BLACK HILLS CORP /SD/ (BKH)

Current Report Filed: 2026-05-15

Black Hills Corporation is proceeding with its all-stock merger with NorthWestern Energy Group, with the Merger Agreement signed on August 18, 2025 and approved by both boards; the transaction remains pending regulatory approvals from state commissions and FERC.
Pro forma combined financial statements as of January 1, 2025 and March 31, 2026 have been filed, indicating the company is providing transparency on the merged entity's financial profile, though actual results may differ materially from projections.
Multiple material risks are disclosed including potential regulatory approval delays or denials, business disruption, management distraction, key personnel retention challenges, and potential loss of anticipated synergies—suggesting execution risk remains elevated.

Quarterly Report Filed: 2026-05-07

Filing shows complex derivative and hedging instrument portfolio across electric utilities, gas utilities, and transportation segments, indicating active management of commodity and interest rate risks during Q1 2026.
Multiple regulatory rate review filings noted including Nebraska Public Service Commission (December 2025) and South Dakota Public Utilities Commission (February 2026), suggesting ongoing rate adjustment proceedings that could impact near-term revenue recognition.
Company maintains interest rate swap positions and cash flow hedging strategies across segments, with fair value measurements recurring as of Q1 2026, reflecting continued volatility management in capital structure.
Senior unsecured notes due 2026 were referenced with a January 2026 maturity date, indicating recent debt maturity management and potential refinancing activities during the quarter.

Current Report Filed: 2026-05-06

Black Hills Corporation released Q1 2026 earnings results on May 6, 2026, providing updated financial performance metrics that investors can use to assess operational trends and year-to-date profitability.
The filing was signed by Kimberly F. Nooney, Senior Vice President and Chief Financial Officer, indicating proper authorization and disclosure controls are in place for the earnings announcement.
The press release is furnished under Item 2.02 and explicitly stated as not filed under Section 18, meaning it carries limited liability implications but still provides material financial information to the market.

Current Report Filed: 2026-05-01

All three Class II director nominees were elected with strong shareholder support, with Anne G. Waleski receiving the highest vote count (60.2M votes for) and minimal opposition, indicating confidence in board composition and governance.
Deloitte & Touche LLP was ratified as independent auditor with overwhelming approval (66.2M for, 1.0M against), demonstrating strong shareholder confidence in the company's financial oversight and audit quality.
Executive compensation received advisory approval from 59.6M shareholders versus only 1.1M against, suggesting stakeholders view the named executive officer pay structure as appropriate and aligned with company performance.
Broker non-votes of 6.4M shares on director elections indicate some institutional investors did not vote on board composition, though this represents a relatively small portion of total shares outstanding.

Current Report Filed: 2026-04-02

Black Hills Corporation (BKH) received shareholder approval for key proposals related to its merger agreement with NorthWestern Energy Group, including the issuance of new shares, an increase in authorized shares, and changes to the company's debt limits and name.
The merger between Black Hills and NorthWestern is a significant strategic move that will expand the combined company's scale, customer base, and asset portfolio across several states.
Shareholders overwhelmingly approved the proposals, indicating broad support for the merger transaction, which remains subject to regulatory approvals before completion.

Current Report Filed: 2026-02-19

The filing announces a pending merger transaction between Black Hills Corporation and NorthWestern Energy Group, Inc., which is subject to regulatory and shareholder approvals.
The filing provides historical financial statements of NorthWestern and pro forma financial information of the combined company, which could be useful for investors in evaluating the potential impact of the merger.
The filing identifies several risk factors related to the merger, including the risk of delays in consummation, potential termination of the agreement, and disruption to the businesses during the pendency of the transaction.

Insider Trading Filed: 2026-02-13

The reporting person, Linden R. Evans, acquired 9,036 shares of the issuer's common stock through the 2023-2025 Performance Share Plan under the Company's Omnibus Incentive Plan, indicating management's confidence in the company's performance.
The reporting person also disposed of 3,555.666 shares to cover tax withholding associated with the 2023-2025 Performance Shares Plan payout, suggesting a balanced approach to managing his equity position.
The reporting person's total direct ownership of 175,083.986 shares, plus an additional 4,490.861 shares held indirectly through a 401(k) plan, demonstrates a significant personal stake in the company's success.

Insider Trading Filed: 2026-02-13

The reporting person, Marne M. Jones, acquired 835 shares of Black Hills Corp (BKH) common stock through the company's 2023-2025 Performance Share Plan, indicating continued management confidence in the company's long-term prospects.
Jones also disposed of 334.337 shares to pay tax withholding associated with the Performance Share Plan payout, which is a typical transaction for insiders receiving equity-based compensation.
The reporting person's total direct ownership of BKH shares following the transaction increased to 38,667.175 shares, reflecting a sizable personal investment in the company.

Insider Trading Filed: 2026-02-13

Kimberly Nooney, the SVP & CFO of BLACK HILLS CORP /SD/ (BKH), acquired 2,006 shares of the company's common stock on 02/12/2026, indicating their confidence in the company's future prospects.
Nooney also disposed of 805.815 shares to cover tax withholding associated with the 2023-2025 Performance Shares Plan payout, suggesting a potential need for liquidity.
The total number of shares beneficially owned by Nooney following the reported transactions is 38,691.424 shares, indicating a significant personal stake in the company's performance.

Annual Report Filed: 2026-02-11