Christopher P. Sighinolfi - Feb 19, 2024 Form 4 Insider Report for ONE Gas, Inc. (OGS)

Signature
/s/ Brian K. Shore, Attorney-in-Fact for Christopher P. Sighinolfi
Stock symbol
OGS
Transactions as of
Feb 19, 2024
Transactions value $
$591,425
Form type
4
Date filed
2/21/2024, 04:52 PM
Previous filing
Jan 3, 2024

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 $31.5K +518 +79.2% $60.74 1.17K Feb 19, 2024 Direct F2
transaction OGS Common stock, par value $0.01 Tax liability -$10.9K -179 -15.27% $60.74 993 Feb 19, 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 -1.44K -100% $0.00* 0 Feb 19, 2024 Common stock, par value $0.01 1.44K Direct F1
transaction OGS Restricted Units 2021 Options Exercise -$29.2K -481 -100% $60.74 0 Feb 19, 2024 Common stock, par value $0.01 481 Direct F2
transaction OGS Performance Units 2024 Award $480K +7.9K $60.74 7.9K Feb 19, 2024 Common stock, par value $0.01 7.9K Direct F3
transaction OGS Restricted Units 2024 Award $120K +1.98K $60.74 1.98K Feb 19, 2024 Common stock, par value $0.01 1.98K 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 and Chief Financial Officer