as interim Chief Executive Officer, effective August 1, 2024. Each RSU is the economic equivalent of one share of the Issuer's common stock and may be settled by delivery of an equal number of shares of the Issuer's common stock or, in certain cases as set forth in the applicable RSU award agreement by and between the Issuer and the Reporting Person (the "Award Agreement"), may be settled in cash. The RSUs will vest in full on the one-year anniversary of the effective date subject to the Reporting Person's continued services pursuant to that certain Interim CEO Consulting Agreement, by and between the Reporting Person, the Issuer, and Centuri Group, Inc., dated July 1, 2024 (the "Consulting Agreement") through the effective date and other terms and conditions set forth in the Consulting Agreement and the Award Agreement.

Remarks:

Exhibit 24 - Power of Attorney