Jeffrey J. Husen - Feb 21, 2022 Form 4 Insider Report for ONE Gas, Inc. (OGS)

Role
Vice President, Chief Accounting Officer and Controller
Signature
/s/ Brian K. Shore, Attorney-in-Fact for Jeffrey J. Husen
Stock symbol
OGS
Transactions as of
Feb 21, 2022
Transactions value $
$113,516
Form type
4
Date filed
2/23/2022, 06:08 PM

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 $89.3K +1.16K +48.05% $76.96 3.57K Feb 21, 2022 Direct F1
transaction OGS Common stock, par value $0.01 Tax liability -$39.5K -513 -14.35% $76.96 3.06K Feb 21, 2022 Direct F1
transaction OGS Common stock, par value $0.01 Options Exercise $32.2K +419 +13.69% $76.96 3.48K Feb 21, 2022 Direct F2
transaction OGS Common stock, par value $0.01 Tax liability -$14.3K -186 -5.34% $76.96 3.29K Feb 21, 2022 Direct F2
holding OGS Common stock, par value $0.01 3.71K Feb 21, 2022 by 401(k) Plan

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 Performance Units 2019 Options Exercise -$89.4K -1.16K -100% $76.96 0 Feb 21, 2022 Common stock, par value $0.01 1.16K Direct F1
transaction OGS Restricted Units 2019 Options Exercise -$29.8K -387 -100% $76.96 0 Feb 21, 2022 Common stock, par value $0.01 387 Direct F2
transaction OGS Performance Units 2022 Award $124K +1.61K $76.96 1.61K Feb 21, 2022 Common stock, par value $0.01 1.61K Direct F3, F4
transaction OGS Restricted Units 2022 Award $41.3K +536 $76.96 536 Feb 21, 2022 Common stock, par value $0.01 536 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance units awarded under Issuer's Amended and Restated Equity Compensation Plan (2018). The award vested on February 19, 2022, and was certified by the Executive Compensation Committee of the Board of Directors on February 21, 2022. The award vested in an amount equal to 92% of the performance units awarded based upon Issuer's total shareholder return compared to total shareholder return of a selected peer group plus accrued dividends of 91 shares. The award was payable one share of Issuer's common stock for each vested performance unit and accrued dividends.
F2 Restricted units awarded under Issuer's Amended and Restated Equity Compensation Plan (2018). The award vested on February 19, 2022. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 32 shares.
F3 Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award will vest on February 15, 2025, for a percentage (0% to 200%) of the performance units awarded based upon the Issuer's total shareholder return compared to total stockholder return of a selected peer group over the performance period from January 1, 2022, through December 31, 2024. The total shareholder return beginning stock price for the performance period is the average of the closing stock price for the 20 trading days immediately preceding the beginning of the performance period.
F4 (Continued From Footnote 3) The total shareholder return ending stock price for the performance period is the average of the closing price for the 20 trading days leading up to and including the last day of the performance period. During the 3-year vesting period, the award will be credited with dividend equivalents that will be paid out in shares of common stock at the time the underlying units vest and shares are issued. The award and credited dividend equivalents will be payable one share of the Issuer's common stock for each vested performance unit and dividend equivalent.
F5 Restricted units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award vests on February 15, 2025. During the 3-year vesting period, the award will be credited with dividend equivalents that will be paid out in shares of common stock at the time the underlying units vest and are issued. The award and credited dividend equivalents will be payable one share of the Issuer's common stock for each vested restricted unit and dividend equivalent.

Remarks:

Vice President, Chief Accounting Officer and Controller