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S-3 424B5 EX-FILING FEES 333-291167 0001111711 NISOURCE INC. N/A Y N 0001111711 2025-10-30 2025-10-30 0001111711 1 2025-10-30 2025-10-30 0001111711 1 2025-10-30 2025-10-30 0001111711 2 2025-10-30 2025-10-30 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

NISOURCE INC.

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity Common Stock, par value $0.01 per share 457(o) $ 1,500,000,000.00 0.0001381 $ 207,150.00
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 1,500,000,000.00

$ 207,150.00

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 7,008.40

Net Fee Due:

$ 200,141.60

Offering Note

1

This "Calculation of Filing Fee Table" shall be deemed to update the "Calculation of Registration Fee" table in Registration Statement No. 333-291167, which was filed on October 30, 2025 (the "Registration Statement"). The prospectus supplement to which this exhibit is attached is a final prospectus for the related offering. The registration fee is calculated in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the "Securities Act"), based on the proposed maximum aggregate offering price, and Rule 457(r) under the Securities Act. In accordance with Rules 456(b) and 457(r) under the Securities Act, NiSource Inc. (the "Registrant") initially deferred payment of all the registration fees for Registration Statement. The Registrant is registering shares of common stock having a proposed maximum aggregate offering price of up to $1,500,000,000 pursuant to the prospectus supplement to which this exhibit is attached (the "Current Prospectus Supplement"). The Company has previously registered shares of common stock having an aggregate offering price of up to $900,000,000, offered by means of a prospectus supplement dated February 22, 2024 (the "2024 Prospectus Supplement") and an accompanying prospectus dated November 1, 2022 pursuant to a Registration Statement on Form S-3 (Registration No. 333-268084) filed on November 1, 2022. In connection with the filing of the 2024 Prospectus Supplement, the Company made a contemporaneous fee payment in the amount of $100,110.00, after accounting for a fee offset of $32,730.00 related to unsold securities under a prior prospectus supplement and registration statement. Shares of common stock having an aggregate offering price of $852,517,842.19 were offered and sold pursuant to the 2024 Prospectus Supplement. The Registrant has terminated the offering of shares of common stock under the 2024 Prospectus Supplement. Shares of common stock having a proposed maximum offering price of $47,482,185.81 that are being registered pursuant to the Current Prospectus Supplement represent unsold securities previously registered pursuant to the 2024 Prospectus Supplement. Pursuant to Rule 457(p) under the Securities Act, $7,008.40 of the registration fees that were paid with respect to the shares of common stock that were previously registered pursuant to the 2024 Prospectus Supplement and were not sold thereunder is offset against the registration fee of $207,150.00 due for this offering. The remaining balance of the registration fee, $200,141.60, is being paid herewith in connection with the filing of the Current Prospectus Supplement.

Table 2: Fee Offset Claims and Sources ☐Not Applicable
Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Security Type Associated with Fee Offset Claimed Security Title Associated with Fee Offset Claimed Unsold Securities Associated with Fee Offset Claimed Unsold Aggregate Offering Amount Associated with Fee Offset Claimed Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims 1, 2 NiSource Inc. S-3 333-268084 02/22/2024 $ 7,008.40 Equity Common Stock, par value $0.01 per share $ 47,482,185.81
Fee Offset Sources NiSource Inc. S-3 333-268084 02/22/2024 $ 100,110.00

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

The Registrant has terminated the offering of shares of common stock under the 2024 Prospectus Supplement.

Offset Note

2

The Registrant is registering shares of common stock having a proposed maximum aggregate offering price of up to $1,500,000,000 pursuant to the prospectus supplement to which this exhibit is attached (the "Current Prospectus Supplement"). The Company has previously registered shares of common stock having an aggregate offering price of up to $900,000,000, offered by means of a prospectus supplement dated February 22, 2024 (the "2024 Prospectus Supplement") and an accompanying prospectus dated November 1, 2022 pursuant to a Registration Statement on Form S-3 (Registration No. 333-268084) filed on November 1, 2022. In connection with the filing of the 2024 Prospectus Supplement, the Company made a contemporaneous fee payment in the amount of $100,110.00, after accounting for a fee offset of $32,730.00 related to unsold securities under a prior prospectus supplement and registration statement. Shares of common stock having an aggregate offering price of $852,517,842.19 were offered and sold pursuant to the 2024 Prospectus Supplement. The Registrant has terminated the offering of shares of common stock under the 2024 Prospectus Supplement. Shares of common stock having a proposed maximum offering price of $47,482,185.81 that are being registered pursuant to the Current Prospectus Supplement represent unsold securities previously registered pursuant to the 2024 Prospectus Supplement. Pursuant to Rule 457(p) under the Securities Act, $7,008.40 of the registration fees that were paid with respect to the shares of common stock that were previously registered pursuant to the 2024 Prospectus Supplement and were not sold thereunder is offset against the registration fee of $207,150.00 due for this offering. The remaining balance of the registration fee, $200,141.60, is being paid herewith in connection with the filing of the Current Prospectus Supplement.

Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date

N/A N/A N/A N/A N/A N/A N/A N/A
Narrative Disclosure
The maximum aggregate offering price of the securities to which the prospectus relates is $1,500,000,000.00. The prospectus is a final prospectus for the related offering.