Granted Under the Amended and Restated Equity Compensation Plan)Award Agreement • February 20th, 2024 • NorthWestern Energy Group, Inc. • Electric & other services combined • Delaware
The long-term incentive program of NorthWestern Energy Group, Inc. (together with its subsidiaries, the “Company”) is designed to provide eligible employees with a reward for their service with the Company for the Performance Period January 1, 2024, through December 31, 2026, and to award Grantee a certain number of Performance Units (“Performance Units”). This program provides eligible employees an incentive to continue their employment with, and to advance the interests of, the Company during and following the Performance Period. This award to Grantee will be governed by this Agreement and the Company's Amended and Restated Equity Compensation Plan (the “Plan”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 2nd, 2023 • NorthWestern Energy Group, Inc. • Delaware
This Agreement and Plan of Merger (this “Agreement”), entered into as of October 2, 2023, by and among NorthWestern Corporation d/b/a NorthWestern Energy, a Delaware corporation (the “Company”), NorthWestern Energy Group, Inc., a Delaware corporation and direct, wholly-owned subsidiary of the Company (“Holdco”), and NorthWestern Energy Merger Company, a Delaware corporation and direct, wholly-owned subsidiary of Holdco (“Merger Sub”).
NorthWestern Energy Group, Inc. Restricted Share Unit Award Agreement (Granted Under the Amended and Restated Equity Compensation Plan)Share Unit Award Agreement • February 20th, 2024 • NorthWestern Energy Group, Inc. • Electric & other services combined • Delaware
This restricted share unit award to Grantee will be governed by this Agreement and the NorthWestern Energy Group, Inc., Amended and Restated Equity Compensation Plan (the “Plan”). In consideration of the mutual promises and covenants contained in this Agreement, the Grantee and NorthWestern Energy Group, Inc. (together with its subsidiaries, the “Company”) each agree as follows:
ASSET AND STOCK TRANSFER AGREEMENTMaster Assumption Agreement • January 2nd, 2024 • NorthWestern Energy Group, Inc. • Electric & other services combined • New York
This Asset and Stock Transfer Agreement (this “Agreement”) is made and entered into as of December 27, 2023, by and among NorthWestern Corporation, a Delaware corporation (“NW Corp”), NorthWestern Energy Group, Inc., a Delaware corporation (“NWE Group”) and NorthWestern Energy Public Service Corporation, a South Dakota corporation (“NWE Public Service”).
NORTHWESTERN ENERGY PUBLIC SERVICE CORPORATION (successor to NorthWestern Corporation, formerly known as NorthWestern Public Service Company) TO THE BANK OF NEW YORK MELLON (formerly The Bank of New York) As Trustee under the General Mortgage...NorthWestern Energy Group, Inc. • April 3rd, 2024 • Electric & other services combined
THIS TWENTY-FIRST SUPPLEMENTAL INDENTURE, dated as of March 1, 2024 (the “Supplemental Indenture”), is made by and between NORTHWESTERN ENERGY PUBLIC SERVICE CORPORATION, a corporation organized and existing under the laws of the State of South Dakota (the “Company”), the post office address of which is 3010 West 69th Street, Sioux Falls, South Dakota 57108, and THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York (successor to JPMorgan Chase Bank, N.A. (successor by merger to The Chase Manhattan Bank (National Association)))) (the “Trustee”), as Trustee under the General Mortgage Indenture and Deed of Trust dated as of August 1, 1993, hereinafter mentioned, the post office address of which is 240 Greenwich Street, 7E, New York, New York 10286;
TERM LOAN CREDIT AGREEMENT among NORTHWESTERN ENERGY GROUP, INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, U.S. BANK NATIONAL ASSOCIATION, as Lender Dated as of April 12, 2024Term Loan Credit Agreement • April 18th, 2024 • NorthWestern Energy Group, Inc. • Electric & other services combined • New York
TERM LOAN CREDIT AGREEMENT, dated as of April 12, 2024, among NORTHWESTERN ENERGY GROUP, INC., a Delaware corporation (the “Borrower”), and U.S. BANK NATIONAL ASSOCIATION (the “Lender”).
