SPIRE INC 8-K

What Happened

• On January 12, 2026, Spire Inc. announced it issued $200,000,000 aggregate principal amount of 6.375% Junior Subordinated Notes due 2086 pursuant to an Underwriting Agreement dated January 5, 2026 (representatives: BofA Securities, Morgan Stanley, RBC Capital Markets and Wells Fargo). The notes were issued under an indenture (originally dated November 24, 2025) and a Second Supplemental Indenture dated January 12, 2026, with Regions Bank as trustee. The notes were registered under Spire’s Form S-3 registration statement and offered under prospectus supplements effective in January 2026. Spire has applied to list the notes on the NYSE; trading is expected to begin within 30 days if approved.
• Spire intends to use the net proceeds, together with other funds, to redeem all outstanding shares of its 5.90% Series A Cumulative Redeemable Perpetual Preferred Stock (aggregate $250.0 million liquidation preference) and the 10,000,000 outstanding depositary shares representing that preferred stock, or for other general corporate purposes. Related legal and tax opinions and transaction documents were filed as exhibits to the 8-K.

Key Details

• Issuance: $200,000,000 aggregate principal of 6.375% Junior Subordinated Notes due 2086 (issued Jan 12, 2026).
• Intended use of proceeds: redeem Series A Preferred Stock with $250.0 million liquidation preference (and the 10,000,000 depositary shares) or general corporate purposes.
• Underwriting: Agreement dated Jan 5, 2026; bookrunners/representatives include BofA, Morgan Stanley, RBC and Wells Fargo.
• Documents: Notes issued under indenture and supplemental indenture (Regions Bank trustee); listing application submitted to NYSE; legal and tax opinions filed as exhibits.

Why It Matters

• This transaction changes Spire’s capital mix by replacing $250M of perpetual preferred equity with long‑dated subordinated debt. Junior subordinated notes sit below senior debt in payment priority but above equity, and they create a fixed interest expense (6.375%) for the company.
• Redeeming the Series A preferred will eliminate the related perpetual preferred dividend and the depositary shares, which may affect reported dividends and equity structure. Investors should note the long maturity (2086) and subordinated status when assessing credit risk and yield relative to other Spire securities.