Mark A. Bender - 19 Feb 2024 Form 4 Insider Report for ONE Gas, Inc. (OGS)

Signature
/s/ Brian K. Shore, Attorney-in-Fact for Mark A. Bender
Issuer symbol
OGS
Transactions as of
19 Feb 2024
Net transactions value
+$301,027
Form type
4
Filing time
21 Feb 2024, 16:42:50 UTC
Previous filing
22 Feb 2023
Next filing
20 Feb 2025

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 $59,950 +987 +4.1% $60.74 25,286 19 Feb 2024 Direct F2
transaction OGS Common stock, par value $0.01 Tax liability $29,641 -488 -1.9% $60.74 24,798 19 Feb 2024 Direct F2

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 2021 Options Exercise $0 -3,577 -100% $0.000000* 0 19 Feb 2024 Common stock, par value $0.01 3,577 Direct F1
transaction OGS Restricted Units 2021 Options Exercise $54,302 -894 -100% $60.74 0 19 Feb 2024 Common stock, par value $0.01 894 Direct F2
transaction OGS Performance Units 2024 Award $260,028 +4,281 $60.74 4,281 19 Feb 2024 Common stock, par value $0.01 4,281 Direct F3
transaction OGS Restricted Units 2024 Award $64,992 +1,070 $60.74 1,070 19 Feb 2024 Common stock, par value $0.01 1,070 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award, including dividend equivalents, vested on February 17, 2024, at less than the 25th percentile for the Issuer's total shareholder return compared to the total shareholder return of a selected peer group, resulting in no shares being issued to the reporting person upon certification by the Executive Compensation Committee of the Board of Directors of the Company on February 19, 2024.
F2 Restricted units awarded under Issuer's Amended and Restated Equity Compensation Plan (2018). The award vested on February 17, 2024. During the 3-year vesting period, the award was credited with dividend equivalents that were paid out in shares of common stock at the time the underlying units vested and were issued. The award and credited dividend equivalents was payable one share of the Issuer's common stock for each vested restricted unit, including additional restricted units resulting from the dividend equivalents.
F3 Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award will vest on February 13, 2027, 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, 2024, through December 31, 2026, in accordance with the terms of the Performance Unit Award Agreement. During the 3-year vesting period, the award will be credited with dividend equivalents that will be paid out at the time the underlying units 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.
F4 Restricted units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award vests on February 13, 2027, in accordance with the terms of the Restricted Unit Award Agreement. During the 3-year vesting period, the award will be credited with dividend equivalents that will be paid out at the time the underlying units 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:

Senior Vice President, Administration and Chief Information Officer