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MOMODepositary Shares, each representing a 1/1,000th interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par valueNYSENYSEfalse0001126956 0001126956 2025-12-08 2025-12-08 0001126956 us-gaap:CommonStockMember 2025-12-08 2025-12-08 0001126956 sr:DepositarySharesEachRepresentingA11000thInterestInAShareOf590SeriesACumulativeRedeemablePerpetualPreferredStockParValue2500PerShareMember 2025-12-08 2025-12-08
 
 
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): December 8, 2025
 
 
 


Commission
File No.
 
Exact Name of Registrant as
Specified in its Charter and
Principal Office Address and
Telephone Number
 


State of
Incorporation
  


I.R.S. Employer
Identification Number
1-16681
 
Spire Inc.
700 Market Street
St. Louis,
MO
63101
314-342-0500
 
Missouri
  
74-2976504
 
 
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:
 
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 Exchange Act:
 
Title of each class
 
Trading
Symbol(s)
 
Name of each exchange
on which registered
Common Stock $1.00 par value   SR  
New York Stock Exchange LLC
Depositary Shares, each representing a 1/1,000th interest in a share of 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $25.00 per share
  SR.PRA  
New York Stock Exchange LLC
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
7.01
Regulation FD Disclosure
.
On December 8, 2025, Spire Inc. (the “Company”) shared an investor presentation on its website regarding an offering of $825 million aggregate principal amount of Senior Notes (the “Senior Notes”) to be issued by Spire Tennessee Inc. (“Spire Tennessee”). Additional pricing information for the Senior Notes is included in the investor presentation shared on the Company’s website. The issuance of the Senior Notes is expressly conditioned upon the closing of the acquisition by the Company through Spire Tennessee of the operations of Piedmont Natural Gas Tennessee in the Nashville, Tennessee area. There are no assurances that the acquisition will be consummated or that the offering of the Senior Notes will be completed, or, if completed, on the terms or within the timeframe currently contemplated.
The Senior Notes are being offered and sold in a private placement exempt
fr
om registration under the Securities Act of 1933, as amended. The Senior Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This communication does not constitute an offer to sell or a solicitation of an offer to buy any securities.
 
Item
9.01
Financial Statements and Exhibits
.
(d)
Exhibits
.
 
99.1    Investor presentation dated December 8, 2025.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document).
The information contained in this Item 7.01, including Exhibit 99.1, is being furnished pursuant to Regulation FD and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 

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 hereunto duly authorized.
 
 
SPIRE INC.
Date: December 8, 2025     By:  
/s/ Adam Woodard
      Adam Woodard
      Executive Vice President and
Chief Financial Officer