Pierce Norton - Dec 27, 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
Stock symbol
OGS
Transactions as of
Dec 27, 2021
Transactions value $
-$840,732
Form type
4
Date filed
12/29/2021, 03:05 PM
Previous filing
Jun 29, 2021
Next filing
Feb 25, 2022

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 $288K +3.82K +1.46% $75.49 265K Dec 27, 2021 Direct F1
transaction OGS Common stock, par value $0.01 Tax liability -$128K -1.7K -0.64% $75.49 263K Dec 27, 2021 Direct F1
transaction OGS Common stock, par value $0.01 Options Exercise $148K +1.96K +0.75% $75.49 265K Dec 27, 2021 Direct F2
transaction OGS Common stock, par value $0.01 Tax liability -$65.7K -870 -0.33% $75.49 264K Dec 27, 2021 Direct F2
transaction OGS Common stock, par value $0.01 Options Exercise $52.4K +694 +0.26% $75.49 265K Dec 27, 2021 Direct F3
transaction OGS Common stock, par value $0.01 Tax liability -$23.3K -308 -0.12% $75.49 264K Dec 27, 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 -$342K -4.53K -100% $75.49 0 Dec 27, 2021 Common stock, par value $0.01 4.53K Direct F1
transaction OGS Restricted Units 2020 Options Exercise -$314K -4.16K -100% $75.49 0 Dec 27, 2021 Common stock, par value $0.01 4.16K Direct F2
transaction OGS Restricted Units 2021 Options Exercise -$457K -6.05K -100% $75.49 0 Dec 27, 2021 Common stock, par value $0.01 6.05K Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Pierce Norton 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