UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report Pursuant to Section 13 or

~~Pursuant to Section 13 or~~ 15(d) of the Securities Exchange Act of 1934

ofAugust 6, ~~the~~2025 ~~Securities Exchange Act of 1934~~

June 26, 2025

Date of Report (Date of earliest event reported)

ATMOS ENERGY CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Texas AND Virginia

1-10042

75-1743247

Texas

and

Virginia

1-10042

75-1743247

(State or Other Jurisdictionof Incorporation)

(CommissionFile Number)

(I.R.S. EmployerIdentification No.)

---------------------------------

------------------------

----------------------

(State or Other Jurisdiction

(Commission File

(I.R.S. Employer

of Incorporation)

Number)

Identification No.)

1800 THREE LINCOLN CENTRE,5430 LBJ FREEWAY, DALLAS, Texas		75240
1800 Three Lincoln Centre
(Address of Principal Executive Offices)		(Zip Code)
5430 LBJ Freeway
Dallas	Texas		75240
----------------------------------------------------			-----------------
(Address of Principal Executive Offices)			(Zip Code)

(972) 934-9227

~~(Registrant’s Telephone Number, Including Area Code)~~------------------------------

(Registrant's Telephone Number, Including Area Code)

Not Applicable

---------------------------

(Former Name or Former Address, if Changed Since Last Report)


Title of each class		Trading Symbol	Name of each exchange on which registered
Common stock	No Par Value	ATO	New York Stock Exchange

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 Act:

Title of each class TradingSymbol Name of each exchangeon which registered Common stock No Par Value ATO New York Stock Exchange

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~~growth ~~Company~~ 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 2.0102. Results ~~Entry~~of ~~into~~Operations aand ~~Material~~Financial ~~Definitive Agreement~~Condition.

On ~~June~~Wednesday, 26August 6, 2025, Atmos Energy Corporation (~~“Atmos~~the ~~Energy~~“Company”) ~~completed~~issued a ~~public~~news ~~offering~~release ofin ~~$500 million~~which ~~aggregate~~it ~~principal~~reported ~~amount~~the ofCompany’s ~~its~~financial ~~5.200%~~results ~~Senior~~for ~~Notes due 2035 (~~the ~~“Notes”).~~third ~~The~~quarter ~~offering~~of ~~has~~fiscal ~~been~~2025, ~~registered~~which ~~under~~ended June 30, ~~the~~2025, ~~Securities~~and ~~Act~~that certain of ~~1933,~~its asofficers ~~amended~~would ~~(the~~discuss ~~“Securities~~such ~~Act”),~~financial ~~pursuant~~results toin a ~~registration~~conference ~~statement~~call on ~~Form~~Thursday, August 7, ~~S-3~~2025 at ~~(Registration~~10 Noa. ~~333-283563)~~m. ofEastern ~~Atmos~~Time. ~~Energy~~In ~~and~~ the ~~Prospectus Supplement dated June 16~~release, ~~2025, which was filed with~~ the ~~Securities~~Company ~~and~~also ~~Exchange~~announced ~~Commission~~that ~~pursuant to Rule 424(b) of~~ the ~~Securities~~call ~~Act~~would onbe ~~June 18,~~webcast ~~2025.~~live ~~Atmos~~and ~~Energy~~that ~~received~~slides ~~net~~for ~~proceeds from~~ the ~~offering,~~webcast ~~after~~would ~~the~~be ~~underwriting~~available ~~discount~~on ~~and~~its ~~estimated~~website ~~offering~~for ~~expenses~~all ~~payable~~interested ~~by it, of approximately $493~~parties.~~5 million.~~

~~The~~A ~~Notes~~copy ~~were issued pursuant to an indenture dated as~~ of ~~March 26, 2009 (~~the ~~“Base~~news ~~Indenture”)~~release ~~between~~is ~~Atmos~~furnished ~~Energy~~as ~~and~~Exhibit U99.S1. ~~Bank~~The ~~Trust~~information ~~Company,~~furnished ~~National~~in ~~Association,~~this asItem ~~successor~~2.02 and in ~~interest~~Exhibit ~~to U~~99.S.1 ~~Bank~~shall ~~National~~not ~~Association,~~be asdeemed ~~trustee~~to ~~(the~~be “~~Trustee~~filed”), ~~and~~for anpurposes ~~officers’~~of ~~certificate~~Section ~~delivered~~18 toof the ~~Trustee~~Securities ~~pursuant~~Exchange toAct ~~Section 301~~ of ~~the~~1934 ~~Base~~or ~~Indenture~~otherwise ~~(the~~subject ~~“Officers’~~to ~~Certificate,”~~the ~~and~~liabilities ~~the~~of ~~Base~~that ~~Indenture~~section, asnor ~~modified~~shall bysuch ~~the~~information ~~Officers’~~be ~~Certificate,~~deemed ~~is referred~~ to ~~herein~~be asincorporated ~~the “Indenture”). The Notes are represented~~ by areference ~~global~~into ~~security~~any ~~executed~~of ~~by Atmos Energy on June 26, 2025 (~~the ~~“Global Security”). The Notes are unsecured senior obligations that rank equally in right of payment with all of Atmos Energy~~Company’s ~~other~~filings ~~existing~~under ~~and~~the ~~future~~Securities ~~unsubordinated~~Act ~~debt. The Notes bear interest at an annual rate~~ of ~~5.200%,~~1933 ~~payable~~or bythe ~~Atmos~~Securities ~~Energy~~Exchange onAct ~~February 15 and August 15~~ of ~~each year, beginning on February 15, 2026, and mature on August 15, 2035~~1934.

Atmos Energy may redeem the Notes at its option at any time or from time to time, in whole or in part, at the redemption prices calculated in accordance with the Indenture. The Indenture includes covenants that limit the ability of Atmos Energy and its restricted subsidiaries (as defined in the Indenture) to, among other things, (i) grant specified liens, (ii) engage in specified sale and leaseback transactions, (iii) consolidate or merge with or into other companies or (iv) sell all or substantially all of Atmos Energy’s assets. The restrictive covenants are subject to a number of exceptions and qualifications set forth in the Indenture. The Indenture provides for events of default, including (i) interest payment defaults, (ii) breaches of covenants, (iii) certain payment defaults at final maturity or acceleration of other indebtedness and (iv) the occurrence of events of bankruptcy, insolvency or reorganization. If any event of default occurs and is continuing, subject to certain exceptions, the Trustee or the holders of at least 25% in aggregate principal amount of the then outstanding Notes may declare all the Notes to be due and payable immediately, together with any accrued and unpaid interest.

The above descriptions are qualified in their entirety by reference to the text of the Base Indenture, the Officers’ Certificate, and the Global Security. The Base Indenture has been previously filed, the Officers’ Certificate is filed as Exhibit 4.2, and the Global Security is filed as Exhibit 4.3 to this Current Report on Form 8-K, and each is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

ExhibitNumber

Description

Exhibit Number

Description

4.1

Indenture dated as of March 26, 2009, between the Company and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as trustee. Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K dated March 26, 2009 (File No. 1-10042).

99.1

News Release dated August 6, 2025 (furnished under Item 2.02)

4.2

Officers’ Certificate dated June 26, 2025

101.INS

XBRL Instance Document - the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

4.3

Global Security for the 5.200% Senior Notes due 2035

101.SCH

Inline XBRL Taxonomy Extension Schema

104

Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB

Inline XBRL Taxonomy Extension Labels Linkbase

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase

104

Cover Page Interactive Data File - the cover page interactive data file does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document

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.

		~~ATMOS ENERGY CORPORATION~~	ATMOS ENERGY CORPORATION
			(Registrant)
DATE: June 26, 2025		By:	/s/ Daniel M. Meziere
DATE:	August 6, 2025		By: /s/ CHRISTOPHER T. FORSYTHE
			Daniel M. Meziere
			Christopher T. Forsythe
			Vice President of Investor Relations and Treasurer
			Senior Vice President and
			Chief Financial Officer

Filing Compare · ATMOS ENERGY CORP