NISOURCE INC.
For the period ended Sep 30, 2026. Filed Oct 28, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Oct 28, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0001111711-26-000088
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsSummary of Consolidated Financial ResultsResults and Discussion of Segment OperationsColumbia OperationsNIPSCO OperationsLiquidity and Capital ResourcesRegulatory, Environmental and Safety MattersMarket Risk DisclosuresCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-28.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsSummary of Consolidated Financial ResultsNIPSCO OperationsResults and Discussion of Segment OperationsColumbia OperationsLiquidity and Capital ResourcesRegulatory, Environmental and Safety MattersMarket Risk DisclosuresThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 136 previous paragraphs and 145 current paragraphs.
89 unchanged; 37 reworded; 15 added; 10 removed; 0 previous and 4 current paragraphs rearranged.
Tables are not compared: 14 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (15)
Current report
In October 2026, NIPSCO entered into an agreement with Microsoft, which will be submitted to the IURC for approval, under which NIPSCO will provide capacity and electricity services to Microsoft’s data center facility to be located in NIPSCO’s service territory pursuant to a capacity commitment beginning in 2028 and increases to 788 MW commencing in 2031 (the “Microsoft Contract”). The initial term of the Microsoft Contract ends 20 years after the initial energization of Microsoft’s data center. Microsoft will make an initial capacity payment in 2026, and commencing in the second quarter of 2027 through the end of the initial term, Microsoft will pay monthly capacity charges that are based on negotiated rates and actual consumption (subject to specified minimum amounts throughout the initial term), together with certain pass-through charges and an existing system charge which will be used to pass savings back to existing electric customers. These charges are structured to provide us with a return of and on our invested capital over the twenty-year initial term. The Microsoft Contract contains provisions for adjustment of the capacity charge designed to provide us with an unlevered internal rate of return on our invested capital over the initial term within a defined range, which we expect over the life of the Microsoft Contract to result in an overall realized return greater than that of NIPSCO’s current electric operations, driven by execution and financing. Our realized overall return may be impacted by factors such as construction costs, operating performance, financing costs and other variables. Either party may terminate the Microsoft Contract upon certain defaults or failure to obtain necessary related approvals from the IURC and FERC. If the Microsoft Contract is terminated (other than as a result of default by NIPSCO), the customer is required to make certain termination payments that we believe will be sufficient to reimburse us for our investment costs, and NIPSCO has certain obligations to mitigate.
Current report
The customer’s electricity supply under the Microsoft Contract will be provided through Pool Resource Assets. See “Data Center Strategy & Pool Resource Assets” below for additional information on our Pool Resource Assets model. NIPSCO will construct transmission infrastructure to connect Microsoft facilities to the grid. In addition, NIPSCO will enter into a PPA with GenCo in connection with the Microsoft Contract, which will be submitted to the IURC for approval.
Current report
GenCo continues to advance development of its new CCGT facility to support the ADS Contract. During the period, key project milestones included receipt of major permits, issuance of Full Notice to Proceed to our EPC contractor, continued engineering and procurement activities, and commencement of site construction. Current field activities include site preparation, mass grading, and other civil works supporting future power block construction. Following a change to construction plans for the CCGT facilities, it is now expected to reach commercial operation during 2030 (and technical and conforming amendments have been made to the ADS Contract).
Current report
GenCo is also advancing the development of a combined 400 MW and 100 MW BESS installation. Engineering, procurement, and construction activities are progressing, with project mobilization completed and on-site work underway. Current activities include site preparation, roadway improvements, and other civil work supporting future battery system installation.
Current report
NIPSCO continues to advance development activities supporting the planned data center, including permitting and other site development activities related to transmission infrastructure.
Current report
In October 2026, GenCo entered into the AGP Tolling Agreement with AGP, pursuant to which AGP will develop, construct, own, and operate a 600 MWAC / 2,400 MWh stand-alone battery energy storage system (the "AGP Project") interconnected to the MISO electric transmission system. Under the AGP Tolling Agreement, GenCo will supply, at its expense, the electricity used to power the AGP Project and, in exchange for storage payments based on a fixed rate (subject to certain adjustments) and the AGP Project’s actual power capacity, will have the right to instruct dispatch of the AGP Project and receive the economic benefits of its available capacity, discharged energy, energy storage services, ancillary services and (if applicable) environmental attributes, including revenues generated from the sale of such products into the applicable MISO markets (the “Products”). See Note 14, "Other Commitments and Contingencies - D. Other Matters," for additional information.
Current report
On August 11, 2026, NIPSCO experienced an unprecedented severe weather event, accompanied by a series of subsequent storms over the ensuing days, which caused widespread damage across portions of its electric distribution system and resulted in outages impacting approximately 375,000 customers. Restoration efforts included the deployment of significant Company and contractor resources and the replacement of approximately 1,500 distribution and transmission poles and five transmission towers. In the third quarter, the Company incurred approximately $216.9 million of storm-related costs, including $13.2 million of operations and maintenance expense, and recorded retirements of damaged utility assets of $41.6 million related to the August storms. The Company capitalized approximately $162.1 million related to the restoration and replacement of damaged infrastructure.
Current report
Property tax expense decreased primarily due to the impact of a settlement with the Ohio Department of Taxation related to tax years 2022 through 2025.
Current report
•In October 2025, we executed a forward sale agreement, which allowed us to issue a fixed number of shares at a price to be settled in the future. The forward purchaser under our forward sale agreement borrowed 2,390,057 shares from third parties, which the forward purchaser sold, through its affiliated agent, at a weighted average price of $41.84 per share. In October 2026, we settled the forward sale agreement in shares for $99.9 million, based on a net price of $41.81 per share.
Current report
•In August 2026, we completed the issuance and sale of $750.0 million of 6.25% fixed-to-fixed reset rate junior subordinated notes maturing in 2057, which resulted in approximately $740.1 million of net proceeds after debt issuance costs.
Current report
We have updated our capital plan and expect to make capital investments totaling approximately $40.0 billion during 2027-2033, including $32.0 billion to support our base business and $8.0 billion to support GenCo. An estimate of our forecasted capital investments over the next five years is included in the table below. GenCo capital investments are inclusive of both our Contract Assets and Pool Resource Assets to support our data center customers.
Current report
(5)The requested incremental revenue under the three-year rate plan is $158.8 million, $103.2 million, and $89.3 million for rate years ending December 31, 2028, 2029, and 2030, respectively, with rates effective for January billing cycle of each respective year.
Current report
Physical Climate Risks. Climate change may increase the frequency and severity of extreme weather events, which could materially impact our facilities, energy sales, and operating results. While the timing and magnitude of these events are difficult to predict, we routinely assess physical risks, including climate-related risks, across our business. More extreme temperature fluctuations, stronger storms, flooding, and changing precipitation patterns that affect river and lake levels are among the weather-related factors most likely to influence our operations. Physical climate risks are continually evaluated and incorporated into operational planning, investment decisions, and long-term asset management strategies.
Current report
In September 2026, the EPA undertook two key regulatory actions affecting GHG emission regulations for the electric power sector. First, the EPA finalized a rule repealing key portions of the 2024 Carbon Pollution Standards for power plants, including requirements for carbon capture and storage ("CCS") and natural gas co-firing at certain existing coal plants and CCS at new baseload natural gas plants that would have taken effect on January 1, 2030, and January 1, 2032, respectively. This action will remove a regulatory constraint that would have significantly impacted planned NIPSCO and GenCo gas generation, allowing customers to avoid approximately $675 million in additional cost as contemplated through the 2024 Plan. Second, the EPA proposed a separate rule to repeal all remaining power-sector GHG emissions standards, including capacity factor limits for new simple cycle turbines. The impact of this proposal is being assessed.
Removed paragraphs (10)
Previous report
GenCo continues to advance development of its new combined‑cycle natural gas‑fired generation facility to support the ADS Contract. During the period, the EPC contractor progressed engineering, procurement, and planning activities in support of construction beginning in the third quarter of 2026, including mobilization in June 2026 for initial civil site work. The equipment supply contract for the CCGT units is progressing in accordance with planned delivery schedules.
Previous report
GenCo is also advancing the development of a combined 400 MW and 100 MW BESS installation. The battery equipment supply contract was awarded in February 2026, and the EPC contractor continues engineering, procurement, and planning activities to support the anticipated start of on-site construction in the third quarter of 2026.
Previous report
NIPSCO Union Contract Negotiations: On April 2, 2026, NIPSCO initiated a lockout of employees represented by the United Steelworkers following months of extensive negotiations to produce successor collective bargaining agreements by the contract expiration date of March 31, 2026. Agreements were reached and subsequently ratified by the physical and clerical bargaining units on April 24, 2026, and May 1, 2026, respectively, ending the lockout. During the lockout period, we incurred incremental costs to support our work continuity plans. For additional information see Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations—NIPSCO Operations.
Previous report
NIPSCO has one remaining project under the 2021 Plan still under development. We expect the Templeton project, a wind BTA project with nameplate capacity of 200 MW, to be placed in service in 2027. See "Executive Summary - Energy Transition" in this Management's Discussion for additional information. NIPSCO has sold, and may in the future sell, renewable energy credits from its renewable generation to third parties to offset customer costs.
Previous report
In March 2026, we experienced damage to our solar generation facilities at Dunn's Bridge I due to an extreme weather event. As of June 30, 2026, we deferred $3.5 million of costs related to site cleanup and safety, and recorded a loss of $16.2 million to impair the assets damaged during the storm. We believe these expenses are probable of recovery and have recorded an offsetting insurance receivable of $19.7 million, inclusive of anticipated reimbursement for incurred cleanup costs.
Previous report
In April 2026, NIPSCO initiated a lockout of employees represented by the United Steelworkers following months of extensive negotiations to produce successor collective bargaining agreements by the contract expiration date of March 31, 2026. Agreements were reached and subsequently ratified by the physical and clerical bargaining units in April and May 2026, respectively, ending the lockout. During the lockout period, we incurred incremental costs to support our work continuity plans, which consisted of external and internal labor costs and other outside services including power delivery, gas operations, security, generation, and administrative costs.
Previous report
We expect to make capital investments of approximately $600 million in connection with Pool Resource Assets initially being developed in connection with contracted demand from data center customers. These capital expenditures are incremental to the estimates of capital investments relating to data center contracts described in our Annual Report on Form 10-K for the year ended December 31, 2025. For an overview of our forecasted capital investments in the period from 2026 through 2030, refer to Part I, Item 2, "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Cash Flow Activities—Investing Activities" in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.
Previous report
(2)TDSIC – 7 was originally filed in May 2025. TDSIC - 7 was refiled in February 2026, due to the electric rate case Step 2 Compliance Filing. The refiling adjusted the capital in the tracker from $315.6 million to $175.4 million.
Previous report
Physical Climate Risks. Increased frequency of severe and extreme weather events associated with climate change could materially impact our facilities, energy sales, and results of operations. We are unable to predict these events. However, we perform assessments of physical risk, including physical climate risk, to our business. More extreme and volatile temperatures, increased storm intensity and flooding, and more volatile precipitation leading to changes in lake and river levels are among the weather events that are most likely to impact our business. Efforts to mitigate these physical risks continue to be implemented.
Previous report
In June 2025, the EPA proposed to repeal GHG emissions standards for fossil fuel-fired power plants that were finalized by the previous federal administration in May 2024. The proposed repeal would eliminate key requirements from the 2024 Carbon Pollution Standards, including capacity factor thresholds and carbon capture and storage (CCS) mandates. If finalized as proposed, this action would remove regulatory constraints that could significantly impact planned gas generation, allowing customers to avoid approximately $675 million in additional cost as contemplated through the 2024 NIPSCO IRP.
Reworded paragraphs (37)
Previous wording
Data Center Contracts and Strategy: Set forth below is a discussion of recent developments relating to our data center contracts and strategy. This discussion is supplemental to, and should be read in conjunction with, our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, in particular Part I, Item 1A, "Risk Factors—Data Center Operations and Strategy Risk" and Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Summary—ADS Contract and Data Center Strategy", and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, in particular Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations— Executive Summary—Data Center Contracts and Strategy."
Current wording
Data Center Contracts and Strategy: NIPSCO recently entered into a data center contract with a new customer, Microsoft. Set forth below is a discussion of this new contract and other recent developments relating to our data center contracts and strategy. This discussion is supplemental to, and should be read in conjunction with, Part II Item 1A, "Risk Factors" of this report, as well as our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, in particular Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Summary—ADS Contract and Data Center Strategy" and our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2026 and June 30, 2026, in particular Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations—Executive Summary—Data Center Contracts and Strategy" in each such report.
Previous wording
We evaluate potential transactions with Pool Resource Asset customers in the context of existing demand and resources within the pool in order to promote a sustainable alignment between committed customer demand within the pool and capacity available from Pool Resource Assets. For additional information regarding our Pool Resource Asset strategy and the initial Pool Resource Assets expected to serve our existing data center customers, refer to Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations— Executive Summary" in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.
Current wording
We evaluate potential transactions with Pool Resource Asset customers in the context of existing demand and resources within the pool in order to promote a sustainable alignment between committed customer demand within the pool and capacity available from Pool Resource Assets. GenCo also plans to construct two 239 MW F-frame CTs to be added to the Pool Resource Assets. GenCo has entered into the F-Frames EPC Contract with Quanta, and certain equipment supply contracts, including a contract to acquire turbines, with respect to the construction of these F-frame CTs. The target price, project scope and project schedule under the F-Frames EPC Contract are subject to change; however, based on our initial assessment, we believe that the F-frame CTs should reach commercial operation by the end of 2029. Our updated estimates of capital investments for GenCo for the period 2027 - 2031 set forth below under “Liquidity and Capital Resources—Cash Flow Activities—Investing Activities” include the amounts we currently expect to invest to construct the F-frame CTs; however such amounts are subject to change as we finalize the target price, scope and schedule for the related EPC contract. The F-frame CTs will be subject to approval by the IURC.
Previous wording
In order to perform under any further data center contracts, we expect that we would need to develop or contract for additional generation and transmission assets, which may be significant, and obtain additional financing in connection with such development. For these and other reasons, our ability to successfully execute our data center strategy is subject to a number of risks and uncertainties. Refer to Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Current wording
In order to perform under any further data center contracts, we expect that we would need to develop or contract for additional generation and transmission assets, which may be significant, and obtain additional financing in connection with such development. For these and other reasons, our ability to successfully execute our data center strategy is subject to a number of risks and uncertainties. Refer to Part II, Item 1A, "Risk Factors" of this report and Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Previous wording
Energy Transition: We continue to advance our energy transition strategy, primarily through the continuation and enhancement of existing programs, such as implementing our plan to retire and replace remaining coal-fired electric generation by 2028 with a balanced mix of low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak detection and repair. We continue to make progress on our electric generation transition, initiated through our 2018 Plan, and we are continually adjusting to the dynamic energy landscape. Before the planned retirement of the R.M. Schahfer coal facility at the end of December 2025, NIPSCO received the first of successive emergency orders under section 202(c) of the Federal Power Act, to continue operating in 90-day increments, currently through September 19, 2026. The orders stated that continued operation of R.M. Schahfer is required to meet an energy emergency across MISO’s North and Central regions. Consistent with the Federal Power Act and the U.S. Department of Energy regulations, the order authorizes NIPSCO to obtain cost recovery pursuant to 16 U.S.C. § 824a(c). For additional information, see Note 9, "Regulatory Matters," and see Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Current wording
Energy Transition: We continue to advance our energy transition strategy, primarily through the continuation and enhancement of existing programs, such as implementing our plan to retire and replace coal-fired electric generation with a balanced mix of low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak detection and repair. Before the planned retirement of the R.M. Schahfer coal facility at the end of December 2025, NIPSCO received the first of successive emergency orders under Section 202(c) of the Federal Power Act, to continue operating in 90-day increments, currently through December 18, 2026. The orders stated that continued operation of R.M. Schahfer is required to meet an energy emergency across MISO’s North and Central regions. Consistent with the Federal Power Act and the U.S. Department of Energy regulations, the order authorizes NIPSCO to obtain cost recovery pursuant to 16 U.S.C. § 824a(c). For additional information, see Note 9, "Regulatory Matters," and see Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Previous wording
NIPSCO's 2021 Plan calls for a new natural gas peaking facility to replace existing vintage gas peaking facilities at the R.M. Schahfer Generating Station to support system reliability and resiliency, and upgrades to the electric transmission system. Following approval by the IURC in October 2024, the construction of a new 400 MW natural gas peaking generation facility is underway, which is expected to support the planned retirement of the existing vintage gas peaking facilities by the end of 2028. The 2021 Plan affirms the retirement of the Michigan City Generating Station by 2028 and calls for new natural gas peaking facilities. Final retirement dates for these units will be subject to MISO approval.
Current wording
NIPSCO's 2021 Plan called for a new natural gas peaking facility to replace existing vintage gas peaking facilities at the R.M. Schahfer Generating Station to support system reliability and resiliency, and upgrades to the electric transmission system. Following approval by the IURC in October 2024, the construction of a new 400 MW natural gas peaking generation facility is underway, which is expected to support the planned retirement of the existing vintage gas peaking facilities by the end of 2028. Final retirement dates for these units will be subject to MISO approval.
Previous wording
NIPSCO's 2024 Plan was submitted to the IURC on December 9, 2024. The 2024 Plan maintains the retirement decisions and capacity additions identified in the 2018 and 2021 Integrated Resource Plans and calls for additional generation resources through 2029 to support capacity requirements. The 2024 Plan informs future generation investments required to ensure reliability for NIPSCO’s customers and incorporates factors such as anticipated load growth from data centers and other economic development opportunities, EPA emissions rules, and evolving MISO resource accreditation rules. Given that the 90-day 202(c) emergency order could continue to be issued every 90 days to keep R.M. Schahfer open for the foreseeable future, and given that MISO's resource accreditations for renewables and storage remain uncertain, it will be necessary to evaluate changes to our previously communicated resource timelines and alternative resource decisions. We plan to move as efficiently as possible while maintaining the integrity of our commercial, planning, regulatory, procurement and operational execution processes.
Current wording
NIPSCO's 2024 Plan was submitted to the IURC on December 9, 2024. The 2024 Plan maintains the retirement decisions and capacity additions identified in the prior integrated resource plans and calls for additional generation resources through 2029 to support capacity requirements. The 2024 Plan informs future generation investments required to ensure reliability for NIPSCO’s customers and incorporates factors such as anticipated load growth from data centers and other economic development opportunities, EPA emissions rules, and evolving MISO resource accreditation rules.
Previous wording
We continue to enhance safety and reduce methane emissions on our gas systems through modernization programs and utilization of advanced leak detection and repair. In addition, we plan to advance other low- or zero-emission energy resources and technologies, such as hydrogen and renewable natural gas.
Current wording
We continue to enhance safety and reduce methane emissions on our gas systems through modernization programs and utilization of advanced leak detection and repair. In addition, we intend to advance other low- or zero-emission energy resources and technologies, such as hydrogen and renewable natural gas.
Previous wording
Value Captured: During the first quarter, we initiated a multi-year program, Value Captured, aimed at accelerating certain transformation activities in response to growing customer affordability concerns. This program is focused on operational efficiencies, evaluating target operating models and improving long-term scalability. In the second quarter, we began our first phase of internal functional re-organization, resulting in involuntary employee separations. The separation benefits provided fall under our existing severance policy. The re-organization is ongoing and is expected to result in additional impacts.
Current wording
Value Captured: During the first quarter of 2026, we initiated a multi-year program, Value Captured, aimed at accelerating certain transformation activities in response to growing customer affordability concerns. This program is focused on operational efficiencies, evaluating target operating models and improving long-term scalability. In the second quarter of 2026, we began our first phase of internal functional re-organization, resulting in involuntary employee separations. The separation benefits provided fall under our existing severance policy. The re-organization is ongoing and is expected to result in additional impacts.
Previous wording
A summary of our consolidated financial results for the three and six months ended June 30, 2026 and 2025 are presented below:
Current wording
A summary of our consolidated financial results for the three and nine months ended September 30, 2026 and 2025 is presented below:
Previous wording
The decrease in net income available to common shareholders for the three months ended June 30, 2026 was primarily due to higher operation and maintenance expense, primarily related to outside services and labor costs, increased depreciation expense, and higher interest expense, partially offset by higher revenues associated with capital investments.
Current wording
The increase in net income available to common shareholders for the three months ended September 30, 2026 was primarily due to higher revenues associated with the impact of new rates, lower property taxes, and lower income taxes partially offset by higher operation and maintenance expense, including costs associated with increased storm activity, depreciation expense and higher interest expense.
Previous wording
The decrease in net income available to common shareholders for the six months ended June 30, 2026 was primarily due to higher operation and maintenance expense, primarily related to outside services and labor costs, increased interest expense, and increased depreciation expense, partially offset by higher revenues associated with capital investments.
Current wording
The increase in net income available to common shareholders for the nine months ended September 30, 2026 was primarily due to higher revenues associated with the impact of new rates, lower property taxes, lower income taxes partially offset by higher operation and maintenance expense, including work continuity and costs associated with increased storm activity, depreciation expense and higher interest expense.
Previous wording
Financial and operational data for the NIPSCO Operations segment, which services both gas and electric customers, for the three and six months ended June 30, 2026 and 2025 are presented below.
Current wording
Financial and operational data for the NIPSCO Operations segment, which services both gas and electric customers, for the three and nine months ended September 30, 2026 and 2025 are presented below.
Previous wording
The underlying reasons for changes in our operating revenues for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below.
Current wording
The underlying reasons for changes in our operating revenues for the three and nine months ended September 30, 2026 compared to the same period in 2025 are presented below.
Previous wording
The increase in total volumes sold to electric customers for the three and six months ended June 30, 2026 compared to the same period in 2025 was primarily attributable to increased industrial usage and residential customer count, partially offset by decreased residential and wholesale and other usage.
Current wording
The increase in total volumes sold to electric customers for the three months ended September 30, 2026 compared to the same period in 2025 was primarily attributable to increased industrial and commercial usage, partially offset by decreased residential and wholesale and other usage. The increase in total volumes sold to electric customers for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily attributable to increased industrial usage and increased residential and commercial customer count, partially offset by decreased residential usage.
Previous wording
The decrease in total volumes sold to gas customers for the three and six months ended June 30, 2026 compared to the same period in 2025 was primarily attributable to decreased usage by industrial, residential, and commercial customers due to warmer weather, partially offset by increases in residential and commercial customer count.
Current wording
The decrease in total volumes sold to gas customers for the three months ended September 30, 2026 compared to the same period in 2025 was primarily attributable to decreased usage by residential customers due to warmer weather. The decrease in total volumes sold to gas customers for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily attributable to decreased usage by residential customers due to warmer weather and decreased usage by industrial customers, partially offset by increases in residential customer count.
Previous wording
Cost of energy for the NIPSCO Operations segment's electric activities is principally comprised of the cost of coal, natural gas purchased for internal generation of electricity, transportation of coal and natural gas, and the cost of power purchased from generators of electricity for its generation and transmission activities. For its gas distribution activities, NIPSCO Operations' cost of energy is principally comprised of the cost of natural gas procured and transported on behalf of and sold to customers while providing distribution services, as well as the transportation and storage costs of acquiring natural gas. NIPSCO Operations has state-approved recovery mechanisms that provide a means for full recovery of prudently incurred costs of energy. The majority of these costs of energy are passed through directly to the customer, and the costs of energy included in operating revenues are matched with the cost of energy expense recorded in the period. Any difference in actual costs incurred and amounts billed to customers is recorded on the Condensed Consolidated Balance Sheets (unaudited) as under-recovered or over-recovered fuel and gas costs to be included in future customer billings. Therefore, increases in these tracked operating expenses are offset by increases in operating revenues and have essentially no impact on net income.
Current wording
Operations has state-approved recovery mechanisms that provide a means for full recovery of prudently incurred costs of energy. The majority of these costs of energy are passed through directly to the customer, and the costs of energy included in operating revenues are matched with the cost of energy expense recorded in the period. Any difference in actual costs incurred and amounts billed to customers is recorded on the Condensed Consolidated Balance Sheets (unaudited) as under-recovered or over-recovered fuel and gas costs to be included in future customer billings. Therefore, increases in these tracked operating expenses are offset by increases in operating revenues and have essentially no impact on net income.
Previous wording
The underlying reasons for changes in our operating expenses for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below.
Current wording
The underlying reasons for changes in our operating expenses for the three and nine months ended September 30, 2026 compared to the same period in 2025 are presented below.
Previous wording
NIPSCO continues to execute on an electric generation transition consistent with the 2018 Plan and 2021 Plan and maintained in the 2024 Plan. Before the planned retirement of the R.M. Schahfer coal facility at the end of December 2025, NIPSCO received the first of successive emergency orders under section 202(c) of the Federal Power Act, to continue operating in 90-day increments, currently through September 19, 2026. The orders stated that continued operation of R.M. Schahfer is required to meet an energy emergency across MISO’s North and Central regions. Consistent with the Federal Power Act and the U.S. Department of Energy regulations, the order authorizes NIPSCO to obtain cost recovery pursuant to 16 U.S.C. § 824a(c). As directed, NIPSCO continued to make R.M. Schahfer available in the MISO market. Following receipt of the emergency order, NIPSCO filed a complaint at FERC seeking a modification of the MISO tariff to establish a mechanism for recovery and allocation of the cost to comply with this order. NIPSCO made two filings with the IURC related to the emergency order. The first filing is to confirm accounting treatment of current electric rate order, and the second is a filing for recovery of federally mandated expenses related to the emergency order, which will be utilized in the event that any costs of complying with the emergency order fall outside of the MISO tariff recovery. Jurisdictional revenues and operating costs associated with R.M. Schahfer are recorded within the Income Statement, but are subject to recovery under the tariff established by the 202(c) emergency order and returned to customers. For additional information, see Note 9, Regulatory Matters.
Current wording
NIPSCO continues to execute on an electric generation transition consistent with the 2018 Plan and 2021 Plan and maintained in the 2024 Plan. Before the planned retirement of the R.M. Schahfer coal facility at the end of December 2025, NIPSCO received the first of successive emergency orders under Section 202(c) of the Federal Power Act, to continue operating in 90-day increments, currently through December 18, 2026. Following receipt of the emergency order, NIPSCO filed a complaint at FERC seeking a modification of the MISO tariff to establish a mechanism for recovery and allocation of the cost to comply with this order. NIPSCO made two filings with the IURC related to the emergency order. The first filing is to confirm accounting treatment of current electric rate order, and the second is a filing for recovery of federally mandated expenses related to the emergency order, which will be utilized in the event that any costs of complying with the emergency order fall outside of the MISO tariff recovery. Jurisdictional revenues and operating costs associated with R.M. Schahfer are recorded within the Income Statement, but are subject to recovery under the tariff established by the Section 202(c) emergency order and returned to customers. For additional information, see Note 9, "Regulatory Matters."
Previous wording
Financial and operational data for the Columbia Operations segment for the three and six months ended June 30, 2026 and 2025 are presented below.
Current wording
Financial and operational data for the Columbia Operations segment for the three and nine months ended September 30, 2026 and 2025 are presented below.
Previous wording
The underlying reasons for changes in our operating revenues for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below.
Current wording
The underlying reasons for changes in our operating revenues for the three and nine months ended September 30, 2026 compared to the same period in 2025 are presented below.
Previous wording
The decrease in volumes for the three and six months ended June 30, 2026 compared to 2025 was a result of decreased usage from off-system, residential, and commercial customers, partially offset by increases in industrial usage and residential and commercial customer count.
Current wording
The decrease in volumes for the three months ended September 30, 2026 compared to 2025 was a result of decreased usage from off-system and industrial, partially offset by an increase in commercial usage.
Previous wording
The underlying reasons for changes in our operating expenses for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below.
Current wording
The underlying reasons for changes in our operating expenses for the three and nine months ended September 30, 2026 compared to the same period in 2025 are presented below.
Previous wording
The aggregate cost of Contract Assets and Pool Resource Assets supporting our existing data center customers is currently estimated to be between $9.25 to $9.75 billion. We expect to finance the construction and development of these assets and purchases of market capacity through a number of sources including, but not limited to, funds received under our data center contracts, debt, and equity financing raised by NiSource and capital contributions from affiliates of Blackstone to NIPSCO Holdings II and Generation Holdings II in connection with such Blackstone affiliates’ minority interest investments in those entities. For additional information on these minority interest investments, refer to Note 4, "Noncontrolling Interests," and Note 19, "Other Commitments and Contingencies - E. Other Matters," in our Annual Report on Form 10-K for the year ended December 31, 2025. If we enter into additional data center contracts, we expect that we would need to develop additional generation assets to serve our new data center customers, which may be significant. In order to fund the development of these assets required to serve our data center customers we will be required to obtain significant additional financing, for which we may consider other funding sources, structures, or partnerships, which may include JVs, off-balance sheet arrangements in the form of BTAs, or other arrangements to support maintenance of our investment grade credit ratings.
Current wording
The aggregate cost of planned expenditures supporting our existing data center customers is currently estimated to be between $14.0 and $14.5 billion. If we enter into additional data center contracts, we expect that we would need to develop additional generation and transmission assets to serve our new data center customers, which may be significant. In order to fund the development of these assets required to serve current and future data center customers, we will be required to obtain significant financing. We expect to finance the construction and development of these assets and purchases of market capacity through a number of sources including, but not limited to, funds received under our Current Data Center Contracts, debt, equity financing raised by NiSource, and capital contributions from affiliates of Blackstone to NIPSCO Holdings II and Generation Holdings II in connection with such Blackstone affiliates’ minority interest investments in those entities, and we may consider other funding sources, structures, or partnerships, which may include JVs, off-balance sheet arrangements, or other arrangements to support maintenance of our investment grade credit ratings. For additional information on these minority interest investments, refer to Note 4, "Noncontrolling Interests," and Note 19, "Other Commitments and Contingencies - E. Other Matters," in our Annual Report on Form 10-K for the year ended December 31, 2025.
Previous wording
The year over year decrease in cash from operating activities was primarily attributable to changes in exchange gas receivables, partially offset by increases in accounts receivable and depreciation.
Current wording
The year over year increase in cash from operating activities was primarily attributable to changes in accounts receivable, accounts payable and other noncurrent liabilities. These increases were partially offset by changes in exchange gas receivables and payables, primarily due to the timing of gas fuel cost deferrals and recoveries, as well as changes in regulatory assets and liabilities, and prepayments and other current assets.
Previous wording
The year over year decrease in investing activities was primarily driven by prior year milestone payments to renewable generation asset developers for certain of our BTA projects and prior year advanced deposits offset by current year capital expenditures.
Current wording
The year over year increase in investing activities was primarily driven by current year capital expenditures and advance deposits partially offset by prior year milestone payments to renewable generation asset developers for certain of our BTA projects and capital expenditure reimbursement in the current year.
Previous wording
(3)Capital investment is based on a projected amount. The capital investment has not all been incurred to date and represents a forecasted average for the billing period.
Current wording
(2)Capital investment is based on a projected amount. The capital investment has not all been incurred to date and represents a forecasted average for the billing period.
Previous wording
Columbia of Ohio filed an application in December 2025 to seek continuation of its PHMSA IRP Rider for calendar year 2027. The request includes recovery of $404.3 million of capital to reconfirm maximum allowable operating pressure of transmission class pipe to meet federal rule requirements. Also, Columbia of Ohio filed an application in June 2026 to seek continuation of its Rider IRP and CEP Rider for calendar year 2027. The request includes recovery of $241.7 million of capital for Rider IRP and $345.6 million of capital for the CEP Rider.
Current wording
Columbia of Ohio filed an application in December 2025 to seek continuation of its PHMSA IRP Rider for calendar year 2027. The request includes recovery of $404.3 million of capital to reconfirm maximum allowable operating pressure of transmission class pipe to meet federal rule requirements. In August 2026, Columbia of Ohio filed an unopposed Stipulation with PUCO Staff agreeing to a reduction of its PHMSA IRP Rider Capital to $186.9 million for calendar year 2027. An order from the PUCO ruling on this application is anticipated in the fourth quarter of 2026. In October 2026, Columbia of Ohio filed an unopposed stipulation which includes recovery of $222.4 million of capital for Rider IRP and $188.9 million of capital for the CEP Rider.
Previous wording
NIPSCO filed a Gas TDSIC Plan (2026 - 2030) in December 2025. The petition is seeking recovery of new or replacement projects undertaken for the purpose of safety, reliability, system modernization, or economic development. The request includes $741.0 million of estimated capital, including indirect costs and AFUDC. There was a hearing in May 2026 with the final order expected in the third quarter of 2026.
Current wording
NIPSCO filed a Gas TDSIC Plan (2026 - 2030) in December 2025. The petition is seeking recovery of new or replacement projects undertaken for the purpose of safety, reliability, system modernization, or economic development. The request includes $741.0 million of estimated capital, including indirect costs and AFUDC. In August 2026, NIPSCO filed a Petition for Reconsideration of the IURC's August 5 order denying the proposed Gas TDSIC Plan. Rather than seeking reconsideration of the original order, NIPSCO requested approval of the Rural Extensions Program, which represented direct capital of approximately $208.0 million of the proposed TDSIC Plan, excluding indirect costs and AFUDC, included in the TDSIC Plan. In October, the IURC denied NIPSCO’s Petition for Reconsideration of the Rural Extension Programs. In addition, in September 2026, NIPSCO filed a notice of appeal with the Indiana Court of Appeals.
Previous wording
Debt Covenants. We are subject to a financial covenant under our revolving credit facility, which requires us to maintain a debt to capitalization ratio that does not exceed 70.0%. As of June 30, 2026, the ratio was 52.6%.
Current wording
Debt Covenants. We are subject to a financial covenant under our revolving credit facility, which requires us to maintain a debt to capitalization ratio that does not exceed 70.0%. As of September 30, 2026, the ratio was 51.3%.
Previous wording
Certain of our subsidiaries have agreements that contain ''ratings triggers'' that require increased collateral if our credit rating or the credit ratings of certain of our subsidiaries are below investment grade. These agreements are primarily for insurance purposes and for the physical purchase or sale of power. As of June 30, 2026, the collateral requirement of approximately $153.9 million would be required in the event of a downgrade below investment grade. In addition to agreements with ratings triggers, there are other agreements that contain ''adequate assurance'' or ''material adverse change'' provisions that could necessitate additional credit support such as letters of credit and cash collateral to transact business.
Current wording
Certain of our subsidiaries have agreements that contain ''ratings triggers'' that require increased collateral if our credit rating or the credit ratings of certain of our subsidiaries are below investment grade. These agreements are primarily for insurance purposes and for the physical purchase or sale of power. As of September 30, 2026, the collateral requirement of approximately $154.2 million would be required in the event of a downgrade below investment grade. In addition to agreements with ratings triggers, there are other agreements that contain ''adequate assurance'' or ''material adverse change'' provisions that could necessitate additional credit support such as letters of credit and cash collateral to transact business.
Previous wording
Equity. Our authorized capital stock consists of 770,000,000 shares, $0.01 par value, 750,000,000 are common stock and 20,000,000 are preferred stock. As of June 30, 2026, 479,498,053 shares of common stock were outstanding and no shares of preferred stock were outstanding.
Current wording
Equity. Our authorized capital stock consists of 770,000,000 shares, $0.01 par value, 750,000,000 are common stock and 20,000,000 are preferred stock. As of September 30, 2026, 479,602,650 shares of common stock were outstanding and no shares of preferred stock were outstanding.
Previous wording
Contractual Obligations. A summary of contractual obligations is included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. Since December 31, 2025, NIPSCO and GenCo have executed several capacity agreements and other agreements to support data center contracts. In addition, GenCo has exercised an option and intends to convert its ESA relating to the Tipton BESS Project to a BTA. Except for these items and our May 2026 debt issuances, there were no additional material changes from year-end during the six months ended June 30, 2026. Refer to Note 8, "Long-Term Debt," and Note 15, "Other Commitments and Contingencies," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for additional information regarding the EPC Contracts and equipment supply contracts.
Current wording
Contractual Obligations. A summary of contractual obligations is included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. Since December 31, 2025, NIPSCO and GenCo have executed several capacity agreements and other agreements to support data center contracts. In addition, GenCo has exercised an option and intends to convert its ESA relating to the Tipton BESS Project to a BTA. Except for these items and our May and August 2026 debt issuances, there were no additional material changes from year-end during the nine months ended September 30, 2026. Refer to Note 8, "Long-Term Debt," and Note 14, "Other Commitments and Contingencies," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for additional information regarding the EPC Contracts and equipment supply contracts.
Previous wording
(4)The requested incremental revenue under the multi-year rate plan is $49.4 million for the first rate year based on the forecasted rate year ending September 30, 2027 with rates effective October 2026, and an additional $15.0 million for the second rate year, based on the forecasted rate year ending September 30, 2028 with rates effective October 2027.
Current wording
(4)The requested incremental revenue under the multi-year rate plan is $49.4 million and $15.0 million for rate years ending September 30, 2027 and 2028, respectively, with rates effective October 2026 on an interim basis subject to refund and October 2027, respectively.
Previous wording
In March 2025, the EPA announced it will undertake 31 deregulatory actions to advance the current presidential administration’s policy priorities as directed by various executive orders. These actions will address multiple existing water, waste, air and climate regulations including, but not limited to, GHG and CCR rules. In November 2025, the EPA proposed a rule to extend the compliance deadline for owners and operators to complete closure of their unlined CCR surface impoundments larger than 40 acres from October 2028 to October 2031. In February 2026, the EPA issued a final rule rescinding the 2009 Endangerment Finding, the scientific and legal foundation for federal GHG regulations under the Clean Air Act. Additionally, in February 2026, the EPA issued a final rule extending compliance deadlines for several provisions of the Legacy CCR Rule and subsequently, also in April 2026 proposed further revisions to the Legacy CCR Rule. NiSource will continue to monitor these matters and assess the impacts to our business as regulations are proposed and finalized, or as otherwise required by law.
Current wording
In March 2025, the EPA announced it will undertake 31 deregulatory actions to advance the current presidential administration’s policy priorities as directed by various executive orders. These actions will address multiple existing water, waste, air and climate regulations including, but not limited to, GHG and CCR rules. In November 2025, the EPA proposed a rule to extend the compliance deadline for owners and operators to complete closure of their unlined CCR surface impoundments larger than 40 acres from October 2028 to October 2031. In February 2026, the EPA issued a final rule rescinding the 2009 Endangerment Finding, the scientific and legal foundation for federal GHG regulations under the Clean Air Act. Additionally, in February 2026, the EPA issued a final rule extending compliance deadlines for several provisions of the
Previous wording
Net Zero Goal. In November 2022, we announced a goal of net zero GHG emissions by 2040 covering both Scope 1 and Scope 2 GHG emissions ("Net Zero Goal"). Our Net Zero Goal builds on GHG emission reductions achieved to-date. We plan to achieve our Net Zero Goal primarily through the continuation and enhancement of existing programs, such as retiring and replacing coal-fired electric generation with low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak-detection technologies. In addition, we plan to advance other low- or zero-emission energy resources and technologies, which may include hydrogen, renewable natural gas, long-duration storage, and/or deployment of carbon capture and utilization technologies, if and when these become technologically and economically feasible. Carbon offsets and renewable energy credits may also be used to support achievement of our Net Zero Goal. As of the end of 2025, we had reduced Scope 1 GHG emissions by approximately 70% from 2005 levels.
Current wording
Net Zero Goal. In November 2022, we announced a goal of net zero GHG emissions by 2040 covering both Scope 1 and Scope 2 GHG emissions. We are evaluating the timing of this goal. Our Net Zero Goal builds on GHG emission reductions achieved to-date and will be pursued primarily through the continuation and enhancement of existing programs, such as retiring and replacing coal-fired electric generation with low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak-detection technologies. In addition, we intend to advance other low- or zero-emission energy resources and technologies, which may include hydrogen, renewable natural gas, long-duration storage, and/or deployment of carbon capture and utilization technologies, if and when these become technologically and economically feasible. Carbon offsets and renewable energy credits may also be used to support achievement of our Net Zero Goal. As of the end of 2025, we had reduced Scope 1 GHG emissions by approximately 70% from 2005 levels.
Previous wording
Our GHG emissions projections, including achieving a Net Zero Goal, are subject to various assumptions that involve risks and uncertainties, and did not include any assumptions related to data center development and associated load growth. We remain committed to our Net Zero Goal by 2040 which will require supportive regulatory and legislative policies, favorable stakeholder environments and advancement of technologies that are not currently economically or technologically feasible to deploy at scale, as well as execution of our business plan. Otherwise, our actual results or ability to achieve our Net Zero Goal, including by 2040, may differ materially.
Current wording
Our GHG emissions projections and Net Zero Goal are subject to various assumptions that involve risks and uncertainties, and did not include any assumptions related to data center development and associated load growth. Our Net Zero Goal will require supportive regulatory and legislative policies, favorable stakeholder environments and advancement of technologies that are not currently economically or technologically feasible to deploy at scale, as well as execution of our business plan. Our actual results or ability to achieve our Net Zero Goal, including by 2040, may differ materially.
Previous wording
We are exposed to interest rate risk as a result of changes in interest rates on borrowings under our revolving credit agreement, commercial paper program, and accounts receivable programs, which have interest rates that are indexed to short-term market interest rates. Based upon average borrowings and debt obligations subject to fluctuations in short-term market interest rates, an increase (or decrease) in short-term interest rates of 100 basis points (1%) would have increased (or decreased) interest expense by $2.2 million and $4.2 million for the three and six months ended June 30, 2026, respectively, and $1.8 million and $4.3 million for the three and six months ended June 30, 2025, respectively. We are also exposed to interest rate risk as a result of changes in benchmark rates that can influence the interest rates of future long-term debt issuances. From time to time we may enter into forward interest rate instruments to lock in long term interest costs and/ or rates.
Current wording
We are exposed to interest rate risk as a result of changes in interest rates on borrowings under our revolving credit agreement, commercial paper program, and accounts receivable programs, which have interest rates that are indexed to short-term market interest rates. Based upon average borrowings and debt obligations subject to fluctuations in short-term market interest rates, an increase (or decrease) in short-term interest rates of 100 basis points (1%) would have increased (or decreased) interest expense by $2.2 million and $6.4 million for the three and nine months ended September 30, 2026, respectively, and $1.8 million and $6.1 million for the three and nine months ended September 30, 2025, respectively. We are also exposed to interest rate risk as a result of changes in benchmark rates that can influence the interest rates of future long-term debt issuances. From time to time we may enter into forward interest rate instruments to lock in long term interest costs and/ or rates.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
Given that the 90-day Section 202(c) emergency order could continue to be issued every 90 days to keep R.M. Schahfer open for the foreseeable future, and given that MISO's resource accreditations for renewables and storage remain uncertain, we are evaluating changes to our previously communicated resource timelines and alternative resource decisions. NIPSCO began its 2026 Plan in August that is expected to be completed in the first quarter of 2027. The 2026 Plan will evaluate the impacts of existing unit retirement dates and new resource decisions under various policy and market scenarios. NIPSCO conducted its first public stakeholder meeting for the 2026 Plan in September 2026, followed by its second public stakeholder meeting in October 2026. We plan to move as efficiently as possible while maintaining the integrity of our commercial, planning, regulatory, procurement and operational execution processes.
Current report — wording carried from elsewhere
Cost of energy for the NIPSCO Operations segment's electric activities is principally comprised of the cost of coal, natural gas purchased for internal generation of electricity, transportation of coal and natural gas, and the cost of power purchased from generators of electricity for its generation and transmission activities. For its gas distribution activities, NIPSCO Operations' cost of energy is principally comprised of the cost of natural gas procured and transported on behalf of and sold to customers while providing distribution services, as well as the transportation and storage costs of acquiring natural gas. NIPSCO
Current report — wording carried from elsewhere
The decrease in volumes for the nine months ended September 30, 2026 compared to 2025 was a result of decreased usage from off-system and residential, partially offset by an increase in industrial usage.
Current report — wording carried from elsewhere
Legacy CCR Rule and subsequently, also in April 2026 proposed further revisions to the Legacy CCR Rule. NiSource will continue to monitor these matters and assess the impacts to our business as regulations are proposed and finalized, or as otherwise required by law.