NiSource (NYSE: NI) T. Rowe Price Investment Management holds 10.5% stake

Rhea-AI Filing Summary

T. Rowe Price Investment Management, Inc., a Maryland-based investment adviser, reports beneficial ownership of 50,331,635 shares of NiSource Inc. common stock, representing 10.5% of the class as of 11/30/2025.

The firm has sole power to vote 47,147,758 shares and sole power to dispose of 50,292,275 shares, with no shared voting or dispositive power. The largest single client position is T. Rowe Price Capital Appreciation Fund, which holds 31,256,116 shares, or 6.5% of the class.

The disclosure states that the securities are held in the ordinary course of business and not for the purpose of changing or influencing control of NiSource. T. Rowe Price Investment Management indicates that dividends and sale proceeds ultimately belong to its individual and institutional clients.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

NISOURCE INC

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

65473P105

(CUSIP Number)

11/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 65473P105

1

Names of Reporting Persons

T. Rowe Price Investment Management, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MARYLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 47,147,758.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 50,292,275.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

50,331,635.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.5 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: NISOURCE INC
(b)	Address of issuer's principal executive offices: 801 EAST 86TH AVE, MERRILLVILLE, IN, 46410-6272
Item 2.
(a)	Name of person filing: T. Rowe Price Investment Management, Inc.
(b)	Address or principal business office or, if none, residence: 1307 Point Street, Baltimore, MD 21231
(c)	Citizenship: Maryland
(d)	Title of class of securities: COMMON STOCK
(e)	CUSIP No.: 65473P105
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 50331635
(b)	Percent of class: 10.5 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 47147758
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 50292275
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Ownership of More than Five Percent on Behalf of Another Person (1) Price Investment Management does not serve as custodian of the assets of any of its clients; accordingly, in each instance only the client or the client's custodian or trustee bank has the right to receive dividends paid with respect to, and proceeds from the sale of, such securities. The ultimate power to direct the receipt of dividends paid with respect to, and the proceeds from the sale of, such securities, is vested in the individual and institutional clients which Price Investment Management serves as investment adviser. Any and all discretionary authority which has been delegated to Price Investment Management may be revoked in whole or in part at any time. Except as may be indicated if this is a joint filing with one of the registered investment companies sponsored by Price Investment Management which it also serves as investment adviser ("T. Rowe Price Funds"), not more than 5% of the class of such securities is owned by any one client subject to the investment advice of Price Investment Management. (2) [T. ROWE PRICE CAPITAL APPRECIATION FUND ]: T. ROWE PRICE CAPITAL APPRECIATION FUND, of which T. Rowe Price Investment Management, Inc. is the investment adviser, holds the securities reported herein in their investment portfolio managed by T. Rowe Price Investment Management, Inc. and such funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities that they hold. T. ROWE PRICE CAPITAL APPRECIATION FUND has an interest in 31,256,116 of the class reported herein representing 6.5% of the class.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. T. Rowe Price Investment Management, Inc. hereby declares and affirms that the filing of Schedule 13G shall not be construed as an admission that Price Investment Management is the beneficial owner of the securities referred to, which beneficial ownership is expressly denied.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

T. Rowe Price Investment Management, Inc.

Signature:	Ellen York
Name/Title:	Vice President
Date:	12/05/2025

FAQ

How many NiSource (NI) shares does T. Rowe Price Investment Management beneficially own?

T. Rowe Price Investment Management, Inc. reports beneficial ownership of 50,331,635 shares of NiSource Inc. common stock as of 11/30/2025.

What percentage of NiSource (NI) does T. Rowe Price Investment Management hold?

The firm reports holding 10.5% of NiSource’s outstanding common stock, based on its beneficial ownership of 50,331,635 shares.

How much voting and dispositive power does T. Rowe Price have over NiSource (NI) shares?

T. Rowe Price Investment Management has sole voting power over 47,147,758 shares and sole dispositive power over 50,292,275 NiSource shares, with no shared power reported.

Which T. Rowe Price fund holds a major position in NiSource (NI)?

T. Rowe Price Capital Appreciation Fund holds 31,256,116 NiSource shares, representing 6.5% of the common stock class reported.

Is T. Rowe Price’s NiSource (NI) stake intended to influence control of the company?

The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of NiSource.

Who ultimately receives dividends and proceeds from T. Rowe Price’s NiSource (NI) holdings?

Dividends and sale proceeds are for the benefit of individual and institutional clients of T. Rowe Price Investment Management, which acts as investment adviser and does not serve as custodian.