nwe-20240426

Delaware

000-56598

93-2020320

(State or other jurisdiction of
incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

3010 W. 69th Street

Sioux Falls

South Dakota

57108

(Address of principal executive offices)

(Zip Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Registrant	Title of each class	Trading Symbol(s)	Name of each exchange on which registered
NorthWestern Energy Group, Inc.	Common stock	NWE	Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

On April 26, 2024, NorthWestern Energy Group, Inc. d/b/a NorthWestern Energy (Nasdaq: NWE) (the “Company”), held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, 58,196,143 shares of common stock, par value $.01, were present in person or by proxies. This represented nearly 95 percent of the 61,275,280 shares of common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, the stockholders:

•Ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2024; and

•Approved, on an advisory basis, the compensation of the Company's named executive officers, as described in the Company's Proxy Statement.

1. Election of Directors. The Board of Directors of the Company nominated nine persons for election as directors of the Company, each to hold office for a one-year term expiring at the 2025 annual meeting of stockholders and until his or her successor is duly elected and qualified. Each nominee was an incumbent director, and no other person was nominated. The votes cast for or withheld with respect to each nominee were as follows:


Name of Director	For	Withheld	Broker Non-Votes
Brian Bird	56,140,356	174,936	1,880,851
Anthony Clark	56,129,844	185,448	1,880,851
Sherina Edwards	56,002,834	312,458	1,880,851
Jan Horsfall	56,103,242	212,050	1,880,851
Britt Ide	56,126,661	188,631	1,880,851
Kent Larson	56,150,149	165,143	1,880,851
Linda Sullivan	56,036,964	278,328	1,880,851
Mahvash Yazdi	55,793,059	522,233	1,880,851
Jeffrey Yingling	55,207,797	1,107,495	1,880,851

2. Ratification of Independent Registered Public Accounting Firm. The votes cast with respect to the ratification of Deloitte & Touche LLP as our independent registered accounting firm for 2024 were as follows:

3. Advisory Vote on Executive Compensation. The votes cast with respect to the advisory vote to approve named executive officer compensation were as follows:


Exhibit No.						Description of Document
104						Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


						NorthWestern Energy Group, Inc.

			By:			/s/ Timothy P. Olson
						Timothy P. Olson
						Corporate Secretary


For	Against	Abstain
56,447,737	1,709,228	39,178


For	Against	Abstain	Broker Non-Votes
55,616,284	626,103	72,905	1,880,851