Spire Inc.

Company Overview

Business Model: Spire Inc. is a holding company primarily engaged in the regulated natural gas utility business, complemented by non-regulated natural gas marketing and midstream operations. Its core Gas Utility segment provides natural gas distribution and sale services to residential, commercial, and industrial customers across Missouri, Alabama, and Mississippi. The Gas Marketing segment offers natural gas marketing and related services throughout the U.S., while the Midstream segment focuses on natural gas transportation and storage.

Market Position: Spire Inc. holds a leading position as the largest natural gas distribution utility in Missouri, serving approximately 1.2 million customers, and in Alabama, serving over 0.4 million customers. The company's competitive advantages stem from its extensive regulated infrastructure, strategic natural gas supply portfolio, and mechanisms like Purchased Gas Adjustment (PGA) clauses and Gas Supply Adjustment (GSA) riders that mitigate commodity price volatility for its utility customers.

Recent Strategic Developments:

• Acquisition of Piedmont Natural Gas's Tennessee Business: On July 27, 2025, Spire Inc. entered an agreement to acquire Piedmont Natural Gas Company, Inc.'s Tennessee natural gas local distribution company business from Duke Energy Corporation for $2.48 billion in cash, subject to customary adjustments and regulatory approvals. This acquisition is expected to significantly expand Spire Inc.'s regulated utility footprint in a high-growth region, increase the scale of its regulated business, and support long-term adjusted earnings per share growth and dividend growth.
• Potential Asset Divestiture: In connection with the financing plan for the Tennessee acquisition, Spire Inc. is considering the sale of its natural gas storage facilities, Spire Storage West LLC and Spire Storage Salt Plains LLC, subject to board and regulatory approval.
• Midstream Consolidation: On October 8, 2025, the Federal Energy Regulatory Commission (FERC) approved the merger of Spire STL Pipeline LLC into Spire MoGas Pipeline LLC, consolidating operations under a single certificate and tariff.
• Infrastructure Investment: Continued investment in infrastructure upgrades, advanced meter installations, and new business within the Gas Utility segment, driving capital expenditures up by $125.7 million year-over-year in this segment.

Geographic Footprint: Spire Inc.'s primary operational regions for its Gas Utility segment include Missouri (St. Louis, Kansas City, and other areas), central and northern Alabama (Birmingham, Montgomery), southwestern Alabama (Mobile area), and south-central Mississippi (Hattiesburg). The Gas Marketing segment operates throughout the U.S., primarily in the central and southern regions. Midstream operations are focused on the Rocky Mountain/Western and Midcontinent regions. The pending acquisition will expand its regulated presence into Tennessee (Nashville area).

Financial Performance

Revenue Analysis

Profitability Metrics:

• Gross Margin: 63.4% (FY2025) vs. 57.4% (FY2024)
• Operating Margin: 21.2% (FY2025) vs. 18.8% (FY2024)
• Net Margin: 11.0% (FY2025) vs. 9.7% (FY2024)

Investment in Growth:

• R&D Expenditure: Not explicitly disclosed as a separate line item.
• Capital Expenditures: $922.4 million (FY2025)
• Strategic Investments:
  • Acquisition of MoGas Pipeline LLC in FY2024 for $176.1 million.
  • Planned acquisition of Piedmont Natural Gas Company, Inc.'s Tennessee natural gas business for $2.48 billion.

Business Segment Analysis

Gas Utility

Financial Performance:

• Revenue: $2,207.6 million (-9.4% YoY)
• Operating Income: $406.2 million (+1.4% YoY)
• Operating Margin: 18.4% (FY2025) vs. 16.4% (FY2024)
• Key Growth Drivers:
  • $33.5 million increase from Spire Missouri Inc.'s Infrastructure System Replacement Surcharge (ISRS).
  • $5.0 million growth from Spire Alabama Inc.'s Rate Stabilization and Equalization (RSE) adjustments.
  • Higher off-system sales.
  • Partially offset by a $285.5 million decrease in gas cost recoveries due to lower Purchased Gas Adjustment (PGA) rates.

Product Portfolio:

• Retail distribution and sale of natural gas to residential, commercial, and industrial customers.
• Natural gas transportation services for large commercial and industrial customers.
• Off-system sales and capacity release of natural gas.

Market Dynamics:

• Serves approximately 1.74 million customers (1.63 million residential, 0.11 million commercial & industrial) across Missouri, Alabama, and Mississippi.
• Spire Missouri Inc. serves approximately 1.2 million customers and Spire Alabama Inc. serves over 0.4 million customers.
• Competition primarily from local electric companies, with other competitors including suppliers of fuel oil, coal, and propane, as well as natural gas pipelines directly connecting to large volume customers.
• Residential, commercial, and industrial customers represented approximately 92% of Spire Missouri Inc.'s operating revenues and 81% of Spire Alabama Inc.'s operating revenues in fiscal 2025.

Gas Marketing

Financial Performance:

• Revenue: $157.2 million (+58.5% YoY)
• Operating Income: $42.1 million (+2.2% YoY)
• Operating Margin: 26.8% (FY2025) vs. 41.5% (FY2024)
• Key Growth Drivers:
  • Realized business portfolio optimization opportunities.
  • Partially offset by lower regional basis differentials and higher storage and transportation fees.

Product Portfolio:

• Natural gas marketing and related services, including procurement and physical delivery.
• Retail operations for large commercial and industrial customers.
• Wholesale business serving producers, pipelines, power generators, municipalities, storage operators, and utility companies.

Market Dynamics:

• Volumes averaged 1.22 Bcf/day in fiscal 2025, down from 1.32 Bcf/day in fiscal 2024.
• Business is competitive and impacted by new infrastructure, surplus natural gas supplies, and new demand from exports, power generation, and industrial load. Management anticipates a growing need for marketing services due to seasonal variability and marketplace volatility.

Midstream

Financial Performance:

• Revenue: $155.5 million (+54.4% YoY)
• Operating Income: $83.8 million (+73.9% YoY)
• Operating Margin: 53.9% (FY2025) vs. 47.9% (FY2024)
• Key Growth Drivers:
  • Increased asset optimization and additional storage capacity.
  • Contract renewals at higher rates.
  • Acquisition of Spire MoGas Pipeline LLC in the prior year.
  • Approximately 96% of the adjusted earnings increase was attributable to storage operations.

Product Portfolio:

• Spire Storage West LLC: Two storage fields in southwestern Wyoming, certificated for approximately 55 Bcf of natural gas storage working gas capacity (actual working gas capacity of approximately 23 Bcf as of September 30, 2025).
• Spire Storage Salt Plains LLC: Facility in north central Oklahoma, authorized for up to 17 Bcf of natural gas storage working gas capacity (actual working gas capacity of approximately 11 Bcf as of September 30, 2025).
• Spire STL Pipeline LLC: A 65-mile FERC-regulated pipeline connecting the Rockies Express Pipeline to eastern Missouri delivery points, with a contractual commitment of 350,000 MMBtu per day from Spire Missouri Inc.
• Spire MoGas Pipeline LLC: A 263-mile FERC-regulated natural gas pipeline and a wholly-owned 75-mile gas distribution system serving utilities/municipals in western St. Louis and south-central Missouri, including the U.S. Army’s Fort Leonard Wood.

Market Dynamics:

• Absolute natural gas prices do not directly impact results, but price trends and demand influence revenues from transportation and storage.
• Subject to competition from similar services provided by pipelines and independent storage providers, with potential for capacity expansion by competitors.

Capital Allocation Strategy

Shareholder Returns:

• Share Repurchases: No repurchases of common stock during the three months ended September 30, 2025. No specific annual amount for 2025 was disclosed.
• Dividend Payments: $185.2 million for common stock and $14.8 million for preferred stock in fiscal 2025, totaling $200.0 million.
• Dividend Yield: Approximately 4.19% (based on common dividends and market value of common equity held by non-affiliates as of March 31, 2025).
• Future Capital Return Commitments: Annualized dividends are estimated at $209.6 million based on the November 13, 2025 declaration. Spire Inc. has paid common stock dividends continuously since 1946, with 2025 marking the 22nd consecutive year of increasing dividends on an annualized basis.

Balance Sheet Position:

• Cash and Equivalents: $5.7 million (as of September 30, 2025)
• Total Debt: $5,196.1 million (including current portion of long-term debt and notes payable as of September 30, 2025)
• Net Cash Position: -$5,190.4 million (as of September 30, 2025)
• Credit Rating:
  • Spire Inc. senior unsecured long-term debt: BBB (S&P), Baa2 (Moody’s)
  • Spire Inc. preferred stock: BBB- (S&P), Ba1 (Moody’s)
  • Spire Inc. short-term debt: A-2 (S&P), P-2 (Moody’s)
  • Spire Missouri Inc. senior secured long-term debt: A (S&P), A1 (Moody’s)
  • Spire Alabama Inc. senior unsecured long-term debt: BBB+ (S&P), A2 (Moody’s)
  • S&P outlook is negative, while Moody’s outlook is stable.
• Debt Maturity Profile: $487.5 million of long-term debt principal is due in fiscal 2026. Total projected interest payments are $1,731.7 million, with $161.6 million due in fiscal 2026.

Cash Flow Generation:

• Operating Cash Flow: $578.0 million (FY2025)
• Free Cash Flow: -$344.4 million (FY2025)
• Cash Conversion Metrics: Not explicitly provided.

Operational Excellence

Production & Service Model: Spire Inc. operates a diversified energy business focused on natural gas. The Gas Utility segment emphasizes providing reliable natural gas services at a reasonable cost, maintaining and building secure and dependable infrastructures. The Gas Marketing segment leverages market expertise and risk management skills to optimize its portfolio of commodity, transportation, park and loan, and storage contracts. The Midstream segment aims to drive growth by supporting natural gas grid reliability, managing exposure to gas price volatility, and providing access to key supply basins.

Supply Chain Architecture: Key Suppliers & Partners:

• Natural Gas Suppliers: Spire Missouri Inc. purchased natural gas from 39 different suppliers in fiscal 2025. Spire Alabama Inc. purchased from 20 different suppliers. Spire Gulf Inc.'s primary supplier is BP Energy Company.
• Pipeline Transportation: Spire Missouri Inc. utilizes systems from Enable Mississippi River Transmission LLC, Southern Star Central Gas Pipeline, Inc., Panhandle Eastern Pipe Line Company, LP, Spire STL Pipeline LLC, Tallgrass Interstate Gas Transmission, LLC, Spire MoGas Pipeline LLC, and Rockies Express Pipeline, LLC. Spire Alabama Inc. connects to Southern Natural Gas Company, L.L.C. and Transcontinental Gas Pipe Line Company, LLC, as well as intrastate systems. Spire Marketing Inc. held approximately 1 Bcf per day of firm transportation capacity in fiscal 2025.
• Storage Providers: Spire Missouri Inc. has contractual rights to store 22.0 Bcf with Enable Mississippi River Transmission LLC, 16.3 Bcf with Southern Star Central Gas Pipeline, Inc., and 1.4 Bcf with Panhandle Eastern Pipe Line Company, LP, in addition to its own underground storage field (0.35 Bcf peak day, 4.0 Bcf max annual net withdrawals). Spire Alabama Inc. has contractual rights to store 12.7 Bcf with Southern Natural Gas Company, L.L.C., 0.5 Bcf with Gulf South Pipeline Company, LP, 0.2 Bcf with Transcontinental Gas Pipe Line Company, LLC, and 0.2 Bcf with Tennessee Gas Pipeline, plus 2.0 Bcf of on-system LNG storage. Spire Marketing Inc. contracted for approximately 18 Bcf of storage and park and loan capacity for the 2025-2026 winter season.

Facility Network:

• Manufacturing: Not applicable (natural gas distribution and transportation).
• Research & Development: Not explicitly detailed as separate facilities.
• Distribution:
  • Spire Missouri Inc.: Over 32,000 miles of main and related service lines, odorization and regulation facilities, customer meters, and an underground natural gas storage facility.
  • Spire Alabama Inc.: Over 24,000 miles of main and related service lines, odorization and regulation facilities, customer meters, and four LNG facilities.
  • Spire Gulf Inc. and Spire Mississippi Inc.: Over 5,500 miles of pipelines.
• Midstream:
  • Spire Storage West LLC: Two storage fields in southwestern Wyoming.
  • Spire Storage Salt Plains LLC: Storage facility in north central Oklahoma.
  • Spire STL Pipeline LLC: 65-mile pipeline.
  • Spire MoGas Pipeline LLC: 263-mile pipeline and a connected 75-mile gas distribution system.

Operational Metrics:

• Employee injury and motor vehicle accident rates are actively managed through programs like "Good Catch" and "Field Safety Observations."
• In 2025, core driving metrics showed significant improvements in areas of speed, following distance, distracted driving, and positive driving behaviors.
• Field operations employees average 24 hours of technical and procedural training annually.

Market Access & Customer Relationships

Go-to-Market Strategy: Distribution Channels:

• Direct Sales: The Gas Utility segment primarily serves customers directly within its franchised service areas. Spire Missouri Inc. is the sole distributor in its franchised areas, and Spire Alabama Inc. is the main distributor in its service areas.
• Channel Partners: Spire Marketing Inc. engages with a diverse customer base, including producers, pipelines, power generators, municipalities, storage operators, and utility companies for its wholesale business.
• Digital Platforms: Spire Inc. uses its website, SpireEnergy.com, as a primary channel for distributing important information.

Customer Portfolio: Enterprise Customers:

• Tier 1 Clients: The Gas Utility segment serves approximately 1.74 million customers in total, including 1.63 million residential, 112,830 commercial & industrial, 1,037 transportation, and 45 interruptible customers as of September 30, 2025.
• Strategic Partnerships: Spire Marketing Inc. has concentrations of counterparty credit risk with utility companies and their marketing affiliates, and certain individually significant counterparties, including investment-grade-rated integrated utilities and a liquefied natural gas project facility.
• Customer Concentration: Residential customers account for 66% of Gas Utility operating revenues, while commercial & industrial customers account for 23%. Transportation customers represent 6% of Gas Utility operating revenues.

Geographic Revenue Distribution:

• Spire Inc.'s Gas Utility operations are concentrated in Missouri, Alabama, and Mississippi.
• The pending acquisition of Piedmont Natural Gas Company, Inc.'s Tennessee business will expand Spire Inc.'s regulated presence into Tennessee.

Competitive Intelligence

Market Structure & Dynamics

Industry Characteristics: The natural gas distribution industry is highly regulated at federal, state, and local levels, impacting rates, operations, and allowed returns. The Gas Utility business is seasonal, with earnings typically concentrated during the November through April heating season. Wholesale natural gas market volatility is managed through regulatory mechanisms (PGA clauses, GSA riders) for utilities and risk management policies for Gas Marketing.

Competitive Positioning Matrix:

Direct Competitors

Primary Competitors:

• Local Electric Companies: Principal competition for the Utilities, particularly for heating applications.
• Fuel Oil, Coal, and Propane Suppliers: Other alternative energy sources, though natural gas has an economic advantage over coal due to environmental regulations and decarbonization objectives.
• Natural Gas Pipelines: Can directly connect to large volume customers, bypassing utility distribution services.
• District Steam Systems: Competitors in downtown areas of St. Louis and Kansas City.
• Municipally or Publicly Owned Natural Gas Distributors: Located adjacent to Spire Alabama Inc.'s service territories.

Emerging Competitive Threats:

• Direct Use of Renewables: Expected to continue growing and compete against distributed generation using natural gas.
• Increased Efficiency of Gas Furnaces and Appliances: May decrease customer usage.

Competitive Response Strategy: Spire Inc. actively manages its natural gas supply portfolios to ensure dependability and economic pricing, utilizing derivative instruments to hedge against commodity price volatility. The Utilities invest in infrastructure upgrades (e.g., through ISRS in Missouri) to enhance safety and reliability. Customer affordability initiatives are also in place.

Risk Assessment Framework

Strategic & Market Risks

Market Dynamics:

• Climate Change & Energy Efficiency: Legislative and regulatory initiatives (federal, state, local) to control global warming, reduce greenhouse gas emissions, or restrict fossil fuel use could increase compliance costs, impose operating restrictions, or adversely affect demand for natural gas and midstream services. The SEC's climate disclosure rules, though currently stayed, could require significant expenditures if they become effective.
• Technology Disruption: Increased efficiency of gas furnaces and other appliances, or the growth of distributed renewable energy sources, could decrease customer usage and encourage fuel switching.
• Customer Concentration: Spire Marketing Inc. has concentrations of credit risk with utility companies and their marketing affiliates, and certain individually significant counterparties.
• Regulatory Decisions: State public service commissions may not approve full recovery of costs or authorized rates of return, or may disallow deferred costs. The ISRS statute for gas utilities in Missouri is set to expire on August 28, 2029, without legislative action.
• Weather Conditions: Significantly warmer-than-normal weather can reduce heating energy sales and profitability, despite weather normalization mechanisms which do not fully mitigate impacts and are subject to regulatory discretion.

Operational & Execution Risks

Supply Chain Vulnerabilities:

• Supplier Dependency: Inability of contracted gas suppliers, interstate pipelines, or storage services to deliver in a timely manner could impair Spire Inc.'s ability to meet customer requirements.
• Geographic Concentration: Business activities are concentrated in a few states (Missouri, Alabama, Mississippi), making the company susceptible to changes in regional economies, politics, regulations, and weather patterns.
• Capacity Constraints: Damage to facilities, lack of capacity, or other reasons could restrict natural gas delivery, reducing revenues for Midstream operations.
• Operational Hazards: Natural gas transportation, distribution, and storage involve inherent risks such as leaks, explosions, and third-party damage, which could lead to substantial financial losses, injuries, property damage, and environmental pollution.

Technology Dependence:

• System Failure: Disruption, failure, or malfunction of operational and information technology systems, including those for integrated planning, automated meter reading, customer care, and billing, could hinder business operations.
• Cyberattacks: Breaches of security related to sensitive customer, employee, and vendor information, or technology managing natural gas supply and control operations, could disrupt operations, damage reputation, and lead to financial liability.

Financial & Regulatory Risks

Market & Financial Risks:

• Demand Volatility: Periods of slowed economic activity generally result in decreased energy consumption, particularly by industrial and large commercial customers, impacting revenues and cash flows.
• Foreign Exchange: Not explicitly detailed as a material risk.
• Credit & Liquidity: A downgrade in credit ratings or reduced access to credit and capital markets could increase borrowing costs or prevent execution of operating strategies. Delays in cost recovery due to regulation can adversely affect liquidity.
• Commodity Price Risk (Gas Marketing): Fluctuations in natural gas commodity prices, narrowing price differentials, and limited future price volatility can impact sales margins and increase credit requirements.
• Pension and Postretirement Plans: Subject to investment and interest rate risk, which could negatively impact financial condition if returns are poor or interest rates decline.
• Goodwill and Long-Lived Asset Impairment: Goodwill and long-lived assets are subject to impairment assessments, with potential for material charges to earnings if fair values decline.

Regulatory & Compliance Risks:

• Federal Safety and Integrity Regulations: PHMSA and TSA regulations for pipeline and storage operators impose significant compliance costs and potential liabilities.
• Environmental Laws: Federal, state, and local environmental laws and regulations may require significant expenditures or increase operating costs, including for remediation of former manufactured gas plant (MGP) sites.
• Income Tax Policy: Changes to income tax policy, such as the One Big Beautiful Bill Act (OBBBA), or lower-than-expected financial performance, could reduce the value of net operating losses (NOLs) and adversely impact financial condition.
• Legal Proceedings: Involvement in legal or administrative proceedings related to general claims, rates, environmental issues, and gas cost prudence reviews could result in substantial judgments or fines.

Geopolitical & External Risks

Geopolitical Exposure: Not explicitly detailed as a material risk beyond general trade relations. Trade Relations: Not explicitly detailed as a material risk. Sanctions & Export Controls: Not explicitly detailed as a material risk. Catastrophic Events: Fires, earthquakes, explosions, floods, tornadoes, hurricanes, tropical storms, winter storms, terrorist acts, acts of civil unrest, or pandemic illnesses could adversely affect facilities and operations, increasing repair costs or leading to lost revenues.

Innovation & Technology Leadership

Research & Development Focus: Spire Inc. is committed to advancing through innovation, with a focus on growing organically and investing in infrastructure. This includes ongoing infrastructure upgrades and advanced meter installations within the Gas Utility segment. The company's cybersecurity team developed a five-year strategic roadmap in 2020, updated annually, and conducts NIST-based maturity assessments to drive capabilities in key focus areas, including increasing visibility into the environment, segregating enterprise and industrial control systems, and enhancing governance and risk management.

Intellectual Property Portfolio: Not explicitly detailed in the filing.

Technology Partnerships: Spire Inc. actively collaborates with federal agencies, including the U.S. Department of Homeland Security, the Transportation Security Administration (TSA), and the local FBI chapter, for cybersecurity. It is also involved in industry information sharing groups to address cybersecurity threats.

Leadership & Governance

Executive Leadership Team

Leadership Continuity: Executive officers are normally reappointed by the respective board of directors in January of each year. Board Composition: Spire Inc.'s Board of Directors retains oversight of cybersecurity risk. In 2024, a new director with expertise in cybersecurity was added to the Board to enhance oversight.

Human Capital Strategy

Workforce Composition:

• Total Employees: 3,497 as of September 30, 2025.
• Geographic Distribution: 1,956 employees for Spire Missouri Inc. and 748 for Spire Alabama Inc.
• Skill Mix: 1,969 employees are covered by various labor agreements with unions such as United Steel, Paper and Forestry, Rubber Manufacturing, Energy, Allied Industrial and Service Workers International Union (USW) and United Association of Gas Fitters.

Talent Management: Acquisition & Retention:

• Hiring Strategy: Not explicitly detailed.
• Retention Metrics: Not explicitly detailed.
• Employee Value Proposition: Focus on safety and well-being, development, education, and advancement. Offers incentives for weight management and gym membership, as well as employee assistance programs. Diversity & Development:
• Diversity Metrics: Inclusion is a core value, embracing differences and fostering a sense of belonging.
• Development Programs: Comprehensive suite of development resources, including customized training programs, developmental assessments, specialized degree opportunities, and partnerships with leading organizations. Tailored leadership development programs are delivered across all organizational levels. All employees (except officers) are eligible for up to $6,000 annually in tuition assistance and access to the Spire Learning Center. New construction and maintenance employees receive 80 hours of safety training, while service and installation employees receive 200 hours. Field operations employees average 24 hours of technical and procedural training annually.
• Culture & Engagement: Human Rights Policy demonstrates commitment to respecting human rights. Labor relations with employees are believed to be good.

Environmental & Social Impact

Environmental Commitments: Climate Strategy:

• Emissions Targets: Not explicitly stated.
• Carbon Neutrality: Not explicitly stated.
• Renewable Energy: Not explicitly stated.
• Spire Inc. is subject to federal, state, and local legislative and regulatory initiatives related to climate change and greenhouse gas emissions, which could impact compliance costs, demand for natural gas, and infrastructure construction.
• The U.S. Pipeline and Hazardous Materials Safety Administration (PHMSA) requires pipeline and natural gas storage operators to develop integrity management programs. Spire Inc. is implementing Advanced Mobile Leak Detection in its service territories over the next three years.

Supply Chain Sustainability:

• Supplier Engagement: Not explicitly detailed.
• Responsible Sourcing: Not explicitly detailed.

Social Impact Initiatives:

• Community Investment: Focus on the safety and well-being of employees, customers, and communities.
• Product Impact: Customer affordability initiatives have been implemented, leading to cost reductions.

Business Cyclicality & Seasonality

Demand Patterns:

• Seasonal Trends: The Gas Utility business is seasonal, with earnings typically concentrated during the heating season from November through April of each fiscal year.
• Economic Sensitivity: Periods of slowed economic activity generally result in decreased energy consumption, particularly by industrial and large commercial companies, potentially leading to a loss of existing customers and fewer new customers. This could adversely affect revenues and cash flows.
• Industry Cycles: Not explicitly detailed beyond general economic sensitivity.

Planning & Forecasting: Spire Missouri Inc. and Spire Mississippi Inc. have Weather Normalization Adjustment riders, and Spire Alabama Inc. has a Temperature Adjustment Rider, designed to moderate the impact of temperature departures on earnings and provide assurance of fixed cost recovery during winter months.

Regulatory Environment & Compliance

Regulatory Framework: Industry-Specific Regulations:

• State Regulation: Spire Missouri Inc. is regulated by the Missouri Public Service Commission (MoPSC), Spire Alabama Inc. and Spire Gulf Inc. by the Alabama Public Service Commission (APSC), and Spire Mississippi Inc. by the Mississippi Public Service Commission (MSPSC). These commissions regulate rates, construction, operations, safety, and allowed rates of return.
• Federal Regulation: Midstream operations (Spire Storage, Spire STL Pipeline LLC, Spire MoGas Pipeline LLC) are at least partially under the jurisdiction of the Federal Energy Regulatory Commission (FERC).
• Pipeline Safety: Subject to U.S. Pipeline and Hazardous Materials Safety Administration (PHMSA) regulations requiring integrity management programs and ongoing assessments.
• Cybersecurity: Subject to Transportation Security Administration (TSA) requirements for owners and operators of specified pipeline facilities, including Cybersecurity Implementation Plans, Incident Response Plans, and Assessment Programs. Spire Inc. is compliant with these requirements.
• SEC Climate Disclosure Rules: The SEC adopted final climate disclosure rules in March 2024, which were subsequently stayed. If implemented, compliance could require significant additional expenditures.

Trade & Export Controls: Not explicitly detailed as a material risk.

Legal Proceedings:

• Environmental Litigation: Spire Missouri Inc. has identified three former manufactured gas plant (MGP) sites in St. Louis, Missouri, with ongoing remediation efforts and claims, including one asserted by the United States Environmental Protection Agency (EPA). Spire Alabama Inc. is in the chain of title of nine former MGP sites and five former manufactured gas distribution sites, and has been identified as a Potentially Responsible Party (PRP) for the 35th Avenue Superfund Site in North Birmingham, Alabama, which it vigorously denies.
• Commercial Disputes: Spire Marketing Inc. is subject to a complaint filed in January 2025 by the State of Oklahoma related to transactions during Winter Storm Uri in February 2021.

Tax Strategy & Considerations

Tax Profile:

• Effective Tax Rate: 18.0% for fiscal 2025, 19.0% for fiscal 2024, and 15.1% for fiscal 2023.
• Geographic Tax Planning: Spire Inc. files a consolidated federal income tax return and various state income tax returns, allocating income taxes to its subsidiaries as if each were a separate taxpayer.
• Tax Reform Impact: The One Big Beautiful Bill Act (OBBBA), enacted July 4, 2025, is not expected to have a material impact on Spire Inc.'s financial condition or results of operations. The company has significantly reduced current federal and state income tax obligations through tax planning strategies, including bonus depreciation deductions and the use of net operating losses (NOLs).

Insurance & Risk Transfer

Risk Management Framework: Spire Inc. and its subsidiaries maintain insurance against a significant portion of operational and business risks and losses, and reinsure a portion of the risk from certain insurers through its captive insurance company. The company also maintains cyber risk insurance. Risk Transfer Mechanisms:

• Commodity Price Risk: The Gas Utility segment primarily manages commodity price risk through PGA clauses and GSA riders, which allow for the pass-through of purchased gas costs to customers. Spire Missouri Inc. also uses natural gas derivative instruments to hedge price risk. Spire Marketing Inc. uses bilateral contracts and derivative instruments (futures, options, swaps) to hedge commercial risks and lock in margins.
• Contractual Indemnification: Spire Inc. secures strong contractual indemnification requirements where available to mitigate risks.