8-K

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 (Date of Earliest Event Reported): May 8, 2020

RGC RESOURCES, INC.

(Exact name of Registrant as specified in its charter)

Virginia	000-26591	54-1909697
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

519 Kimball Ave., N.E. Roanoke, Virginia	24016
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 540-777-4427

(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 communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)

¨ 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 13c-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, $5 Par Value	RGCO	NASDAQ Global Market

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

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 7.01. REGULATION FD DISCLOSURE

RGC Resources, Inc. (the “Company”) is conducting a meeting with analysts to discuss the operating results of the Company's second quarter of fiscal 2020 ending March 31, 2020. The information presented during the meeting is furnished as Exhibit 99.1 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended except as shall be expressly set forth in such a filing.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d)     Exhibits.

99.1 RGC Resources, Inc. second quarter fiscal 2020 earnings webcast presentation.

SIGNATURES

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

	RGC RESOURCES, INC.
Date: May 8, 2020	By: /s/ Randall P. Burton, II
	Randall P. Burton, II
	Vice President, Secretary, Treasurer and CFO

EX-99.1

Second Quarter 2020 Earnings conference call May 8, 2020

Forward-Looking Statements The statements in this presentation by RGC Resources, Inc. (the "company") that are not historical facts constitute “forward-looking statements” made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. These statements include the company's expectations regarding earnings per share, EBITDA, future expansion opportunities, natural gas reserves and potential discoverable natural gas reserves, technological advances in natural gas production, comparison of natural gas consumption and natural gas production, cost of natural gas, including relativity to other fuel sources, demand for natural gas, possibility of system expansion, general potential for customer growth, relationship of company with primary regulator, future capital expenditures, current and future economic growth, estimated completion dates for Mountain Valley Pipeline ("MVP") and MVP Southgate milestones, potential of MVP to provide additional source of natural gas, additional capacity to meet future demands, increased capital spending and area expansion opportunity, potential new customers and rate growth in potential expansion area. Management cautions the reader that these forward-looking statements are only predictions and are subject to a number of both known and unknown risks and uncertainties, and actual results may differ materially from those expressed or implied by these forward-looking statements as a result of a number of factors. These factors include, without limitation, financial challenges affecting expected earnings per share and EBITDA, technical, political or regulatory issues with natural gas exploration, production or transportation, impact of increased natural gas demand on natural gas price, relative cost of alternative fuel sources, lower demand for natural gas, regulatory, legal, technical, political or economic issues frustrating system or area expansion, regulatory, legal, technical, political or economic issues that may affect MVP, delay in completion of MVP, increase in cost to complete MVP, including by an increase in cost of raw materials or labor to due economic factors or regulatory issues such as tariffs, economic challenges that may affect the service area generally and customer growth or demand and deterioration of relationship with primary regulator, and those risk factors described in the company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission, which is available at www.sec.gov and on the company’s website at www.rgcresources.com. Additionally, the COVID-19 pandemic creates significant economic uncertainty for the remainder of fiscal 2020 and potentially beyond. The statements made in this presentation are based on information available to the company as of the date on the cover of this presentation and the company undertakes no obligation to update any of the forward-looking statements after the date of this presentation. 1

Agenda Key Operational and Financial Highlights COVID-19 2020 Outlook Questions 2

Customer Growth  Over 62,200 total customers  322 customers added YTD 2020 3

Q2 Gas Volumes Volumes Delivered (DTH) 2,500 Q2 2019 Q2 2020 2,000 1,500 Thousands 1,000 500 - Residential Commercial Industrial 2020 vs 2019 Total Volumes (12)% Transportation & Interruptible Volumes 15% Heating Degree Days (HDD) (19)% 4

YTD Gas Volumes Volumes Delivered (DTH) 3,500 YTD 2019 YTD 2020 3,000 2,500 2,000 Thousands 1,500 1,000 500 - Residential Commercial Industrial 2020 vs 2019 Total Volumes (7)% Transportation & Interruptible Volumes 15% Heating Degree Days (HDD) (14)% 5

Roanoke Gas YTD CapEx $12.5 Millions $10.5 Other $8.5 Capital $2.4 $6.5 SAVE 2019 Rider 2020 $4.3 $4.5 Customer $2.5 Growth & System Expansion $0.5 $3.7 Total Capital Expenditures $0.6 million or 5% decrease 6

Earnings Per Share Six months ended March 31: 2020 2019 Basic: $1.20 $0.89 Diluted: $1.19 $0.88 7

Consolidated Financial Results 8

COVID-19 Company and community Liquidity Expectations for remainder of fiscal 2020 Earnings & guidance 9

2020 Outlook Roanoke Gas Fiscal 2020 Capital Forecast Capital 19% 41% 40% MVP SAVE Infrastructure Rider $ 9.0 Dividends Customer Growth & System Expansion 9.0 Utility Maintenance and LNG Upgrades 4.3 Total $22.3 10