Sec Form 4 Filing - NORTON PIERCE @ ONE Gas, Inc. - 2021-12-27

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person NORTON PIERCE 2. Issuer Name and Ticker or Trading Symbol ONE Gas, Inc. [ OGS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) See Remarks (Last) (First) (Middle) 15 E. 5TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 12/27/2021 (Street) TULSA, OK74103 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common stock, par value $0.01 12/27/2021 M 3,820( 1 ) A $ 75.49( 1 ) 264,664 D Common stock, par value $0.01 12/27/2021 F 1,695( 1 ) D $ 75.49( 1 ) 262,969 D Common stock, par value $0.01 12/27/2021 M 1,960( 2 ) A $ 75.49( 2 ) 264,929 D Common stock, par value $0.01 12/27/2021 F 870( 2 ) D $ 75.49( 2 ) 264,059 D Common stock, par value $0.01 12/27/2021 M 694( 3 ) A $ 75.49( 3 ) 264,753 D Common stock, par value $0.01 12/27/2021 F 308( 3 ) D $ 75.49( 3 ) 264,445 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Units 2019 ( 1 ) 12/27/2021 M 4,527 ( 1 ) ( 1 ) Common stock, par value $0.01 4,527 $ 75.49( 1 ) 0 D Restricted Units 2020 ( 2 ) 12/27/2021 M 4,158 ( 2 ) ( 2 ) Common stock, par value $0.01 4,158 $ 75.49( 2 ) 0 D Restricted Units 2021 ( 3 ) 12/27/2021 M 6,053 ( 3 ) ( 3 ) Common stock, par value $0.01 6,053 $ 75.49( 3 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other NORTON PIERCE 15 E. 5TH STREET TULSA, OK74103 See Remarks Signatures /s/ Brian K. Shore, Attorney-in-Fact for Pierce H. Norton 12/29/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In conjunction with Mr. Norton's retirement on June 27, 2021, distribution of restricted units awarded under Issuer's Equity Compensation Plan. The restricted units vested on a pro-rata basis, determined by multiplying the number of restricted units awarded by a fraction, which fraction was equal to the number of full months which lapsed under the restricted period at the time of retirement (28 months) by the number of full months in the restricted period (36 months). The remaining 1,006 restricted units awarded were forfeited. The award vested on December 27, 2021, six months following the date of retirement, at the fair market value of issuer's stock on the date of retirement of $75.49. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 299 shares. ( 2 )In conjunction with Mr. Norton's retirement on June 27, 2021, distribution of restricted units awarded under Issuer's Equity Compensation Plan. The restricted units vested on a pro-rata basis, determined by multiplying the number of restricted units awarded by a fraction, which fraction was equal to the number of full months which lapsed under the restricted period at the time of retirement (16 months) by the number of full months in the restricted period (36 months). The remaining 2,310 restricted units awarded were forfeited. The award vested on December 27, 2021, six months following the date of retirement, at the fair market value of issuer's stock on the date of retirement of $75.49. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 112 shares. ( 3 )In conjunction with Mr. Norton's retirement on June 27, 2021, distribution of restricted units awarded under Issuer's Equity Compensation Plan. The restricted units vested on a pro-rata basis, determined by multiplying the number of restricted units awarded by a fraction, which fraction was equal to the number of full months which lapsed under the restricted period at the time of retirement (4 months) by the number of full months in the restricted period (36 months). The remaining 5,381 restricted units awarded were forfeited. The award vested on December 27, 2021, six months following the date of retirement, at the fair market value of issuer's stock on the date of retirement of $75.49. The award was payable one share of Issuer's common stock for each vested restricted unit and accrued dividends of 22 shares.

Remarks: Retired Director, President and Chief Executive Officer

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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