UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
(Date of report) November 18, 2025
(Date of earliest event reported)
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| Item 5.02 | Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. |
On November 17, 2025, John W. Gibson, 73, provided notice to ONE Gas, Inc. (the “Company”) of his decision to retire as a member of the Board of Directors (the “Board”) and as chair of the Board, effective on May 21, 2026, immediately following the Company’s Annual Meeting of Shareholders, after having served on the Board since 2014.
Mr. Gibson’s retirement is not due to any disagreement with the Company, including on any matter relating to its operations, policies or practices.
The Company truly appreciates Mr. Gibson’s service to the Board.
On November 18, 2025, Deborah A. P. Hersman, 55, was elected by the Board to succeed Mr. Gibson as chair of the Board, effective May 21, 2026, immediately following the Company’s Annual Meeting of Shareholders. Ms. Hersman of Lorton, Virginia has been a member of the Board since June 2023 and most recently served as the chair of the Corporate Governance Committee of the Board. Following Mr. Gibson’s retirement from the Board on May 21, 2026, the size of the Board will be reduced to eight (8).
| Item 7.01 | Regulation FD Disclosure |
On November 18, 2025, the Company issued a news release announcing the retirement of John W. Gibson, effective May 21, 2026, immediately following the Company’s Annual Meeting of Shareholders, and the election of Deborah A. P. Hersman to succeed Mr. Gibson as chair of the Board. A copy of the news release is attached as Exhibit 99.1 and is incorporated herein by reference.
The information disclosed in Item 7.01, including Exhibit 99.1, 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 other 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 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
| Exhibit Number |
Description | |
| 99.1 | News release issued by ONE Gas, Inc. dated November 18, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its behalf by the undersigned hereunto duly authorized.
| ONE Gas, Inc. | ||||||
| By: | /s/ Brian K. Shore | |||||
| Date: November 18, 2025 | Brian K. Shore | |||||
| Vice President, Associate General Counsel and Secretary | ||||||