NWE

EX-99.1

2 ex991pressreleaseq12026.htm

EX-99.1 EARNINGS RELEASE Q1 2026

Document

NorthWestern Energy Group, Inc.

d/b/a NorthWestern Energy

3010 W. 69th Street

Sioux Falls, SD 57108

www.northwesternenergy.com

FOR IMMEDIATE RELEASE

NorthWestern Energy Reports First Quarter 2026 Financial Results

•First Quarter 2026 Diluted GAAP EPS of $1.03, compared to $1.25 in 2025.

•First Quarter 2026 Adjusted Diluted Non-GAAP EPS of $1.31, compared to $1.22 in 2025.

•Affirms 2026 earnings guidance range of $3.68 to $3.83 per diluted share.

•Affirms record $683 million capital plan for 2026 and 4% to 6% long-term EPS and rate base growth rate.

•Announces $0.67 per share quarterly dividend - payable June 30, 2026.

•Received shareholder approval of all merger proposals and reached constructive settlement agreements with certain key intervenors in Montana, Nebraska, and South Dakota.

BUTTE, MT / SIOUX FALLS, SD - April 29, 2026 - NorthWestern Energy Group, Inc. d/b/a NorthWestern Energy (Nasdaq: NWE) reported financial results for the First Quarter of 2026. Net income for the period was $63.5 million, or $1.03 per diluted share, as compared with net income of $76.9 million, or $1.25 per diluted share, for the same period in 2025. This decrease was primarily due to retail volumes, operating, administrative, and general costs, including merger-related costs and costs associated with our additional ownership interests in Colstrip Units 3 and 4, depreciation expense, and interest expense. These were offset in part by new rates, transmission revenues, and lower non-recoverable Montana electric supply costs.

NorthWestern’s First Quarter 2026 non-GAAP net income and diluted earnings per share were $80.6 million and $1.31, respectively, compared to $75.3 million and $1.22 in 2025. See “Adjusted Non-GAAP Earnings” and “Non-GAAP Financial Measures” sections below for more information on these measures.

“The first quarter included several important developments across our regulatory and strategic priorities,” said President and CEO Brian Bird. “In South Dakota, the signing of Senate Bill 36 into law provided greater clarity around wildfire‑related liabilities and strengthened our ability to manage risk associated with critical energy infrastructure, aligning South Dakota with similar wildfire liability protections enacted in Montana last year. In Montana, we also submitted our Large New Load tariff rule proposal to the Public Service Commission—an important step in protecting existing customers while supporting long‑term energy investment and economic development in the state. Additionally, earlier this week we executed a development agreement with Quantica Infrastructure to advance it’s Big Sky Digital Infrastructure campus outside of Billings, MT.

Bird continues, “We also made great progress on the merger. In March, we reached a constructive settlement agreement with the Public Advocate of Nebraska, followed by a hearing in early April. Also in April, both NorthWestern and Black Hills shareholders approved the merger proposals and we were able to reach constructive settlements with certain key intervenors in both Montana and South Dakota. Together, these milestones meaningfully advance us toward a targeted second‑half 2026 closing of the transaction."

NorthWestern Energy Reports First Quarter 2026 Financial Results

April 29, 2026

Page 2

TRANSACTION UPDATE

On August 18, 2025, we entered into a Merger Agreement with Black Hills Corporation and a wholly owned subsidiary of Black Hills. The Merger Agreement provides for an all-stock merger of equals between NorthWestern and Black Hills upon the terms and subject to the conditions set forth therein. The new corporate name selected for the resulting parent company of the combined corporate group is Bright Horizon Energy.

We have filed applications with the Montana Public Service Commission (MPSC), Nebraska Public Service Commission (NPSC), South Dakota Public Utilities Commission (SDPUC), and Federal Energy Regulatory Commission (FERC) for approval of the Merger.

In March 2026, we reached a settlement agreement with the Public Advocate of Nebraska, which is subject to approval by the NPSC. A hearing with the NPSC was held in April 2026.

In April 2026, shareholders of each company voted to approve the Merger and the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act expired, permitting consummation of the transaction.

In April 2026, we reached settlement agreements with certain key intervenors in both Montana and South Dakota, which are subject to approval by the MPSC and SDPUC, respectively. Hearings with the MPSC and SDPUC are scheduled in the second quarter of 2026.

We anticipate the transaction closing in the second half of 2026, subject to the satisfaction or waiver of certain closing conditions.

During the three months ended March 31, 2026, we have incurred $3.4 million of merger-related costs, which are included in our Administrative and

nwe-202602110001993004false00019930042026-02-112026-02-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2026

NorthWestern Energy Group, Inc. (Exact name of registrant as specified in its charter)

Delaware000-5659893-2020320 (State or other jurisdiction of incorporation or organization)(Commission File Number)(I.R.S. Employer Identification No.)

3010 W. 69th StreetSioux FallsSouth Dakota 57108 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: 605-978-2900

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): ☒ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ 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)) Securities registered pursuant to Section 12(b) of the Act:

RegistrantTitle of each classTrading Symbol(s)Name of each exchange on which registered NorthWestern Energy Group, Inc.Common stockNWENasdaq 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). Emerging Growth Company ☐ 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. ☐

Item 2.02    Results of Operations and Financial Condition On February 11, 2026, NorthWestern Energy Group, Inc. d/b/a NorthWestern Energy (Nasdaq: NWE) (the “Company”), issued a press release (the “Press Release”) discussing financial results for the year ended December 31, 2025, and announcing earnings guidance for 2026 in the range of $3.68 to $3.83 per diluted share. The Press Release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. The information in this Current Report on Form 8-K provided under Item 2.02 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information provided under Item 2.02 in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. Item 7.01 Regulation FD Disclosure. As previously announced and as stated in the Press Release, the Company will host an investor conference call and webcast on Thursday, February 12, 2026, at 3:30 p.m. Eastern time to review its financial results for the year ending December 31, 2025. During the conference call, Brian Bird, president and chief executive officer, and Crystal Lail, vice president and chief financial officer of the Company, will make a slide presentation (the "Investor Call Presentation") concerning the Company's financial results. The conference call will be webcast live on the Internet at www.northwesternenergy.com/earnings-registration. To participate, please go to the site at least 15 minutes in advance of the webcast to register. An archived webcast will be available shortly after the call and remain active for one year. A copy of the Investor Call Presentation is being furnished pursuant to Regulation FD as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The information in the presentation shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Furthermore, the presentation shall not be deemed to be incorporated by reference into the Company's filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as set forth with respect thereto in any such filing.

Item 9.01    Financial Statements and Exhibits.

Exhibit No.Description of Document 99.1* Press Release, dated February 11, 2026 99.2* Investor Call Presentation, dated February 12, 2026 104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document

* filed herewith

Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused thi

nwe-202510290001993004false00019930042025-10-292025-10-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2025

NorthWestern Energy Group, Inc. (Exact name of registrant as specified in its charter)

Delaware000-5659893-2020320 (State or other jurisdiction of incorporation or organization)(Commission File Number)(I.R.S. Employer Identification No.)

3010 W. 69th StreetSioux FallsSouth Dakota 57108 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: 605-978-2900

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): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ 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)) Securities registered pursuant to Section 12(b) of the Act:

RegistrantTitle of each classTrading Symbol(s)Name of each exchange on which registered NorthWestern Energy Group, Inc.Common stockNWENasdaq 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). Emerging Growth Company ☐ 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. ☐

Item 2.02    Results of Operations and Financial Condition. On October 29, 2025, NorthWestern Energy Group, Inc. d/b/a NorthWestern Energy (Nasdaq: NWE) (the “Company”) issued a press release (the “Press Release”) discussing financial results for the quarter ended September 30, 2025, and affirming earnings guidance for 2025 in the range of $3.53 to $3.65 per diluted share. The Press Release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference. The information in this Current Report on Form 8-K provided under Item 2.02 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information provided under Item 2.02 in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. Item 7.01 Regulation FD Disclosure. As previously announced and as stated in the Press Release, the Company will host an investor conference call and webcast on October 30, 2025, at 3:30 p.m. Eastern time to review its financial results. During the conference call, Brian Bird, president and chief executive officer, and Crystal Lail, vice president and chief financial officer, will make a slide presentation (the "Investor Call Presentation") concerning the Company's financial results. A live webcast of the investor conference call can be accessed from the Company’s website at www.northwesternenergy.com/earnings-registration. To listen and view the slideshow presentation, please go to the site at least 15 minutes in advance of the call to register. An archived webcast will be available shortly after the event and remain active for one year. A copy of the Investor Call Presentation is being furnished pursuant to Regulation FD as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The information in the presentations shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Furthermore, the presentations shall not be deemed to be incorporated by reference into the Company's filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as set forth with respect thereto in any such filing. Item 9.01    Financial Statements and Exhibits.

Exhibit No.Description of Document 99.1* Press Release, dated October 29, 2025 99.2* Investor Call Presentation, dated October 30, 2025 104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document

* filed herewith

Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this