NiSource (NI) director granted 3,807 RSUs as annual compensation

Rhea-AI Filing Summary

Jesanis Michael E reported acquisition or exercise transactions in this Form 4 filing.

NISOURCE INC. director Michael E. Jesanis received an award of 3,807 restricted stock units of common stock as part of his non-employee director annual compensation. The award is valued at $47.03 per share and represents a contingent right to receive shares upon vesting.

The RSUs vest in full on the first anniversary of the grant date, subject to certain acceleration conditions, under the Company’s 2020 Omnibus Plan. The amount also includes RSUs credited through dividend equivalent provisions, which follow the same vesting conditions.

After this grant, Jesanis directly holds 22,481.676 shares of common stock and has an additional 30,189.569 shares reported as indirectly owned by his spouse. These entries reflect compensation and holdings rather than open-market buying or selling.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Jesanis Michael E

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,807	$47.03	$179K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 22,481.676 shares (Direct, null); Common Stock — 30,189.569 shares (Indirect, By Spouse)

Footnotes (1)

1. Represents an award of restricted stock units ("RSU") granted as part of the non-employee director's annual compensation and which vests in full on the first anniversary of the grant date, subject to certain acceleration conditions. RSUs represent a contingent right to receive one share of the Company's common stock upon vesting pursuant to the Company's 2020 Omnibus Plan. 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

RSU grant size: 3,807 units Grant reference price: $47.03 per share Direct holdings after grant: 22,481.676 shares +2 more

5 metrics

RSU grant size 3,807 units Director annual compensation award of restricted stock units

Grant reference price $47.03 per share Value per share for the 3,807 RSU award

Direct holdings after grant 22,481.676 shares Common stock directly owned by Jesanis following RSU grant

Indirect holdings by spouse 30,189.569 shares Common stock reported as indirectly owned through spouse

Vesting schedule First anniversary of grant date RSUs vest in full after one year, subject to conditions

Key Terms

restricted stock units ("RSU"), dividend equivalent provisions, 2020 Omnibus Plan, non-employee director's annual compensation

4 terms

restricted stock units ("RSU") financial

"Represents an award of restricted stock units ("RSU") granted as part of the non-employee director's annual compensation"

dividend equivalent provisions financial

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

2020 Omnibus Plan financial

"upon vesting pursuant to the Company's 2020 Omnibus Plan"

non-employee director's annual compensation financial

"granted as part of the non-employee director's annual compensation and which vests in full"

Form 4 Insider Transactions: What Each Field Means →

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)
05/11/2026

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	05/11/2026		A		3,807(1)	A	$47.03	22,481.676(2)	D
Common Stock								30,189.569	I	By Spouse

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. Represents an award of restricted stock units ("RSU") granted as part of the non-employee director's annual compensation and which vests in full on the first anniversary of the grant date, subject to certain acceleration conditions. RSUs represent a contingent right to receive one share of the Company's common stock upon vesting pursuant to the Company's 2020 Omnibus Plan.

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	05/13/2026
	** 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)

FAQ

What did NI director Michael Jesanis receive in this Form 4 filing?

Michael Jesanis received 3,807 restricted stock units of NiSource common stock as part of his non-employee director annual compensation, with each unit valued at $47.03 per share under the company’s 2020 Omnibus Plan.

When do Michael Jesanis’s new NiSource RSUs vest?

The restricted stock units granted to Michael Jesanis vest in full on the first anniversary of the grant date, subject to certain acceleration conditions specified under NiSource’s 2020 Omnibus Plan for director equity compensation.

How many NiSource shares does Michael Jesanis hold after this grant?

After this grant, Michael Jesanis holds 22,481.676 NiSource common shares directly. An additional 30,189.569 shares are reported as indirectly owned through his spouse, reflecting total reported holdings across direct and indirect ownership.

Are Michael Jesanis’s new NiSource RSUs open-market purchases?

The 3,807 restricted stock units reported are a compensation-related award, not open-market purchases. They were granted as part of Jesanis’s annual non-employee director compensation and will convert into shares only upon vesting conditions being satisfied.

What are dividend equivalent RSUs mentioned in the NiSource Form 4?

Dividend equivalent RSUs are additional units credited to match dividends on NiSource stock. The filing notes these RSUs are received under dividend equivalent provisions and are subject to the same vesting conditions as the underlying restricted stock unit awards.