Pierce H. Norton II - 27 Dec 2021 Form 4 Insider Report for ONE Gas, Inc. (OGS)

Role
Retired Director, President and Chief Executive Officer
Signature
/s/ Brian K. Shore, Attorney-in-Fact for Pierce H. Norton
Issuer symbol
OGS
Transactions as of
27 Dec 2021
Net transactions value
-$840,732
Form type
4
Filing time
29 Dec 2021, 15:05:26 UTC
Previous filing
29 Jun 2021
Next filing
25 Feb 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OGS Common stock, par value $0.01 Options Exercise $288,372 +3,820 +1.5% $75.49 264,664 27 Dec 2021 Direct F1
transaction OGS Common stock, par value $0.01 Tax liability $127,956 -1,695 -0.64% $75.49 262,969 27 Dec 2021 Direct F1
transaction OGS Common stock, par value $0.01 Options Exercise $147,960 +1,960 +0.75% $75.49 264,929 27 Dec 2021 Direct F2
transaction OGS Common stock, par value $0.01 Tax liability $65,676 -870 -0.33% $75.49 264,059 27 Dec 2021 Direct F2
transaction OGS Common stock, par value $0.01 Options Exercise $52,390 +694 +0.26% $75.49 264,753 27 Dec 2021 Direct F3
transaction OGS Common stock, par value $0.01 Tax liability $23,251 -308 -0.12% $75.49 264,445 27 Dec 2021 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OGS Restricted Units 2019 Options Exercise $341,743 -4,527 -100% $75.49 0 27 Dec 2021 Common stock, par value $0.01 4,527 Direct F1
transaction OGS Restricted Units 2020 Options Exercise $313,887 -4,158 -100% $75.49 0 27 Dec 2021 Common stock, par value $0.01 4,158 Direct F2
transaction OGS Restricted Units 2021 Options Exercise $456,941 -6,053 -100% $75.49 0 27 Dec 2021 Common stock, par value $0.01 6,053 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Pierce H. Norton II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 In conjunction with Mr. Norton's retirement on June 27, 2021, distribution of restricted units awarded under Issuer's Equity Compensation Plan. The restricted units vested on a pro-rata basis, determined by multiplying the number of restricted units awarded by a fraction, which fraction was equal to the number of full months which lapsed under the restricted period at the time of retirement (28 months) by the number of full months in the restricted period (36 months). The remaining 1,006 restricted units awarded were forfeited. The award vested on December 27, 2021, six months following the date of retirement, at the fair market value of issuer's stock on the date of retirement of $75.49. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 299 shares.
F2 In conjunction with Mr. Norton's retirement on June 27, 2021, distribution of restricted units awarded under Issuer's Equity Compensation Plan. The restricted units vested on a pro-rata basis, determined by multiplying the number of restricted units awarded by a fraction, which fraction was equal to the number of full months which lapsed under the restricted period at the time of retirement (16 months) by the number of full months in the restricted period (36 months). The remaining 2,310 restricted units awarded were forfeited. The award vested on December 27, 2021, six months following the date of retirement, at the fair market value of issuer's stock on the date of retirement of $75.49. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 112 shares.
F3 In conjunction with Mr. Norton's retirement on June 27, 2021, distribution of restricted units awarded under Issuer's Equity Compensation Plan. The restricted units vested on a pro-rata basis, determined by multiplying the number of restricted units awarded by a fraction, which fraction was equal to the number of full months which lapsed under the restricted period at the time of retirement (4 months) by the number of full months in the restricted period (36 months). The remaining 5,381 restricted units awarded were forfeited. The award vested on December 27, 2021, six months following the date of retirement, at the fair market value of issuer's stock on the date of retirement of $75.49. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 22 shares.

Remarks:

Retired Director, President and Chief Executive Officer