# NISOURCE INC. (NI)

Informational only - not investment advice.

CIK: 0001111711
SIC: 4931 Electric & Other Services Combined
SIC breadcrumb: [Transportation, Communications, Electric, Gas, And Sanitary Services](/division/E/) > [Electric, Gas, And Sanitary Services](/major-group/49/) > [SIC 4931 Electric & Other Services Combined](/industry/4931/)
Latest 10-K filed: 2026-02-11
SEC page: https://www.sec.gov/edgar/browse/?CIK=1111711
Filing source: https://www.sec.gov/Archives/edgar/data/1111711/000111171126000027/nix-20251231.htm

## At a glance

FY2025 · period end 2025-12-31 · filed 2026-02-11 · accession 0001111711-26-000027 · source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001111711.json

| Metric | Value | FY | Provenance |
| --- | ---: | ---: | --- |
| Revenue | 6,642,200,000 USD | 2025 | verified |
| Net income | 929,500,000 USD | 2025 | verified |
| Assets | 35,858,700,000 USD | 2025 | verified |
| Free cash flow | -420,000,000 USD | 2025 | computed |
| Net margin | 13.99% | 2025 | computed |
| Operating margin | 27.63% | 2025 | computed |
| Revenue YoY | +21.76% | 2025 | computed |
| ROE | 9.84% | 2025 | computed |

Computed values are grepcent-computed from the verified facts above and may differ from ratios the company itself reports. Free cash flow = operating cash flow − capital expenditures. Net margin = net income ÷ revenue. Operating margin = operating income ÷ revenue. Revenue YoY = FY2025 revenue ÷ FY2024 revenue − 1 (consecutive fiscal years only). ROE = net income ÷ period-end stockholders' equity.

No market price, no rating, no forecast on this site. Not investment advice.

### Peer percentile fingerprint

| Ratio | NI | Peer median | Percentile | N |
| --- | ---: | ---: | ---: | ---: |
| Net margin | 14.0% | 13.1% | 60 | 16 |
| Operating margin | 27.6% | 20.7% | 100 | 16 |
| Revenue growth | 21.8% | 9.4% | 100 | 16 |
| FCF margin | -6.3% | -8.1% | 58 | 13 |
| ROE | 9.8% | 9.6% | 67 | 16 |
| ROA | 2.6% | 2.6% | 53 | 16 |
| Liabilities / equity | 2.79 | 2.47 | 80 | 16 |
| Current ratio | 0.69 | 0.76 | 33 | 16 |

Percentile = share of the N covered peers reporting that ratio whose value is lower (ties counted half); computed among grepcent-covered companies in SIC industry 4931 Electric & Other Services Combined, not the whole market. A higher percentile means a higher value of the ratio, not a better company. Ratios with fewer than 8 reporting peers are omitted. Latest reported values per company; fiscal periods may differ. Descriptive arithmetic - not a score, rating, or ranking.

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 6642200000 | USD | 2025 | 2026-02-11 |
| Net income | 929500000 | USD | 2025 | 2026-02-11 |
| Assets | 35858700000 | USD | 2025 | 2026-02-11 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-11. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001111711.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue | 4,492,500,000 | 4,874,600,000 | 5,114,500,000 | 5,208,900,000 | 4,681,700,000 | 4,899,600,000 | 5,850,600,000 | 5,505,400,000 | 5,455,100,000 | 6,642,200,000 |
| Net income | 331,500,000 | 128,500,000 | -50,600,000 | 383,100,000 | -17,600,000 | 584,900,000 | 804,100,000 | 714,300,000 | 760,400,000 | 929,500,000 |
| Operating income | 866,100,000 | 921,200,000 | 124,700,000 | 890,700,000 | 550,800,000 | 1,006,900,000 | 1,265,800,000 | 1,295,500,000 | 1,455,500,000 | 1,835,300,000 |
| Diluted EPS | 1.02 | 0.39 | -0.18 | 0.87 | -0.19 | 1.27 | 1.70 | 1.48 | 1.62 | 1.95 |
| Operating cash flow | 803,300,000 | 742,200,000 | 540,100,000 | 1,583,300,000 | 1,104,000,000 | 1,217,900,000 | 1,409,400,000 | 1,935,100,000 | 1,781,500,000 | 2,362,300,000 |
| Capital expenditures | 1,475,200,000 | 1,695,800,000 | 1,818,200,000 | 1,802,400,000 | 1,758,100,000 | 1,838,000,000 | 2,203,100,000 | 2,645,800,000 | 2,614,000,000 | 2,782,300,000 |
| Dividends paid | 205,500,000 | 229,100,000 | 273,300,000 | 298,500,000 | 321,600,000 | 345,200,000 | 381,500,000 | 413,500,000 | 481,000,000 | 530,400,000 |
| Assets | 18,691,900,000 | 19,961,700,000 | 21,804,000,000 | 22,659,800,000 | 22,040,500,000 | 24,156,900,000 | 26,736,600,000 | 31,077,200,000 | 31,788,100,000 | 35,858,700,000 |
| Stockholders' equity | 4,071,200,000 | 4,320,100,000 | 5,750,900,000 | 5,986,700,000 | 5,752,200,000 | 6,947,300,000 | 7,575,400,000 | 8,269,600,000 | 8,684,200,000 | 9,450,100,000 |
| Cash and cash equivalents | 26,400,000 | 29,000,000 | 112,800,000 | 139,300,000 | 116,500,000 | 84,200,000 | 40,800,000 | 2,245,400,000 | 156,600,000 | 110,100,000 |
| Free cash flow | -671,900,000 | -953,600,000 | -1,278,100,000 | -219,100,000 | -654,100,000 | -620,100,000 | -793,700,000 | -710,700,000 | -832,500,000 | -420,000,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin | 7.38% | 2.64% | -0.99% | 7.35% | -0.38% | 11.94% | 13.74% | 12.97% | 13.94% | 13.99% |
| Operating margin | 19.28% | 18.90% | 2.44% | 17.10% | 11.76% | 20.55% | 21.64% | 23.53% | 26.68% | 27.63% |
| Return on equity | 8.14% | 2.97% | -0.88% | 6.40% | -0.31% | 8.42% | 10.61% | 8.64% | 8.76% | 9.84% |
| Return on assets | 1.77% | 0.64% | -0.23% | 1.69% | -0.08% | 2.42% | 3.01% | 2.30% | 2.39% | 2.59% |
| Liabilities / equity | 3.59 | 3.62 | 2.79 | 2.79 | 2.83 | 2.48 | 2.53 | 2.76 | 2.66 | 2.79 |
| Current ratio | 0.51 | 0.55 | 0.51 | 0.49 | 0.73 | 0.70 | 0.55 | 0.85 | 0.51 | 0.69 |

## As-reported value updates

1 tracked difference above grepcent's stated thresholds were found between the earliest XBRL-filed value and the value currently on file for the same fiscal period.

Ledger: /company/NI/revisions/


## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-08-05. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001111711.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q3 | 2022-09-30 |  |  | 0.12 | reported discrete quarter |
| 2023-Q1 | 2023-03-31 |  |  | 0.71 | reported discrete quarter |
| 2023-Q2 | 2023-06-30 |  |  | 0.09 | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 1,027,400,000 | 85,100,000 | 0.17 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 1,422,000,000 | 237,400,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2024-03-31 | 1,706,300,000 | 365,000,000 | 0.77 | reported discrete quarter |
| 2024-Q2 | 2024-06-30 | 1,084,700,000 | 85,800,000 | 0.19 | reported discrete quarter |
| 2024-Q3 | 2024-09-30 | 1,076,300,000 | 85,700,000 | 0.19 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 1,587,800,000 | 223,900,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2025-03-31 | 2,183,200,000 | 474,800,000 | 1.00 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 1,283,000,000 | 102,200,000 | 0.22 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 1,273,100,000 | 94,700,000 | 0.20 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 1,902,900,000 | 257,800,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-03-31 | 2,363,100,000 | 507,100,000 | 1.06 | reported discrete quarter |
| 2026-Q2 | 2026-06-30 | 1,342,400,000 | 45,500,000 | 0.09 | reported discrete quarter |

## Filed narrative (10-K & 10-Q)

## Business

Verbatim Item 1 Business section from NI's latest 10-K: [/company/NI/business/](/company/NI/business/).

## Risk Factors

Verbatim Item 1A Risk Factors from NI's latest 10-K: [/company/NI/risk-factors/](/company/NI/risk-factors/).

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1111711/000111171126000088/nix-20260630.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary.
Confidence: high
Filing date: 2026-08-05
Report date: 2026-06-30

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

NiSource Inc.

[[GREPCENT_TABLE]]
[["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"]]
[[/GREPCENT_TABLE]]

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

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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.

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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

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A (excerpt)

Latest 10-K Item 7 source: https://www.sec.gov/Archives/edgar/data/1111711/000111171126000027/nix-20251231.htm
Complete FY 2025 MD&A: /company/NI/mda/fy2025/

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture.
Confidence: high
Filing date: 2026-02-11
Report date: 2025-12-31

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

[[GREPCENT_TABLE]]
[["Index","Page"],["Executive Summary","42"],["Summary of Consolidated Financial Results","47"],["Results and Discussion of Operations","48"],["Columbia Operations","49"],["NIPSCO Operations","52"],["Liquidity and Capital Resources","56"],["Market Risk Disclosures","61"],["Other Information","63"]]
[[/GREPCENT_TABLE]]

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" and Item 1A, "Risk Factors" at the beginning of this report for a list of factors that may cause results to differ materially. Refer to the "Business" section under Part I, Item 1 of this Annual Report on Form 10-K and Note 21, "Business Segment Information," in the Notes to Consolidated Financial Statements for further discussion of our regulated utility business segments.

This Management's Discussion is designed to provide an understanding of our operations and financial performance and should be read in conjunction with our Consolidated Financial Statements and related Notes to Consolidated Financial Statements in this Annual Report on Form 10-K.

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.

Our vision is to be a premier, innovative and trusted energy partner. We exist to deliver safe, reliable 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.

2025 Overview:

In 2025, we continued to make significant progress on the remaining portfolio of projects that will enable our electric generation transition, including placing two solar projects and one solar and battery project into service. We advanced our Data Center strategy significantly by creating our GenCo affiliate, whose goal is to build capacity to serve large load customers. We also executed the ADS Contract and related EPC contracts discussed below. During the year, we received orders for four rate cases: Columbia of Maryland, Columbia of Pennsylvania, Columbia of Virginia, and NIPSCO Electric. Between our Columbia and NIPSCO Operating Segments, we added 24,000 customers. We also invested $1.6 billion in infrastructure modernization to enhance safe, reliable service, including replacement of 256 miles of distribution main and service lines, 45 miles of underground cable and 1,656 electric poles. We concluded the second and third phases of a WAM ERP program, covering all gas distribution operations across our operating territories and our generation assets, to optimize the scheduling, dispatch, and execution of our field operations.

ADS Contract and Data Center Strategy:

ADS Contract

In September 2025, NIPSCO entered into an agreement with ADS, a wholly-owned subsidiary of Amazon.com, Inc., under which NIPSCO will provide electricity to ADS' data centers. Under the ADS Contract, which is pending IURC approval, NIPSCO will provide electric service to ADS pursuant to a capacity commitment beginning in 2027 and increasing annually to

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NISOURCE INC.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

2,400 MW by the end of 2032 and will construct up to 3,000 MW of dispatchable generation to provide such electric service. The ADS Contract’s initial term ends 15 years after the initial energization of ADS’ initial data center. Starting January 2027, ADS will regularly pay NIPSCO a fixed capacity charge and certain pass-through charges. Amazon.com, Inc. a publicly traded, investment-grade parent company has guaranteed ADS’ payment obligations. These charges are structured to provide us with a return of our invested capital over the fifteen-year initial term. In addition, the ADS Contract contains provisions for adjustment of the charges designed to provide us with an unlevered internal rate of return on our invested capital over the initial term within a defined range, which we expect over the life of the ADS contract to result in an overall realized return greater than that of NIPSCO’s current electric operations, driven by execution and financing. Our realized return may be impacted by factors such as construction costs, operating performance, financing costs and other variables. NIPSCO will also propose to the IURC a mechanism to pass savings back to retail customers for use of the existing system which is expected to begin in 2027. Refer to Part I, Item 1A, “Risk Factors” for a discussion of certain of these factors and other risks relating to the ADS Contract.

In order to meet demand under the ADS Contract, NIPSCO has entered into a PPA with GenCo, which is pending IURC approval and contains terms and provisions substantially similar to the ADS Contract, such that economic benefits (except savings that are expected to be passed to retail customers as described above) and obligations of the ADS Contract as they relate to the Generation Assets (as defined below) are expected to be borne by GenCo and NiSource, as GenCo’s ultimate parent company, rather than NIPSCO.

GenCo plans to construct 400 MW of new battery storage and a new power generation facility consisting of two 1,300 MW CCGTs, which are expected to reach commercial operation between 2028 and 2032 (such assets, collectively, the “Generation Assets”). NIPSCO currently has a proceeding before the IURC to approve the generation facilities required to be built for ADS. GenCo has entered into engineering, procurement and construction contracts (the “EPC Contracts”), and certain equipment supply contracts, including a contract to acquire turbines, with respect to the construction of the Generation Assets. The aggregate cost of the Generation Assets, together with the cost to develop related transmission infrastructure (collectively, the “Contract Assets”), is currently estimated to be approximately $7 billion. The EPC Contracts provide certain protections against cost overruns, and any excess costs with respect to the EPC Contracts beyond those protections, or arising apart from the EPC Contracts are, unless otherwise agreed by the parties, shared by ADS and NIPSCO (for transmission) and GenCo (for generation). If the Contract Assets are delivered into service late or do not achieve certain performance-related milestones, ADS is entitled to liquidated damages, subject to a cap and offset against the regular charges paid by ADS.

Either party may terminate the ADS Contract upon certain defaults or failure to obtain necessary related approvals from the IURC and FERC. ADS may terminate the ADS Contract for convenience following certain notice periods and also has a one-time option (exercisable no later than March 31, 2029) to halve the committed capacity under the ADS Contract to 1,200 MW commencing January 31, 2032. If ADS terminates for convenience, exercises its reduction option or defaults, NIPSCO or its affiliates will be reimbursed for investment costs, subject to agreed caps based on cost estimates by year as of signing. NIPSCO’s aggregate liability, including liquidated damages, is subject to a cap.

NIPSCO’s and GenCo’s operations under the ADS Contract will be regulated by the IURC in a different way from the regulatory mechanisms applicable to NIPSCO’s historical operations. The terms of the ADS Contract were determined by commercial negotiation with ADS. These terms include the charges we receive from ADS and provisions that may result in adjustments to such charges, including those relating to certain liquidated damages that we may owe ADS in the event of construction delays or capacity shortfalls, the parties’ responsibility to share cost overruns, certain changes in law and force majeure events. The IURC will not determine the commercial terms of the ADS Contract; however, the IURC will maintain oversight under the ADS Contract to ensure NIPSCO provides reliable service to ADS at just and reasonable rates. In order to recover our investment costs and earn our return under the ADS Contract, our subsidiaries must efficiently perform their own obligations and must look to ADS (or its parent guarantor) to perform its obligations, rather than the IURC making use of its traditional rate-making process. In addition, under the ADS Contract, NIPSCO has direct contractual obligations to ADS to, among other things, construct the Contract Assets and deliver committed electric capacity in fixed amounts by certain dates.

The terms of any future data center contracts we enter into may differ from the terms of the ADS Contract. For example, customer demand may not be served through designated assets and may contemplate that capacity will be procured via PPAs with third parties. However, the terms of any future data center contracts (including the charges we receive from customers and any potential adjustments to such charges) will inform our ability to recover our investments and earn a return. Similar to the ADS Contract, any additional data center contracts will be subject to IURC approval and oversight authority, but the IURC will not determine the commercial terms.

Data Center Strategy

We continue to experience strong demand from potential data center customers in our northern Indiana service territory and are engaged in negotiations with potential counterparties. Through certain of our subsidiaries, we have entered into certain

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NISOURCE INC.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

construction and equipment supply contracts in relation to additional generation and transmission assets that may be used to serve potential future data center customers. As we continue to evaluate our potential data center opportunities, we will continue to focus on the community, financial, operational and regulatory factors that must be managed effectively in order to succeed with our data center strategy. We believe data center development can enhance our local tax base, diversify the employment base across the state of Indiana, and provide greater value to existing customers and shareholders. We continually evaluate ways to effectively manage the potential power demand, generation sources, and transmission capabilities to meet potential further load growth from additional data center customers, while at the same time focusing on our environmental goals.

In order to perform under any further

[Excerpt truncated for page length; the complete text is on the linked full-MD&A page.]

Read the full FY 2025 MD&A: /company/NI/mda/fy2025/
All MD&A years: /company/NI/mda/


## MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. Each year's full verbatim text is on its own sub-page.

- [FY 2024 MD&A](/company/NI/mda/fy2024/): filed 2025-02-12; accession 0001111711-25-000008 (https://www.sec.gov/Archives/edgar/data/1111711/000111171125000008/nix-20241231.htm)
- [FY 2023 MD&A](/company/NI/mda/fy2023/): filed 2024-02-21; accession 0001111711-24-000011 (https://www.sec.gov/Archives/edgar/data/1111711/000111171124000011/nix-20231231.htm)
- [FY 2022 MD&A](/company/NI/mda/fy2022/): filed 2023-02-22; accession 0001111711-23-000006 (https://www.sec.gov/Archives/edgar/data/1111711/000111171123000006/nix-20221231.htm)
- [FY 2021 MD&A](/company/NI/mda/fy2021/): filed 2022-02-23; accession 0001111711-22-000007 (https://www.sec.gov/Archives/edgar/data/1111711/000111171122000007/nix-20211231.htm)




## Macro cross-references

Indicators mapped to this company's SIC classification (industry 4931 Electric & Other Services Combined) by grepcent's deterministic macro-sector crosswalk. A navigational mapping, not a statistical or causal claim.

- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate

Macro-to-micro threads including this sector: [Money & trade](/thread/money-trade/), [Trade & external](/thread/trade-external/).

All macro indicators: /indicators/


## For LLMs & downloads

Markdown twin: /company/NI.md · JSON record: /company/NI.json · verified financials: /company/NI/financials.json / /company/NI/financials.csv · machine TOC for the whole site: /llms.txt