[Form 4] NiSource Inc. Insider Trading Activity

Rhea-AI Filing Summary

NiSource insider transaction summary: NiSource EVP & CFO Shawn Anderson sold 11,115 shares of NiSource common stock on 08/28/2025 at $42.33 per share under a Rule 10b5-1 trading plan adopted May 30, 2025.

After the sale the reporting person beneficially owned 147,776.772 shares in total, including 801.6082 shares held indirectly through the NiSource Retirement Savings Plan and additional shares credited via dividend reinvestment. The reported sale was automatic under the pre-established plan and is disclosed in accordance with Section 16 reporting requirements.

Positive

• Sale executed under a Rule 10b5-1 trading plan, indicating pre-authorization and reduced likelihood of opportunistic timing.
• Clear disclosure of holdings, including direct beneficial ownership, dividend reinvestment shares, and retirement plan holdings.
• Transaction details provided: number of shares sold (11,115) and price ($42.33) are explicitly reported.

Negative

• Insider reduced direct holdings by 11,115 shares, which is a measurable decrease in executive ownership.
• Fractional reporting format (e.g., 147,776.772 shares) may require careful interpretation for precise ownership percentages.

Insights

Financial Analyst

TL;DR: Routine, pre-planned insider sale; modest reduction in direct holdings with transparent disclosure.

The reported disposition of 11,115 shares at $42.33 was executed pursuant to a Rule 10b5-1 plan, which indicates the sale was pre-authorized and not necessarily a signal of changed insider sentiment. The post-transaction beneficial ownership is 147,776.772 shares, with 801.6082 shares held indirectly via the company retirement plan and additional shares from dividend reinvestment. For investors, this is a compliance-driven disclosure rather than new company-specific information affecting operations or financials.

Corporate Governance Expert

TL;DR: Proper procedural disclosure under Section 16; use of 10b5-1 plan reduces governance concern about opportunistic trading.

The form clearly states the sale was automatic under a 10b5-1 plan adopted May 30, 2025, which supports compliance best practices for insider transactions. The filing identifies the reporting person as EVP & CFO, details the number of shares sold and price, and discloses indirect holdings through the retirement savings plan and dividend reinvestment. Disclosure completeness appears acceptable and aligns with standard governance expectations for executive-level trades.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Anderson Shawn

(Last) (First) (Middle)

801 E. 86TH AVENUE

(Street)

MERRILLVILLE IN 46410

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NISOURCE INC. [ NI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/28/2025		S		11,115(1)	D	$42.33	147,776.772(2)	D
Common Stock								801.6082(3)	I	401(k)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported sale of 11,115 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 30, 2025.

2. Includes shares acquired through dividend reinvestments.

3. Constitutes shares acquired through the NiSource Inc. Retirement Savings Plan through August 28, 2025.

	/s/ Ashley Bancroft, Attorney-in-Fact	09/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What shares did NiSource (NI) EVP & CFO sell?

The reporting person sold 11,115 shares of NiSource common stock.

At what price were the NiSource (NI) shares sold?

The shares were sold at $42.33 per share.

When was the transaction executed for NiSource (NI)?

The transaction date reported is 08/28/2025.

Was the sale by the NiSource (NI) executive part of a 10b5-1 plan?

Yes. The sale occurred automatically pursuant to a Rule 10b5-1 trading plan adopted May 30, 2025.

How many NiSource (NI) shares does the reporting person own after the sale?

The reporting person beneficially owned 147,776.772 shares following the reported transaction(s).

Does the Form 4 disclose indirect holdings for NiSource (NI)?

Yes. It discloses 801.6082 shares held indirectly through the NiSource Retirement Savings Plan and notes dividend reinvestment shares are included.