UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~August~~March 199, ~~2021~~2022

Public Service Electric and Gas Company

(Exact name of registrant as specified in its charter)

New Jersey

001-00973

22-1212800

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

80 Park Plaza Newark, New Jersey		07102
(Address of principal executive offices)		(Zip Code)

80 Park Plaza

Newark, New Jersey 07102

(Address of principal executive offices) (Zip Code)

973 430-7000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol(s)	Name of Each Exchange On Which Registered
8.00% First and Refunding Mortgage Bonds, due 2037	PEG37D	New York Stock Exchange
5.00% First and Refunding Mortgage Bonds, due 2037	PEG 37J	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item 8.01 Other Events

On ~~August~~March 199, ~~2021~~2022, Public Service Electric and Gas Company (“PSE&G”) ~~completed~~commenced aits ~~public~~program ~~offering~~for the issuance from time to time of up to $~~425~~3,175,000,000 ~~aggregate~~ principal amount of its ~~1.900%~~ Secured Medium-Term Notes, Series N,P ~~due August 15, 2031~~ (the “Series P Notes”) .due ~~The~~1 ~~Notes~~year ~~were~~to ~~offered~~30 ~~and~~years ~~sold~~from bythe ~~PSE&G~~date ~~pursuant~~of toissuance. aThe ~~registration~~Series ~~statement~~P onNotes ~~Form~~will ~~S-3~~be ~~(File~~secured ~~No. 333-250829)~~as (to payment of the ~~“Registration~~principal ~~Statement”~~thereof (exclusive of any premium) and ~~the~~interest ~~related~~thereon ~~Prospectus~~by ~~dated November 20~~$3, ~~2020~~175,000,000 ~~Prospectus~~of ~~Supplement~~PSE&G’s ~~dated~~First ~~March 2,~~and ~~2021~~Refunding Mortgage Bonds, ~~and~~Medium-Term ~~Pricing~~Notes ~~Supplement~~Series ~~dated~~P ~~August 17,~~(the ~~2021~~“Bonds”).

InOn ~~connection~~March 11, ~~with~~2022, ~~the~~PSE&G completed a public offering of ~~the Notes~~$500,000,000 ~~PSE&G~~aggregate isprincipal ~~filing~~amount ~~herewith~~of ~~the~~its ~~Opinion~~3.100% ofSecured ~~Shawn~~Medium-Term Notes, Series P., ~~Leyden~~due March 15, ~~Vice~~2032. ~~President~~The Notes were offered and ~~Deputy~~sold ~~General~~by ~~Counsel~~PSE&G ofpursuant ~~PSEG~~to ~~Services~~a ~~Corporation,~~registration ~~addressing~~statement on Form S-3 (File No. 333-250829) (the ~~legality~~“Registration ofStatement”) and the ~~Notes~~related Prospectus dated November 20, ~~which~~2020, isProspectus ~~incorporated~~Supplement bydated ~~reference~~March 9, ~~into~~2022, ~~the~~and ~~Registration~~Pricing ~~Statement~~Supplement dated March 9, 2022.

In connection with the commencement of the program and the offering of the Notes, PSE&G is filing herewith the following exhibits:

•

Distribution Agreement, dated March 9, 2022 (the “Distribution Agreement”), among PSE&G and the agents named therein, relating to the Series P Notes; and

•

Opinion of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation, addressing the legality of the Bonds and the Notes,

each of which is incorporated by reference into the Registration Statement.

Item 9.01 Financial Statements and Exhibits

Exhibit 5		Opinion of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation, addressing the legality of the Notes.
Exhibit 1		Distribution Agreement, dated March 9, 2022, among PSE&G and the agents named therein, relating to the Series P Notes.
Exhibit 5		Opinion of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation, addressing the legality of the Bonds and the Notes.
Exhibit 23		Consent of Shawn P. Leyden, Vice President and Deputy General Counsel of PSEG Services Corporation (included in Exhibit 5).
Exhibit 104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.


PUBLIC SERVICE ELECTRIC AND GAS COMPANY
(Registrant)

By:		/s/ Rose M. Chernick
		ROSE M. CHERNICK
		Vice President and Controller
		(Principal Accounting Officer)

Date: ~~August~~March 1911, ~~2021~~2022

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