NiSource (NYSE: NI) EVP gets 30,744-share award with tax withholding

Rhea-AI Filing Summary

NiSource Inc. executive Kimberly S. Cuccia, EVP, General Counsel and Corporate Secretary, received a grant of 30,744 shares of common stock on February 27, 2026 at $47.30 per share. The award reflects the vesting of performance stock units granted in 2023.

To cover related tax withholding obligations, 12,109 shares and an additional 3,093 shares of common stock were withheld, both at $47.30 per share, as non‑open‑market tax-withholding dispositions. After these transactions, she directly owned 62,726 shares of common stock and indirectly held 3,866.5526 shares through the NiSource Inc. Retirement Savings Plan.

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

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

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^*

Cuccia Kimberly S

(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, GC & Corporate Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		A		30,744(1)	A	$47.3	77,928	D
Common Stock	02/27/2026		F		12,109(2)	D	$47.3	65,819	D
Common Stock	02/27/2026		F		3,093(3)	D	$47.3	62,726	D
Common Stock								3,866.5526(4)	I	401k

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. Vesting of non-derivative performance stock units granted in 2023, which are exempt from liability under Section 16(b) of the Securities Exchange Act pursuant to rule 16b-3(d).

2. Number of shares reported represent shares withheld to satisfy tax withholding obligations in connection with the vesting of the performance stock units above.

3. Number of shares reported represent shares withheld to satisfy tax withholding obligations in connection with the vesting of the 2023 Restricted Stock Unit award.

4. Constitutes shares acquired through the NiSource Inc. Retirement Savings Plan through February 27, 2026.

	/s/ Ashley Bancroft, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What stock award did NiSource (NI) executive Kimberly Cuccia receive?

Kimberly S. Cuccia received a grant of 30,744 shares of NiSource common stock at $47.30 per share. The award reflects vesting of performance stock units originally granted in 2023, increasing her direct equity stake in the company.

Why were NiSource (NI) shares disposed of in Kimberly Cuccia’s Form 4?

Shares were disposed of solely to satisfy tax withholding obligations tied to vesting awards. NiSource withheld 12,109 shares and 3,093 shares at $47.30 per share, rather than selling shares in the open market for discretionary purposes.

How many NiSource (NI) shares does Kimberly Cuccia own after these transactions?

After the reported grant and tax-withholding dispositions, Kimberly S. Cuccia directly owned 62,726 shares of NiSource common stock. She also indirectly held 3,866.5526 shares through the NiSource Inc. Retirement Savings Plan as of February 27, 2026.

What do the tax-withholding transactions on NiSource (NI) stock represent?

The tax-withholding transactions represent shares withheld to pay taxes due on vested stock awards. Specifically, 12,109 shares related to performance stock units and 3,093 shares to a 2023 restricted stock unit award, both processed at $47.30 per share.

How are NiSource (NI) retirement plan shares reported for Kimberly Cuccia?

Shares held through the NiSource Inc. Retirement Savings Plan are reported as indirect ownership. The Form 4 lists 3,866.5526 shares in this plan through February 27, 2026, separate from her directly owned common stock holdings.