DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14Aa – 101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant  x

Filed by a Party other than the Registrant  ¨

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¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨ Definitive Proxy Statement
x Definitive Additional Materials
¨ Soliciting Material Pursuant to §240.14a-12

ONE Gas, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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LOGO

May 5, 2015

Dear Fellow Shareholder:

We have previously mailed you proxy materials for the ONE Gas, Inc. Annual Meeting of Shareholders to be held on May 21, 2015.

According to our latest records we have not yet received your vote. The Annual Meeting is now only a short time away and your vote is important. Please vote your shares via the internet or by telephone following the instructions on the enclosed Voting Instruction Form or sign and return your Voting Instruction Form today in order to make sure that your shares will be voted at the meeting in accordance with your desires.

If you hold your shares in the name of a brokerage firm, your broker cannot vote your shares on several of the proposals unless your broker receives your specific instructions.

Your board of directors recommends that you vote:

  (1) FOR the election of the Class I director nominees for a three-year term;
  (2) FOR the ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2015;
  (3) FOR the approval of the material terms of the performance goals for our Equity Compensation Plan for purposes of Internal Revenue Code Section 162(m);
  (4) FOR the advisory proposal to approve our executive compensation; and
  (5) FOR EVERY YEAR, on an advisory basis, of the frequency of advisory votes on the company’s executive compensation every year.

In the event that your proxy materials have been misplaced, we are enclosing for your use a duplicate Voting Instruction Form and return envelope.

Please follow the telephone or internet voting instructions on your Voting Form or sign and date the enclosed Voting Instruction Form and vote your shares today. In the event that two voting forms are received from you, the one bearing the latest date will be counted, as it automatically revokes all prior votes.

Thank you for voting and for your continued support.

Sincerely,

 

LOGO

Pierce H. Norton II

President and Chief Executive Officer

ONE Gas, Inc.

15 East Fifth Street

Tulsa, OK 74103

www.onegas.com