NiSource director shifts 30,189.569 shares to direct

NiSource Inc. director Michael E. Jesanis reported an internal restructuring of his holdings.

Rhea-AI Filing Summary

NiSource Inc. director Michael E. Jesanis reported an internal restructuring of his holdings. On 2026-07-13, 30,189.569 shares of common stock were transferred from indirect to direct ownership, a move exempt from Section 16 reporting under Rule 16a-13. After the transfer, he directly holds 52,700.791 shares, including RSUs credited through dividend equivalent provisions that share the same vesting conditions as the underlying RSUs.

Insider Trade Summary

Other: 30,189.569 shares

Other 1 txn

Insider Jesanis Michael E

Role Director

Type	Security	Shares	Price	Value
Other	Common Stock F1, F2	30,189.569	$0.00	$0.00

Holdings After Transaction: Common Stock — 52,700.791 shares (Direct)

Footnotes (2)

1. F1. Transfer of shares from indirectly held to directly held, which transfer is exempt from Section 16 reporting under Rule 16a-13.
2. F2. This amount includes RSUs received pursuant to the dividend equivalent provisions of the RSU awards, and which are subject to the same vesting conditions as the underlying RSUs.

Key Figures

Shares Transferred: 30,189.569 shares Shares Held After Transaction: 52,700.791 shares Transaction Date: 2026-07-13

3 metrics

Shares Transferred 30,189.569 shares Common stock moved from indirect to direct ownership on 2026-07-13

Shares Held After Transaction 52,700.791 shares Total direct holdings of Michael E. Jesanis following the restructuring

Transaction Date 2026-07-13 Date of internal restructuring transaction coded as J (other acquisition or disposition)

Key Terms

Rule 16a-13, Section 16 reporting, RSUs, dividend equivalent provisions

4 terms

Rule 16a-13 regulatory

"transfer is exempt from Section 16 reporting under Rule 16a-13"

Section 16 reporting regulatory

"exempt from Section 16 reporting under Rule 16a-13"

RSUs financial

"This amount includes RSUs received pursuant to the dividend equivalent"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

dividend equivalent provisions financial

"RSUs received pursuant to the dividend equivalent provisions of the RSU awards"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NiSource (NI) director Michael E. Jesanis report?

Director Michael E. Jesanis reported a restructuring transaction involving 30,189.569 NiSource common shares. These shares were moved from indirect to direct ownership, with no market purchase or sale, and the transfer is noted as exempt from Section 16 reporting under Rule 16a-13.

Did the NiSource (NI) filing show a buy or sell by Michael E. Jesanis?

The filing does not show an open-market buy or sell by Michael E. Jesanis. It records an internal transfer of 30,189.569 shares from indirect to direct ownership, categorized as an "other" restructuring transaction rather than a purchase or sale.

How many NiSource (NI) shares does Michael E. Jesanis hold after this transaction?

Following the restructuring, Michael E. Jesanis directly holds 52,700.791 shares of NiSource common stock. This total includes RSUs credited via dividend equivalent provisions, which are subject to the same vesting conditions as the original RSU awards disclosed in the footnotes.

What is the significance of Rule 16a-13 in the NiSource (NI) Form 4?

The Form 4 explains that the share transfer is exempt from Section 16 reporting under Rule 16a-13. This indicates the movement of 30,189.569 shares from indirect to direct ownership is treated as an internal restructuring, not a reportable market transaction for insider trading purposes.

How are RSUs treated in Michael E. Jesanis’s NiSource (NI) holdings?

His reported direct holdings of 52,700.791 shares include RSUs received through dividend equivalent provisions. The footnote states these RSUs are subject to the same vesting conditions as the underlying RSU awards, meaning they vest on the same schedule as the original grants.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/15/2026 - 05:06 PM EDT Learn about SEC filing dates

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).

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^*

Jesanis Michael E

(Last) (First) (Middle)

801 E 86TH AVENUE

(Street)

MERRILLVILLE INDIANA 46410-6272

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/13/2026

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

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

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

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	07/13/2026		J	V	30,189.569(1)	A	$0	52,700.791(2)	D

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. Transfer of shares from indirectly held to directly held, which transfer is exempt from Section 16 reporting under Rule 16a-13.

2. This amount includes RSUs received pursuant to the dividend equivalent provisions of the RSU awards, and which are subject to the same vesting conditions as the underlying RSUs.

	/s/ Ashley Bancroft, Attorney-in-Fact	07/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)