ONE Gas Inc.

12/29/2025 | Press release | Distributed by Public on 12/29/2025 15:05

Material Event (Form 8-K)

Item 8.01

Other Events

Pursuant to the terms of a Forward Sale Agreement between ONE Gas, Inc. (the "Company") and Bank of America, N.A., as Forward Purchaser, dated as of September 11, 2023, as amended by an amendment dated as of December 27, 2024, the Company expects to settle and issue 223,000 shares of common stock on or before December 29, 2025.

Pursuant to the terms of a Forward Sale Agreement between the Company and Bank of America, N.A., as Forward Purchaser, dated as of September 15, 2023, as amended by an amendment dated as of December 27, 2024, the Company expects to settle and issue 180,000 shares of common stock on or before December 29, 2025.

Pursuant to the terms of a Forward Sale Agreement between the Company and JPMorgan Chase Bank, National Association, as Forward Purchaser, dated as of May 8, 2025, the Company expects to settle and issue 2,230,700 shares of common stock on or before December 29, 2025.

In the aggregate, the Company will receive net proceeds of approximately $205 million in conjunction with the three forward sale settlements.

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