ONE Gas (NYSE: OGS) raises commercial paper limit to $1.50 billion

Rhea-AI Filing Summary

ONE Gas, Inc. increased the size of its unsecured commercial paper program, allowing the company to have up to $1.50 billion of commercial paper notes outstanding at any time. This raises its short‑term borrowing capacity from the previous limit of $1.35 billion, while all other terms and conditions of the program and the Commercial Paper Dealer Agreement remain as previously described. The filing also notes that these commercial paper notes are not registered under the Securities Act and may only be offered or sold in the United States pursuant to a registration or a valid exemption, and the disclosure is not an offer to sell or a solicitation of an offer to buy any securities.

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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)			December 19, 2025
(Date of earliest event reported)			December 17, 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 each exchange on which registered

Common Stock, par value $0.01 per share

OGS

New York Stock Exchange

NYSE Texas

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. ☐

Item 1.01						Entry into a Material Definitive Agreement.
						The information related to our $1.50 billion unsecured commercial paper program described under Item 2.03 below is hereby incorporated by reference under this Item 1.01.
Item 2.03						Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
						On December 17, 2025, we increased the size of our commercial paper program to permit the issuance of commercial paper notes in an aggregate principal amount not to exceed $1.50 billion at any time outstanding. Prior to this increase, our commercial paper program permitted us to issue commercial paper notes in an aggregate principal amount not to exceed $1.35 billion at any time outstanding. The other terms and conditions of the commercial paper program, including the form of our commercial paper program Commercial Paper Dealer Agreement, remain as previously described in our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 10, 2014, and such term and conditions as well as the form of Commercial Paper Dealer Agreement are incorporated herein by reference as though fully set forth herein. The commercial paper notes have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) or state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws. The information contained in this Current Report on Form 8-K is neither an offer to sell nor a solicitation of an offer to buy any securities.
Item 9.01						Financial Statements and Exhibits
			(d)			Exhibits
Exhibit Number						Description
10.1						Form of Commercial Paper Dealer Agreement (incorporated by reference to Exhibit 10.1 to ONE Gas, Inc.’s Current Report on Form 8-K filed on September 10, 2014 (File No. 1-36108)).
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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:			December 19, 2025			By:			/s/ Christopher P. Sighinolfi
									Christopher P. Sighinolfi Senior Vice President and Chief Financial Officer

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FAQ

What did ONE Gas, Inc. (OGS) change in this 8-K filing?

ONE Gas, Inc. increased the size of its unsecured commercial paper program so it can have up to $1.50 billion of commercial paper notes outstanding at any time, compared with the prior limit of $1.35 billion.

How large is ONE Gas, Inc.'s commercial paper program after the change?

The commercial paper program now permits issuance of commercial paper notes in an aggregate principal amount not to exceed $1.50 billion outstanding at any time.

What was the previous limit of ONE Gas, Inc.'s commercial paper program?

Before this change, ONE Gas, Inc.'s commercial paper program allowed issuance of commercial paper notes up to an aggregate principal amount of $1.35 billion outstanding at any time.

Did ONE Gas, Inc. change other terms of its commercial paper program?

No. The other terms and conditions of the commercial paper program, including the form of the Commercial Paper Dealer Agreement, remain as previously described and are incorporated by reference.

Are ONE Gas, Inc.'s commercial paper notes registered under the Securities Act?

No. The commercial paper notes have not been and will not be registered under the Securities Act of 1933 or state securities laws and may not be offered or sold in the United States without registration or an applicable exemption.

Does this disclosure mean ONE Gas, Inc. is offering to sell securities now?

No. The information states that it is neither an offer to sell nor a solicitation of an offer to buy any securities.

When did ONE Gas, Inc. approve the increase to its commercial paper program?

The increase to allow up to $1.50 billion in commercial paper notes outstanding took effect on December 17, 2025.