OGE Energy unit issues $350.0 million 5.90% notes

OG&E, the regulated utility subsidiary of OGE Energy Corp., has completed a major long‑term debt financing.

Rhea-AI Filing Summary

OG&E, the regulated utility subsidiary of OGE Energy Corp., has completed a major long‑term debt financing. On April 1, 2026, Oklahoma Gas and Electric Company issued $350.0 million in aggregate principal amount of 5.90% Senior Notes, Series due April 1, 2056. The notes were issued under a registration statement on Form S-3ASR and are supported by a supplemental indenture with BOKF, NA as trustee.

OG&E serves approximately 913,000 electric customers in Oklahoma and western Arkansas. The filing also includes the supplemental indenture creating the notes and a legal opinion confirming the validity of the new Senior Notes.

Insights

Utility capital structure analyst

OG&E adds $350.0 million of 30‑year senior debt at 5.90%.

Oklahoma Gas and Electric Company has issued $350.0 million of 5.90% Senior Notes due April 1, 2056. This extends its debt maturity profile with long‑dated, fixed‑rate funding, typical for regulated electric utilities financing infrastructure and system investments.

The notes are registered under a shelf registration statement on Form S‑3ASR and governed by a supplemental indenture with BOKF, NA as trustee. As Senior Notes, they rank ahead of subordinated obligations, but the excerpt does not detail security or covenants.

For investors, this transaction indicates continued access to capital markets for an issuer serving about 913,000 customers. Future filings may outline how the proceeds interact with OG&E’s broader capital plan, regulatory treatment, and overall leverage metrics.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Senior Notes principal: $350.0 million Coupon rate: 5.90% Maturity date: April 1, 2056 +3 more

6 metrics

Senior Notes principal $350.0 million Aggregate principal amount of OG&E 5.90% Senior Notes

Coupon rate 5.90% Interest rate on OG&E Senior Notes

Maturity date April 1, 2056 Due date of OG&E Senior Notes

Customer count approximately 913,000 OG&E electric customers in Oklahoma and western Arkansas

Registration form Form S-3ASR (File No. 333-279061-01) Shelf registration used for OG&E Senior Notes

Supplemental Indenture No. 26 Supplemental Indenture dated April 1, 2026 with BOKF, NA

Key Terms

Senior Notes, registration statement on Form S-3ASR, prospectus supplement, Supplemental Indenture, +1 more

5 terms

Senior Notes financial

"completed the issuance of $350.0 million in aggregate principal amount of its 5.90% Senior Notes"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

registration statement on Form S-3ASR regulatory

"registered under the Securities Act of 1933, as amended, pursuant to OG&E's registration statement on Form S-3ASR"

A registration statement on Form S-3ASR is a pre-approved filing used by well-established public companies to register securities they may sell over time, with the paperwork becoming effective automatically so offerings can begin quickly. For investors, it matters because it lets a company raise money or issue stock or debt on short notice — like a company keeping a ready-to-use credit line — which can dilute existing shares or change the company’s cash position rapidly.

prospectus supplement regulatory

"A prospectus supplement relating to the offering and sale of the OG&E Senior Notes"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

Supplemental Indenture financial

"Supplemental Indenture No. 26 dated as of April 1, 2026 between OG&E and BOKF, NA, as trustee"

A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.

Opinion of Counsel regulatory

"Opinion of GableGotwals as to the legality of the OG&E Senior Notes"

FAQ

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

What did OGE Energy Corp. disclose in this 8-K filing?

OGE Energy Corp. reported that its subsidiary, Oklahoma Gas and Electric Company, issued $350.0 million of 5.90% Senior Notes due April 1, 2056. The filing also includes the supplemental indenture and a legal opinion confirming the validity of these new Senior Notes.

How large is the new OG&E Senior Notes issuance by OGE (OGE)?

Oklahoma Gas and Electric Company issued $350.0 million in aggregate principal amount of 5.90% Senior Notes. These long‑term notes, due April 1, 2056, provide significant fixed‑rate funding for the regulated utility subsidiary of OGE Energy Corp., which serves about 913,000 customers.

What are the key terms of the OG&E 5.90% Senior Notes due 2056?

The Senior Notes have an aggregate principal amount of $350.0 million and carry a 5.90% interest rate, with a maturity date of April 1, 2056. They were issued under a supplemental indenture with BOKF, NA acting as trustee for the debt securities.

Under what registration was the OG&E Senior Notes offering completed?

The OG&E Senior Notes offering was completed under a registration statement on Form S‑3ASR. This automatic shelf registration allowed Oklahoma Gas and Electric Company to issue the 5.90% Senior Notes, with a related prospectus supplement covering their offering and sale.

What exhibits did OGE Energy include related to the new Senior Notes?

The filing includes Exhibit 4.01, a Supplemental Indenture No. 26 dated April 1, 2026, between OG&E and BOKF, NA, and Exhibit 5.01, an Opinion of GableGotwals on the legality of the OG&E Senior Notes. It also includes an Inline XBRL cover page data file.

How many customers does Oklahoma Gas and Electric Company serve?

Oklahoma Gas and Electric Company, the regulated utility subsidiary of OGE Energy Corp., serves approximately 913,000 customers. These customers are located across Oklahoma and western Arkansas, forming the core service territory supported by the company’s regulated electric operations.

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

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Accepted by SEC EDGAR 04/01/2026 - 11:10 AM Learn about SEC filing dates

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported)			April 1, 2026
(Commission File Number)	(Exact Name of Registrants as Specified in Their Charters)			(I.R.S. Employer Identification No.)
1-12579	OGE ENERGY CORP.			73-1481638
1-1097	OKLAHOMA GAS AND ELECTRIC COMPANY			73-0382390
Oklahoma
(State or Other Jurisdiction of Incorporation)
321 North Harvey	P.O. Box 321	Oklahoma City	Oklahoma	73101-0321
(Address of Principal Executive Offices)				(Zip Code)

(405) 553-3000

(Registrant's telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Registrant	Title of each class	Trading Symbol(s)	Name of each exchange on which registered
OGE Energy Corp.	Common Stock	OGE	New York Stock Exchange
Oklahoma Gas and Electric Company	None	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events

OGE Energy Corp. ("OGE Energy") is the parent company of Oklahoma Gas and Electric Company ("OG&E"), a regulated electric company with approximately 913,000 customers in Oklahoma and western Arkansas.

On April 1, 2026, OG&E, an Oklahoma corporation, completed the issuance of $350.0 million in aggregate principal amount of its 5.90% Senior Notes, Series due April 1, 2056 (the "OG&E Senior Notes"). The offering of the OG&E Senior Notes was registered under the Securities Act of 1933, as amended, pursuant to OG&E's registration statement on Form S-3ASR (File No. 333-279061-01). A prospectus supplement relating to the offering and sale of the OG&E Senior Notes was filed with the Securities and Exchange Commission on March 24, 2026.

Attached as Exhibit 4.01 is the Supplemental Indenture No. 26 dated as of April 1, 2026 between OG&E and BOKF, NA, as trustee, creating the OG&E Senior Notes. Attached as Exhibit 5.01 is an Opinion of Counsel as to the legality of the OG&E Senior Notes.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits
Exhibit Number		Description
4.01		Supplemental Indenture No. 26 dated as of April 1, 2026 between OG&E and BOKF, NA, as trustee, creating the OG&E Senior Notes.
5.01		Opinion of GableGotwals as to the legality of the OG&E Senior Notes.
104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

This combined Current Report on Form 8-K is being filed separately by OGE Energy and OG&E (Registrants). Information contained herein relating to any individual Registrant has been filed by such Registrant on its own behalf. No Registrant makes any representation as to information relating to any other Registrant.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	OGE ENERGY CORP.
	OKLAHOMA GAS AND ELECTRIC COMPANY
	(Registrant)
By:	/s/ Sarah R. Stafford
	Sarah R. Stafford
	Controller and Chief Accounting Officer

April 1, 2026

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-4.01 EX-4.01 232.7 KB
• EX-5.01 EX-5.01 25.2 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 57.5 KB