Kouplen Angela 4
4 · ONE Gas, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
ONE Gas (OGS) SVP Angela Kouplen Exercises Options, Receives Awards
What Happened
- Angela Kouplen, Senior Vice President & Chief Human Resources Officer at ONE Gas (OGS), exercised/converted equity and received awards in mid‑February 2026. Across transactions on Feb 14 and Feb 16 she acquired 6,736.059 shares (total value reported ≈ $579,570) and disposed of 4,599.712 shares (≈ $395,759). The net result was an increase of 2,136.347 shares held (net value ≈ $183,811).
- Transactions include: exercise/conversion of derivative awards, issuance of grant/award shares, withholding of shares to cover tax liability, and immediate disposals (sales) of some derivative shares. Reported per‑share price for all entries: $86.04.
Key Details
- Transaction dates & prices: Feb 14, 2026 and Feb 16, 2026 — all at $86.04 per share.
- Major line items (selected):
- Acquired: 2,182.772 & 718.287 shares (exercises) and 2,301 & 1,534 shares (grants) — total acquired 6,736.059 shares (~$579,570).
- Disposed: 1,000.109 & 300.603 shares withheld for taxes (payment of exercise price/tax) and 2,639 & 660 derivative shares disposed (sales) — total disposed 4,599.712 shares (~$395,759).
- Shares withheld for taxes: 1,300.712 shares (~$111,913).
- Shares sold immediately (derivative disposals): 3,299 shares (~$283,846).
- Footnotes of note:
- Some shares came from performance units that vested and were certified by the Executive Compensation Committee (76% payout certified Feb 16, 2026).
- Other awards were restricted/performance units with multi‑year vesting (some awards vesting Feb 17, 2029 per grant terms).
- Codes: M = exercise/conversion of derivative; A = award/grant; F = shares withheld for tax/payment.
- Filing timeliness: Form 4 was filed Feb 19, 2026 covering Feb 14–16 transactions. That filing date appears to be after the standard 2 business‑day reporting window for at least some transactions.
Context
- For retail investors: these were largely routine equity compensation events (exercises, vesting and issuance of awards), with shares withheld to cover taxes and some derivative shares sold immediately (cashless exercise/sale). Such filings often reflect compensation mechanics rather than independent bullish or bearish bets by the insider.
- The filing includes both already‑vested/performance payouts (issued) and awards that will vest in future years (2029 vesting schedules).
Insider Transaction Report
Form 4
Kouplen Angela
See Remarks
Transactions
- Exercise/Conversion
Common stock, par value $0.01
[F1]2026-02-16$86.04/sh+2,182.772$187,806→ 2,439.088 total - Tax Payment
Common stock, par value $0.01
[F1]2026-02-16$86.04/sh−1,000.109$86,049→ 1,438.979 total - Exercise/Conversion
Common stock, par value $0.01
[F2]2026-02-14$86.04/sh+718.287$61,801→ 2,157.266 total - Tax Payment
Common stock, par value $0.01
[F2]2026-02-14$86.04/sh−300.603$25,864→ 1,856.663 total - Exercise/Conversion
Performance Units 2023
[F1]2026-02-16$86.04/sh−2,639$227,060→ 0 total→ Common stock, par value $0.01 (2,639 underlying) - Exercise/Conversion
Restricted Units 2023
[F2]2026-02-14$86.04/sh−660$56,786→ 0 total→ Common stock, par value $0.01 (660 underlying) - Award
Performance Units 2026
[F3]2026-02-16$86.04/sh+2,301$197,978→ 2,301 total→ Common stock, par value $0.01 (2,301 underlying) - Award
Restricted Units 2026
[F4]2026-02-16$86.04/sh+1,534$131,985→ 1,534 total→ Common stock, par value $0.01 (1,534 underlying)
Footnotes (4)
- [F1]Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award, including dividend equivalents, vested on February 14, 2026, in an amount equal to 76% of the performance units awarded based upon Issuer's total shareholder return compared to the total shareholder return of a selected peer group, was certified by the Executive Compensation Committee of the Board of Directors on February 16, 2026, and issued pursuant to the terms of the grant agreement.
- [F2]Restricted units awarded under Issuer's Amended and Restated Equity Compensation Plan (2018). During the 3-year vesting period, the award was credited with dividend equivalents that were paid out in shares of common stock at the time the underlying units vested and were issued. The shares were issued pursuant to the terms of the grant agreement.
- [F3]Performance units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award will vest on February 17, 2029, for a percentage (0% to 200%) of the performance units awarded based upon the Issuer's total shareholder return compared to total stockholder return of a selected peer group over the performance period from January 1, 2026, through December 31, 2029, in accordance with the terms of the Performance Unit Award Agreement.
- [F4]Restricted units awarded under the Issuer's Amended and Restated Equity Compensation Plan (2018). The award vests on February 17, 2029, in accordance with the terms of the Restricted Unit Award Agreement.
Signature
/s/ Brian K. Shore, Attorney-in-Fact for Angela E. Kouplen|2026-02-19