Form 4: Spire SVP Mills Reports Equity Transactions

Stephen M. Mills, SVP and President of Spire MO, reported multiple acquisitions and dispositions of Spire Inc. common stock and phantom stock related to vesting and tax withholdings.

Summary

• Stephen M. Mills, SVP, President, Spire MO, reported transactions on November 18, 2025, involving Spire Inc. common stock and phantom stock.
• 83 shares of common stock were disposed of at $86.16 for tax payments related to the vesting of 175 shares of time-vested restricted stock, leaving a balance of 2,830 shares.
• 588 shares of common stock were acquired at $86.16 due to the vesting and settlement of performance contingent restricted units, increasing the balance to 3,418 shares.
• 277 shares of common stock were disposed of at $86.16 for tax payments incident to the vesting of 588 shares of performance contingent restricted stock units, resulting in a balance of 3,141 shares.
• 710 shares of time-vested restricted stock were awarded at $86.16, which will vest on November 18, 2028, bringing the total beneficial ownership to 3,953.97 shares, including shares from the Dividend Reinvestment Plan.
• 590 phantom stock units were acquired at $86.16, representing an election to defer performance contingent stock into a deferred income plan, increasing the phantom stock balance to 1,680 units. These are payable in cash in January 2027.
• 14 phantom stock units were disposed of at $86.16 for tax payments related to the vesting of 590 shares of vested performance contingent stock, adjusting the balance to 1,666 units.
• 175 phantom stock units were acquired at $86.16, representing an election to defer time-vested restricted stock, bringing the phantom stock balance to 1,841 units. These are also payable in cash in January 2027.
• 5 phantom stock units were disposed of at $86.16 for tax payments related to the vesting of 175 shares of vested time-vested restricted stock, resulting in a final phantom stock balance of 1,836 units.
• An initial Form 3 omitted 885 shares, which have now been accounted for in the beginning balance.

Sentiment

Score: 6

Explanation: The filing details routine executive compensation activities, including vesting of restricted stock and phantom stock, along with associated tax withholdings. These transactions are generally neutral but reflect ongoing executive compensation and retention, with the acquisition of new restricted stock and phantom stock being a positive for executive alignment.

Positives

• Acquisition of 588 shares of common stock from vested performance contingent restricted units indicates achievement of performance metrics.
• Award of 710 shares of time-vested restricted stock demonstrates continued executive compensation and retention, aligning management interests with shareholders.
• Acquisition of 590 and 175 phantom stock units through deferral elections reflects executive confidence and long-term investment in the company.

Negatives

• Dispositions of 83 and 277 shares of common stock were made to cover tax obligations, reducing direct share ownership.
• Dispositions of 14 and 5 phantom stock units were made to cover tax obligations, reducing deferred equity holdings.

Risks

• The value of common stock and phantom stock is subject to market price fluctuations of Spire Inc. common stock.
• Future vesting of restricted stock and performance units is contingent on continued employment and meeting specific performance metrics, which may not always be achieved.

Future Outlook

The award of time-vested restricted stock vesting in November 2028 and phantom stock payable in January 2027 indicates a long-term commitment of the executive to the company and future equity participation.

Industry Context

This filing is a routine disclosure of insider transactions related to executive compensation and does not provide broader industry context or trends.

Corporate Governance

Related Party Transactions

• The reported transactions are related party dealings as they involve an executive officer of Spire Inc. acquiring and disposing of company securities as part of his compensation plan.

Stakeholder Impact

• Shareholders: Provides transparency regarding executive compensation and changes in beneficial ownership, which can influence perceptions of management alignment.
• Employees: No direct impact on the broader employee base.
• Customers/Suppliers/Creditors: No direct impact on these stakeholders.

Next Steps

• Vesting of 710 shares of time-vested restricted stock on November 18, 2028.
• Cash payment of phantom stock units in January 2027.

Key Dates

Recommendation

The filing details routine executive compensation activities, including vesting of restricted stock and phantom stock, along with associated tax withholdings. These transactions do not indicate a change in the company's fundamental outlook or the executive's confidence beyond standard compensation practices. Therefore, a 'hold' recommendation is appropriate as there's no new information to warrant a change in investment thesis.

Keywords

Spire Inc, SR, Stephen M. Mills, Form 4, insider trading, beneficial ownership, restricted stock, phantom stock, equity compensation, SEC filing