SPIRE INC

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION–** *These notes are an integral part of the accompanying audited financial statements of Spire Inc. (“Spire” or the “Company”) presented on a consolidated basis, Spire Missouri Inc. (“Spire Missouri”) and Spire Alabama Inc. (“Spire Alabama”). Spire Missouri, Spire Alabama and Spire EnergySouth Inc. (“Spire EnergySouth”) are wholly owned subsidiaries of Spire. Spire Missouri, Spire Alabama and the subsidiaries of Spire EnergySouth (Spire Gulf Inc. and Spire Mississippi Inc.) are collectively referred to as the “Utilities.” Unless otherwise indicated, references to years herein are references to the fiscal years ending September 30*for the Company and its subsidiaries.

The accompanying audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The consolidated financial position, results of operations and cash flows of Spire include the accounts of the Company and all its subsidiaries. Transactions and balances between consolidated entities have been eliminated from the consolidated financial statements of Spire. In compliance with GAAP, transactions between Spire Missouri and Spire Alabama and their affiliates, as well as intercompany balances on their balance sheets, havenot been eliminated from their separate financial statements.

NATURE OF OPERATIONS– Spire hasthree reportable segments: Gas Utility, Gas Marketing, and Midstream. The Gas Utility segment consists of the regulated natural gas distribution operations of the Company and is the core business segment of Spire in terms of revenue and earnings. The Gas Utility segment is comprised of the operations of: Spire Missouri, serving St. Louis, Kansas City, and other areas in Missouri; Spire Alabama, serving central and northern Alabama; and the subsidiaries of Spire EnergySouth, serving the Mobile, Alabama area and south-central Mississippi. The Gas Marketing segment includes Spire’s largest gas-related business, Spire Marketing Inc. (“Spire Marketing”), which provides non-regulated natural gas services throughout the United States (U.S.). The Midstream segment includes Spire Storage, Spire STL Pipeline and Spire MoGas Pipeline, which are subsidiaries engaged in the storage and transportation of natural gas. The activities of the Company’s other subsidiaries are reported as Other and are described in Note14, Information by Operating Segment. Spire Missouri and Spire Alabama each have a single reportable segment.

USE OF ESTIMATES– The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

SYSTEM OF ACCOUNTS– The accounts of the Utilities are maintained in accordance with the Uniform System of Accounts prescribed by the applicable state public service commissions, which systems substantially conform to those prescribed by the Federal Energy Regulatory Commission (FERC).

REGULATED OPERATIONS – The Utilities account for their regulated operations in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic980, Regulated Operations. This topic sets forth the application of GAAP for those companies whose rates are established by or are subject to approval by an independentthird-party regulator. The provisions of this accounting guidance require, among other things, that financial statements of a regulated enterprise reflect the actions of regulators, where appropriate. These actions* mayresult in the recognition of revenues and expenses in time periods that are different than non-regulated enterprises. When this occurs, costs are deferred as assets in the balance sheet (regulatory assets) and recorded as expenses when those amounts are reflected in rates. In addition, regulators can impose liabilities upon a regulated company for amounts previously collected from customers and for recovery of costs that are expected to be incurred in the future (regulatory liabilities). Management believes that the current regulatory environment supports the continued use of these regulatory accounting principles and that all regulatory assets and regulatory liabilities are recoverable or refundable through the regulatory process. See additional discussion of regulated operations in Note15*, Regulatory Matters.

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PROPERTY, PLANT, AND EQUIPMENT–

Utility Plant – Utility plant is stated at original cost. The cost of additions to utility plant includes contracted work, direct labor and materials, allocable overheads and an allowance for funds used during construction. The costs of units of property retired, replaced or renewed are removed from utility plant and are charged to accumulated depreciation. Maintenance and repairs of property and replacement and renewal of items determined to be less than units of property are charged to maintenance expenses.

Utility plant is depreciated using the composite method on a straight-line basis over the estimated service lives of the various classes of property at rates approved by the applicable regulatory commission. For Spire Missouri and for Spire Alabama, the annual depreciation and amortization expense in fiscal years2024,2023 and2022 averaged approximately 3% of the original cost of depreciable and amortizable property.

Non-utility Property – Non-utility property is recorded at the original cost of acquisition or construction, which includes material, labor, contractor services and, for FERC-regulated projects, an allowance for funds used during construction. Repairs, replacements and renewals of items of property determined to be less than a unit of property or that donot increase the property’s life or functionality are charged to maintenance expense. Upon retirement or sale of non-utility property, the original cost and related accumulated depreciation are removed from the accounts and any gain or loss is included in the income statements. Costs related to software developed or obtained for internal use are capitalized and amortized on a straight-line basis over the estimated useful life of the related software. If software is retired prior to being fully amortized, the difference is recorded as a loss in the income statements.

Accrued Capital Expenditures – Accrued capital expenditures, shown in the following table, are excluded from capital expenditures in the statements of cash flows until paid.

ASSET RETIREMENT OBLIGATIONS – Spire, Spire Missouri and Spire Alabama record legal obligations associated with the retirement of long-lived assets in the period in which the obligations are incurred, if sufficient information exists to reasonably estimate the fair value of the obligations. Obligations are recorded as both a cost of the related long-lived asset and as a corresponding liability. Subsequently, the asset retirement costs are depreciated over the life of the asset and the asset retirement obligations are accreted to the expected settlement amounts. Spire, Spire Missouri and Spire Alabama record asset retirement obligations associated with certain safety requirements to purge and seal gas distribution mains upon retirement, the plugging and abandonment of storage wells and other storage facilities, specific service line obligations, and certain removal and disposal obligations related to components of Spire Missouri’s, Spire Alabama’s and Spire Gulf’s distribution systems and general plant. Asset retirement obligations recorded by Spire’s other subsidiaries arenot material. As authorized by the Missouri Public Service Commission (MoPSC) and the Alabama Public Service Commission (APSC), Spire Missouri, Spire Alabama and Spire Gulf accrue future asset removal costs associated with their property, plant and equipment even if a legal obligation doesnot exist. Such accruals are provided for through depreciation expense and are recorded with corresponding credits to regulatory liabilities or regulatory assets. When those utilities retire depreciable utility plant and equipment, they charge the associated original costs to accumulated depreciation and amortization, and any related removal costs incurred are charged to regulatory liabilities or regulatory assets. The difference between removal costs recognized in depreciation rates and the accretion expense and depreciation expense recognized for financial reporting purposes is a timing difference between recovery of these costs in rates and their recognition for financial reporting purposes. Accordingly, these differences are deferred as regulatory liabilities or regulatory assets. In the rate setting process, the regulatory liabilities or regulatory assets are excluded from the rate base upon which those utilities have the opportunity to earn their allowed rates of return.

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The following table presents a reconciliation of the beginning and ending balances of asset retirement obligations at* September**30,* as reported in the balance sheets.

NATURAL GAS AND PROPANE GAS – For Spire Missouri’s eastern region, inventory of natural gas in storage is priced on a last in,first out (LIFO) basis and inventory of propane gas in storage is priced on afirst in,first out (FIFO) basis. For the rest of the Gas Utility segment, inventory of natural gas in storage is priced on the weighted average cost basis. The replacement cost of Spire Missouri’s natural gas for current use in eastern Missouri at* September 30, 2024* and2023 was less than the LIFO cost by $27.3 and $21.1, respectively. The carrying value of the Utilities’ inventory is never adjusted to a lower net realizable value or market value because, pursuant to Purchased Gas Adjustment (PGA) clauses or a Gas Supply Adjustment (GSA) rider, actual gas costs are recovered in customer rates. Natural gas and propane gas storage inventory in Spire’s other operating segments is recorded at the lower of average cost or net realizable value.

BUSINESS COMBINATIONS AND GOODWILL– Spire’s acquisitions were accounted for using business combination accounting. Under this method, the purchase price paid by the acquirer is allocated to the assets acquired and liabilities assumed as of the acquisition date based on their fair value. Goodwill is measured as the excess of the acquisition-date fair value of the consideration transferred over the amount of acquisition-date identifiable assets acquired net of assumed liabilities. At* September 30, 2024*, goodwill included in Spire’s Gas Utility, Gas Marketing, and Midstream segments was $210.2, zero, and zero, respectively, with the remainder held at the corporate level. Goodwill amounts havenot changed since fiscal2017, and there areno accumulated impairment losses. Spire and Spire Missouri evaluate goodwill for impairment as of* July 1of each year, or more frequently if events and circumstances indicate that goodwill might be impaired. At each test date, the assessments concluded that goodwill wasnot* impaired. The Company updated the assessments as of* September 30, 2024*, determining that it remained more likely thannot that the fair value of each reporting unit exceeded its carrying value.

On* January 19, 2024,a subsidiary in Spire’s Midstream segment acquired MoGas Pipeline, an interstate natural gas pipeline, and Omega Pipeline, a connected gas distribution system in Missouri. MoGas interconnects with Spire STL Pipeline and other regional pipelines to deliver gas to Spire Missouri’s growing customer base in St. Charles, Franklin, and western St. Louis counties, among other utility, municipal, industrial and commercial customers. Omega owns and operates an approximately75*-mile natural gas distribution system within Fort Leonard Wood in south-central Missouri and is interconnected with the MoGas system. The acquisition was accounted for as a business combination in accordance with ASC805, Business Combinations. The $176.1 purchase price was allocated almost entirely to property, plant and equipment based on their estimated fair value at the acquisition date and recorded as non-utility property in the consolidated balance sheet. The operating revenues and operating income of MoGas and Omega werenot material to Spire’s consolidated results for the year ended* September 30, 2024.*

A subsidiary of Spire in the Midstream segment acquired a natural gas storage facility in northern Oklahoma, now named Spire Storage Salt Plains LLC, on* April 1, 2023.The $37 purchase price was fully allocated to the assets acquired and liabilities assumed based on their fair value at the acquisition date, consisting almost entirely of base gas and other property, plant and equipment. The operating revenues and operating income of the acquired business werenot* material to Spire’s consolidated results for the years ended* September 30, 2024or2023.*

IMPAIRMENT OF LONG-LIVED ASSETS – Long-lived assets classified as held and used are evaluated for impairment when events or changes in circumstances indicate that the carrying value of such assets* may**not* be recoverable. Whether impairment has occurred is determined by comparing the estimated undiscounted cash flows attributable to the assets with the carrying value of the assets. If the carrying value exceeds the undiscounted cash flows, the Company recognizes an impairment charge equal to the amount of the carrying value that exceeds the estimated fair value of the assets. In the period in which the Company determines an asset meets held-for-sale criteria, an impairment charge is recorded to the extent the book value exceeds its fair value less cost to sell.

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DERIVATIVES – In the course of their business, certain subsidiaries of Spire enter into commitments associated with the purchase or sale of natural gas. Certain of their derivative natural gas contracts are designated as normal purchases or normal sales and, as such, are excluded from the scope of FASB ASC Topic815, Derivatives and Hedging. Those contracts are accounted for as executory contracts and recorded on an accrual basis. Revenues and expenses from such contracts are recorded gross. Contractsnot designated as normal purchases or normal sales are recorded as derivatives with changes in fair value recognized in earnings in the periods prior to physical delivery. Certain of Spire Marketing’s wholesale purchase and sale transactions are classified as trading activities for financial reporting purposes, with income and expenses presented on a net basis in natural gas expenses in the Consolidated Statements of Income. Spire also enters into cash flow hedges through execution of interest rate swap contracts to protect itself against adverse movements in interest rates. In thefirst quarter of fiscal2024, considering changes in debt issuance strategy due to the interest rate environment, Spire management determined it was probable the anticipated issuance of certain debt, and therefore the hedged forecasted interest payments, wouldnot occur. The related swap was settled, hedge accounting was discontinued, and amounts previously deferred in “Accumulated other comprehensive income” were reclassified to earnings, such that the entire realized gain of $8.2 was included in “Other income” for Spire Inc. in the quarter ended* December 31, 2023.Refer to Note10*, Derivative Instruments and Hedging Activities, for more information about derivatives.

INCOME TAXES– Spire and its subsidiaries account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amount of existing assets and liabilities and the respective tax basis and for tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized or settled. The effects on deferred tax assets and liabilities of a change in enacted tax rates is recognized in income or loss for non-regulated operations, and in a regulatory asset or regulatory liability for regulated operations. A valuation allowance is established when it is more likely thannot that some portion or all of the deferred tax assets willnot be realized.

The Company accounts for uncertain tax positions in accordance with authoritative guidance. The authoritative guidance addresses the determination of whether tax benefits claimed, or expected to be claimed, on a tax return should be recorded in the financial statements. Spire* mayrecognize the tax benefit from an uncertain tax position only if it is more likely thannot* that the position will be sustained upon examination by the taxing authority, based on the technical merits of the position. Tax-related interest and penalties, if any, are classified as a liability on the balance sheets. For additional information on the accounting for income taxes, refer to Note12, Income Taxes.

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH– All highly liquid debt instruments purchased with original maturities ofthree months or less are considered to be cash equivalents. Such instruments are carried at cost, which approximates market value. Outstanding checks on the Company’s and Utilities’ bank accounts in excess of funds on deposit create book overdrafts (which are funded at the time checks are presented for payment) and are classified as Other in the Current Liabilities section of the balance sheets. Changes in book overdrafts are reflected as Operating Activities in the statements of cash flows.

In Spire’s statements of cash flows, total Cash, Cash Equivalents, and Restricted Cash included $30.4 and $20.2 of restricted cash reported in “Other Investments” on the Company’s balance sheet as of* September 30, 2024* and2023, respectively (in addition to amounts shown as “Cash and cash equivalents”). This restricted cash has been segregated and invested in debt securities in trust accounts based on collateral requirements for reinsurance at Spire’s risk management company.

NATURAL GAS RECEIVABLE– Spire Marketing enters into natural gas transactions with natural gas pipeline and storage companies known as park and loan arrangements. Under the terms of the arrangements, Spire Marketing purchases natural gas from athird party and delivers that natural gas to the pipeline or storage company for the right to receive the same quantity of natural gas from that company at the same location in a future period. These arrangements are accounted for as non-monetary transactions under GAAP and are recorded at the carrying amount. As such, natural gas receivables are reflected in “Other” current assets on the Consolidated Balance Sheets at cost, which includes related fees associated with the transactions. In the period that the natural gas is returned to Spire Marketing, concurrent with the sale of the natural gas to athird party, the related natural gas receivable is expensed in the Consolidated Statements of Income. In conjunction with these transactions, Spire Marketing usually enters into New York Mercantile Exchange (NYMEX) and Intercontinental Exchange (ICE) natural gas futures, options, and swap contracts or fixed price sales agreements to protect against market changes in future sales prices.

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EARNINGS PER COMMON SHARE– GAAP requires dual presentation of basic and diluted earnings per share (EPS). EPS is computed using thetwo-class method, which is an earnings allocation method for computing EPS that treats a participating security as having rights to earnings that would otherwise have been available to common shareholders. Certain of the Company’s stock-based compensation awards pay non-forfeitable dividends to the participants during the vesting period and, as such, are deemed participating securities. Basic EPS is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding that are increased for additional shares that would be outstanding if potentially dilutive securities were converted to common shares, pursuant to the treasury stock method. Shares attributable to equity units, common stock forward purchase contracts, non-participating performance-contingent restricted stock awards, and time-vested restricted stock/units are excluded from the calculation of diluted earnings per share if the effect would be antidilutive. Shares attributable to non-participating performance-contingent restricted stock awards are only included in the calculation of diluted earnings per share to the extent the underlying performance and/or market conditions are satisfied (a) prior to the end of the reporting period or (b) would be satisfied if the end of the reporting period were the end of the related contingency period and the result would be dilutive. The Company’s EPS computations are presented in Note4, Earnings Per Common Share.

TRANSACTIONS WITH AFFILIATES–** **Transactions between affiliates of the Company have been eliminated from the consolidated financial statements of Spire. Spire Missouri and Spire Alabama borrowed funds from the Company and incurred related interest, as reflected in their separate financial statements, and they participated in normal intercompany shared services transactions. In addition, Spire Missouri’s and Spire Alabama’s other transactions with affiliates included:

ACCOUNTS RECEIVABLE AND ALLOWANCE FOR CREDIT LOSSES – Trade accounts receivable are recorded at the amounts due from customers, including unbilled amounts. Accounts receivable are written off when they are deemed to be uncollectible. An allowance for expected credit losses is estimated and updated based on relevant data and trends such as accounts receivable aging, historical write-off experience, current write-off trends, economic conditions, and the impact of weather and availability of customer payment assistance on collection trends. For the Utilities, net write-offs as a percentage of revenue has historically been the best predictor of base net write-off experience over time. Management judgment is applied in the development of the allowance due to the complexity of variables and subjective nature of certain relevant factors. The accounts receivable of Spire’s non-utility businesses are evaluated separately from those of the Utilities. The allowance for credit losses for those other businesses is based on a continuous evaluation of the individual counterparty risk and isnot significant for the periods presented. Activity in the allowance for credit losses is shown in the following table.

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FINANCE RECEIVABLES– Spire Alabama financesthird party contractor sales of merchandise including gas furnaces and appliances. At* September 30, 2024* and2023, Spire Alabama’s finance receivable totaled approximately $5.9 and $6.7, respectively. Financing is available only to qualified customers who meet creditworthiness thresholds for customer payment history and external agency credit reports. Spire Alabama relies upon ongoing payments as the primary indicator of credit quality during the term of each contract. The allowance for credit losses is recognized using an estimate of write-off percentages based on historical experience. Delinquent accounts are evaluated on a case-by-case basis and, absent evidence of debt repayment, after90 days are due in full and assigned to athird-party collection agency. The remaining finance receivable is written off approximately12 months after being assigned to thethird-party collection agency. Spire Alabama had finance receivables past due90 days or more of $0.4 and $0.3 at* September 30, 2024* and2023, respectively.

GROUP MEDICAL AND WORKERS’** COMPENSATION RESERVES**– The Company self-insures its group medical and workers’ compensation costs and carries stop-loss coverage in relation to medical claims and workers’ compensation claims. Reserves for amounts incurred butnot reported are established based on historical cost levels and lags between occurrences and reporting.

FAIR VALUE MEASUREMENTS – Certain assets and liabilities are recognized or disclosed at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs used to measure fair value.

The levels of the hierarchy are described below:

Assessment of the significance of a particular input to the fair value measurements* mayrequire judgment and mayaffect the valuation of the asset or liability and its placement within the fair value hierarchy. Additional information about fair value measurements is provided in Note8*, Fair Value of Financial Instruments, Note9, Fair Value Measurements, and Note13, Pension Plans and Other Postretirement Benefits.

STOCK-BASED COMPENSATION– The Company accounts for share-based compensation arrangements in accordance with ASC Topic718, Compensation – Stock Compensation. The Company measures stock-based compensation awards at fair value at the date of grant and recognizes the compensation cost of the awards over the requisite service period. Forfeitures are recognized in the period they occur. Refer to Note3, Stock-Based Compensation, for further discussion of the accounting for the Company’s stock-based compensation plans.

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2. REVENUE

The following tables show revenue disaggregated by source and customer type.

The Utilities sell natural gas to residential and other customers. The sale of natural gas is governed by the various state utility commissions, which set rates, charges, and terms and conditions of service, collectively included in a “tariff.” The performance obligation, which relates to the promise to provide natural gas, is satisfied over time as the customer simultaneously receives and consumes the natural gas, and revenue is recognized accordingly.

The Utilities’ transportation revenue relates to the promise to transport the specified quantities of natural gas at tariff rates. This performance obligation is satisfied over time as the gas is transported, and revenue is recognized as invoiced monthly.

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The Utilities have alternative revenue programs (ARPs), which represent an agreement between the utility and its regulator, currently consisting of decoupling mechanisms (also known as weather normalization adjustments) and incentive programs (primarily Alabama’s Cost Control Measure). When the criteria to recognize additional (or reduced) revenue from ARPs have been met, the Utilities establish a regulatory asset (or liability). When amounts previously recognized for ARPs are billed, the Utilities reduce the regulatory asset (or liability) and increase (or decrease) accounts receivable. Billed amounts, which are part of the overall tariff paid by customers, are included in revenue from contracts with customers, while the change in the related regulatory asset or liability is presented as revenue from ARPs. Depending on whether the beginning accrued ARP balance was a regulatory asset or liability and depending on the size and direction of the current period accrual, the amount presented as revenue from ARPs could be negative.

The Utilities read meters and bill customers on monthly cycles. Spire Missouri, Spire Gulf and Spire Mississippi record their gas utility revenues from gas sales and transportation services on an accrual basis that includes estimated amounts for gas delivered butnot yet billed. The accruals for unbilled revenues are reversed in the subsequent accounting period when meters are actually read and customers are billed. Spire Alabama records natural gas distribution revenues in accordance with the tariff established by the APSC. Unbilled revenue is accrued in an amount equal to the related gas cost, as profit margin isnot considered earned until billed. Spire’s other subsidiaries, including Spire Marketing, record revenues when earned, as the product is delivered or as services are performed.

Gas Marketing’s contracts are derivatives. Wholesale contracts (with producers, municipalities, and utility companies) are subject to derivative accounting. Retail contracts (with large commercial and industrial customers) are designated as “normal purchase, normal sale” arrangements and are therefore accounted for as revenue from contracts with customers. The performance obligation is satisfied over time by the transfer of control of natural gas to the customer, and revenue is recognized as invoiced monthly.

Payments are generally required within30 days of billing, and contracts generally donot have a significant financing component. Spire’s revenues arenot subject to significant returns, refunds, or warranty obligations.

Spire, Spire Missouri, and Spire Alabama have elected to apply a “right to invoice” practical expedient, recognizing revenue for volumes delivered for which they have a right to invoice, as long as that amount corresponds with the value to the customer. Disclosures about remaining performance obligations arenot required because either contracts have an original expected duration ofone year or less, or revenue is recognized under the right to invoice practical expedient, or both.

Sales taxes imposed on applicable Spire Alabama and Spire Missouri sales are billed to customers. These amounts arenot recorded in the statements of income but are recorded as tax collections payable and included in the “Other” line of the Current Liabilities section of the balance sheets.

Gross receipts taxes associated with the Company’s natural gas utility services are imposed on the Company, Spire Missouri, and Spire Alabama and billed to its customers. The expense amounts (shown in the table below) are reported gross in the “Taxes, other than income taxes” line in the statements of income, and corresponding revenues are reported in “Operating Revenues.”

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3. STOCK-BASED COMPENSATION

The Spire2015 Equity Incentive Plan (EIP) was approved by shareholders of Spire on* January**29,* 2015 and amended on* November 9, 2018.The purpose of the EIP is to encourage directors, officers, and key employees of the Company and its subsidiaries to contribute to the Company’s success and align their interests with that of shareholders. To accomplish this purpose, the Compensation and Human Resources Committee (“Committee”) of Spire’s Board of Directors (the “Board”) maygrant awards under the EIP that maybe earned by achieving performance objectives and/or other criteria as determined by the Committee. Under the terms of the EIP, officers and employees of the Company and its subsidiaries, as determined by the Committee, are eligible to be selected for awards. The EIP provides for restricted stock, restricted stock units, qualified and non-qualified stock options, stock appreciation rights, and performance shares payable in stock, cash, or a combination of both. The EIP generally provides a minimum vesting period of at least three years for each type of award, with pro rata vesting permitted during the minimumthree*-year vesting period. The maximum number of shares reserved for issuance under the EIP is 1,000,000.

The Company allows participants in the EIP the ability to defer a portion or all of their award. As of* September 30, 2024,a total of 148,640 share equivalents (at target payout) have been deferred by participants. Such units are included in the data presented below. After the required holding period, deferred awards are ultimately paid in cash rather than in shares of stock. Upon vesting, the Company issues new shares to satisfy awards that arenot* deferred.

Restricted Stock Awards

During fiscal2024, the Company granted 111,510 performance-contingent restricted share units to executive officers and key employees at a weighted average grant date fair value of$74.23 per share. This number represents the target shares that can be earned pursuant to the terms of the awards. The share units have a performance period ending* September 30,*2026. While the participants haveno interim voting rights on these share units, dividends accrue during the performance period and are paid to the participants upon vesting but are subject to forfeiture if the underlying share units donot vest.

The number of share units that will ultimately vest is dependent upon the attainment of certain levels of earnings, as well as the Company’s level of total shareholder return (TSR) during the performance period relative to a comparator group of peer companies. This TSR provision is considered a market condition under GAAP and is discussed further below. The maximum amount of shares or share equivalents that can be earned pursuant to the terms of the awards is 200% of the target units granted.

The weighted average grant date fair value of performance-contingent restricted share units granted during fiscal years2023 and2022 was $79.88 and $67.43 per share, respectively.

Fiscal2024 activity of restricted stock units subject to performance and/or market conditions is presented below:

For the year ended* September 30, 2024*, the total number of shares or share equivalents that could be issued if all outstanding award grants attain maximum performance payout is 578,410.

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During fiscal2024, the Company granted 43,010 shares of time-vested restricted stock to executive officers and key employees at a weighted average grant date fair value of $60.68 per share. Unless forfeited based on terms of the agreements, these shares will vest in fiscal2027. In the interim, participants receive full voting rights and dividends, which arenot subject to forfeiture. The weighted average grant date fair value of time-vested restricted stock and restricted stock units awarded to employees during fiscal years 2023 and2022 was $71.91 and $63.57 per share, respectively.

During fiscal2024, the Company granted 17,200 shares of time-vested restricted stock to non-employee directors at a weighted average grant date fair value of$58.03 per share. These shares vested in fiscal2024,six months after the grant date. The weighted average grant date fair value of restricted stock awarded to non-employee directors during fiscal years2023 and2022 was $75.59 and $66.31 per share, respectively.

Time-vested restricted stock and stock unit activity for fiscal2024 is presented below:

For restricted stock and stock units (performance-contingent and time-vested) that vested during fiscal years2024,2023, and2022, the Company withheld 24,724 shares,18,428 shares, and 28,055 shares, respectively, at weighted average prices of $60.73, $72.03 and $63.97 per share, respectively, pursuant to elections by employees to satisfy tax withholding obligations. The total fair value of restricted stock (performance-contingent and time-vested) that vested during fiscal years2024,2023, and2022 was$11.9, $8.6, and $10.1, respectively, and the related tax benefit was $3.7, $3.2, and $3.8, respectively.None of the tax benefits have been realized.

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Equity Compensation Costs

Compensation cost for performance-contingent restricted stock and stock unit awards is based upon the probable outcome of the performance conditions. For shares or units that donot vest or that arenot expected to vest due to the outcome of the performance conditions (excluding market conditions),no compensation cost is recognized and any previously recognized compensation cost is reversed.

The fair value of awards of performance-contingent and time-vested restricted stock and restricted stock units,not subject to the TSR provision, are estimated using the closing price of the Company’s stock on the grant date. For those awards that donot pay dividends during the vesting period, the estimate of fair value is reduced by the present value of the dividends expected to be paid on the Company’s common stock during the performance period, discounted using an appropriate U.S. Treasury yield. For shares subject to the TSR provision, the estimated impact of this market condition is reflected in the grant date fair value per share of the awards. Accordingly, compensation cost isnot reversed to reflect any actual reductions in the awards that* mayresult from the TSR provision. However, if the Company’s TSR during the performance period ranks below the level specified in the award agreements, relative to a comparator group of companies, and the Committee electsnot* to reduce the award (or reduce by a lesser amount), this election would be accounted for as a modification of the original award and additional compensation cost would be recognized at that time. The grant date fair value of the awards subject to the TSR provision awarded during fiscal years2024,2023 and2022 was valued by a Monte Carlo simulation model that assessed the probabilities of various TSR outcomes. The significant assumptions used in the Monte Carlo simulations are as follows:

The risk-free interest rate was based on the yield on U.S. Treasury securities matching the vesting period. Azero-percent dividend yield was used, which is mathematically equivalent to the assumption that dividends are reinvested as they are paid. The expected volatility is based on the historical volatility of the Company’s stock. Volatility assumptions were also made for each of the companies included in the comparator group. The vesting period is equal to the performance period set forth in the terms of the award.

The amounts of compensation cost recognized for share-based compensation arrangements are presented below:

As of* September 30, 2024*, there was $9.7 of total unrecognized compensation cost related to non-vested share-based compensation arrangements, which is expected to be recognized over a weighted average period of 1.8 years.

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4. EARNINGS PER COMMON SHARE

5. SHAREHOLDERS’** EQUITY**

Spire

Preferred Stock

At* September 30, 2024* and2023, Spire had authorized 5,000,000 shares of preferred stock.

On* May 21, 2019,*Spire completed the public offering of 10,000,000 depositary shares (the “Depositary Shares”), each representing a 1/1,000th interest in a share of the Company’s 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $25.00 per share, with a liquidation preference of $25,000 per share (the “Preferred Stock”). The transaction resulted in the issuance of 10,000 shares of preferred stock for $242.0 of net proceeds.

Dividends on the Preferred Stock, when declared by the Board, are payable on the liquidation preference amount, on a cumulative basis, quarterly in arrears on the15th day of* February,** May,** Augustand Novemberof each year. Dividends are payable out of amounts legally available for the payment of dividends at an annual rate equal to 5.90% of the liquidation preference per share of Preferred Stock (equivalent to $25.00 per Depositary Share). Under the terms of the Preferred Stock, the Company’s ability to declare or pay dividends on, or purchase or redeem, shares of its common stock or any class or series of capital stock of the Company that rank junior to the Preferred Stock are subject to certain restrictions in the event that the Company doesnot* declare and pay the full cumulative dividends on the Preferred Stock through the most recently completed quarterly dividend period.

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Spire* may,at its option, redeem the Preferred Stock in whole or in part, from time to time, at a redemption price in cash equal to $25,000 per share, plus all accumulated and unpaid dividends (whether declared ornot*) up to the redemption date.

Shareholders of the Preferred Stock generally haveno voting rights with respect to matters that generally require the approval of voting stockholders. The limited voting rights of holders of the Preferred Stock include the right to vote on certain matters that* mayaffect the preference or special rights of the Preferred Stock. In addition, if and whenever dividends on any shares of Preferred Stock havenot* been declared and paid for at leastsix dividend periods, whether ornot consecutive, the number of directors then constituting the Board shall automatically be increased bytwo (to be elected by the holders of the Preferred Stock) until all accumulated and unpaid dividends on the Preferred Stock have been paid in full.

Equity Units

In* February 2021,Spire issued 3.5 million equity units, initially in the form of Corporate Units (as defined in the Underwriting Agreement, dated February 9, 2021,filed as Exhibit1.1* to the Company’s Current Report on Form8-K filed on* February 16, 2021).Each Corporate Unit was comprised of (i) a purchase contract obligating the holder to purchase from the Company for a price in cash offifty dollars, on the purchase contract settlement date ( March 1, 2024,subject to earlier termination or settlement), a certain number of shares of the Company’s common stock and (ii) a1/20th,* or 5%, undivided beneficial ownership interest inone thousand dollars principal amount of the Company’s2021 Series A 0.75% Remarketable Senior Notes due2026. Each Corporate Unit purchase contract obligated holders to purchase a variable number of shares of common stock of the Company based on the applicable market value, subject to anti-dilution adjustments. As of* March 1, 2024,the applicable market value was calculated to be $58.6809 per share, and after adjustment the holders were obligated to purchase 0.7845 shares of common stock. The Corporate Unit holders purchased an aggregate of 2,745,733 shares of common stock (net of fractional shares) for $175.0, settled on March 5, 2024.*

ATM Program

Under Spire’s “at-the-market” (ATM) equity distribution agreement and as authorized by its board of directors, the Company* mayoffer and sell, from time to time, shares of its common stock (including shares of common stock that maybe sold pursuant to forward sale agreements entered into in connection with the ATM equity distribution agreement). Settled sales under this ATM program are included in “Common stock issued” in the Consolidated Statements of Shareholders’ Equity. Specifically in thefirst* quarter of fiscal2024, on* December 11, 2023,1,744,549 shares were settled, generating $112.2 of net proceeds. On January 25, 2024,Spire’s board approved a new authorization for the sale of additional shares with an aggregate offering price of up to $200.0 through January 2027.*

In the second,third andfourth quarters of fiscal2024, Spire executed forward sale agreements for 204,405 shares,338,110 shares and 663,619 shares, respectively, set to be settled on or before* December 31, 2024,** March 10, 2025and March 31, 2025,respectively. No shares of common stock have been settled under these forward sale agreements. Had all shares under these forward agreements been settled as of September 30, 2024**,* it would have generated net proceeds of $75.0.

As of* September 30, 2024**,* under the ATM program, Spire* may*sell additional shares with an aggregate offering price of up to $123.6.

Other Equity Information

Spire has a shelf registration statement on Form S-3 on file with the U.S. Securities and Exchange Commission (SEC) for the issuance and sale of up to 250,000 shares of common stock under its Dividend Reinvestment and Direct Stock Purchase Plan. There were 218,141 and 244,182 shares at* September 30, 2024* and2023, respectively, remaining available for issuance under this Form S-3. Spire also has a universal shelf registration statement on Form S-3 on file with the SEC for the issuance of various equity and debt securities, which expires on* May 9, 2025.*

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Substantially all of Spire Missouri’s plant is subject to the liens of itsfirst mortgage bonds. The mortgage contains several restrictions on Spire Missouri’s ability to pay cash dividends on its common stock or to make loans to its parent company. These mortgage restrictions are applicable regardless of whether the stock is publicly held or held solely by Spire Missouri’s parent company. Under the most restrictive of these provisions,no cash dividend* maybe declared or paid if, after the dividend, the aggregate net amount spent for all dividends after September30,* 1953 would exceed a maximum amount determined by a formula set out in the mortgage. Under that formula, the maximum amount is the sum of $8.0 plus earnings applicable to common stock (adjusted for stock repurchases and issuances) for the period from* September30,* 1953 to the last day of the quarter before the declaration or payment date for the dividends. As of* September 30, 2024* and2023, the amount under the mortgage’s formula that was available to pay dividends was $1,797.0 and $1,678.5, respectively, so all of Spire Missouri’s retained earnings were free from such restrictions.

Spire Missouri has a universal shelf registration statement on Form S-3 on file with the SEC for the issuance of various equity and debt securities, which expires on* May 9, 2025.Effective October 27, 2024,Spire Missouri was authorized by the MoPSC to issue conventional term loans,first mortgage bonds, unsecured debt, preferred stock and common stock in an aggregate amountnot* to exceed $850.0 any time from that date through* December 31, 2027.*

As of* September 30, 2024* and2023, Spire Missouri had authorized 1,480,000 shares of preferred stock, butnone had been issued.

As of* September 30, 2024* and2023, Spire Alabama had authorized 120,000 shares of preferred stock, butnone had been issued.

Accumulated Other Comprehensive Income

The components of accumulated other comprehensive income (AOCI), net of income taxes, recognized in the balance sheets at* September 30*were as follows:

Income tax expense (benefit) recorded for items of other comprehensive income (loss) reported in the statements of comprehensive income is calculated by applying statutory federal, state, and local income tax rates applicable to ordinary income. The tax rates applied to individual items of other comprehensive income (loss) are similar within each reporting period. For the periods presented, Spire Alabama hadno AOCI balances.

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6. LONG-TERM DEBT

The composition of long-term debt as of* September 30*is shown in the following tables.

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Maturities of long-term debt for Spire on a consolidated basis, Spire Missouri and Spire Alabama for thefive fiscal years after* September 30, 2024* are as follows:

The long-term debt agreements of Spire, Spire Missouri and Spire Alabama contain customary financial covenants and default provisions. As of* September 30, 2024*, there wereno events of default under these financial covenants.

Spire

At* September 30, 2024*, Spire had outstanding principal of long-term debt totaling $3,771.1, of which $1,818.0 was issued by Spire Missouri, $750.0 was issued by Spire Alabama and $223.1 was issued by other subsidiaries. All long-term debt bears fixed rates and is subject to changes in fair value as market interest rates change. However, increases and decreases in fair value would impact earnings and cash flows only if the Company were to reacquire any of these issues in the open market prior to maturity. Under GAAP applicable to the Utilities’ regulated operations, losses or gains on early redemption of long-term debt would typically be deferred as regulatory assets or regulatory liabilities and amortized over a future period. Interest expense shown on Spire’s consolidated statement of income is net of capitalized interest totaling $17.0, $8.6 and $4.5 for the years ended* September 30, 2024*,2023 and2022, respectively.

As indicated in Note5, Shareholders’ Equity, Spire has a shelf registration statement on Form S-3 on file with the SEC for the issuance of equity and debt securities.

At* September 30, 2024*, Spire Missouri had outstanding principal of long-term debt totaling $1,818.0. All long-term debt bears fixed rates and is subject to changes in fair value as market interest rates change. Interest expense shown on Spire Missouri’s statement of comprehensive income is net of capitalized interest totaling $4.6, $3.1 and $0.6 for the years ended* September 30, 2024*,2023 and2022, respectively.

As indicated in Note5, Shareholders’ Equity, Spire Missouri has a shelf registration on Form S-3 on file with the SEC for issuance of equity and debt securities, which expires on* May 9, 2025.Effective October 27, 2024,Spire Missouri was authorized by the MoPSC to issue conventional term loans,first mortgage bonds, unsecured debt, preferred stock and common stock in an aggregate amountnot* to exceed $850.0 any time from that date through* December 31, 2027.*

Substantially all of Spire Missouri’s plant is subject to the liens of itsfirst mortgage bonds. The mortgage contains several restrictions on Spire Missouri’s ability to pay cash dividends on its common stock, which are described in Note5, Shareholders’ Equity.

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At* September 30, 2024*, Spire Alabama had outstanding principal of fixed-rate long-term debt totaling $750.0. All long-term debt bears fixed rates and is subject to changes in fair value as market interest rates change. Interest expense shown on Spire Alabama’s statement of income is net of capitalized interest totaling $1.8, $2.3 and $3.2 for the years ended* September 30, 2024*,2023 and2022, respectively.

Spire Alabama hasno standing authority to issue long-term debt and must petition the APSC for each planned issuance.

7. NOTES PAYABLE AND CREDIT AGREEMENTS

Spire, Spire Missouri and Spire Alabama have a syndicated revolving credit facility pursuant to a loan agreement with12 banks through* October 11, 2029.The loan agreement has an aggregate credit commitment of $1,500.0, including sublimits of $525.0 for the Spire holding company, $700.0 for Spire Missouri and $275.0 for Spire Alabama. These sublimits maybe reallocated from time to time among thethree* borrowers within the $1,500.0 aggregate commitment, with commitment fees and interest margins applied for each borrower relative to its credit rating. The Spire holding company* mayuse its line to provide for the funding needs of various subsidiaries. The agreement also contains financial covenants limiting each borrower’s consolidated total debt, including short-term debt, tono* more than 70% of its total capitalization. As defined in the line of credit, on* September 30, 2024*, total debt was less than 65% of total capitalization for each borrower. There wereno borrowings against this credit facility as of* September 30, 2024* and2023.

Spire has a commercial paper program (“CP Program”) pursuant to which it* mayissue short-term, unsecured commercial paper notes. Amounts available under the CP Program maybe borrowed, repaid and re-borrowed from time to time, with the aggregate face or principal amount of the notes outstanding under the CP Program at any timenot* to exceed $1,500.0. The notes* mayhave maturities of up to365* days from date of issue.

On* January 3, 2024,Spire Missouri entered into a short-term loan agreement with several banks for a $200.0 unsecured term loan. Interest accrued at theone*-month term secured overnight financing rate (“SOFR”) plus a SOFR adjustment of 0.10% per annum plus a margin of 0.90% per annum. Spire Missouri repaid $50.0 of this loan on* April 5, 2024and the remaining $150.0 balance on May 6, 2024.*

Information about short-term borrowings, including Spire Missouri’s and Spire Alabama’s borrowings from Spire, is presented in the following table. As of* September 30, 2024*, $582.6 of Spire’s short-term borrowings were used to support lending to the Utilities.

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8. FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amounts and estimated fair values of financial instrumentsnot measured at fair value on a recurring basis were as follows:

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9. FAIR VALUE MEASUREMENTS

The information presented below categorizes the assets and liabilities in the balance sheets that are accounted for at fair value on a recurring basis in periods subsequent to initial recognition.

The mutual funds and bonds included in Level1 are valued based on exchange-quoted market prices of individual securities.

Derivative instruments included in Level1 are valued using quoted market prices on the NYMEX or the Intercontinental Exchange (ICE) and also certain natural gas commodity contracts. Derivative instruments classified in Level2 include physical commodity derivatives and interest rate swaps that are valued using broker or dealer quotation services whose prices are derived principally from, or are corroborated by, observable market inputs. Also included in Level2 are certain derivative instruments that have values that are similar to, and correlate with, quoted prices for exchange-traded instruments in active markets. Derivative instruments included in Level3 are valued using generally unobservable inputs that are based upon the best information available and reflect management’s assumptions about how market participants would price the asset or liability. There wereno Level3 balances as of* September 30, 2024* or2023. The Company’s and the Utilities’ policy is to recognize transfers between the levels of the fair value hierarchy, if any, as of the beginning of the interim reporting period in which circumstances change or events occur to cause the transfer.

The mutual funds are included in “Other investments” on the Company’s balance sheets and in “Other Property and Investments” on Spire Missouri’s balance sheets. Changes in their recurring valuations are recorded as unrealized investment gains or losses in the corresponding periodic income statement. Derivative assets and liabilities, including receivables and payables associated with cash margin requirements, are presented net on the balance sheets when a legally enforceable netting agreement exist between the Company, Spire Missouri or Spire Alabama and the counterparty to the derivative contract. For additional information on derivative instruments, see Note10, Derivative Instruments and Hedging Activities.

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Spire

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Spire Alabama occasionally utilizes a gasoline derivative program to stabilize the cost of fuel used in operations. As of* September 30, 2024* and* September 30, 2023*, there wereno gasoline derivatives outstanding.

10. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Spire

Spire Missouri has a risk management policy to utilize various derivatives, including futures contracts, exchange-traded options and swaps for the explicit purpose of managing price risk associated with purchasing and delivering natural gas on a regular basis to customers in accordance with its tariffs. The objective of this policy is to limit Spire Missouri’s exposure to natural gas price volatility and to manage, hedge and mitigate substantial price risk. Further discussion of this policy can be found in the Spire Missouri section.

From time to time Spire Missouri and Spire Alabama purchase NYMEX futures and options contracts to help stabilize operating costs associated with forecasted purchases of gasoline and diesel fuels used to power vehicles and equipment. Further information on these derivatives can be found in the Spire Missouri and Spire Alabama sections, respectively.

In the course of its business, Spire’s gas marketing subsidiary, Spire Marketing enters into commitments associated with the purchase or sale of natural gas. Certain of Spire Marketing’s derivative natural gas contracts are designated as normal purchases or normal sales and, as such, are excluded from the scope of ASC Topic815 and are accounted for as executory contracts on an accrual basis. Any of Spire Marketing’s derivative natural gas contracts that arenot designated as normal purchases or normal sales are accounted for at fair value. At* September 30, 2024*, the fair values of 450.3 million MMBtu of non-exchange-traded natural gas commodity contracts were reflected in the Consolidated Balance Sheet. Of these contracts,387.7 million MMBtu will settle during fiscal2025, and 49.7 million MMBtu,6.3 million MMBtu, and 3.8 million MMBtu, will settle during fiscal years2026, 2027, and2028, respectively. A total of 2.8 million MMBtu will settle in the years2029-2031. These contracts havenot been designated as hedges; therefore, changes in the fair value of these contracts are reported in earnings each period.

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Furthermore, Spire Marketing manages the price risk associated with its fixed-priced commitments by either closely matching the offsetting physical purchase or sale of natural gas at fixed prices or through the use of NYMEX or ICE futures, swap, and option contracts to lock in margins.

At* September 30, 2024*, Spire Marketing’s unmatched fixed-price positions werenot material to Spire’s financial position or results of operations. Spire Marketing’s NYMEX and ICE natural gas futures, swap and option contracts used to lock in margins* may*be designated as cash flow hedges of forecasted transactions for financial reporting purposes.

Spire enters into cash flow hedges through the execution of interest rate swap contracts to protect itself against adverse movements in interest rates. At* September 30, 2024,*the following swaps were outstanding:

As of* September 30, 2024*, the Company has recorded through other comprehensive income a cumulative mark-to-market net liability of $0.7 on open swaps.

The Company’s and Spire Missouri’s exchange-traded/cleared derivative instruments consist primarily of NYMEX and ICE positions. The NYMEX is the primary national commodities exchange on which natural gas derivatives are traded. Open NYMEX and ICE natural gas futures and swap positions at* September 30, 2024* and2023 were as follows:

At* September 30, 2024*, Spire Missouri also had 13.0 million MMBtu of other price mitigation in place through the use of NYMEX natural gas option-based strategies.

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Derivative instruments designated as cash flow hedges of forecasted transactions are recognized on the balance sheets of the Company at fair value, and the change in fair value of the effective portion of these hedge instruments is recorded, net of income tax, in other comprehensive income or loss (OCI). Accumulated other comprehensive income or loss (AOCI) is a component of Total Common Stock Equity. Amounts are reclassified from AOCI into earnings when the hedged items affect net income, using the same revenue or expense category that the hedged item impacts. Based on market prices at* September 30, 2024*, it is expected that $2.6 of net gains will be reclassified into the Consolidated Statements of Income of the Company during the nexttwelve months. Cash flows from hedging transactions are classified in the same category as the cash flows from the items that are being hedged in the Consolidated Statements of Cash Flows.

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Following is a reconciliation of the amounts in the tables above to the amounts presented in the consolidated balance sheets:

Spire Missouri has a risk management policy to utilize various derivatives, including futures contracts, exchange-traded options, swaps and over-the-counter instruments for the explicit purpose of managing price risk associated with purchasing and delivering natural gas on a regular basis to customers in accordance with its tariffs. The objective of this policy is to limit Spire Missouri’s exposure to natural gas price volatility and to manage, hedge and mitigate substantial price risk. This policy strictly prohibits speculation and permits Spire Missouri to hedge current physical natural gas purchase commitments or forecasted or anticipated future peak (maximum) physical need for natural gas delivered. Costs and cost reductions, including carrying costs, associated with Spire Missouri’s use of natural gas derivative instruments are allowed to be passed on to Spire Missouri customers through the operation of its PGA clause, through which the MoPSC allows Spire Missouri to recover gas supply costs, subject to prudence review by the MoPSC. Accordingly, Spire Missouri doesnot expect any adverse earnings impact as a result of the use of these derivative instruments.

Spire Missouri doesnot designate these instruments as hedging instruments for financial reporting purposes because gains or losses associated with the use of these derivative instruments are deferred and recorded as regulatory assets or regulatory liabilities pursuant to ASC Topic980, Regulated Operations, and, as a result, haveno direct impact on the statements of income.

The timing of the operation of the PGA clause* may*cause interim variations in short-term cash flows, because Spire Missouri is subject to cash margin requirements associated with changes in the values of these instruments. Nevertheless, carrying costs associated with such requirements are recovered through the PGA clause.

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From time to time, Spire Missouri purchases NYMEX futures and options contracts to help stabilize operating costs associated with forecasted purchases of gasoline and diesel fuels used to power vehicles and equipment used in the course of its business. The gains and losses on these contracts arenot subject to Spire Missouri’s PGA clause. At* September 30, 2024*, Spire Missouri didnot have a material amount of gasoline futures contracts outstanding.

Derivative instruments designated as cash flow hedges of forecasted transactions are recognized on the balance sheets at fair value and the change in the fair value of the effective portion of these hedge instruments is recorded, net of income tax, in OCI. AOCI is a component of Total Common Stock Equity. Amounts are reclassified from AOCI into earnings when the hedged items affect net income, using the same revenue or expense category that the hedged item impacts. As in both2023 and2022, there will beno reclassifications into the statements of income during fiscal2025. Cash flows from hedging transactions are classified in the same category as the cash flows from the items that are being hedged in the statements of cash flows.

Spire Missouri’s derivative instruments consist primarily of NYMEX positions. The NYMEX is the primary national commodities exchange on which natural gas derivatives are traded. Open NYMEX natural gas futures positions at* September 30, 2024* and2023 were as follows:

At* September 30, 2024*, Spire Missouri had also had 13.0 million MMBtu of other price mitigation in place through the use of NYMEX natural gas option-based strategies.

Gains and losses on Spire Missouri’s natural gas derivative instruments, which arenot designated as hedging instruments for financial reporting purposes, are deferred pursuant to the Spire Missouri’s PGA clauses and initially recorded as regulatory assets or regulatory liabilities. Such amounts are recognized in the statements of income as a component of natural gas operating expenses when they are recovered through the PGA clause and reflected in customer billings.

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Following is a reconciliation of the amounts in the tables above to the amounts presented in Spire Missouri’s balance sheets:

Spire Alabama periodically employs a gasoline derivative program to help stabilize operating costs associated with forecasted purchases of gasoline and diesel fuels used to power vehicles and equipment used in the course of its business. The gains or losses on these derivative instruments arenot subject to Spire Alabama’s GSA rider. There wereno such contracts outstanding as of* September 30, 2024* and2023.

11. CONCENTRATIONS OF CREDIT RISK

Spire’s Gas Utility segment serves 1.7 million customers inthree states across multiple rate classes resulting in a significant amount of revenue diversity. Credit risk is mitigated by the high percentage of residential customers as well as the geographic diversity of the Utilities, though customers for each of the Utilities are concentrated in a single state.

Spire Marketing’s accounts receivable attributable to utility companies and their marketing affiliates totaled $45.9 at* September 30, 2024*. The concentration of transactions with these counterparties has the potential to affect the Company’s overall exposure to credit risk, either positively or negatively, in that customers in this group* maybe affected similarly by changes in economic, industry, or other conditions. Spire Marketing also has concentrations of credit risk with certain individually significant counterparties. At September 30, 2024*, the amounts included in accounts receivable from itsfive largest counterparties (in terms of net accounts receivable exposure) totaled $21.0. Three of thesefive counterparties are investment-grade-rated integrated utilities,one is a liquefied natural gas project facility with a senior debt issue ratingone notch below investment-grade with a positive outlook, andone is a utility marketing affiliate which isnot rated but whose owners are all investment-grade public power companies.

To manage these risks, Spire Marketing has established procedures to determine the creditworthiness of its counterparties. These procedures include obtaining credit ratings and credit reports, analyzing counterparty financial statements to assess financial condition, and considering the industry environment in which the counterparty operates. This information is monitored on an ongoing basis. In some instances, Spire Marketing* mayrequire credit assurances such as prepayments, letters of credit, or parental guaranties. In addition, Spire Marketing mayenter into netting arrangements to mitigate credit risk with counterparties in the energy industry with whom it conducts both sales and purchases of natural gas. Where there isno* netting arrangement, Spire Marketing records accounts receivable, accounts payable, and prepayments for physical sales and purchases of natural gas on a gross basis. Sales are typically made on an unsecured credit basis with payment due the month following delivery. Accounts receivable amounts are closely monitored and provisions for uncollectible amounts are accrued when losses are probable.

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12. INCOME TAXES

The Company, Spire Missouri, and Spire Alabama are subject to federal income tax as well as income tax in various state and local jurisdictions. Spire files a consolidated federal income tax return and various state income tax returns and allocates income taxes to Spire Missouri, Spire Alabama and its other subsidiaries as if each entity were a separate taxpayer.

The provision for income taxes during the fiscal years ended* September 30, 2024*,2023, and2022 was as follows:

The effective income tax rate varied from the federal statutory income tax rate for each year due to the following:

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The significant items comprising the net deferred tax liability or asset as of* September 30*were as follows:

As indicated in Note1, Summary of Significant Accounting Policies, the Company’s regulated operations accounting for income taxes is impacted by ASC Topic980, Regulated Operations. The Tax Cuts and Jobs Act of2017 (TCJA) reduced the corporate federal income tax rate, and the corresponding reductions in deferred income tax balances resulted in amounts previously collected from utility customers for these deferred taxes becoming refundable to such customers, generally through reductions in future rates. The TCJA includes provisions that stipulate how these excess deferred taxes are to be passed back to customers for certain accelerated tax depreciation benefits. In fiscal year2018, the MoPSC Amended Report and Order took effect and the estimated excess accumulated deferred income tax began to be returned to Spire Missouri customers in rates. During fiscal year2022, the amount of excess accumulated deferred income taxes was trued up as part of the rate proceeding. The amount being returned related to the TCJA has been updated and in addition the excess accumulated deferred income taxes related to the Missouri tax rate change began to be returned in fiscal year2022. For Spire Missouri, excess accumulated deferred taxes of $9.9, $10.0, and $9.9, respectively, were returned in fiscal year2024, 2023, and2022. The treatment for accumulated deferred income tax balances for Spire Alabama, Spire Gulf and Spire Mississippi started to be accounted for during fiscal year2023. For Spire Gulf, $0.6 and $3.1, respectively, were returned to ratepayers in fiscal year2024 and2023. Spire Mississippi returned less than $0.1 and $0.1, respectively, in fiscal year2024 and2023. For Spire Alabama, the deferred tax position resulted in a collection from customers of $0.2 and $0.2, respectively, for fiscal years2024 and2023.

On* April 14, 2023,the IRS issued Revenue Procedure2023*-15 that provides a safe harbor method of accounting that taxpayers* mayuse to determine whether to deduct or capitalize expenditures to repair, maintain, replace, or improve natural gas transmission and distribution property. Under the revenue procedure, the method of accounting will depend on the property’s classification as linear transmission property, linear distribution property, or non-linear property. The revenue procedure maybe adopted in tax years ending after May 1, 2023.It is anticipated the Company will adopt the revenue procedure with the filing of its tax return for the year ended September 30, 2024.*

In assessing whether deferred tax assets are realizable, management considers whether it is more likely thannot that some portion or all of the deferred tax assets willnot be realized. Management considers all significant available positive and negative evidence, including the existence of losses in recent years, the timing of deferred tax liability reversals, projected future taxable income, taxable income in carryback years, and tax planning strategies to assess the need for a valuation allowance. Based upon this evidence, management believes it is more likely thannot the Company, Spire Missouri and Spire Alabama will realize the benefits of these deferred tax assets.

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As of* September 30, 2024*, Spire, and on a separate company basis, Spire Missouri and Spire Alabama, had carryforwards as shown below.

For federal tax purposes, Spire Missouri’s and Spire Alabama’s loss carryforwards* maybe utilized against income from another member of the consolidated group. The loss carryforwards begin to expire in fiscal2030* for certain state purposes and fiscal2037 for federal and other state purposes. The tax credit carryforwards are expected to be utilized prior to their expiration.

The Company, Spire Missouri and Spire Alabama recognize the tax benefit from a tax position only if it is at least more likely thannot that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. Unrecognized tax benefits are reported as a reduction of a deferred tax asset for an operating loss carryforward to the extent the recognition of the benefit would impact the operating loss carryforward, pursuant to ASU2013-11. The following table presents a reconciliation of the beginning and ending balances of unrecognized tax benefits.

As of* September 30, 2024and2023,* the amounts of unrecognized tax benefits which, if recognized, would affect the effective tax rate were $6.2 and $5.9, respectively, for the Company, $5.3 and $5.1, respectively, for Spire Missouri, and $0.3 and $0.3, respectively, for Spire Alabama. It is reasonably possible that events will occur in the next12 months that could increase or decrease the amount of the unrecognized tax benefits. The Company, Spire Missouri, and Spire Alabama donot expect that any such change will be significant to the balance sheets. Spire Alabama reportedno unrecognized tax benefits for fiscal year2022.

The Company, Spire Missouri, and Spire Alabama record potential interest and penalties related to uncertain tax positions as interest expense and other income deductions, respectively. As of* September 30, 2024* and2023, interest accrued associated with uncertain tax positions was de minimis, andno penalties were accrued.

The Company, Spire Missouri, and Spire Alabama areno longer subject to examination for fiscal years prior to2021, except to the extent the net operating losses from prior years are reviewed.

13. PENSION PLANS AND OTHER POSTRETIREMENT BENEFITS

Pension Plans

Spire and the Utilities maintain pension plans for their employees. Spire Missouri and Spire Alabama have non-contributory, defined benefit, trusteed forms of pension plans covering the majority of their employees. Qualified plan assets are comprised of mutual and commingled funds consisting of U.S. equities with varying strategies, global equities, alternative investments, and fixed income investments.

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The net periodic pension cost includes components shown in the following table. The components other than the service costs and regulatory adjustment are presented in “Other Income, Net” in the income statement, except for Spire Alabama’s losses on lump-sum settlements. Such losses are capitalized in regulatory balances and amortized over the remaining actuarial life of individuals in the plan, and that amortization is presented in “Other Income, Net.”

Other changes in plan assets and pension benefit obligations recognized in other comprehensive income or loss include the following:

Spire pension obligations are driven by separate plan and regulatory provisions governing Spire Missouri, Spire Alabama and Spire EnergySouth pension plans.

Pursuant to the provisions of Spire Missouri’s and Spire Alabama’s pension plans, pension obligations* may*be satisfied by monthly annuities, lump-sum cash payments, or special termination benefits. Lump-sum payments are recognized as settlements (which can result in gains or losses) only if the total of such payments exceeds the sum of service and interest costs in a specific year. Special termination benefits, when offered, are also recognized as settlements which can result in gains or losses.

In the fiscal year ended* September 30, 2024**two* Spire Missouri plans met the criteria for settlement recognition for lump sum payments, withone of the plans also offering special termination benefits, requiring re-measurement of the obligation under those plans using updated census data and assumptions for discount rate and mortality. For the remeasurements, the discount rate for the Missouri plans were updated to 5.1% at* September 30, 2024 (from 6.25% at September 30, 2023).Total Spire Missouri lump sum payments recognized as settlements during fiscal2024* were $37.3.

In the fiscal year ended* September 30, 2023,one Spire Missouri plan andtwo Spire Alabama plans met the criteria for settlement recognition, requiring re-measurement of the obligation under those plans using updated census data and assumptions for discount rate and mortality. For the remeasurements, the discount rate for the Missouri plan was updated to 6.3% at September 30, 2023 (from 5.8% at September 30, 2022),and the discount rate for the Alabama plans were updated to 6.2% and 6.25%, respectively, (from 5.7% and 5.65%, respectively). Lump-sum payments recognized as settlements during fiscal2023* was $48.7 ($9.9 attributable to Spire Missouri and $38.8 to Spire Alabama). The Alabama regulatory tariff requires that settlement losses be amortized over the remaining actuarial life of the individuals in the plan, and in fiscal2023 the amortization periods range from 11.8 years to 13.4 years. Therefore, no lump sum settlement expenses were recorded in the fiscal year ended* September 30, 2023.*

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Effective* December 23, 2021,the pension cost for Spire Missouri’s western territory (Missouri West) included in customer rates was reduced from $5.5 to $4.4 per year, the pension cost included in Spire Missouri’s eastern territory (Missouri East) customer rates was increased from $29.0 to $32.4 per year. Subsequently, on December 26, 2022,*the amount in Missouri East was lowered to $29.9. The difference between these amounts and pension expense as calculated pursuant to the above and that otherwise would be included in the statements of income and statements of comprehensive income is deferred as a regulatory asset or regulatory liability.

Also effective* December 23, 2021,Missouri East prepaid pension assets and other postretirement benefits that were previously being included in rates at $21.6 per year foreight years were reduced to $11.0 per year, with the amortization period being reset for another eight years. Missouri West net liability for pension and other postretirement benefits that were previously reducing rates by $3.3 per year foreight years were reduced to a $1.1 reduction in rates per year, with the amortization period being reset for another eight years. Subsequently, on December 26, 2022,*Missouri East amortization was lowered to $6.9 and Missouri West to a reduction of $0.8.

The following table shows the reconciliation of the beginning and ending balances of the pension benefit obligation at* September**30:*

In2024, almost all of the qualified plans experienced increases to their respective benefit obligations. The discount rates decreased between 110 and 125 basis points compared to the prior fiscal year-end which led to liability losses. Lump sum rates fortwo plans decreased from the prior fiscal year, leading to further liability losses. Finally, experience study assumption changes, including updated termination rates, retirement rates, salary scale, form of payment, spouse age and percentage married resulted in liability gains for Spire Alabama and liability losses for Spire Missouri.

The following table sets forth the reconciliation of the beginning and ending balances of the fair value of plan assets at* September**30:*

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The following table sets forth the amounts recognized in the balance sheets at* September**30:*

Pre-tax amounts recognized in accumulated other comprehensive lossnot yet recognized as components of net periodic pension cost consist of:

The assumptions used to calculate net periodic pension costs for Spire Missouri are as follows:

The assumptions used to calculate net periodic pension costs for Spire Alabama are as follows:

The discount rate is based on long-term, high quality bond indices at the measurement date. The expected long-term rate of return on plan assets is based on historical and projected rates of return for current and planned asset classes in the investment portfolio. Assumed projected rates of return for each asset class were selected after analyzing historical experience and future expectations of the returns. The overall expected rate of return for the portfolio was developed based on the target allocation for each class.

The assumptions used to calculate the benefit obligations are as follows:

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The following table sets forth the year-end projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for plans that have a projected benefit obligation and an accumulated benefit obligation in excess of plan assets:

The following tables set forth the targeted and actual plan assets by category as of* September 30*of each year for Spire Missouri and Spire Alabama:

The Spire Inc. Retirement Plans Committee is responsible for the administration of the various plans, and all payments under the plans require direction of that committee. The Spire Inc. Defined Benefit Plan Investment Review Committee utilizes an Outsourced Chief Investment Officer (OCIO) model where investment decisions are outsourced to investment consultants (Willis Towers Watson), who in turn become co-fiduciaries with the committee.

For all plans, the Company employs a total return investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets with a prudent level of risk. Risk tolerance is established through consideration of plan liabilities, plan funded status, corporate financial condition and market conditions. The Company has developed an investment strategy that focuses on asset allocation, diversification and quality guidelines. The investment goals are to obtain an adequate level of return to meet future obligations of the plan by providing above average risk-adjusted returns with a risk exposure in the mid-range of comparable funds. Comparative market and peer group benchmarks are utilized to ensure that investment managers are performing satisfactorily. The Company seeks to maintain an appropriate level of diversification to minimize the risk of large losses in a single asset class. Accordingly, plan assets for the pension plans donot have a concentration of assets in a single entity, industry, country, commodity or class of investment fund.

The following table sets forth expected pension benefit payments for the succeedingfive fiscal years, and in aggregate for thefive fiscal years thereafter, for Spire, Spire Missouri, and Spire Alabama:

The funding policy of Spire Missouri and Spire Alabama is to contribute an amountnot less than the minimum required by government funding standards nor more than the maximum deductible amount for federal income tax purposes. Spire Missouri’s contributions to the pension plans in fiscal2025 are anticipated to be $37.5 into the qualified trusts, and $0 into the non-qualified plans. Spire Alabama’s contributions to the pension plans in fiscal2025 are anticipated to be $14.5 into the qualified trusts.

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Other Postretirement Benefits

Spire and the Utilities provide certain life insurance benefits at retirement. Spire Missouri plans provide for medical insurance after early retirement until age65. For retirements prior to* January 1, 2015,*the Missouri West plans provided medical insurance after retirement until death. The Spire Alabama plans provide medical insurance upon retirement until death for certain retirees depending on the type of employee and the date the employee was originally hired.

Net periodic postretirement benefit costs consist of the following components:

Other changes in plan assets and postretirement benefit obligations recognized in OCI include the following:

Pursuant to a MoPSC Order, the return on plan assets is based on the market-related value of plan assets implemented prospectively over afour-year period. Gains and lossesnot yet includible in postretirement benefit cost are amortized only to the extent that such gain or loss exceeds 10% of the greater of the accumulated postretirement benefit obligation or the market-related value of plan assets. Such excess is amortized over the average remaining service life of active participants. Effective* December 23, 2021,the $8.6 allowance for recovery in rates for Spire Missouri’s postretirement benefit plans was discontinued. The difference betweenno* recovery in rates and postretirement expense as calculated pursuant to the above and that otherwise would be included in the statements of income and statements of comprehensive income is deferred as a regulatory asset or regulatory liability. Effective with the resolution of the2022 Missouri rate case in* December 2022,*net liabilities for postretirement benefits reduced rates $0.9 and $0.1 per year for Missouri East and Missouri West, respectively.

In fiscal2024, Spire Missouri offered an early retirement incentive to select employees, which resulted in a $6.1 increase in the postretirement obligation.

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The following table sets forth the reconciliation of the beginning and ending balances of the postretirement benefit obligation at* September**30:*

In fiscal2024, the discount rates decreased 125 basis points compared to the prior fiscal year-end which led to liability losses for both Spire Alabama and Spire Missouri plans. Experience study assumption changes including updated termination rates, retirement rates, employee and spouse participation, and spouse age resulted in gains for both Spire Missouri and Spire Alabama. For Spire Alabama, these gains didnot offset the impact of the discount rate decrease, resulting in a net increase in obligation benefit. For Spire Missouri plans, these gains, combined with higher benefit payments, more than offset the impact of the discount rate decrease and the recognition of special termination benefits, resulting in a net decrease in the benefit obligation.

The following table sets forth the reconciliation of the beginning and ending balances of the fair value of plan assets at* September**30:*

The following table sets forth the amounts recognized in the balance sheets at* September**30:*

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Pre-tax amounts recognized in accumulated other comprehensive lossnot yet recognized as components of net periodic postretirement benefit cost consist of:

The assumptions used to calculate net periodic postretirement benefit costs for Spire Missouri are as follows:

The assumptions used to calculate net periodic postretirement benefit costs for Spire Alabama are as follows:

The discount rate is based on long-term, high quality bond indices at the measurement date. The expected long-term rate of return on plan assets is based on historical and projected rates of return for current and planned asset classes in the investment portfolio. Assumed projected rates of return for each asset class were selected after analyzing historical experience and future expectations of the returns. The overall expected rate of return for the portfolio was developed based on the target allocation for each class.

The weighted average discount rate used to calculate the accumulated postretirement benefit obligations for the Spire Alabama and Spire Missouri plans was 5.05% for2024 and 6.30% for2023.

The assumed medical cost trend rates at* September**30* are as follows:

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The following tables set forth the targeted and actual plan assets by category as of* September 30*of each year for Spire Missouri and Spire Alabama:

Missouri and Alabama state laws provide for the recovery in rates of costs accrued pursuant to GAAP provided that such costs are funded through an independent, external funding mechanism. The Utilities have established Voluntary Employees’ Beneficiary Association and Rabbi Trusts as external funding mechanisms. Their investment policies seek to maximize investment returns consistent with their tolerance for risk. Outside investment management specialists are utilized in each asset class. Such specialists are provided with guidelines, where appropriate, designed to ensure that the investment portfolio is managed in accordance with policy. Performance and compliance with the guidelines is regularly monitored. Spire Missouri and Spire Alabama currently invest in mutual funds which are rebalanced periodically to the target allocation. The mutual funds are diversified across U.S. stock and bond markets, and for Spire Alabama, international stock markets.

The following table sets forth expected postretirement benefit payments for the succeedingfive fiscal years, and in aggregate for thefive fiscal years thereafter for Spire, Spire Missouri, and Spire Alabama:

The Utilities’ funding policy is to contribute amounts to the trusts equal to the periodic benefit cost calculated pursuant to GAAP as recovered in rates. For both Spire Missouri and Spire Alabama there areno anticipated contributions to the postretirement plans in fiscal2025.

Other Plans

Spire Services Inc. sponsors a401(k) plan that cover substantially all employees of Spire Inc. and its subsidiaries. The plan allows employees to contribute a portion of their base pay in accordance with specific guidelines. The cost of the defined contribution plan for Spire Inc. totaled $16.6 for fiscal years2024, and $15.5 for2023, and2022, respectively. Spire Missouri provides a match of such contributions within specific limits. The cost of the defined contribution plan for Spire Missouri amounted to$9.3, $9.1, and $10.9 for fiscal years2024, 2023, and2022, respectively. Spire Alabama also provides a match of employee contributions within specific limits. The cost of the defined contribution plan for Spire Alabama amounted to $2.9, $3.1, and $3.6 for fiscal years2024, 2023, and2022, respectively.

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Fair Value Measurements of Pension and Other Postretirement Plan Assets

For registrants, cash and cash equivalents include money market mutual funds, are valued based on quoted market prices and are recorded as level1 assets. Debt securities, other than global funds, are valued based on broker/dealer quotations or by using observable market inputs and are recorded as level1 assets. The US stock/bond mutual funds that are valued at the quoted market price of the identical securities are recorded as level1 assets. Debt global funds, real asset funds, international funds, and certain US stock/bond mutual funds and equity funds are recorded as level2 as they have observable inputs other than level1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that arenot active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Spire

The table below categorizes the fair value measurements of the Spire pension plan assets:

The table below categorizes the fair value measurements of Spire’s postretirement plan assets:

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The table below categorizes the fair value measurements of Spire Missouri’s pension plan assets:

The table below categorizes the fair value measurements of Spire Missouri’s postretirement plan assets:

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The table below categorizes the fair value measurements of Spire Alabama’s pension plan assets:

The table below categorizes the fair value measurements of Spire Alabama’s postretirement plan assets:

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14. INFORMATION BY OPERATING SEGMENT

The Company hasthree reportable segments: Gas Utility, Gas Marketing, and Midstream. The Gas Utility segment is the aggregation of the operations of the Utilities. The Gas Marketing segment includes the results of Spire Marketing, a subsidiary engaged in the non-regulated marketing of natural gas and related activities, including utilizing natural gas storage contracts for providing natural gas sales. The Midstream segment includes Spire STL Pipeline and Spire MoGas Pipeline, subsidiaries of Spire providing natural gas pipeline transportation services, and Spire Storage, a subsidiary of Spire providing interstate natural gas storage services. Other components of the Company’s consolidated information include Spire’s subsidiaries engaged in the operation of a propane pipeline and risk management, among other activities, and unallocated corporate items, including certain debt and associated interest costs.

Accounting policies are described in Note1, Summary of Significant Accounting Policies. Intersegment transactions include sales of natural gas from Spire Marketing to Spire Missouri and Spire Alabama, sales of natural gas from Spire Missouri to Spire Marketing, sales of natural gas from Spire Alabama to Spire Marketing, propane transportation services provided by Spire NGL Inc. to Spire Missouri, and propane storage services provided by Spire Missouri to Spire NGL Inc.

Management evaluates the performance of the operating segments based on the computation of adjusted earnings. Adjusted earnings exclude from reported net income, as applicable, the after-tax impacts of fair value accounting and timing adjustments associated with energy-related transactions, the impacts of acquisition, divestiture and restructuring activities, and the largely non-cash impacts of other non-recurring or unusual items such as certain regulatory, legislative or GAAP standard-setting actions.

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15. REGULATORY MATTERS

As discussed below for Spire Missouri and Spire Alabama, the Purchased Gas Adjustment (PGA) clauses and Gas Supply Adjustment (GSA) riders allow the Utilities to pass through to customers the cost of purchased gas supplies. Regulatory assets and regulatory liabilities related to the PGA clauses and the GSA rider are both labeled Unamortized Purchased Gas Adjustments herein.

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The following regulatory assets and regulatory liabilities were reflected in the balance sheets of the Company, Spire Missouri and Spire Alabama as of* September 30, 2024* and2023.

A portion of the Company’s and Spire Missouri's regulatory assets arenot earning a return, as shown in the table below:

Like all the Company’s regulatory assets, these regulatory assets as of* September 30, 2024* are expected to be recovered from customers in future rates. The recovery period for the future income taxes due from customers and pension and other postretirement benefit costs could be 20 years or longer, based on current Internal Revenue Service guidelines and average remaining service life of active participants, respectively. The recovery period for the PGA assets is aboutone year. The other itemsnot earning a return are expected to be recovered over a periodnot to exceed 15 years, consistent with precedent set by the MoPSC, except for certain debt costs expected to be recovered over the related debt term (currently to2051). Spire Alabama doesnot have any regulatory assets that arenot earning a return.

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As authorized by the MoPSC, the PGA clause allows Spire Missouri to flow through to customers, subject to prudence review by the MoPSC, the cost of purchased gas supplies. To better match customer billings with market natural gas prices, Spire Missouri is allowed to file to modify, on a periodic basis, the level of gas costs in its PGA. Some provisions of the PGA clause are:

Pursuant to the provisions of the PGA clause, the difference between actual costs incurred and costs recovered through the application of the PGA clause, as well as the actual amount of off-system sales and capacity release revenues allocated to customers, are reflected as a regulatory asset or liability at the end of the fiscal year. At that time, the balance is classified as a current asset or current liability and recovered from, or credited to, customers over an annual period commencing in the subsequent* November.The balance in the current account is amortized as amounts are reflected in customer billings. In fiscal2023,* Spire Missouri filedtwo changes to its tariff, which were approved and became effective in* November 2022and January 2023.In fiscal2024,* the MoPSC approved slight decreases in the PGA in Spire Missouri’s western service territory tariff effective in* November 2023and June 2024 (andno* change in the eastern service territory). On* November 12, 2024,based on a recent Spire Missouri filing, the MoPSC approved a PGA decrease of approximately 30% for both service territories effective November 15, 2024.*

In mid-* February 2021,the central U.S. experienced a period of unusually severe cold weather (“Winter Storm Uri”), and Spire Missouri implemented an Operational Flow Order (OFO) to preserve the integrity of its distribution system. During this time, Spire Missouri was required to purchase additional natural gas supply, both to ensure adequate supply for its firm utility customers, and to cover the shortfall created whenthird*-party marketers failed to deliver natural gas supply to its city gates on behalf of their customers. In accordance with its MoPSC-approved OFO tariff, Spire Missouri invoiced the cost of gas and associated penalties totaling $195.8 to non-compliant marketers and recorded accounts receivable. Recoveries collected are an offset to cost of natural gas for firm utility customers through the PGA and Actual Cost Adjustment (ACA) so are net income neutral to Spire Missouri. Thethree largest counterparties didnot remit payment when due, so Spire Missouri filed suit against them in federal court to recover the invoiced amounts. In late* February 2022,the parties to the OFO waiver suits agreed to a settlement in principle, pursuant to which marketers will reimburse Spire Missouri for the actual cost of its incremental gas purchases to serve marketers’ customers during Winter Storm Uri, so Spire Missouri reduced revenue, accounts receivable, cost of gas and regulatory liabilities by approximately $150 in thesecond* quarter of fiscal2022. The settlement, which reduced the total amount due from thethree marketers to approximately $42, was approved by the MoPSC in late* May 2022.The marketers are making timely payments to Spire Missouri, and the remaining total balance was less than $20 as of September 30, 2024.*

In2022, the MoPSC initiated its annual ACA dockets (GR-2022-0135 and GR-2022-0136) to audit gas commodity and transportation costs for the2020-2021 heating season, which included the impact of Winter Storm Uri in mid-* February 2021on Spire Missouri’s natural gas portfolio. In December 2022,the MoPSC Staff proposed disallowances relating to imbalance cash-outs and an off-system sale. In fiscal2024,* all outstanding issues were resolved withno impact on historically reported results.

The Infrastructure System Replacement Surcharge (ISRS) allows Spire Missouri expedited recovery for its investment to replace qualifying components of its infrastructure without the necessity of a formal rate case. All prior ISRS revenues were reset tozero as of* December 26, 2022as a result of Spire Missouri’s most recent base rate case. Since then, the MoPSC has approved cumulative annual ISRS revenue increases of $53.6 (with the latest increase of $16.7 effective on November 16, 2024),reflecting eligible pipe replacement from September**2022* through* August 2024.*

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In* September 2022,the APSC approved the renewal of Rate Stabilization and Equalization (RSE) through September 30, 2025,with certain modifications to the previous terms. Under RSE, the APSC conducts reviews in March,** Juneand Septemberto determine whether Spire Alabama’s return on average common equity (RCE) at the end of the rate year will be within the allowed range of return. Reductions in rates can be made quarterly to bring the projected RCE within the allowed range; increases, however, are allowed only once each rate year, effective December 1,and cannot exceed 4% of prior-year revenues. Effective October 1, 2022,Spire Alabama's allowed range of RCE is 9.50% to 9.90% with an adjusting point of 9.70%. Previously, the allowed range was 10.15% to 10.65% with an adjusting point of 10.40%. Spire Alabama is subject to a performance-based adjustment of plus or minus 10 basis points to the RCE adjusting point, based upon the terms of the previously approved Accelerated Infrastructure Modernization (AIM) Program tariff; however, Spire applied for and received approval to suspend the operation of the AIM performance-based adjustment for2022,* 2023, 2024 and2025, impacting fiscal years2023 through2026. Spire Alabama’s equity as a percent of total capitalization is limited to 55.5%, and Average Common Equity growth is limited to 6.00% each year.

In thefirst quarter of fiscal2023, Spire Alabama made its annual RSE rate filing with the APSC, presenting the utility’s budget for the fiscal year ended* September 30, 2023,and new rates designed to provide an annual revenue increase of $15.0 became effective January 1, 2023.On October 26, 2023,Spire Alabama made its annual RSE rate filing, presenting the utility’s budget for the fiscal year ending September 30, 2024.After an amended filing on December 27, 2023,new rates designed to provide an annual revenue increase of $14.3 became effective January 1, 2024.At the September 30, 2024point of test, the RCE was above the allowed range, resulting in a reduction in rates totaling $4.0 annually effective in December 2024.On October 24, 2024,Spire Alabama made its annual RSE rate filing (based on its budget for fiscal2025*) including proposed rates designed to provide an annual revenue increase of $3.6, subject to review by the APSC staff and the Office of the Attorney General.

The inflation-based Cost Control Measure (CCM) established by the APSC allows for annual changes in operation and maintenance (“O&M”) expense relative to an index range. Effective* October 1, 2022,the Base Year O&M expense was computed by averaging the actual O&M expenses for2020,* 2021, and2022. The Base CPI-U was computed by averaging the* AugustCPI-U for2020,* 2021, 2022. The “Index” is computed by measuring the change from the Base CPI-U to the* AugustCPI-U of the most recently completed fiscal year, less a factor of 1.50%. The index range will be computed by adjusting the Index plus or minus 1.50%. If rate year O&M expense falls within the index range,no adjustment is required. If rate year O&M expense exceeds the index range,three-quarters of the difference is returned to customers through future rate adjustments. To the extent rate year O&M is less than the index range, Spire Alabama benefits byone*-half of the difference through future rate adjustments. If a benefit is achieved, the Base Year and the Base CPI-U for the following year will each be reset to an average of thethree preceding completed years. If a benefit isnot achieved, the Base Year and Base CPI-U willnot be updated. Certain items that fluctuate based on situations demonstrated to be beyond Spire Alabama’s control* maybe excluded from the CCM calculation. Spire Alabama recorded a CCM benefit for rate year2022* of $17.2. To mitigate the impact on ratepayers, Spire requested and received approval to recover the rate year2022 CCM benefit overfive years (with recognition of revenue only up to24 months in advance of recovery). Spire Alabama recorded CCM benefits for rate years2023 and2024 of $4.4 and $2.5, respectively.

Spire Alabama’s rate schedules for natural gas distribution charges contain a GSA rider which permits the pass-through to customers of changes in the cost of gas supply. Spire Alabama’s tariff provides a temperature adjustment mechanism, also included in the GSA rider, which is designed to moderate the impact of departures from normal temperatures on Spire Alabama’s earnings. The temperature adjustment applies primarily to residential, small commercial and small industrial customers. Other non-temperature weather-related conditions that* mayaffect customer usage arenot* included in the temperature adjustment. There is also a mechanism under Spire Alabama's GSA rider allowing the utility to create value through off-system sales of excess natural gas supply and capacity and to give 75% of the value created to customers while retaining 25% (after thefirst $1.6 of value from capacity release goes entirely to customers). In fiscal2023, GSA rate increases were effective* December 1, 2022and January 1, 2023,and in fiscal2024,* GSA rate decreases were effective* October 1, 2023,** January 1, 2024,and April 1, 2024,*primarily attributable to changes in natural gas commodity prices.

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Spire

In addition to those discussed above for Spire Missouri and Spire Alabama, Spire is affected by the following regulatory matters.

Spire Gulf has similar rate regulation to Spire Alabama. Its RSE rate-setting mechanism was renewed in* September 2021for afour*-year term through* September 2025.The RSE allowed RCE range is 9.70% to 10.30% with an adjusting point of 9.95% for fiscal2022* through fiscal2025. In* October 2021and2022,* Spire Gulf made its annual RSE rate filings with the APSC based on its budget for the new fiscal year, and new rates designed to provide increased annual revenues of $1.0 and $2.5 became effective at the beginning of* January 2022and2023,* respectively. Spire Gulf filed its RSE point of test as of* April 30, 2023with the APSC reflecting that its projected RCE exceeded the allowed RCE resulting in an annualized refund of $1.8 that became effective July 1, 2023.Spire Gulf’s September 30, 2023RSE point of test reflected that its actual RCE still exceeded the allowed RCE, resulting in an additional annualized refund of $2.0 that became effective December 13, 2023.In thefirst* quarter of fiscal2024, Spire Gulf made its annual RSE filing (based on its budget for fiscal2024) reflecting a further increase in annual revenues of $2.7 which also became effective* December 13, 2023.On October 25, 2024,Spire Gulf made its annual RSE filing (based on its budget for fiscal2025*) reflecting a further increase in annual revenues of $1.9, pending regulatory review. Spire Gulf’s CCM has evaluation and recovery provisions when expenses exceed or are under a band of plus or minus 1.50% around the CPI-U inflated O&M per customer expense level from the base year, excluding expenses for pensions and gas bad debt. The base year for the O&M index was2021 for fiscal2022. Since a CCM benefit was recorded in fiscal2022, the base year O&M index for fiscal2023 through fiscal2025 will be the2022 O&M level. A CCM benefit of $1.7 was recorded for fiscal2022 to an economic development fund that can be used for economic development purposes subject to APSC approval. Spire Gulf’s O&M for fiscal2023 and2024 was within the O&M per customer inflation adjusted band. Spire Gulf has a Cast Iron Main Replacement Factor (CIF) that provides an enhanced return on the pro-rata costs associated with cast iron main replacement exceeding10 miles per year based on a 75% weighting for the equity content. Capital expenditures recovered under the CIF havenot increased since fiscal2019 pursuant to applicable tariff provisions although the Company is continuing to recover costs of service associated with accumulated expenditures under the CIF. Spire Gulf also has an ESR for negative revenue variances over $0.1 or a force majeure event expense of $0.1 (ortwo events that exceed $0.15) and an Environmental Cost Recovery Factor that recovers 90% of prudently incurred costs for compliance with environmental laws, rules and regulations. Spire Gulf has an APSC-approved intercompany revolving credit agreement with Spire to borrow in a principal amountnot to exceed $75.0 and to loan up to $25.0.

Spire Mississippi utilizes a formula rate-making process under the Rate Stabilization Adjustment Rider (RSA). An allowed return on equity (currently 10.04%) is computed annually and compared to the actual return on equity based on a rate year ending* June 30.If the actual equity return on an end of period rate base is beyond the allowed return on equity by 1.0%, then 75% of any shortfall is recovered through a rate increase and 50% of any excess results in a rate decrease. Updates mayinclude known and measurable adjustments to historic costs from the 12 months ended* * June 30,submitted September 15for an effective date of November 1,unless disputed by the Mississippi Public Utilities Staff (MPUS), with any disputes to be resolved by the Mississippi Public Service Commission (MSPSC) by January 15of the following year. The MSPSC approved stipulation agreements between the MPUS and Spire Mississippi that provided for increased annual revenues of $0.8, $0.8 and $1.0 through rates effective on February 1, 2022,** January 1, 2023and January 1, 2024,respectively. Spire Mississippi’s RSA filing made on September 4, 2024*reflected a further rate increase of $0.8 and is pending review by the MPUS. Additionally, a Supplemental Growth Rider provides recovery of certain Spire Mississippi system expansion projects to serve qualified economic development projects.

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16. COMMITMENTS AND CONTINGENCIES

Commitments

The Company and the Utilities have entered into contracts with various counterparties, expiring on dates through calendar2039, for the storage, transportation, and supply of natural gas. Minimum payments required under the contracts in place at* September 30, 2024*, are estimated at $1,529.5, $1,493.1 and $346.8 for the Company (excluding commitments between subsidiaries), Spire Missouri and Spire Alabama, respectively. Additional contracts are generally entered into prior to or during the heating season of* Novemberthrough April.*The Utilities recover their costs from customers in accordance with their PGA clauses or GSA riders.

Spire is a limited partner in several unconsolidated partnerships, predominantly focusing on sustainability and development initiatives tied to the natural gas utility sector. Spire committed to contribute a total of $25.3 of capital to the partnerships as and when requested by the respective general partners. As of* September 30, 2024*, the total remaining unfunded commitment was $18.4.

Contingencies

The Company and the Utilities account for contingencies, including environmental liabilities, in accordance with accounting standards under the loss contingency guidance of ASC Topic450, Contingencies, when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

In addition to matters noted below, the Company and the Utilities are involved in other litigation, claims, and investigations arising in the normal course of business. Management, after discussion with counsel, believes the final outcome willnot have a material effect on the statements of income, balance sheets, and statements of cash flows of the Company, Spire Missouri, or Spire Alabama. However, there is uncertainty in the valuation of pending claims and prediction of litigation results.

The Company and the Utilities own and operate natural gas distribution, transmission, and storage facilities, the operations of which are subject to various environmental laws, regulations, and interpretations. While environmental issues resulting from such operations arise in the ordinary course of business, such issues havenot materially affected the Company’s or Utilities’ financial position and results of operations. As environmental laws, regulations, and their interpretations change, the Company or the Utilities* mayincur additional environmental liabilities that mayresult in additional costs, which may*be material.

In the natural gas industry, many gas distribution companies have incurred environmental liabilities associated with sites they or their predecessor companies formerly owned or operated where manufactured gas operations took place. The Utilities each have former manufactured gas plant (MGP) operations in their respective service territories, some of which are discussed under the Spire Missouri and Spire Alabama headings below. To the extent costs are incurred associated with environmental remediation activities, the Utilities would request authority from their respective regulators to defer such costs (less any amounts received from insurance proceeds or as contributions from other potentially responsible parties (PRPs)) and collect them through future rates.

To date, costs incurred for all Spire MGP sites for investigation, remediation and monitoring havenot been material. However, the amount of costs relative to future remedial actions at these and other sites is unknown and* maybe material. The actual future costs that Spire Missouri and Spire Alabama may*incur could be materially higher or lower depending upon several factors, including whether remediation will be required, final selection and regulatory approval of any remedial actions, changing technologies and government regulations, the ultimate ability of other PRPs to pay, and any insurance recoveries.

In2020, Spire retained an outside consultant to conduct probabilistic cost modeling of its former MGP sites in Missouri and Alabama. The purpose of this analysis was to develop an estimated range of probabilistic future liability for each of their MGP sites. That analysis, completed in* March 2021,provided a range of demonstrated possible future expenditures to investigate, monitor and remediate the former MGP sites. Spire Missouri and Spire Alabama have recorded their best estimates of the probable expenditures that relate to these matters. The amount remains immaterial, and Spire Missouri, Spire Alabama and the Company donot* expect potential liabilities that* may*arise from remediating these sites to have a material impact on their future financial condition or results of operations.

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Spire Missouri has identifiedthree former MGP sites in the city of St. Louis, Missouri (the “City”) where costs have been incurred and claims have been asserted. Spire Missouri has enrolledtwo of the sites in the Missouri Department of Natural Resources (MoDNR) Brownfields/Voluntary Cleanup Program (BVCP). Thethird site is the result of an assertion by the United States Environmental Protection Agency (EPA).

In conjunction with redevelopment of the Carondelet Coke site, Spire Missouri and another former owner of the site entered into an agreement (the “Remediation Agreement”) with the City development agencies, the developer, and an environmental consultant that obligatesone of the City agencies and the environmental consultant to remediate the site and obtain aNo Further Action (NFA) letter from the MoDNR. The Remediation Agreement also provides for a release of Spire Missouri and the other former site owner from certain liabilities related to the past and current environmental condition of the site and requires the developer and the environmental consultant to maintain certain insurance coverage, including remediation cost containment, premises pollution liability, and professional liability. The operative provisions of the Remediation Agreement were triggered on* December 20, 2010,on which date Spire Missouri and the other former site owner, as full consideration under the Remediation Agreement, paid a small percentage of the cost of remediation of the site. The property was divided intoseven* parcels, and MoDNR NFA letters have been received forsix of the parcels. Remediation is ongoing on the last parcel.

In* May 2023,Spire Missouri was approached by a real estate developer interested in purchasing the northern half of thesecond* site, Station A, and developing the same for industrial purposes. Consequently, Spire Missouri entered into a cost sharing agreement for remedial investigation with other PRPs. The site developer, Spire Missouri and the PRPs collectively designed a site investigation plan which was submitted to the MoDNR and approved by the agency on* August 27, 2024.*Contracts with an environmental engineering firm are almost completed and once finalized, the site investigation process will begin.

Additionally, in correspondence dated* November 30, 2016,Region7* of the EPA has asserted that Spire Missouri is liable under Section107(a) of the Comprehensive Environmental Response, Compensation, and Liability Act of1980 (CERCLA) for alleged coal gas waste contamination at athird site, Station B. Spire Missouri and the site owner notified the EPA that information and data provided by the EPA to date doesnot rise to the level of documenting a threat to the public health or environment. As such, in* March 2017*Spire Missouri requested more information from the EPA. Spire Missouri never received a response from the EPA.

Spire Missouri has notified its insurers that it seeks reimbursement for costs incurred in the past and future potential liabilities associated with these MGP sites. While some of the insurers have denied coverage and reserved their rights, Spire Missouri retains the right to seek potential reimbursements from them.

On* March 10, 2015,Spire Missouri received a Section104*(e) information request under CERCLA from EPA Region7 regarding the former Thompson Chemical/Superior Solvents site in the City. In turn, Spire Missouri issued a Freedom of Information Act (FOIA) request to the EPA on* April 3, 2015,to identify the basis of the inquiry. The FOIA response from the EPA was received on July 15, 2015,and a response was provided to the EPA on August 15, 2015.Spire Missouri has receivedno* further inquiry from the EPA regarding this matter.

In its western service area, Spire Missouri hassix owned MGP sites enrolled in the BVCP, including Joplin MGP*#1,* St. Joseph MGP*#1,* Kansas City Coal Gas Station B, Kansas City Station A Railroad area, Kansas City Coal Gas Station A, and Independence MGP*#2.* Source removal has been conducted at all the owned sites since2003 with the exception of Joplin. On* September 15, 2016,a request was made with the MoDNR for a restrictive covenant use limitation with respect to Joplin. Remediation efforts at thesix* sites are at various stages of completion, ranging from groundwater monitoring and sampling following source removal activities to the aforementioned request for the Joplin site. As part of its participation in the BVCP, Spire Missouri communicates regularly with the MoDNR with respect to its remediation efforts and monitoring activities at these sites. On* May 11, 2015,*MoDNR approved the next phase of investigation at the Kansas City Station A Railroad area.

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Spire Alabama is in the chain of title ofnine former MGP sites,four of which it still owns, andfive former manufactured gas distribution sites,one of which it still owns. All are located in the state of Alabama.

In2011, a removal action was completed and an NFA letter was received at the Huntsville MGP site pursuant to an Administrative Settlement Agreement and Order on Consent among the EPA, Spire Alabama and the current site owner.

In2012, Spire Alabama responded to an EPA Request for Information Pursuant to Section104 of CERCLA relating to the35th Avenue Superfund Site located in North Birmingham, Jefferson County, Alabama. Spire Alabama was identified as a PRP under CERCLA for the cleanup of the site or costs the EPA incurs in cleaning up the site. At this point, Spire Alabama hasnot been provided information that would allow it to determine the extent, if any, of its potential liability with respect to the35th Avenue Superfund Site and vigorously denies its inclusion as a PRP.

Assessments were performed by the EPA of the former MGP sites in Gadsden and Anniston, and NFA letters were received after each assessment.

Spire

In addition to those discussed above for Spire Missouri and Spire Alabama, Spire is aware of the following contingent matters.

Spire Marketing, along with many natural gas industry participants, faced the unprecedented effects of Winter Storm Uri in* February 2021.Numerous natural gas producers and midstream operators were unable to deliver natural gas to market as they experienced wellhead freeze-offs, power outages and equipment failure due to the extreme weather. These events resulted in supply curtailments, and related notices of force majeure to excuse performance, from and to certain counterparties. Further, these events made Spire Marketing subject to various ongoing commercial disputes (including regarding force majeure). All filed litigation disputes have been resolved, and Spire Marketing has recorded the agreed-upon liabilities as of September 30, 2024,which arenot* materially different from amounts previously accrued.

17. LEASES

The lease agreement covering the Company’s primary office space in St. Louis extends through* February 2035,with an option to renew for an additionalfive* years. Spire Alabama’s lease agreement for office space in Birmingham extends through* January 2037,with an option to renew fortwo* additionalfive-year terms. The lease agreement covering Spire Marketing and Spire Storage office space in Houston extends through* December 2028,with options to terminatethree* years earlier or to renew for an additionalfive years. The renewal options in the St. Louis and Houston leases were deemed reasonably certain to be exercised and are included in the lease term used to determine the right-of-use assets and lease liabilities. The Company and its subsidiaries have other relatively minor rental arrangements for real estate and equipment with remaining terms of up tonine years.

Operating lease cost, cash flow and noncash information are shown in the following table.

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The following table shows year-end balance sheet and weighted-average information about operating leases.

On the balance sheets, right-of-use assets are included in “Deferred Charges and Other Assets: Other,” current lease liabilities are in “Current Liabilities: Other,” and noncurrent lease liabilities are in “Deferred Credits and Other Liabilities: Other.”

Following is a maturity analysis by fiscal year for operating lease liabilities as of* September 30, 2024*.

There areno significant finance leases, short-term leases, subleases, variable lease payments, residual value guarantees, restrictions or covenants pertaining to leases.

The Company elected, for all asset classes,not to recognize right-of-use assets and lease liabilities for short-term leases. Instead, the lease payments for short-term leases are recognized in profit or loss on a straight-line basis over the lease term and variable lease payments are recognized in the period in which the obligation for those payments is incurred. The Company elected, for all asset classes,not to separate nonlease components from lease components and instead to account for each separate lease component and the nonlease components associated with that lease component as a single lease component.

The discount rate used for all the leases is the applicable incremental borrowing rate, which is the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. For a subsidiary lessee, the rate applicable to the subsidiary is used unless the lease terms are influenced by parent credit.

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