NiSource Inc. (NI)
NYSE: NI · Real-Time Price · USD
47.37
+0.65 (1.39%)
May 11, 2026, 2:55 PM EDT - Market open
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AGM 2026

May 11, 2026

Operator

Good morning. Welcome to NiSource Inc.'s 2026 Annual Stockholders Meeting. All lines have been placed on mute to prevent any background noise. Thank you. I would now like to introduce you to Mr. Kevin Kabat, Chair of the Board of NiSource Inc. Mr. Kabat, you may begin.

Kevin Kabat
Chair of the Board, NiSource Inc.

Thank you. Good morning, and welcome to this year's annual shareholders meeting. I'm Kevin Kabat, Chair of the Board, and I'll be serving as chair of this meeting. In addition to our President and Chief Executive Officer, Lloyd Yates, the other members of the board and certain members of the company's senior leadership team are present at the meeting today. A representative from Deloitte, our independent auditor, is also present today. Broadridge Financial Solutions has been certified as our inspector of election and will assist with the tabulation of the proxies and ballots. They've taken an oath of office that has been delivered to the secretary for filing with the minutes of the meeting. Kim Cuccia, the company's Corporate Secretary, will act as secretary of the meeting.

Before we begin, I wanna note that this year's annual stockholders' meeting is being conducted in a virtual format in order to provide access to our stockholders regardless of geographic location. Thank you to those of you who are participating in our virtual meeting today. We designed the format of this year's annual meeting to ensure that our stockholders who attend the annual meeting will be afforded similar rights and opportunities to participate as they would at an in-person meeting. We've established clear processes around submitting stockholder questions. Stockholders who've logged into the web meeting website using their 16-digit control number will be able to submit questions by typing them into the text box on the meeting website through the end of the Q&A session. We encourage you to begin submitting your questions now. Please include your name at the beginning of any question that you submit.

We are conducting this meeting in accordance with our bylaws and the meeting rules of conduct. The meeting rules and agenda are available on the website, meeting website. The record date for the determination of stockholders entitled to vote at the meeting was at the close of business on March 16th, 2026. Notice of this meeting has been properly given. A list of shareholders entitled to vote is available for inspection. The Board of Directors has appointed Lloyd Yates and Kim Cuccia as proxies to represent and vote shares of common stock at this meeting in accordance with the proxies they have received. Kim, would you please report on the percentage of shares of stock represented at the meeting?

Kim Cuccia
Company's Corporate Secretary, NiSource Inc.

Yes. Th ank you, Kevin. The inspector of election reports that more than 92% of the company's outstanding shares of common stock entitled to vote are represented by proxy at this meeting.

Kevin Kabat
Chair of the Board, NiSource Inc.

Great. Thank you. A quorum is therefore present. I'll now call the 2026 annual stockholders meeting to order. The polls are now open for the proposals to be voted on at this meeting. As a reminder, stockholders attending the virtual meeting can vote their shares online from now to the closing of the polls by logging into the meeting website as a stockholder, entering their 16-digit control number, and clicking the Vote Here button on their screen. If you've previously voted by proxy and do not wish to change your vote, your vote will be cast as you previously instructed, and no further action is required. We will begin by attending to formal business of the meeting. After the formal meeting is adjourned, we'll hold a question and answer session.

Finally, please note that the meeting is being recorded and will be available for replay on the meeting website for 90 days. There are several formal business matters we will discuss at this meeting, each of which is described in detail in the proxy statement. First is to elect 12 members of the NiSource board of directors for an annual term. The board has nominated all the incumbent directors for re-election. There are no other nominees. The name and background of each director can be found in the proxy statement, and your board of directors recommends a vote for each nominee. The next order of business is the advisory vote on the named executive officer compensation. Your board recommends a vote to approve this proposal.

The third and last proposal is the ratification of the appointment of Deloitte & Touche as our independent registered public accounting firm for 2026. Your board recommends a vote for the ratification of Deloitte & Touche as our independent registered public accounting firm. We have not received notice of and are not aware of any additional business to come before the meeting other than the items just described. With that, will the stockholders and proxies please conclude their voting? The appointed proxies have delivered their ballot, voting shares of stock in accordance with the proxies they have received. The inspector of election has delivered the preliminary results of the shares that have been voted. The voting for this meeting is now complete on all proposals, and the polls are now closed. Kim, would you please announce the preliminary voting results on each of the proposals?

Kim Cuccia
Company's Corporate Secretary, NiSource Inc.

Yes, I will. Based on the preliminary review of the votes cast, the inspector of election has informed me that each of the 12 director nominees has been duly elected. The compensation of our named executive officers has been approved on an advisory basis. The appointment of Deloitte & Touche as our independent registered public accounting firm for 2026 has been ratified.

Kevin Kabat
Chair of the Board, NiSource Inc.

Great. Thank you, Kim. The certificate of the inspector of election will be filed with the records of this meeting, and the final results of the voting will be recorded in the minutes of the meeting. The final count with respect to the matters voted on today will be reported on a Form 8-K as required by the SEC. There being no further business to come before the meeting, the formal portion of the meeting is now adjourned. As a reminder on the process, you may submit questions for the Q&A session by typing them into the text box on the meeting website through the end of the Q&A session. We will attempt to answer as many questions as possible in the time set aside for our Q&A session, and only appropriate questions relevant to the purposes of the meeting and the company's business will be addressed.

Lloyd, if you would lead the Q&A.

Lloyd Yates
President and CEO, NiSource Inc.

Thank you, Kevin. We did not receive any questions. Therefore, we will conclude this meeting. We thank you very much for your interest in NiSource.

Operator

The meeting has now concluded. Thank you all for joining.

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