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Published: 2022-10-11 11:23:12 ET
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rgco20220916b_8k.htm
false 0001069533 0001069533 2022-10-07 2022-10-07
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): October 7, 2022
 
RGC RESOURCES, INC.
(Exact name of Registrant as specified in its charter)
 
Virginia
  
000-26591
  
54-1909697
(State or other jurisdiction
of incorporation)
  
(Commission
File Number)
  
(IRS Employer
Identification No.)
 
519 Kimball Ave., N.E., Roanoke, Virginia
  
24016
(Address of principal executive offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code: 540-777-4427
 
(Former name or former address, if changed since last report)
 
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 240.425)
   
☐
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 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock, $5 Par Value
RGCO
NASDAQ Global Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 if the Securities Exchange Act of 1934.
     
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 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
 
On October 7, 2022, Roanoke Gas Company ("Roanoke"), the utility subsidiary of RGC Resources, Inc., entered into the Third Amendment to the Natural Gas Asset Management Agreement (the "Amendment"), dated September 23, 2022, with Sequent Energy Management LLC, formerly Sequent Energy Management, L.P. ("Sequent"), effective as of April 1, 2023.  The Amendment modifies the original Natural Gas Asset Management Agreement and prior amendments between Roanoke and Sequent by extending the term of the agreement for an additional 24 months through March 31, 2025 and amending the utilization fee. 
 
ITEM 9.01
FINANCIAL STATEMENT AND EXHIBITS
 
(d) Exhibits.
  
10.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
* Exhibit M to this agreement is not included with this filing. The Registrant hereby undertakes and agrees to furnish supplementally a copy of this exhibit to the Securities and Exchange Commission upon request.
 
 
 
SIGNATURES
 
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.
 
 
 
   
 
RGC RESOURCES, INC.
   
Date: October 11, 2022
By: /s/ Jason A. Field
  Jason A. Field
 
Vice President, Chief Financial Officer and Treasurer 
  (Principal Financial Officer)