8-K 1 ogsq12019earningsrelease8-k.htm 8-K Document



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)
April 29, 2019
(Date of earliest event reported)
April 29, 2019

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))

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. ☐


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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 April 29, 2019, we announced our results of operations for the first quarter ended March 31, 2019. The news release is furnished as Exhibit 99.1 and incorporated by reference herein.

 
 
 
Item 7.01
 
Regulation FD Disclosure
 
 
 
 
 
On April 29, 2019, we announced our results of operations for the first quarter ended March 31, 2019, affirmed our 2019 financial guidance and our board of directors declared a cash dividend of 50 cents per share of common stock. The news release is furnished as Exhibit 99.1 and is incorporated by reference herein.


 
 
 
Item 8.01
 
Other Events
 
 
 
 
 
On April 29, 2019, our board of directors declared a cash dividend of 50 cents per share of common stock, payable May 31, 2019, to shareholders of record at the close of business May 15, 2019.
 
 
 
Item 9.01
 
Financial Statements and Exhibits
 
 
 
 
(d)
Exhibits
 
 
 
Exhibit
Number
Description
 
 
 
99.1
 



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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:
April 29, 2019
By:
/s/ Caron A. Lawhorn
 
 
 
Caron A. Lawhorn
Senior Vice President and
Chief Financial Officer



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