[8-K] ONE GAS, INC. Reports Material Event

Rhea-AI Filing Summary

ONE Gas, Inc. (NYSE: OGS) filed a Form 8-K on 5 Aug 2025. Item 2.02 furnishes a news release (Exhibit 99.1) announcing results for the quarter ended 30 Jun 2025. Item 7.01 cites the same release and states the company has increased its full-year 2025 financial guidance. Because the information is being furnished, not filed, it is not subject to Section 18 liability and will only be incorporated by reference if expressly stated elsewhere. Item 9.01 lists Exhibit 99.1 and the Inline XBRL cover-page file; no financial statements or other exhibits accompany the report.

The filing signals management’s confidence through the guidance raise, yet provides no quantitative figures; investors must review Exhibit 99.1 for revenue, EPS, margin or capital-spending details. No other material events, transactions or governance changes are disclosed.

Positive

• Raised full-year 2025 financial guidance, indicating management’s improved outlook.

Negative

• None.

Insights

Equity Research Analyst

TL;DR: Guidance raised—positive sentiment, but full impact unknown until Exhibit 99.1 is reviewed.

The mere act of upward guidance revision suggests stronger-than-expected operational momentum in the June quarter. Historically, ONE Gas issues conservative outlooks, so any hike implies either volume tailwinds or controllable cost wins. However, the 8-K omits specifics on rate recovery, weather normalization or EPS trajectory. Without those metrics, valuation adjustments remain speculative. Still, the filing is directionally favorable and may spark modest multiple expansion once details emerge.

Regulation & Disclosure Specialist

TL;DR: Standard furnished 8-K; limits liability while meeting Reg FD obligations.

The company correctly separates Items 2.02 and 7.01, flagging the release as furnished to avoid Section 18 exposure. This structure complies with SEC guidance for simultaneous earnings and guidance updates. Investors should note the absence of audited financials, meaning the release is the sole substantive source. From a governance standpoint, disclosure quality is adequate; risk of regulatory scrutiny is minimal.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

(Date of report)			August 5, 2025
(Date of earliest event reported)			August 5, 2025

ONE Gas, Inc.

(Exact name of registrant as specified in its charter)

Oklahoma

001-36108

46-3561936

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

15 East Fifth Street; Tulsa, OK

(Address of principal executive offices)

74103

(Zip code)

(918) 947-7000

(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:

☐ Written communication 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:

Title of each class

Trading Symbol

Name of exchange on which registered

Common Stock, par value $0.01 per share

OGS

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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. ☐

The information disclosed in Items 2.02 and 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
Item 2.02						Results of Operations and Financial Condition
						On August 5, 2025, we announced our results of operations for the quarter ended June 30, 2025. The news release is furnished as Exhibit 99.1 and incorporated by reference herein.
Item 7.01						Regulation FD Disclosure
						On August 5, 2025, we announced our results of operations for the quarter ended June 30, 2025 and increased our 2025 financial guidance. The news release is furnished as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01						Financial Statements and Exhibits
			(d)			Exhibits
Exhibit Number						Description
99.1						News release issued by ONE Gas, Inc. dated August 5, 2025.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURE

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

									ONE Gas, Inc.
Date:			August 5, 2025			By:			/s/ Christopher P. Sighinolfi
									Christopher P. Sighinolfi Senior Vice President and Chief Financial Officer

3

FAQ

What did ONE Gas (OGS) disclose in its 8-K dated August 5 2025?

The company furnished a news release reporting Q2 2025 results and announced an increase to its 2025 financial guidance.

Which exhibit contains the detailed Q2 2025 results for OGS?

Exhibit 99.1 contains the full news release with the quarter’s financial details.

Under which items of the 8-K were the results and guidance update provided?

Results were disclosed under Item 2.02 (Results of Operations) and the guidance update under Item 7.01 (Reg FD).

Are the furnished results considered “filed” with the SEC?

No. The information is furnished, not filed, so it is not subject to Section 18 liability unless later incorporated by reference.

Did the 8-K include any financial statements or additional exhibits?

No financial statements were included; only Exhibit 99.1 (news release) and the Inline XBRL cover-page file were listed.