SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Westhoven Stephen D

(Last)

(First)

(Middle)

C/O NEW JERSEY RESOURCES CORPORATION

1415 WYCKOFF ROAD

(Street)

WALL

07719

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NEW JERSEY RESOURCES CORP [ NJR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/15/2023		A		10,588⁽¹⁾	A	$42.55	201,223.229	D
Common Stock	11/15/2023		F		5,215⁽²⁾	D	$42.55	196,008.229	D
Common Stock	11/15/2023		A		21,707⁽³⁾	A	$42.55	217,715.229	D
Common Stock	11/15/2023		F		10,691⁽²⁾	D	$42.55	207,024.229	D
Common Stock	11/15/2023		A		23,017⁽⁴⁾	A	$42.55	230,041.229	D
Common Stock	11/15/2023		F		11,336⁽²⁾	D	$42.55	218,705.229	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the first tranche of performance-based restricted stock units, previously granted on November 10, 2022, plus 389 accrued dividend equivalents. The second and third tranches will vest on September 30, 2024 and September 30, 2025, respectively. The applicable goal has been satisfied by New Jersey Resources Corporation (NJR) and certified by the Leadership Development and Compensation Committee (LDCC). Each performance-based restricted stock unit and dividend equivalent converts into one share of NJR Common Stock upon vesting.

2. Represents shares withheld to pay taxes due upon vesting of performance share units.

3. Represents number of performance share units, which vested at 150 percent of target (plus 2,220 dividend equivalents), after a 36-month period beginning on October 1, 2020, upon certification by the LDCC of NJR's performance versus the applicable performance goal. Performance share units and dividend equivalents convert into one share of NJR Common Stock upon vesting.

4. Represents number of performance share units, which vested at 150 percent of target (plus 2,357 dividend equivalents), after a 36-month period beginning on October 1, 2020, upon certification by the LDCC of NJR's performance versus the applicable performance goal. Performance share units and dividend equivalents convert into one share of NJR Common Stock upon vesting.

Remarks:

	/s/ Tejal K. Mehta, as attorney-in-fact for Stephen D. Westhoven	11/17/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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