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): ~~March 9~~December 2, 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)

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 ~~March~~December 92, 2022, Public Service Electric and Gas Company (“PSE&G”) ~~commenced~~completed ~~its~~a ~~program~~public ~~for~~offering ~~the issuance from time to time~~ of ~~up to~~ $3400,~~175,~~000,000 aggregate principal amount of its 4.900% Secured Medium-Term Notes, Series P, due December 15, 2032 (the “~~Series P~~ Notes”) ~~due 1 year to 30 years from the date of issuance~~. The ~~Series~~Notes Pwere ~~Notes~~offered ~~will~~and besold ~~secured~~by asPSE&G pursuant to ~~payment~~a ofregistration ~~the~~statement ~~principal~~on ~~thereof~~Form S-3 (~~exclusive~~File ofNo. 333-250829) ~~any~~(the ~~premium~~“Registration Statement”) and ~~interest~~the ~~thereon~~related byProspectus $3dated November 20,~~175~~ 2020,~~000,000~~ ofProspectus ~~PSE&G’s~~Supplement ~~First~~dated ~~and~~March 9, ~~Refunding Mortgage Bonds~~2022, ~~Medium-Term~~and ~~Notes~~Pricing ~~Series~~Supplement Pdated ~~(the~~November 30, ~~“Bonds”)~~2022.

OnIn ~~March 11,~~connection ~~2022,~~with ~~PSE&G~~the ~~completed a public~~ offering of ~~$500,000,000~~the ~~aggregate principal amount of its 3.100% Secured Medium-Term~~ Notes, ~~Series P, due March 15, 2032. The Notes were offered and sold by~~ PSE&G ~~pursuant~~is tofiling aherewith ~~registration~~the ~~statement~~Opinion onof ~~Form~~John ~~S-3 (File No~~C. ~~333-250829)~~ ~~(the~~Walmsley, ~~“Registration~~Associate ~~Statement”)~~Counsel ~~and~~of ~~the~~PSEG ~~related~~Services ~~Prospectus dated November 20~~Corporation, ~~2020,~~addressing ~~Prospectus~~the ~~Supplement~~legality ~~dated~~of ~~March 9,~~the ~~2022~~Notes, ~~and~~which ~~Pricing~~is ~~Supplement~~incorporated ~~dated~~by ~~March 9,~~reference ~~2022~~into the Registration Statement.

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 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 John C. Walmsley, Associate Counsel of PSEG Services Corporation, addressing the legality of the 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 John C. Walmsley, Associate Counsel of PSEG Services Corporation (included in Exhibit 5).
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)


	PUBLIC SERVICE ELECTRIC AND GAS COMPANY
	(Registrant)

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

Date: December 2, 2022

Date: March 11, 2022

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