{"schema_version":"secwatch.filing_event.v1","accession":"0001628280-23-033388","form_type":"8-K12G3","ticker":"NWE","cik":"0001993004","company_name":"NorthWestern Energy Group, Inc.","filed_at":"2023-10-02T23:59:59+00:00","discovered_at":"2026-05-14T18:03:31.545181+00:00","generated_at":"2026-06-10T06:37:53.364417+00:00","sec_items":["1.01","3.03","5.03","5.02","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.4,"calibrated_materiality_score":0.4,"confidence":"high","headline":"NorthWestern Energy completes holding company reorganization; NorthWestern Energy Group becomes successor issuer","bullets":["Each share of Old NWE common stock converted one-for-one into New NWE common stock; ticker NWE and CUSIP unchanged.","The reorganization was a tax-free transaction under Section 251(g) of Delaware law; no stockholder vote required.","Directors and executive officers of New NWE are identical to those of Old NWE immediately after the merger.","In early 2024, second phase will transfer South Dakota and Nebraska utilities to a separate direct subsidiary of New NWE."],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-23-033388","json":"https://secwatch.observer/filing/0001628280-23-033388.json","markdown":"https://secwatch.observer/filing/0001628280-23-033388.md","text":"https://secwatch.observer/filing/0001628280-23-033388.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1993004/000162828023033388/0001628280-23-033388-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1993004/000162828023033388/nwe-20231002.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T06:37:53.364417+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"237160349695f25cc4870a0f80132c21aa6ee0a6","claim":"NorthWestern Energy Group, Inc. entered into Agreement and Plan of Merger with NorthWestern Energy Merger Company (effective 2023-10-02).","evidence_excerpt":"On October 2, 2023, Old NWE implemented the Merger pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of October 2, 2023, by and among Old NWE, New NWE and NorthWestern Energy Merger Company, a Delaware corporation (“Merger Sub”)","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1993004/000162828023033388/0001628280-23-033388-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"NorthWestern Energy Merger Company"},{"label":"Effective","value":"2023-10-02"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}