Good day, and welcome to the Spire Annual Meeting of Stockholders 2025. I would now like to turn the conference over to Rob Jones. Please go ahead.
Good morning. I'm Rob Jones, Chair of the Spire Board of Directors. It's an honor as chair of the board to welcome you to the Annual Meeting of Shareholders. We appreciate you joining us today. It's 8:30 A.M., and the 2025 Annual Meeting of Shareholders is officially called to order. On behalf of the board, I want to thank you for your investment in the company and your trust in our ability to continue to guide the company to success. This year, as a company, we successfully delivered, delivered on the value to our shareholders, achieving basic adjusted earnings of $4.45 per share, and we also increased our annual dividend for the 23rd year in a row.
Fiscal year 2025 was a year of both change and opportunity, where we appointed Scott Doyle as President and Chief Executive Officer of Spire on April 24, as a result of its successful succession planning exercise. Under his leadership, Spire is well-positioned for the future. Then, on October 13, 2025, Steve Greenley joined us as our new COO. Throughout these transitions, the company has continued to focus on growing its businesses, investing in infrastructure, and driving continuous improvement. On July 29, 2025, Spire announced an agreement with Duke Energy to acquire Piedmont Natural Gas Tennessee businesses. That's the Nashville Gas System. This strategic acquisition is expected to close in early 2026 and will significantly enhance Spire's scale by expanding its utility footprint in a constructive regulatory environment and by further diversifying its utility, utility portfolio.
This has also been a constructive year for Spire in the regulatory environment. In April 2025, the Missouri Legislature passed legislation modernizing the regulatory rate-setting mechanisms through Senate Bill 4. Then, in September 2025, the Missouri Public Service Commission approved a unanimous stipulation agreement and positive conclusion to the rate case filed by Spire Missouri in November 2024, that resulted in a $210 million revenue increase. Spire also successfully concluded an annual budget process in Alabama in late 2025. The board continues to focus on its oversight responsibilities and mitigation of material risks, while further developing an implementation of its, of the company's strategy. At the heart of Spire's mission is an unwavering commitment to safety and reliability, serving its natural gas customers and communities.
As demand for energy continues to increase across the country, natural gas serves as the cornerstone of energy affordability for our customers and is critical to our nation's energy independence and economic growth. Shifting to today's meeting, will be conducted according to the meeting agenda and the rules of conduct provided in the virtual meeting platform. Please note that at the conclusion of the meeting, shareholders will have an opportunity to submit questions. Validated shareholders may submit questions in the designated field on the virtual platform, and we will be happy to address these questions. Please note that the meeting is being recorded. The voting polls are currently open for voting and will remain open until the proposals have been presented and the polls are declared closed.
Until that time, any shareholder who has not yet voted or who wishes to change their vote, may do so by clicking on the voting button in the portal and follow the directions shown. No further action is needed if a shareholder has already voted and does not wish to change their vote. Now, I would like to introduce Spire's Board of Directors and the executive officers, as well as a representative from our independent public accountant, Deloitte & Touche, all of whom are participating in this virtual annual meeting. My fellow directors are Mark Borer, Retired Chief Executive Officer, DCP Midstream, LP. Sheri Cook, Chief Administrative Officer, Altec, Inc. Vinny Ferrari, Retired Chief Administrative Officer and Chief Operating Officer, Edward D. Jones and Company. Maria Fogarty, Retired Senior Vice President, Internal Audit and Compliance, NextEra Energy, Inc. Carrie Hightman, Retired Executive Vice President and Chief Legal Officer, NiSource Inc....
Paul D. Koonce, retired Executive Vice President and Chief Executive Officer of the Power Generation Group, Dominion Energy, Inc. Brenda D. Newberry, founder and retired Chief Executive Officer of The Newberry Group, Inc. And John P. Stupp Jr., President of Stupp Bros., Inc. Also, Scott L. Doyle, our President and CEO, who is also a member of our board. Thank you all for your willingness to serve our company. Now, I want to recognize a special member of the board. In accordance with the company corporate governance guidelines, Mr. Stupp is retiring after more than 20 years of service to the company. Stupp Bros. has been a significant part of the history of Spire, with a Stupp sitting on the board continuously since 1952. Since 2005, John has served in various board committees, including most recently, the Compensation and Human Resources and Corporate Governance Committees.
We are grateful for his unwavering dedication and important contributions as a member of the board, and we appreciate the investment Stupp Bros. has made and continues to make in the company. Joining the board are the Spire executives, Adam Woodard, Executive Vice President, Chief Financial Officer, Steve Greenley, Executive Vice President, Chief Operating Officer, Matthew Aplington, Senior Vice President and Chief Legal Officer, Ryan Hyman, Senior Vice President, Chief Customer and Information Officer, and Courtney Vomund, Senior Vice President, Chief Administrative Officer, and Corporate Secretary. Ms. Vomund will be serving as secretary for this meeting. Justin May is our Deloitte & Touche partner on the Spire engagement. I will now begin the formal meeting. Do we have proof of mailing?
Yes, I have the Affidavit of Distribution from Joanne Vogel of Broadridge Financial Solutions, which shows that the notice of annual meeting and availability of materials was distributed on approximately December sixteenth, 2025, as required to shareholders of record. On the record date, December fourth, 2025, there were 59,095,989 shares that were issued and outstanding and entitled to vote at this meeting. As of the opening of this meeting, Broadridge has reported that there are, represented by proxy at this meeting, holders of at least 90% of common shares of the company, and therefore, a quorum is present. If any shareholder in attendance at this meeting plans to vote their shares, you may vote your shares online using the Vote button until the polls close.
Since we have more than a majority of the outstanding common shares represented here by proxy, we have a quorum and may therefore proceed with the business of the meeting. This morning, we have three items of business that Ms. Vomund will now present, which are described further in detail in the proxy statement filed with the SEC in December.
In accordance with the materials that were sent to shareholders, for the first item of business, as proxy, I move for the approval of nominees Sheri Cook, Vinny Ferrari, and Rob Jones as directors for a three-year term, expiring at the annual meeting in the year 2029. These were the individuals nominated in the proxy statement. All nominees standing for election have joined our virtual meeting. We note that no other nominations were submitted as provided in the company's bylaws. For the second item of business, as proxy, I move the approval of an advisory vote to approve the compensation of our named executive officers. For the third item of business, as proxy, I move the approval of the ratification of the appointment of Deloitte & Touche as the company's independent registered public accountant for the 2026 fiscal year.
Thank you, Courtney. The proxies have cast votes in accordance with the instructions received from the shareholders giving such proxies. Any shareholder who has not yet voted or wishes to change their vote may do so now by clicking on the voting button on the virtual platform and following the instructions. Shareholders who have sent their proxies or voted via telephone or internet and do not want to change their vote, do not need to do anything further or take any further action. Nancy Hoffman, representing Broadridge Financial Solutions, has been appointed as Inspector of Election and will report results to the secretary as soon as they're available. The polls will be closing momentarily, and we will pause now for a minute to allow anyone who wishes to cast a ballot to do so. The polls are now closed.
While we await the report of the Inspector of Election, I would ask Scott Doyle, our President and CEO, to share some thoughts about the fiscal year 2025 and management's priorities for fiscal year 2026. Scott?
Thank you, Rob. We appreciate your continued interest and support of the company. I am incredibly proud of what we accomplished during fiscal year 2025 to advance our strategic goals, both operationally and financially. We had a great year, and none of this would have been possible without our more than 3,400 dedicated employees. I want to thank them for everything they do for our customers and the communities we serve. Their commitment and hard work of our employees is central to everything we do and the opportunities ahead. This year, we made considerable progress towards setting Spire up for long-term success. We continued to build a strong leadership team, and we're delighted to welcome Steve Greenley as our new Chief Operating Officer in October. Steve has over 25 years of utility operations experience and is overseeing our gas utilities in addition to our midstream segment.
He will play a key role as we continue to advance our strategy. This progress includes the pending acquisition of the Piedmont Natural Gas Tennessee business from Duke. We remain on track to close in the first quarter of calendar year 2026, making solid progress on all fronts, regulatory, financial, and integration. With the addition of Tennessee, Spire will operate across states with constructive regulatory frameworks and minimal regulatory lag. This strengthens our ability to deliver consistent and balanced growth across our utility businesses, improving diversification and stability of earnings. Importantly, each jurisdiction is supported by recovery mechanisms that encourage investment in critical infrastructure. Fiscal 2025 financial results reflected growth across all segments, driven by infrastructure investments.
In fiscal year 2025, we invested $922 million, with close to 90% being spent at the utilities, enhancing the reliability and safety of our systems for our customers. On the regulatory front, we were pleased to reach a positive settlement and outcome in the Missouri rate case, and new rates were effective in October. In Alabama, we worked closely with key stakeholders through the Rate Stabilization and Equalization, or RSE, rate-setting process, and rates were effective in early December. We remain focused on achieving consistent and constructive regulatory outcomes in all our jurisdictions, leading to a more sustainable financial performance trajectory. Even with significant critical investments in our systems, customer rate increases over the past several years in both Missouri and Alabama have been in line with rate of inflation, reinforcing our commitment to affordability.
Natural gas remains the most affordable energy source for heating, water heating, and cooking. Across our service territories, electricity is 2-3 times more expensive than natural gas. As Rob mentioned, in Missouri, new legislation passed establishing a future test year as the rate-setting model. The new forward-looking approach will allow natural gas and water utilities to set rates based on projected costs rather than historical expenses, enabling prudent planning, attracting investments in energy infrastructure, and fueling economic growth statewide. Demonstrating confidence in the long-term fundamentals of our business, I'm pleased to say that the Spire Board of Directors approved a dividend increase of 5.1%, bringing the annualized rate to $3.30 per share. Spire has continuously paid a cash dividend since 1946, and 2026 will mark the 23rd consecutive year that the dividend has increased.
As we look ahead to fiscal 2026, our priorities are clear and aligned with Spire's commitment to operational excellence, regulatory engagement, financial discipline, and strategic growth. First and foremost, we remain focused on safely delivering reliable natural gas service to our customers. We are executing on our capital plan for the year, targeting safety and long-term infrastructure resilience, while maintaining customer affordability through cost management. From a financial perspective, we are committed to delivering on our targets while maintaining a strong balance sheet that supports both our growth strategy and long-term shareholder value. Together, these priorities position Spire to deliver strong operational and financial performance and sustainable long-term growth. We are confident in our path forward and the opportunities ahead. Thank you for your continued support and interest in Spire.
Thank you, Scott. We will now address any questions. Courtney, do we have any questions?
Yes. Scott, can you discuss the current status of the acquisition of the Piedmont Natural Gas Tennessee business from Duke?
Sure. We continue to make progress towards closing. The Hart-Scott-Rodino review is complete, and we are now awaiting the approval of the Tennessee Public Utility Commission. Our financing plan is aligned in maintaining our current credit ratings, including a balanced mix of debt, equity, and hybrid securities. And then operationally, our transition planning is well underway. We have an 18-month transition service agreement designed to ensure a seamless continuity for both customers and our employees. We look forward to closing that transaction soon.
We have one additional question. Scott, perhaps you could take this. Scott, what are the company's business priorities for shareholders in fiscal year 2026?
Sure. You know, our priorities are to deliver value to shareholders this year, remain clear and consistent with the past several quarters. It's to deliver safe and reliable natural gas service. It's to execute on our capital plan efficiently. It's to maintain a strong focus on a customer affordability through our disciplined cost management. It's to achieve constructive regulatory outcomes, and it's clearly to successfully finance and close this Tennessee acquisition while ensuring a seamless integration.
There are no additional questions. We now have the preliminary report of the Inspector of Election. The results were as follows: For the first proposal, Sheri S. Cook, Vinny J. Ferrari, and Rob L. Jones each received favorable votes from greater than a majority of the voted shares, which is sufficient for each of them to be elected for a term of three years. Therefore, the proposal passes. The second proposal for advisory approval of compensation of our named executive officers received favorable votes from greater than a majority of the voted shares, which is sufficient for its advisory approval. The third proposal, to ratify the appointment of Deloitte & Touche to audit the accounts of Spire for fiscal year 2026, received favorable votes from a greater than a majority of the voted shares, which is sufficient for its approval.
Thank you. As you've heard, the nominees named in the proxy statement have been elected. Advisory approval of the compensation of our named executive officers has been obtained, and the ratification of the appointment of Deloitte & Touche has been approved. I would like to thank our shareholders for your investments in Spire and for your continued support. I'm confident in our ability to deliver value over the long term for our shareholders, employees, customers, and communities. We will achieve this through our strong focus on providing safe, affordable, reliable, and efficient energy. I will now ask Ms. Vomund for a closing statement and a motion to adjourn.
Broadridge Financial Solutions, along with its representative, Nancy Hoffman, the independent inspector of election and proxy tabulator for this annual meeting, will provide a final vote tabulation report after this meeting is complete, certifying the results on the three proposals, which will then be reported in a Form 8-K the company plans to file on or before January 30, 2026. Some of today's comments may have included forward-looking statements. Actual results may differ materially from those projected. A description of the risks and uncertainties that could cause future performance or results to be different than those anticipated are contained in the company's Form 10-K and other documents filed with the SEC, which are readily available.
We also note that to the extent any of the remarks contain non-GAAP financial measures, reconciliation of the non-GAAP financial measures to comparable GAAP measures can be found in our Form 10-K, available on our website. As Secretary, I move that the 2025 Annual Meeting of Shareholders be adjourned.
Thank you. The 2025 Annual Meeting of Shareholders is now formally adjourned. Thank you all for joining us today.
The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.