Nisource Inc.
A utility holding company based in Merrillville, Indiana, NiSource delivers natural gas and electricity to millions of customers across six states under the Columbia Gas and NIPSCO brands. Its roots trace to 1912, when Gary-area businessmen formed the Northern Indiana Public Service Company to power the Gary Railway Company. The name "NiSource" comes from "Northern Indiana," adopted in 1999 after the company grew beyond its home state.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
NiSource Inc. Index Page Executive Summary 42 Summary of Consolidated Financial Results 44 Results and Discussion of Segment Operations 45 Columbia Operations 46 NIPSCO Operations 49 Liquidity and Capital Resources 54 Regulatory, Environmental and Safety Matters 59 Market Risk D…
NiSource Inc. Index Page Executive Summary 42 Summary of Consolidated Financial Results 44 Results and Discussion of Segment Operations 45 Columbia Operations 46 NIPSCO Operations 49 Liquidity and Capital Resources 54 Regulatory, Environmental and Safety Matters 59 Market Risk Disclosures 62 Other Information 63 41 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. EXECUTIVE SUMMARY This Management's Discussion and Analysis of Financial Condition and Results of Operations ("Management’s Discussion") includes management’s analysis of past financial results and certain potential factors that may affect future results, potential future risks and approaches that may be used to manage those risks. See "Note regarding forward-looking statements" at the beginning of this report for a list of factors that may cause results to differ materially. Management's Discussion is designed to provide an understanding of our operations and financial performance and should be read in conjunction with our Condensed Consolidated Financial Statements (unaudited) included in this report and our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. We are an energy holding company under the Public Utility Holding Company Act of 2005 whose primary subsidiaries are fully regulated natural gas and electric utility companies serving customers in six states. We generate substantially all of our operating income through these rate-regulated businesses, which are summarized for financial reporting purposes into two primary reportable segments: Columbia Operations and NIPSCO Operations. Refer to ''Note 17, "Business Segment Information," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for further discussion of our business segments. Our vision is to be a premier, innovative and trusted energy partner. We exist to deliver safe, reliable and competitive energy that drives value to our customers. In order to achieve this goal, we seek to develop strategies that benefit all stakeholders as we (i) support long-term infrastructure investment and safety programs to better serve our customers, (ii) align our tariff structures and regulatory programs with our cost structure, and (iii) create value and enable growth in an evolving energy ecosystem. These strategies focus on improving safety and reliability, enhancing customer experience, pursuing regulatory and legislative initiatives to increase accessibility for customers currently not on our gas and electric service, ensuring customer value and reducing emissions while generating sustainable returns. The safety of our customers, communities and employees remains our focus. Serving as a guiding practice for our SMS, NiSource is certified in conformance to the American Petroleum Institute Recommended Practice 1173, which is the foundation to our journey towards operational excellence. Data Center Contracts and Strategy: Set forth below is a discussion of recent developments relating to our data center contracts and strategy. This discussion is supplemental to, and should be read in conjunction with, our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, in particular Part I, Item 1A, "Risk Factors—Data Center Operations and Strategy Risk" and Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Summary—ADS Contract and Data Center Strategy", and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, in particular Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations— Executive Summary—Data Center Contracts and Strategy." Construction Update GenCo continues to advance development of its new combined‑cycle natural gas‑fired generation facility to support the ADS Contract. During the period, the EPC contractor progressed engineering, procurement, and planning activities in support of construction beginning in the third quarter of 2026, including mobilization in June 2026 for initial civil site work. The equipment supply contract for the CCGT units is progressing in accordance with planned delivery schedules. GenCo is also advancing the development of a combined 400 MW and 100 MW BESS installation. The battery equipment supply contract was awarded in February 2026, and the EPC contractor continues engineering, procurement, and planning activities to support the anticipated start of on-site construction in the third quarter of 2026. Data Center Strategy & Pool Resource Assets We continue to experience strong demand from potential data center customers in our northern Indiana service territory and are engaged in negotiations with potential additional counterparties. Agreements we enter into with additional counterparties will be served by means of customized, dedicated generation assets, Pool Resource Assets, or a combination. 42 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. With respect to customers to be served by Pool Resource Assets, NIPSCO will retain discretion to select and dispatch Pool Resource Assets to meet committed customer demand in a way that maintains reliability and efficiency without direct involvement or approval from specific customers. We believe this model will enable us to allocate generation resources more efficiently and provide us with greater flexibility to serve a broader range of potential customers. We evaluate potential transactions with Pool Resource Asset customers in the context of existing demand and resources within the pool in order to promote a sustainable alignment between committed customer demand within the pool and capacity available from Pool Resource Assets. For additional information regarding our Pool Resource Asset strategy and the initial Pool Resource Assets expected to serve our existing data center customers, refer to Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations— Executive Summary" in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. As we evaluate data center opportunities, we focus on community, financial, operational, and regulatory factors to support our strategy. We believe this development can enhance Indiana's tax base, diversify employment, and add value for customers and shareholders. Simultaneously, we remain committed to responsibly managing power demand and environmental goals. In order to perform under any further data center contracts, we expect that we would need to develop or contract for additional generation and transmission assets, which may be significant, and obtain additional financing in connection with such development. For these and other reasons, our ability to successfully execute our data center strategy is subject to a number of risks and uncertainties. Refer to Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. Energy Transition: We continue to advance our energy transition strategy, primarily through the continuation and enhancement of existing programs, such as implementing our plan to retire and replace remaining coal-fired electric generation by 2028 with a balanced mix of low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak detection and repair. We continue to make progress on our electric generation transition, initiated through our 2018 Plan, and we are continually adjusting to the dynamic energy landscape. Before the planned retirement of the R.M. Schahfer coal facility at the end of December 2025, NIPSCO received the first of successive emergency orders under section 202(c) of the Federal Power Act, to continue operating in 90-day increments, currently through September 19, 2026. The orders stated that continued operation of R.M. Schahfer is required to meet an energy emergency across MISO’s North and Central regions. Consistent with the Federal Power Act and the U.S. Department of Energy regulations, the order authorizes NIPSCO to obtain cost recovery pursuant to 16 U.S.C. § 824a(c). For additional information, see Note 9, "Regulatory Matters," and see Part I, Item 1A. "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. NIPSCO's 2021 Plan calls for a new natural gas peaking facility to replace existing vintage gas peaking facilities at the R.M. Schahfer Generating Station to support system reliability and resiliency, and upgrades to the electric transmission system. Following approval by the IURC in October 2024, the construction of a new 400 MW natural gas peaking generation facility is underway, which is expected to support the planned retirement of the existing vintage gas peaking facilities by the end of 2028. The 2021 Plan affirms the retirement of the Michigan City Generating Station by 2028 and calls for new natural gas peaking facilities. Final retirement dates for these units will be subject to MISO approval. NIPSCO's 2024 Plan was submitted to the IURC on December 9, 2024. The 2024 Plan maintains the retirement decisions and capacity additions identified in the 2018 and 2021 Integrated Resource Plans and calls for additional generation resources through 2029 to support capacity requirements. The 2024 Plan informs future generation investments required to ensure reliability for NIPSCO’s customers and incorporates factors such as anticipated load growth from data centers and other economic development opportunities, EPA emissions rules, and evolving MISO resource accreditation rules. Given that the 90-day 202(c) emergency order could continue to be issued every 90 days to keep R.M. Schahfer open for the foreseeable future, and given that MISO's resource accreditations for renewables and storage remain uncertain, it will be necessary to evaluate changes to our previously communicated resource timelines and alternative resource decisions. We plan to move as efficiently as possible while maintaining the integrity of our commercial, planning, regulatory, procurement and operational execution processes. We continue to enhance safety and reduce methane emissions on our gas systems through modernization programs and utilization of advanced leak detection and repair. In addition, we plan to advance other low- or zero-emission energy resources and technologies, such as hydrogen and renewable natural gas. 43 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Transformation: We are modernizing and unlocking efficiencies within our systems and processes on operational excellence, safety, operation and maintenance management. These efforts include investments in proven technologies backed with standardized processes that are changing the way we plan, schedule, and execute work in the field and how we engage and provide service to our customers. We continue to focus on our customer technology platforms, which we believe will not only transform technology to enhance our employee and customer experiences, but also modernize systems and further reduce our enterprise risk related to end-of-life systems. Value Captured: During the first quarter, we initiated a multi-year program, Value Captured, aimed at accelerating certain transformation activities in response to growing customer affordability concerns. This program is focused on operational efficiencies, evaluating target operating models and improving long-term scalability. In the second quarter, we began our first phase of internal functional re-organization, resulting in involuntary employee separations. The separation benefits provided fall under our existing severance policy. The re-organization is ongoing and is expected to result in additional impacts. NIPSCO Union Contract Negotiations: On April 2, 2026, NIPSCO initiated a lockout of employees represented by the United Steelworkers following months of extensive negotiations to produce successor collective bargaining agreements by the contract expiration date of March 31, 2026. Agreements were reached and subsequently ratified by the physical and clerical bargaining units on April 24, 2026, and May 1, 2026, respectively, ending the lockout. During the lockout period, we incurred incremental costs to support our work continuity plans. For additional information see Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations—NIPSCO Operations. Economic Environment: We continue to monitor risks related to order and delivery lead times for construction and other materials, potential unavailability of materials due to global shortages in raw materials, and decreased construction labor productivity in the event of disruptions in the availability of materials. We continue to experience elevated material and supply costs in certain product sourcing categories driven by increased demand and tariffs. To the extent that work plan delays occur or our costs increase, our business operations, results of operations, cash flows, and financial condition could be materially adversely affected. Summary of Consolidated Financial Results A summary of our consolidated financial results for the three and six months ended June 30, 2026 and 2025 are presented below: Three Months Ended June 30, Six Months Ended June 30, (in millions, except per share amounts) 2026 2025 Favorable (Unfavorable) 2026 2025 Favorable (Unfavorable) Operating Revenues $ 1,342.4 $ 1,283.0 $ 59.4 $ 3,705.5 $ 3,466.2 $ 239.3 Operating Expenses Cost of energy 193.6 261.8 68.2 862.8 909.3 46.5 Other operating expenses 920.7 758.3 (162.4) 1,795.4 1,534.6 (260.8) Total Operating Expenses 1,114.3 1,020.1 (94.2) 2,658.2 2,443.9 (214.3) Operating Income 228.1 262.9 (34.8) 1,047.3 1,022.3 25.0 Total Other Deductions, Net (181.0) (138.6) (42.4) (358.2) (265.6) (92.6) Income Taxes 10.2 23.8 13.6 96.0 129.5 33.5 Net Income 36.9 100.5 (63.6) 593.1 627.2 (34.1) Net income (loss) attributable to noncontrolling interest (8.6) (1.7) 6.9 40.5 50.2 9.7 Net Income Attributable to NiSource 45.5 102.2 (56.7) 552.6 577.0 (24.4) Preferred dividends redemption premium — — — 3.6 — 3.6 Net Income Available to Common Shareholders $ 45.5 $ 102.2 $ (56.7) $ 556.2 $ 577.0 $ (20.8) Earnings Per Share Basic Earnings Per Share $ 0.10 $ 0.22 $ (0.12) $ 1.16 $ 1.22 $ (0.06) Diluted Earnings Per Share $ 0.09 $ 0.22 $ (0.13) $ 1.15 $ 1.22 $ (0.07) The majority of the costs of energy in both segments are tracked costs that are passed through directly to the customer, resulting in an equal and offsetting amount reflected in operating revenues. 44 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. The decrease in net income available to common shareholders for the three months ended June 30, 2026 was primarily due to higher operation and maintenance expense, primarily related to outside services and labor costs, increased depreciation expense, and higher interest expense, partially offset by higher revenues associated with capital investments. The decrease in net income available to common shareholders for the six months ended June 30, 2026 was primarily due to higher operation and maintenance expense, primarily related to outside services and labor costs, increased interest expense, and increased depreciation expense, partially offset by higher revenues associated with capital investments. For additional information on operating income variance drivers see "Results and Discussion of Segment Operations" for Columbia Operations and NIPSCO Operations in this Management's Discussion. Income Taxes Refer to Note 13, "Income Taxes," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for information on income taxes and the change in the effective tax rates for the periods presented. RESULTS AND DISCUSSION OF SEGMENT OPERATIONS Presentation of Segment Information Columbia Operations aggregates the results of the fully regulated and wholly owned subsidiaries of NiSource Gas Distribution Group, Inc. Each Columbia distribution company is an operating segment which we aggregate to form the Columbia Operations reportable segment. NIPSCO Operations aggregates the results of NIPSCO Holdings I and its majority-owned subsidiaries, including NIPSCO, which has both fully regulated gas and electric operations in northern Indiana. The remainder of our operations, which are not significant enough on a stand-alone basis to warrant treatment as a reportable segment, are presented as "Corporate and Other" within the Notes to the Condensed Consolidated Financial Statements (unaudited) and primarily are comprised of interest expense on holding company debt, unallocated corporate costs and activities and new business development costs and operating results of GenCo. 45 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Columbia Operations Financial and operational data for the Columbia Operations segment for the three and six months ended June 30, 2026 and 2025 are presented below. Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 Favorable (Unfavorable) 2026 2025 Favorable (Unfavorable) Operating Revenues $ 600.5 $ 604.7 $ (4.2) $ 1,927.1 $ 1,848.5 $ 78.6 Operating Expenses Cost of energy 80.8 110.4 29.6 464.7 490.2 25.5 Operation and maintenance 225.2 207.7 (17.5) 503.6 450.7 (52.9) Depreciation and amortization 131.4 111.7 (19.7) 252.3 219.9 (32.4) Loss on sale of assets, net — 0.3 0.3 — 0.3 0.3 Other taxes 59.8 52.4 (7.4) 130.9 119.4 (11.5) Total Operating Expenses 497.2 482.5 (14.7) 1,351.5 1,280.5 (71.0) Operating Income $ 103.3 $ 122.2 $ (18.9) $ 575.6 $ 568.0 $ 7.6 Revenues Residential $ 406.2 $ 402.1 $ 4.1 $ 1,313.7 $ 1,260.1 $ 53.6 Commercial 126.8 127.7 (0.9) 460.0 435.8 24.2 Industrial 40.8 38.1 2.7 98.8 86.3 12.5 Off-System 11.5 22.8 (11.3) 28.3 45.1 (16.8) Wholesale and Other 15.2 14.0 1.2 26.3 21.2 5.1 Total $ 600.5 $ 604.7 $ (4.2) $ 1,927.1 $ 1,848.5 $ 78.6 Sales and Transportation (MMDth) Residential 17.5 20.0 (2.5) 106.0 110.8 (4.8) Commercial 19.5 20.8 (1.3) 80.3 82.7 (2.4) Industrial 66.6 63.5 3.1 143.6 135.6 8.0 Off-System 3.6 8.7 (5.1) 8.0 14.6 (6.6) Wholesale and Other 0.1 — 0.1 0.3 0.2 0.1 Total 107.3 113.0 (5.7) 338.2 343.9 (5.7) Heating Degree Days(1) 437 494 (57) 3,093 3,164 (71) Normal Heating Degree Days(1) 493 501 (8) 3,129 3,167 (38) % Warmer than Normal (11) % (1) % (1) % — % % Warmer than prior year (12) % (2) % Columbia Operations Customers Residential 2,230,081 2,219,628 10,453 Commercial 188,389 187,963 426 Industrial 1,961 1,980 (19) Other 5 5 — Total 2,420,436 2,409,576 10,860 (1) Heating degree figures represent averages of the five jurisdictions served by Columbia Operations. Comparability of operation and maintenance expenses, depreciation and amortization, and other taxes may be impacted by regulatory, depreciation, and tax trackers that allow for the recovery in rates of certain costs. 46 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Columbia Operations The underlying reasons for changes in our operating revenues for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below. Favorable (Unfavorable) Changes in Operating Revenues (in millions) Three Months Ended June 30, 2026 vs 2025 Six Months Ended June 30, 2026 vs 2025 Rates from base rate proceedings and regulatory capital programs $ 27.8 $ 84.4 The effects of customer growth 0.8 2.0 The effects of customer usage (0.7) (1.6) The effects of weather in 2026 compared to 2025, net of weather and revenue normalization mechanisms (8.9) (23.1) Other 3.4 8.8 Change in operating revenues (before cost of energy and other tracked items) $ 22.4 $ 70.5 Operating revenues offset in operating expense Higher tracker deferrals within operation and maintenance, depreciation, and tax 3.0 33.6 Lower cost of energy billed to customers (29.6) (25.5) Total change in operating revenues $ (4.2) $ 78.6 Weather In general, we calculate the weather-related revenue variance based on changing customer demand driven by weather variance from normal heating degree days, net of weather and revenue normalization mechanisms. Normal weather is aligned with the definitions used in base rates for each jurisdiction, which typically reflect a 20-year average for all operating companies, other than Columbia of Virginia, which uses a 30-year average. In certain circumstances, normal weather as defined in base rates may differ from the assumptions used in normalization mechanisms. Our composite heating degree days reported do not directly correlate to the weather-related dollar impact on the results of Columbia Operations. Heating degree days experienced during different times of the year or in different operating locations may have more or less impact on volume and dollars depending on when and where they occur. When the detailed results are combined for reporting, there may be weather-related dollar impacts on operations when there is not an apparent or significant change in our aggregated composite heating degree day comparison. Sales The decrease in volumes for the three and six months ended June 30, 2026 compared to 2025 was a result of decreased usage from off-system, residential, and commercial customers, partially offset by increases in industrial usage and residential and commercial customer count. Commodity Price Impact Cost of energy for the Columbia Operations segment is principally comprised of the cost of natural gas procured and transported on behalf of and sold to customers while providing distribution services, as well as the transportation and storage costs of acquiring natural gas. All of our Columbia Operations companies have state-approved recovery mechanisms that provide a means for full recovery of prudently incurred gas costs. These are tracked costs that are passed through directly to the customer, and the gas costs included in revenues are matched with the gas cost expense recorded in the period. Any difference in actual costs incurred and amounts billed to customers is recorded on the Condensed Consolidated Balance Sheets (unaudited) as under-recovered or over-recovered gas cost to be included in future customer billings. Therefore, increases in these tracked operating expenses are offset by increases in operating revenues and have essentially no impact on net income. Certain Columbia Operations companies continue to offer choice opportunities, where customers can choose to purchase gas from a third-party supplier through regulatory initiatives in their respective jurisdictions. The underlying reasons for changes in our operating expenses for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below. 47 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Columbia Operations Favorable (Unfavorable) Changes in Operating Expenses (in millions) Three Months Ended June 30, 2026 vs 2025 Six Months Ended June 30, 2026 vs 2025 Higher depreciation and amortization expense $ (19.7) $ (32.4) Higher outside services expenses (6.4) (11.3) Higher property tax (6.9) (9.2) Higher employee and administrative related expenses (2.1) (2.7) Value Captured initiative (2.5) (2.5) Other (3.7) (4.8) Change in operating expenses (before cost of energy and other tracked items) $ (41.3) $ (62.9) Operating expenses offset in operating revenue Higher tracker deferrals within operation and maintenance, depreciation, and tax (3.0) (33.6) Lower cost of energy billed to customers 29.6 25.5 Total change in operating expense $ (14.7) $ (71.0) 48 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. NIPSCO Operations Financial and operational data for the NIPSCO Operations segment, which services both gas and electric customers, for the three and six months ended June 30, 2026 and 2025 are presented below. Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 Favorable (Unfavorable) 2026 2025 Favorable (Unfavorable) NIPSCO Operations Operating Revenues $ 744.2 $ 680.8 $ 63.4 $ 1,783.0 $ 1,622.5 $ 160.5 Operating Expenses Cost of energy 111.8 151.4 39.6 397.1 419.1 22.0 Operation and maintenance 270.4 211.0 (59.4) 491.8 413.0 (78.8) Depreciation and amortization 222.2 165.9 (56.3) 384.9 307.2 (77.7) Loss on impairment of assets — 0.4 0.4 — 0.7 0.7 Other taxes 19.4 18.1 (1.3) 40.3 36.6 (3.7) Total Operating Expenses 623.8 546.8 (77.0) 1,314.1 1,176.6 (137.5) Operating Income $ 120.4 $ 134.0 $ (13.6) $ 468.9 $ 445.9 $ 23.0 Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 Favorable (Unfavorable) 2026 2025 Favorable (Unfavorable) NIPSCO Electric Revenues Residential $ 185.2 $ 164.6 $ 20.6 $ 363.6 $ 332.5 $ 31.1 Commercial 183.8 161.7 22.1 357.4 321.8 35.6 Industrial 160.8 134.4 26.4 317.7 277.2 40.5 Wholesale and Other 42.7 33.0 9.7 85.9 63.4 22.5 Total $ 572.5 $ 493.7 $ 78.8 $ 1,124.6 $ 994.9 $ 129.7 Sales (GWh) Residential 757.7 804.3 (46.6) 1,544.1 1,614.7 (70.6) Commercial 895.4 896.7 (1.3) 1,794.3 1,781.5 12.8 Industrial 2,246.2 2,034.0 212.2 4,397.6 4,170.0 227.6 Wholesale and Other 248.6 286.2 (37.6) 403.6 466.7 (63.1) Total 4,147.9 4,021.2 126.7 8,139.6 8,032.9 106.7 Cooling Degree Days 211 301 (90) 211 301 (90) Normal Cooling Degree Days 271 264 7 271 264 7 % Warmer (Colder) than Normal (22) % 14 % (22) % 14 % % Colder than prior year (30) % (30) % NIPSCO Electric Customers Residential 434,384 432,133 2,251 Commercial 59,820 59,416 404 Industrial 2,102 2,110 (8) Wholesale and Other 700 705 (5) Total 497,006 494,364 2,642 49 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. NIPSCO Operations Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 Favorable (Unfavorable) 2026 2025 Favorable (Unfavorable) NIPSCO Gas Revenues Residential $ 104.9 $ 115.1 $ (10.2) $ 434.9 $ 413.8 $ 21.1 Commercial 42.1 45.7 (3.6) 160.8 150.8 10.0 Industrial 21.0 22.6 (1.6) 55.1 54.0 1.1 Other 3.7 3.7 — 7.6 9.0 (1.4) Total $ 171.7 $ 187.1 $ (15.4) $ 658.4 $ 627.6 $ 30.8 Sales and Transportation Volumes (MMDth) Residential 7.4 8.6 (1.2) 38.9 41.3 (2.4) Commercial 6.7 7.3 (0.6) 26.2 27.6 (1.4) Industrial 61.4 64.5 (3.1) 132.6 138.3 (5.7) Total 75.5 80.4 (4.9) 197.7 207.2 (9.5) Heating Degree Days 551 660 (109) 3,468 3,675 (207) Normal Heating Degree Days 633 640 (7) 3,682 3,719 (37) % Colder (Warmer) than Normal (13) % 3 % (6) % (1) % % Warmer than prior year (17) % (6) % NIPSCO Gas Customers Residential 809,399 803,375 6,024 Commercial 66,776 66,554 222 Industrial 2,641 2,696 (55) Total 878,816 872,625 6,191 Comparability of operation and maintenance expenses and depreciation and amortization may be impacted by regulatory and depreciation trackers that allow for the recovery in rates of certain costs. 50 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. NIPSCO Operations The underlying reasons for changes in our operating revenues for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below. Favorable (Unfavorable) Changes in Operating Revenues (in millions) Three Months Ended June 30, 2026 vs 2025 Six Months Ended June 30, 2026 vs 2025 Rates from base rate proceedings, regulatory capital and DSM programs $ 120.8 $ 204.5 The effects of customer growth 2.4 6.4 The effects of customer usage 1.7 (4.6) Policy adjustments (9.5) (14.3) The effects of weather in 2026 compared to 2025, net of NIPSCO Gas' weather normalization mechanism (9.3) (17.2) Other (4.9) 1.0 Change in operating revenues (before cost of energy and other tracked items) $ 101.2 $ 175.8 Operating revenues offset in operating expense Higher tracker deferrals within operation and maintenance, depreciation and tax 1.8 6.7 Lower cost of energy billed to customers (39.6) (22.0) Total change in operating revenues $ 63.4 $ 160.5 Weather The results of operations for the NIPSCO Operations segment include income from both electric and gas services. In general, we calculate the weather-related revenue variance based on changing customer demand driven by weather variance from normal cooling degree days and normal heating degree days, net of NIPSCO Gas' weather normalization mechanism. Our composite cooling and heating degree days reported do not directly correlate to the weather-related dollar impact on the results of NIPSCO Operations. Cooling and heating degree days experienced during different times of the year or in different operating locations may have more or less impact on volume and dollars depending on when they occur. When the detailed results are combined for reporting, there may be weather-related dollar impacts on operations when there is not an apparent or significant change in our aggregated composite cooling and heating degree day comparison. Sales The increase in total volumes sold to electric customers for the three and six months ended June 30, 2026 compared to the same period in 2025 was primarily attributable to increased industrial usage and residential customer count, partially offset by decreased residential and wholesale and other usage. The decrease in total volumes sold to gas customers for the three and six months ended June 30, 2026 compared to the same period in 2025 was primarily attributable to decreased usage by industrial, residential, and commercial customers due to warmer weather, partially offset by increases in residential and commercial customer count. Commodity Price Impact Cost of energy for the NIPSCO Operations segment's electric activities is principally comprised of the cost of coal, natural gas purchased for internal generation of electricity, transportation of coal and natural gas, and the cost of power purchased from generators of electricity for its generation and transmission activities. For its gas distribution activities, NIPSCO Operations' cost of energy is principally comprised of the cost of natural gas procured and transported on behalf of and sold to customers while providing distribution services, as well as the transportation and storage costs of acquiring natural gas. NIPSCO Operations has state-approved recovery mechanisms that provide a means for full recovery of prudently incurred costs of energy. The majority of these costs of energy are passed through directly to the customer, and the costs of energy included in operating revenues are matched with the cost of energy expense recorded in the period. Any difference in actual costs incurred and amounts billed to customers is recorded on the Condensed Consolidated Balance Sheets (unaudited) as under-recovered or 51 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. NIPSCO Operations over-recovered fuel and gas costs to be included in future customer billings. Therefore, increases in these tracked operating expenses are offset by increases in operating revenues and have essentially no impact on net income. The underlying reasons for changes in our operating expenses for the three and six months ended June 30, 2026 compared to the same period in 2025 are presented below. Favorable (Unfavorable) Changes in Operating Expenses (in millions) Three Months Ended June 30, 2026 vs 2025 Six Months Ended June 30, 2026 vs 2025 Higher depreciation and amortization expense driven by new base rates $ (56.2) $ (76.9) Workplace continuity related expenses (30.5) (30.5) Higher outside services expenses (12.2) (16.8) Higher employee and administrative expenses (8.4) (8.6) Higher property taxes (2.6) (5.2) Value Captured initiative (2.9) (2.9) Higher (lower) materials and supplies expenses 0.9 (2.3) Other (2.1) (9.6) Change in operating expenses (before cost of energy and other tracked items) $ (114.0) $ (152.8) Operating expenses offset in operating revenue Lower tracker deferrals within operation and maintenance, depreciation and tax (2.6) (6.7) Lower cost of energy billed to customers 39.6 22.0 Total change in operating expense $ (77.0) $ (137.5) Electric Supply and Generation Transition NIPSCO continues to execute on an electric generation transition consistent with the 2018 Plan and 2021 Plan and maintained in the 2024 Plan. Before the planned retirement of the R.M. Schahfer coal facility at the end of December 2025, NIPSCO received the first of successive emergency orders under section 202(c) of the Federal Power Act, to continue operating in 90-day increments, currently through September 19, 2026. The orders stated that continued operation of R.M. Schahfer is required to meet an energy emergency across MISO’s North and Central regions. Consistent with the Federal Power Act and the U.S. Department of Energy regulations, the order authorizes NIPSCO to obtain cost recovery pursuant to 16 U.S.C. § 824a(c). As directed, NIPSCO continued to make R.M. Schahfer available in the MISO market. Following receipt of the emergency order, NIPSCO filed a complaint at FERC seeking a modification of the MISO tariff to establish a mechanism for recovery and allocation of the cost to comply with this order. NIPSCO made two filings with the IURC related to the emergency order. The first filing is to confirm accounting treatment of current electric rate order, and the second is a filing for recovery of federally mandated expenses related to the emergency order, which will be utilized in the event that any costs of complying with the emergency order fall outside of the MISO tariff recovery. Jurisdictional revenues and operating costs associated with R.M. Schahfer are recorded within the Income Statement, but are subject to recovery under the tariff established by the 202(c) emergency order and returned to customers. For additional information, see Note 9, Regulatory Matters. NIPSCO has one remaining project under the 2021 Plan still under development. We expect the Templeton project, a wind BTA project with nameplate capacity of 200 MW, to be placed in service in 2027. See "Executive Summary - Energy Transition" in this Management's Discussion for additional information. NIPSCO has sold, and may in the future sell, renewable energy credits from its renewable generation to third parties to offset customer costs. In March 2026, we experienced damage to our solar generation facilities at Dunn's Bridge I due to an extreme weather event. As of June 30, 2026, we deferred $3.5 million of costs related to site cleanup and safety, and recorded a loss of $16.2 million to impair the assets damaged during the storm. We believe these expenses are probable of recovery and have recorded an offsetting insurance receivable of $19.7 million, inclusive of anticipated reimbursement for incurred cleanup costs. 52 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. NIPSCO Operations In April 2026, NIPSCO initiated a lockout of employees represented by the United Steelworkers following months of extensive negotiations to produce successor collective bargaining agreements by the contract expiration date of March 31, 2026. Agreements were reached and subsequently ratified by the physical and clerical bargaining units in April and May 2026, respectively, ending the lockout. During the lockout period, we incurred incremental costs to support our work continuity plans, which consisted of external and internal labor costs and other outside services including power delivery, gas operations, security, generation, and administrative costs. 53 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Liquidity and Capital Resources We continually evaluate the availability of adequate financing to fund our ongoing business operations, working capital and core safety and infrastructure investment programs. Our financing is sourced through cash flow from operations, the issuance of debt and/or equity, and minority interest investments. Equity issuances are primarily conducted through our ATM program. Additionally, we received proceeds from tax credit transfers related to previously and currently monetized credits, which are returned to customers over a ten‑year period for investment tax credits and a one-year period for production tax credits. External debt financing is provided primarily through the issuance of long-term debt, accounts receivable securitization programs and our commercial paper program, which is backstopped by our committed revolving credit facility. We believe these sources provide adequate capital to fund operating activities and capital expenditures for our base business (i.e., excluding operations and capital expenditures related to serving data center customers) in 2026 and beyond. The aggregate cost of Contract Assets and Pool Resource Assets supporting our existing data center customers is currently estimated to be between $9.25 to $9.75 billion. We expect to finance the construction and development of these assets and purchases of market capacity through a number of sources including, but not limited to, funds received under our data center contracts, debt, and equity financing raised by NiSource and capital contributions from affiliates of Blackstone to NIPSCO Holdings II and Generation Holdings II in connection with such Blackstone affiliates’ minority interest investments in those entities. For additional information on these minority interest investments, refer to Note 4, "Noncontrolling Interests," and Note 19, "Other Commitments and Contingencies - E. Other Matters," in our Annual Report on Form 10-K for the year ended December 31, 2025. If we enter into additional data center contracts, we expect that we would need to develop additional generation assets to serve our new data center customers, which may be significant. In order to fund the development of these assets required to serve our data center customers we will be required to obtain significant additional financing, for which we may consider other funding sources, structures, or partnerships, which may include JVs, off-balance sheet arrangements in the form of BTAs, or other arrangements to support maintenance of our investment grade credit ratings. Sources of financing activities for the current year are as follows: Details of our ATM program activity are summarized below: •In February 2026, we executed a forward sale agreement, which allows us to issue a fixed number of shares at a price to be settled in the future. The forward purchaser under our forward sale agreement borrowed 2,200,000 shares from third parties, which the forward purchaser sold, through its affiliated agent, at a weighted average price of $45.63 per share. We may settle the forward sale agreement in shares, cash or net shares by December 2026. •In June 2026, we executed a forward sale agreement, which allows us to issue a fixed number of shares at a price to be settled in the future. The forward purchaser under our forward sale agreement borrowed 2,151,874 shares from third parties, which the forward purchaser sold, through its affiliated agent, at a weighted average price of $46.47 per share. We may settle the forward sale agreement in shares, cash or net shares by December 2026. •As of June 30, 2026, the ATM program inclusive of the outstanding forward sale agreements had approximately $1.15 billion of equity capacity available. The ATM program expires in December 2028. Details of our long-term debt activity are summarized below: •In May 2026, we completed the issuance and sale of $500.0 million of 4.75% senior unsecured notes maturing in 2031, and $750.0 million of 5.30% senior unsecured notes maturing in 2036. The issuances resulted in approximately $1.236 billion of total net proceeds after discount and debt issuance costs. See Note 6, "Equity," Note 7, "Short-Term Borrowings," and Note 8, "Long-Term Debt," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for more information on our financing activities. 54 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Cash Flow Activities The following table summarizes our cash flow activities: Six Months Ended June 30, (in millions) 2026 2025 Change in 2026 vs 2025 Cash from (used for): Operating Activities $ 1,122.7 $ 1,181.8 $ (59.1) Investing Activities (2,106.8) (2,566.3) 459.5 Financing Activities $ 943.8 $ 1,551.5 $ (607.7) Operating Activities The year over year decrease in cash from operating activities was primarily attributable to changes in exchange gas receivables, partially offset by increases in accounts receivable and depreciation. Investing Activities The year over year decrease in investing activities was primarily driven by prior year milestone payments to renewable generation asset developers for certain of our BTA projects and prior year advanced deposits offset by current year capital expenditures. We expect to make capital investments of approximately $600 million in connection with Pool Resource Assets initially being developed in connection with contracted demand from data center customers. These capital expenditures are incremental to the estimates of capital investments relating to data center contracts described in our Annual Report on Form 10-K for the year ended December 31, 2025. For an overview of our forecasted capital investments in the period from 2026 through 2030, refer to Part I, Item 2, "Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Cash Flow Activities—Investing Activities" in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. 55 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Regulatory Capital Programs. We continue to upgrade and modernize our electric system to enhance safety and reliability by addressing aged infrastructure and deploying advanced grid technologies. We are also upgrading and modernizing our gas infrastructure to enhance safety and reliability by reducing leaks. An ancillary benefit of these programs is the reduction of GHG emissions. In 2026, we continue to move forward on core infrastructure investment programs supported by complementary regulatory and customer initiatives across five states of our operating area. The following table describes the most recent vintage of our regulatory programs to recover infrastructure replacement and other federally mandated compliance investments: (in millions) Company Program Capital Investment Investment Period Filing Date Costs Covered(1) Approved Columbia of Ohio CEP - 2025 $ 1,027.8 4/21-12/24 2/27/2025 Assets not included in the IRP or PHMSA IRP. Columbia of Virginia SAVE - 2026 $ 176.1 10/24-12/26 8/12/2025 Replacement projects that (i) enhance system safety or reliability, or (ii) reduce, or potentially reduce, greenhouse gas emissions. Includes costs associated with Advanced Leak Detection and Repair. Columbia of Kentucky SMRP - 2026 $ 181.4 1/23-12/26 10/15/2025 Replacement of mains and inclusion of system safety investments. NIPSCO - Electric(2) TDSIC - 7 $ 175.4 7/22-3/25 5/27/2025 New or replacement projects undertaken for the purpose of safety, reliability, system modernization or economic development. NIPSCO - Electric(3) GCT - 3 $ 385.6 9/23-10/26 12/16/2025 New gas peaker generation project cost forecasted through October 2026. NIPSCO - Gas TDSIC - 10 $ 90.3 4/25-9/25 11/25/2025 New or replacement projects undertaken for the purpose of safety, reliability, system modernization, or economic development. NIPSCO - Gas FMCA - 1 $ 52.5 7/25-12/25 2/24/2026 Project costs to comply with federal mandates. Columbia of Ohio IRP - 2026 $ 1,185.0 4/21-12/25 2/27/2026 Replacement of hazardous service lines, cast iron, wrought iron, uncoated steel, and bare steel pipe. Columbia of Ohio PHMSA IRP - 2026 $ 180.2 1/23-12/25 2/27/2026 Investments necessary to comply with the PHMSA Mega Rule. Pending Commission Approval Columbia of Ohio CEP - 2026 $ 1,292.0 4/21-12/25 2/20/2026 Assets not included in the IRP or PHMSA IRP. NIPSCO - Electric TDSIC – 9 $ 451.6 7/22 – 3/26 6/9/2026 New or replacement projects undertaken for the purpose of safety, reliability, system modernization or economic development. NIPSCO - Electric(3) GCT – 4 $ 521.2 9/23 - 4/27 6/23/2026 New gas peaker generation project cost forecasted through April 2027. NIPSCO - Gas TDSIC – 11 $ 113.2 10/25–12/25 5/26/2026 New or replacement projects undertaken for the purpose of safety, reliability, system modernization, or economic development. (1)Programs do not include any costs already included in base rates. (2)TDSIC – 7 was originally filed in May 2025. TDSIC - 7 was refiled in February 2026, due to the electric rate case Step 2 Compliance Filing. The refiling adjusted the capital in the tracker from $315.6 million to $175.4 million. (3)Capital investment is based on a projected amount. The capital investment has not all been incurred to date and represents a forecasted average for the billing period. Columbia of Ohio filed an application in December 2025 to seek continuation of its PHMSA IRP Rider for calendar year 2027. The request includes recovery of $404.3 million of capital to reconfirm maximum allowable operating pressure of transmission class pipe to meet federal rule requirements. Also, Columbia of Ohio filed an application in June 2026 to seek continuation of its Rider IRP and CEP Rider for calendar year 2027. The request includes recovery of $241.7 million of capital for Rider IRP and $345.6 million of capital for the CEP Rider. NIPSCO filed a Gas TDSIC Plan (2026 - 2030) in December 2025. The petition is seeking recovery of new or replacement projects undertaken for the purpose of safety, reliability, system modernization, or economic development. The request includes $741.0 million of estimated capital, including indirect costs and AFUDC. There was a hearing in May 2026 with the final order expected in the third quarter of 2026. 56 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Financing Activities Common Stock. Refer to Note 6, "Equity," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for information on common stock. Short-Term Debt. Refer to Note 7, "Short-Term Borrowings," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for information on short-term debt activity. Noncontrolling Interest. Refer to Note 4, "Noncontrolling Interests," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for information on contributions and distributions from noncontrolling interests. Sources of Liquidity The following table displays our liquidity position as of June 30, 2026 and December 31, 2025: (in millions) June 30, 2026 December 31, 2025 Current Liquidity Revolving Credit Facility $ 2,500.0 $ 2,500.0 Accounts Receivable Programs(1) 245.0 175.0 Less: Commercial Paper 692.0 736.0 Letters of Credit Outstanding Under Credit Facility 25.0 25.0 Add: Cash and Cash Equivalents 70.0 110.1 Net Available Liquidity $ 2,098.0 $ 2,024.1 (1)Represents the lesser of the seasonal limit or maximum borrowings supportable by the underlying receivables. Debt Covenants. We are subject to a financial covenant under our revolving credit facility, which requires us to maintain a debt to capitalization ratio that does not exceed 70.0%. As of June 30, 2026, the ratio was 52.6%. Credit Ratings. The credit rating agencies periodically review our ratings, taking into account factors such as our capital structure and earnings profile. The following table includes our and NIPSCO's credit ratings and ratings outlook as of June 30, 2026. A credit rating is not a recommendation to buy, sell, or hold securities, and may be subject to revision or withdrawal at any time by the assigning rating organization. S&P Moody's Fitch Rating Outlook Rating Outlook Rating Outlook NiSource BBB+ Stable Baa2 Stable BBB Stable NIPSCO BBB+ Stable Baa1 Stable BBB Stable Commercial Paper A-2 Stable P-2 Stable F2 Stable Certain of our subsidiaries have agreements that contain ''ratings triggers'' that require increased collateral if our credit rating or the credit ratings of certain of our subsidiaries are below investment grade. These agreements are primarily for insurance purposes and for the physical purchase or sale of power. As of June 30, 2026, the collateral requirement of approximately $153.9 million would be required in the event of a downgrade below investment grade. In addition to agreements with ratings triggers, there are other agreements that contain ''adequate assurance'' or ''material adverse change'' provisions that could necessitate additional credit support such as letters of credit and cash collateral to transact business. Equity. Our authorized capital stock consists of 770,000,000 shares, $0.01 par value, 750,000,000 are common stock and 20,000,000 are preferred stock. As of June 30, 2026, 479,498,053 shares of common stock were outstanding and no shares of preferred stock were outstanding. 57 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Contractual Obligations. A summary of contractual obligations is included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. Since December 31, 2025, NIPSCO and GenCo have executed several capacity agreements and other agreements to support data center contracts. In addition, GenCo has exercised an option and intends to convert its ESA relating to the Tipton BESS Project to a BTA. Except for these items and our May 2026 debt issuances, there were no additional material changes from year-end during the six months ended June 30, 2026. Refer to Note 8, "Long-Term Debt," and Note 15, "Other Commitments and Contingencies," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for additional information regarding the EPC Contracts and equipment supply contracts. Guarantees, Indemnities and Other Off Balance Sheet Arrangements. We and certain of our subsidiaries enter into various agreements providing financial or performance assurance to third parties on behalf of certain subsidiaries as a part of normal business. Such agreements include guarantees and stand-by letters of credit. Refer to Note 15, "Other Commitments and Contingencies," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for additional information about such arrangements. 58 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Regulatory, Environmental and Safety Matters Cost Recovery and Trackers Comparability of our operating results is impacted by regulatory trackers that allow for the recovery in rates of certain costs. Certain approved regulatory tracker mechanisms allow for abbreviated regulatory proceedings in order for the operating companies to quickly implement revised rates and recover associated costs. A portion of the NIPSCO Operations' and Columbia Operations' gas distribution revenue is related to the recovery of gas costs through GCAs, the review of which occurs through standard regulatory proceedings. All states in our operating area require periodic review of actual gas procurement activity to determine prudence and confirm the recovery of prudently incurred energy commodity costs supplied to customers. We recognize that energy efficiency reduces emissions, conserves natural resources and saves our customers money. Our gas distribution companies offer programs such as energy efficiency upgrades, home checkups and weatherization services. The increased efficiency of natural gas appliances and improvements in home building codes and standards contribute to a long-term trend of declining average use per customer. While we are looking to expand offerings so the energy efficiency programs can benefit as many customers as possible, our gas distribution operations utilities have pursued changes in rate design to more effectively match recoveries with costs incurred. Columbia of Ohio has adopted a straight fixed variable rate design for residential and small commercial customers that closely links the recovery of fixed costs with fixed charges. Columbia of Maryland and Columbia of Virginia have regulatory approval for weather and revenue normalization adjustments for certain customer classes, which adjust monthly revenues that exceed or fall short of approved levels. Columbia of Pennsylvania continues to operate its pilot residential weather normalization adjustment and also has a fixed customer charge. This weather normalization adjustment only adjusts revenues when actual weather compared to normal varies by more than 5%. Columbia of Kentucky incorporates a weather normalization adjustment for certain customer classes and also has a fixed customer charge. NIPSCO Gas has also received approval and implemented a weather normalization adjustment for certain of its customer classes. NIPSCO Gas and Electric include a fixed customer charge for residential and small commercial and industrial customer classes. A portion of the NIPSCO Operations' revenue is related to the recovery of fuel costs to generate power and the fuel costs related to purchased power. These costs are recovered through a FAC, which is updated quarterly to reflect actual costs incurred to supply electricity to customers. While increased efficiency of electric appliances and improvements in home building codes and standards have similarly impacted the average use per electric customer in recent years, NIPSCO expects future growth in per customer usage as a result of increasing electric applications, such as electric vehicles. These ongoing changes in use of electricity will likely lead to development of innovative rate designs, and NIPSCO will continue efforts to design rates that increase the certainty of recovery of fixed costs. 59 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Regulatory, Environmental and Safety Matters Rate Case Actions The following table describes current rate case actions as applicable in each of our jurisdictions net of tracker impacts: (in millions) Company Approved ROE Requested Incremental Revenue Approved Incremental Revenue Filing Date Rates Effective Approved Rate Cases Columbia of Pennsylvania 10.00 % $ 110.4 $ 55.6 March 20, 2025 January 2026 Columbia of Maryland 9.80 % $ 10.7 $ 7.8 September 24, 2024 April 2025 Columbia of Kentucky 9.75 % $ 23.8 $ 14.3 May 16, 2024 January 2025 Columbia of Virginia(1) 9.75 % $ 37.2 $ 28.2 April 29, 2024 October 2024 Columbia of Ohio 9.60 % $ 221.4 $ 68.3 June 30, 2021 March 2023 NIPSCO - Gas(2) 9.75 % $ 161.9 $ 120.9 October 25, 2023 August 2024 NIPSCO - Electric(3) 9.75 % $ 368.7 $ 257.0 September 12, 2024 July 2025 Pending Rate Cases Columbia of Virginia(4) In Process $ 64.4 In Process May 7, 2026 October 2026 & 2027 Columbia of Kentucky In Process $ 28.8 In Process May 20, 2026 January 2027 (1)The approved rate case resulted in a black box settlement, representing a settlement to a specific revenue increase but not a specified ROE. The settlement provides use of a 9.75% ROE for future SAVE filings. (2)New rates were implemented in 2 steps, with implementation of Step 1 rates that became effective in August 2024 and Step 2 rates that became effective in February 2025. (3)New rates were implemented in multiple steps, with implementation of Step 1 rates in July 2025 and Step 2 rates in March 2026. (4)The requested incremental revenue under the multi-year rate plan is $49.4 million for the first rate year based on the forecasted rate year ending September 30, 2027 with rates effective October 2026, and an additional $15.0 million for the second rate year, based on the forecasted rate year ending September 30, 2028 with rates effective October 2027. PHMSA Legislation and Regulations To fulfill our vision of being a trusted energy provider, we follow safety practices required by regulations and we implement our SMS. SMS serves as the framework to identify and reduce risks and ensure consistent safety processes, procedures and operations across the organization. As directed by law in the Protecting Our Infrastructure of Pipelines and Enhancing Safety (PIPES) Act of 2020, PHMSA has revised, and continues to revise, the pipeline safety regulations focused on public safety and environmental hazard mitigation, leak detection, methane emissions reduction, and enhanced safeguards for low-pressure distribution systems. Proposed revisions included requirements to detect and repair more leaks, increase survey frequency, and incorporate additional protections to prevent over-pressurization. A final leak detection and repair rule was withdrawn from publication in the Federal Register in January 2025, and the separate Safety of Gas Distribution Pipelines rulemaking, proposed in 2023, has not yet been finalized. We continue to evaluate and monitor PHMSA-related legislation and regulations but cannot predict the final impact of changing pipeline safety regulations on our business at this time. Environmental and Climate Change Issues In March 2025, the EPA announced it will undertake 31 deregulatory actions to advance the current presidential administration’s policy priorities as directed by various executive orders. These actions will address multiple existing water, waste, air and climate regulations including, but not limited to, GHG and CCR rules. In November 2025, the EPA proposed a rule to extend the compliance deadline for owners and operators to complete closure of their unlined CCR surface impoundments larger than 40 acres from October 2028 to October 2031. In February 2026, the EPA issued a final rule rescinding the 2009 Endangerment Finding, the scientific and legal foundation for federal GHG regulations under the Clean Air Act. Additionally, in February 2026, the EPA issued a final rule extending compliance deadlines for several provisions of the Legacy CCR Rule and subsequently, also in April 2026 proposed further revisions to the Legacy CCR Rule. NiSource will continue to monitor these matters and assess the impacts to our business as regulations are proposed and finalized, or as otherwise required by law. 60 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Regulatory, Environmental and Safety Matters Physical Climate Risks. Increased frequency of severe and extreme weather events associated with climate change could materially impact our facilities, energy sales, and results of operations. We are unable to predict these events. However, we perform assessments of physical risk, including physical climate risk, to our business. More extreme and volatile temperatures, increased storm intensity and flooding, and more volatile precipitation leading to changes in lake and river levels are among the weather events that are most likely to impact our business. Efforts to mitigate these physical risks continue to be implemented. Transition Climate Risks and Opportunities. We actively engage with and monitor the impact that proposed legislative and regulatory programs related to GHG emissions, at both the federal and state levels, would have on our business. In June 2025, the EPA proposed to repeal GHG emissions standards for fossil fuel-fired power plants that were finalized by the previous federal administration in May 2024. The proposed repeal would eliminate key requirements from the 2024 Carbon Pollution Standards, including capacity factor thresholds and carbon capture and storage (CCS) mandates. If finalized as proposed, this action would remove regulatory constraints that could significantly impact planned gas generation, allowing customers to avoid approximately $675 million in additional cost as contemplated through the 2024 NIPSCO IRP. We also continue to monitor evolving state policies related to GHG emissions from our gas distribution companies. The Climate Solutions Now Act of 2022 ("Act") requires Maryland to reduce GHG emissions by 60% by 2031 (from 2006 levels), and it requires the state to reach net zero emissions by 2045. The Maryland Department of the Environment ("MDE") adopted a plan to achieve its 2031 goal and is required to adopt a plan for its 2045 net zero goal by 2030. The Act also enacts a state policy to move to broader electrification of both existing buildings and new construction. In December 2024, the MDE issued final Building Energy Performance Standards, which require net zero direct GHG emissions from large buildings by 2040 with interim targets, or payments of an alternative compliance fee. Under an executive order, Maryland is also developing a Clean Heat Standard and a Zero-Emission Heating Equipment Standard, among other programs, that are intended to transition gas furnaces to electric heat pumps. In December 2025, the Maryland Public Service Commission ("MD PSC") issued proposed regulations with the stated purpose of eliminating "subsidies" for the extension of gas mains and service lines to new residential and commercial customers. According to the MD PSC, these regulations, if finalized, would require persons who request new service to pay the full cost of extending service in order to minimize the risk of future stranded costs for all ratepayers. In August 2025, the MD PSC instituted formal proceedings to investigate issues pertaining to long-term natural gas company planning practices. One purpose of these proceedings is to ensure that planning is consistent with Maryland's climate goals. Columbia of Maryland cannot predict the final impact of these policies and proceedings on our business at this time. Net Zero Goal. In November 2022, we announced a goal of net zero GHG emissions by 2040 covering both Scope 1 and Scope 2 GHG emissions ("Net Zero Goal"). Our Net Zero Goal builds on GHG emission reductions achieved to-date. We plan to achieve our Net Zero Goal primarily through the continuation and enhancement of existing programs, such as retiring and replacing coal-fired electric generation with low- or zero-emission electric generation, ongoing pipe replacement and modernization programs, and deployment of advanced leak-detection technologies. In addition, we plan to advance other low- or zero-emission energy resources and technologies, which may include hydrogen, renewable natural gas, long-duration storage, and/or deployment of carbon capture and utilization technologies, if and when these become technologically and economically feasible. Carbon offsets and renewable energy credits may also be used to support achievement of our Net Zero Goal. As of the end of 2025, we had reduced Scope 1 GHG emissions by approximately 70% from 2005 levels. Our GHG emissions projections, including achieving a Net Zero Goal, are subject to various assumptions that involve risks and uncertainties, and did not include any assumptions related to data center development and associated load growth. We remain committed to our Net Zero Goal by 2040 which will require supportive regulatory and legislative policies, favorable stakeholder environments and advancement of technologies that are not currently economically or technologically feasible to deploy at scale, as well as execution of our business plan. Otherwise, our actual results or ability to achieve our Net Zero Goal, including by 2040, may differ materially. 61 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. Market Risk Disclosures Risk is an inherent part of our businesses. The extent to which we properly and effectively identify, assess, monitor and manage each of the various types of risk involved in our businesses is critical to our profitability. We seek to identify, assess, monitor and manage, in accordance with defined policies and procedures, the following principal market risks that are involved in our businesses: commodity price risk, interest rate risk and credit risk. We manage risk through a multi-faceted process with oversight by the Risk Management Committee that requires constant communication, judgment and knowledge of specialized products and markets. Our senior management takes an active role in the risk management process and has developed policies and procedures that require specific administrative and business functions to assist in the identification, assessment and control of various risks. These may include, but are not limited to market, operational, financial, compliance and strategic risk types. In recognition of the increasingly varied and complex nature of the energy business, our risk management process, policies and procedures continue to evolve and are subject to ongoing review and modification. Commodity Price Risk Our gas and electric subsidiaries have commodity price risk primarily related to the purchases of natural gas, power and capacity. To manage this market risk, our subsidiaries use derivatives, including commodity futures contracts, swaps, forwards and options. We do not participate in speculative energy trading activity. Commodity price risk resulting from derivative activities at our rate-regulated subsidiaries is limited and does not bear significant exposure to earnings risk, since our current regulatory mechanisms allow recovery of prudently incurred purchased power, fuel and gas costs through the rate-making process, including gains or losses on these derivative instruments. These changes are included in the GCA and FAC regulatory rate-recovery mechanisms. If these mechanisms were to be adjusted or eliminated, these subsidiaries may begin providing services without the benefit of the traditional rate-making process and may be more exposed to commodity price risk. For additional information, see "Results and Discussion of Segment Operations" in this Management's Discussion. Our subsidiaries are required to make cash margin deposits with their brokers to cover actual and potential losses in the value of outstanding exchange traded derivative contracts. The amount of these deposits, some of which are reflected in our restricted cash balance, may fluctuate significantly during periods of high volatility in the energy commodity markets. Refer to Note 10, "Risk Management Activities," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for further information on our commodity price risk assets and liabilities. Interest Rate Risk We are exposed to interest rate risk as a result of changes in interest rates on borrowings under our revolving credit agreement, commercial paper program, and accounts receivable programs, which have interest rates that are indexed to short-term market interest rates. Based upon average borrowings and debt obligations subject to fluctuations in short-term market interest rates, an increase (or decrease) in short-term interest rates of 100 basis points (1%) would have increased (or decreased) interest expense by $2.2 million and $4.2 million for the three and six months ended June 30, 2026, respectively, and $1.8 million and $4.3 million for the three and six months ended June 30, 2025, respectively. We are also exposed to interest rate risk as a result of changes in benchmark rates that can influence the interest rates of future long-term debt issuances. From time to time we may enter into forward interest rate instruments to lock in long term interest costs and/ or rates. Credit Risk Due to the nature of the industry, credit risk is embedded in many of our business activities. Our extension of credit is governed by a Corporate Credit Risk Management Policy which establishes guidelines for documenting management approval levels for credit limits, evaluating creditworthiness, and credit risk mitigation efforts. Exposures to credit risks are monitored by the risk management function, which is independent of commercial operations. Credit risk arises due to the possibility that a customer, supplier or counterparty will not be able or willing to fulfill its obligations on a transaction on or before the settlement date. For derivative-related contracts, credit risk arises when counterparties are obligated to deliver or purchase defined commodity units of gas or power to us at a future date per execution of contractual terms and conditions. Exposure to credit risk is measured in terms of both current obligations and the market value of forward positions net of any posted collateral such as cash and letters of credit. 62 Table of Contents ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) NiSource Inc. The financial status of our banking partners is periodically assessed through traditional credit ratings provided by major credit rating agencies. Other Information Critical Accounting Estimates A summary of our critical accounting estimates is included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025. There were no material changes made as of June 30, 2026. Recently Issued Accounting Pronouncements Refer to Note 2, "Recent Accounting Pronouncements," in the Notes to the Condensed Consolidated Financial Statements (unaudited) for additional information about recently issued and adopted accounting pronouncements. 63 Table of Contents NiSource Inc.
Quantitative and qualitative disclosures about market risk are reported in Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations - Market Risk Disclosures."
Quantitative and qualitative disclosures about market risk are reported in Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations - Market Risk Disclosures."
Read original filing text →For a description of our legal proceedings, see Note 15, "Other Commitments and Contingencies - B. Legal Proceedings," in the Notes to the Condensed Consolidated Financial Statements (unaudited).
For a description of our legal proceedings, see Note 15, "Other Commitments and Contingencies - B. Legal Proceedings," in the Notes to the Condensed Consolidated Financial Statements (unaudited).
Read original filing text →Please refer to the risk factors set forth in Part I, Item 1A of the Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to such risk factors.
Please refer to the risk factors set forth in Part I, Item 1A of the Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes to such risk factors.
Read original filing text →