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NYSE: NFG NATIONAL FUEL GAS CO 8-K

NFG wins Ohio regulator approval for $2.62B Vectren gas utility acquisition

Filed June 26, 2026 · Period ending June 24, 2026 · ~1 min read

3 key changes 2 high relevance 1 section

Key Changes

  • high

    Public Utilities Commission of Ohio approved NFG's $2.62 billion purchase of Vectren Energy Delivery of Ohio, clearing a key regulatory hurdle for the deal announced in October 2025.

  • high

    Transaction expected to close in Q4 2026, with earliest possible closing date of October 1, 2026, pending satisfaction of remaining closing conditions.

  • medium

    Acquisition adds an Ohio natural gas local distribution company to NFG's utility portfolio for an aggregate purchase price subject to customary adjustments.

Summary

National Fuel Gas Company received approval from Ohio's utility regulator for its $2.62 billion acquisition of Vectren Energy Delivery of Ohio, a natural gas distribution business owned by CenterPoint Energy. The Public Utilities Commission of Ohio issued its order on June 24, 2026, accepting the transaction subject to certain conditions.

This clears a major regulatory hurdle for the deal, which NFG announced in October 2025. The transaction is expected to close in the fourth quarter of 2026, with October 1 as the earliest possible closing date. The acquisition expands NFG's utility footprint by adding an Ohio local distribution company to its existing gas utility operations.

For shareholders, this represents a significant capital deployment that will increase NFG's rate-regulated asset base, though the company must still satisfy remaining closing conditions before the deal finalizes. The approval keeps the transaction on track for the anticipated timeline.

Section-by-Section Diff

Event · Item 8.01 — Other Events

~1,500 words

Item 8.01 — Other Events filed; see Key Changes for terms.

2 Added
Added PUCO approval of Ohio LDC acquisition high

Added in current filing · verify on EDGAR →

On June 24, 2026, PUCO issued an order accepting and approving the Transaction, subject to certain conditions and requirements adopted in the order.

The Public Utilities Commission of Ohio approved National Fuel Gas Company's acquisition of Vectren Energy Delivery of Ohio, LLC, a natural gas local distribution company, for $2.62 billion. This regulatory approval was a required closing condition under the October 2025 purchase agreement. The transaction is expected to close in Q4 2026, with a minimum closing date of October 1, 2026.

Added Transaction structure and timing high

Added in current filing · verify on EDGAR →

the Company agreed to acquire from the Seller all of the issued and outstanding equity interests of Vectren Energy Delivery of Ohio, LLC, the Seller’s Ohio natural gas local distribution company business, for an aggregate purchase price of $2,620,000,000, subject to customary adjustments, as provided in the Purchase Agreement

The acquisition involves purchasing all equity interests in CenterPoint Energy's Ohio natural gas distribution business for $2.62 billion, subject to customary purchase price adjustments. The deal cannot close before October 1, 2026 without seller consent, and is expected to close in Q4 2026 pending satisfaction of remaining closing conditions.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 29, 2026 · How we verify