Equity grants and tax-withholding moves for ONE Gas (OGS) officer Sighinolfi

Rhea-AI Filing Summary

ONE Gas, Inc. officer Christopher P. Sighinolfi reported multiple equity compensation transactions involving performance units, restricted units, common stock, and deferred stock units. Previously granted 2023 performance units vested based on relative total shareholder return, leading to 1,361.820 shares of common stock being converted into an equal number of deferred stock units, with 61.527 shares withheld to cover taxes.

He also exercised 2023 restricted units into common stock and received new 2026 performance units and restricted units, totaling 5,579 and 3,719 units respectively, all awarded under the company’s Amended and Restated Equity Compensation Plan (2018). The new 2026 awards are scheduled to vest on February 17, 2029 under their respective award agreements. In addition, he reported 929.793 shares of common stock held indirectly through a 401(k) plan.

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^*

Sighinolfi Christopher P.

(Last) (First) (Middle)

15 E. 5TH STREET

(Street)

TULSA OK 74103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ONE Gas, Inc. [ OGS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/14/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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, par value $0.01	02/16/2026		M		1,361.82(1)(2)	A	$0(1)(2)	4,186.332(1)(2)	D
Common stock, par value $0.01	02/16/2026		F		61.527(1)(2)	D	$86.04(1)(2)	4,124.805	D
Common stock, par value $0.01	02/14/2026		M		597.288(3)	A	$86.04(3)	4,722.093	D
Common stock, par value $0.01	02/14/2026		F		203.979(3)	D	$86.04(3)	4,518.114	D
Common stock, par value $0.01								929.793	I	by 401(k) Plan

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
Performance Units 2023	(1)(2)	02/16/2026		M			1,605	(1)(2)	(1)(2)	Common stock, par value $0.01	1,605	$0.00(1)(2)	0	D
Restricted Units 2023	(3)	02/14/2026		M			535	(3)	(3)	Common stock, par value $0.01	535	$86.04(3)	0	D
Performance Units 2026	(4)	02/16/2026		A		5,579		(4)	(4)	Common stock, par value $0.01	5,579	$86.04(4)	5,579	D
Restricted Units 2026	(5)	02/16/2026		A		3,719		(5)	(5)	Common stock, par value $0.01	3,719	$86.04(5)	3,719	D

Explanation of Responses:

1. Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018) (the "ECP"). The award, including dividend equivalents, vested on February 14, 2026, in an amount equal to 76% of the performance units awarded based upon Issuer's total shareholder return compared to the total shareholder return of a selected peer group, was certified by the Executive Compensation Committee of the Board of Directors on February 16, 2026, and issued pursuant to the terms of the grant agreement. The reporting person's receipt of 1,361.820 shares of common stock was deferred resulting in the reporting person's receipt of 1,361.820 deferred stock units. The deferred stock units become payable in shares of common stock after the reporting person's termination of service, pursuant to the reporting person's distribution election.

2. (Continued from footnote 1) The reporting person is therefore reporting the disposition of 1,361.820 shares of common stock in exchange for an equal number of deferred stock units. The reporting person had 61.527 shares withheld and cancelled in respect of taxes in connection with the vesting of the performance units.

3. Restricted units awarded under Issuer's Amended and Restated Equity Compensation Plan (2018). During the 3-year vesting period, the award was credited with dividend equivalents that were paid out in shares of common stock at the time the underlying units vested and were issued. The shares were issued pursuant to the terms of the grant agreement.

4. Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award will vest on February 17, 2029, for a percentage (0% to 200%) of the performance units awarded based upon the Issuer's total shareholder return compared to total stockholder return of a selected peer group over the performance period from January 1, 2026, through December 31, 2029, in accordance with the terms of the Performance Unit Award Agreement.

5. Restricted units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award vests on February 17, 2029, in accordance with the terms of the Restricted Unit Award Agreement.

Remarks:

Senior Vice President and Chief Financial Officer

	/s/ Brian K. Shore, Attorney-in-Fact for Christopher P. Sighinolfi	02/19/2026
	** 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.

FAQ

What insider transactions did ONE Gas (OGS) report for Christopher P. Sighinolfi?

ONE Gas reported equity compensation activity for Christopher P. Sighinolfi, including vesting of 2023 performance and restricted units, exercises into common stock, tax-withholding share dispositions, and new 2026 performance and restricted unit awards. These are compensation-related grants and conversions, not open-market stock purchases or sales.

How many new equity awards did Christopher P. Sighinolfi receive from ONE Gas (OGS)?

Sighinolfi received 5,579 performance units and 3,719 restricted units tied to 2026 as new awards. Both grants were made under ONE Gas’s Amended and Restated Equity Compensation Plan (2018) and are scheduled to vest in 2029, subject to the terms of their award agreements.

When do Christopher P. Sighinolfi’s new ONE Gas (OGS) awards vest?

The newly granted performance units and restricted units are scheduled to vest on February 17, 2029. The performance units vest for 0% to 200% of the granted amount based on relative total shareholder return over the performance period from January 1, 2026 through December 31, 2029.

How were ONE Gas (OGS) 2023 performance units settled for Christopher P. Sighinolfi?

The 2023 performance units vested at 76% of the original grant, based on relative total shareholder return. This resulted in 1,361.820 shares of common stock credited, which were deferred into an equal number of deferred stock units, plus 61.527 shares withheld and cancelled to satisfy tax obligations at vesting.

Did Christopher P. Sighinolfi sell ONE Gas (OGS) shares in the market?

The filing shows no open-market sales. Dispositions were coded as “F,” reflecting 61.527 and 203.979 shares withheld and cancelled to pay taxes related to vesting events. These are tax-withholding transactions tied to equity compensation, not discretionary market sales.

What indirect ONE Gas (OGS) holdings does Christopher P. Sighinolfi report?

He reports 929.793 shares of ONE Gas common stock held indirectly through a 401(k) plan. This indirect position is separate from directly held shares and arises from retirement-plan investments rather than from new open-market buying or selling activity.