Southwest Gas Holdings, Inc.
10.49%
7,532,604
1692115
844895102
Mar 23, 2025
Mar 25, 2025, 04:45 PM
Reporting Persons (11)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| Carl C. Icahn | Individual | 10.49% | 7,532,604 | 0 | 7,532,604 |
| Icahn Capital LP | Partnership | 10.49% | 7,532,604 | 0 | 7,532,604 |
| IPH GP LLC | Other | 10.49% | 7,532,604 | 0 | 7,532,604 |
| Icahn Enterprises Holdings L.P. | Partnership | 10.49% | 7,532,604 | 0 | 7,532,604 |
| Icahn Enterprises G.P. Inc. | CO | 10.49% | 7,532,604 | 0 | 7,532,604 |
| Beckton Corp. | CO | 10.49% | 7,532,604 | 0 | 7,532,604 |
| Icahn Partners LP | Partnership | 5.94% | 4,268,007 | 4,268,007 | 4,268,007 |
| Icahn Onshore LP | Partnership | 5.94% | 4,268,007 | 0 | 4,268,007 |
| Icahn Offshore LP | Partnership | 4.55% | 3,264,597 | 0 | 3,264,597 |
| Icahn Partners Master Fund LP | Partnership | 4.55% | 3,264,597 | 3,264,597 | 3,264,597 |
| IEP Utility Holdings LLC | Other | 0.00% | 0 | 0 | 0 |
Disclosure Items (3)
Common Stock, Par Value $1.00 per share
Southwest Gas Holdings, Inc.
As of the date hereof, the Reporting Persons may be deemed to beneficially own, in the aggregate, 7,532,604 shares of Common Stock, representing approximately 10.49% of the Issuer's outstanding shares of Common Stock, based on 71,822,329 shares of Common Stock outstanding as of February 18, 2025, as disclosed by the Issuer in its Form 10-K for the year ended December 31, 2024.
Icahn Master has sole voting and sole dispositive power with respect to 3,264,597 shares of Common Stock. Each of Icahn Offshore, Icahn Capital, IPH GP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn, by virtue of their relationships to Icahn Master, has shared voting power and shared dispositive power with respect to such shares. Icahn Partners has sole voting and sole dispositive power with respect to 4,268,007 shares of Common Stock. Each of Icahn Onshore, Icahn Capital, IPH GP, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn, by virtue of their relationships to Icahn Partners, has shared voting power and shared dispositive power with respect to such shares. IEP Utility has sole voting power and sole dispositive power and shared and shared dispositive power with respect to 0 shares of Common Stock; however, IEP Utility has been included in this Schedule 13D as it is a signatory to the Updated Cooperation Agreement.
The following table sets forth all transactions with respect to the shares of Common Stock effected during the past sixty (60) days by any of the Reporting Persons. Except as noted below, all such transactions were sales of shares of Common Stock as further described below. On March 24, 2025, Icahn Partners Master Fund LP sold 771,566 shares of Common Stock at a price per share of $74.60. On March 24, 2025, Icahn Partners LP sold 1,328,434 shares of Common Stock at a price per share of $74.60. Each sale was made to a market maker pursuant to Section 144(f)(1)(ii) of the Securities Act of 1933, as amended (the "Securities Act").
Not applicable.
Not applicable.