8-K

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): January 27, 2017

NiSource Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-16189	35-2108964
(State or other jurisdiction of incorporation or organization)	Commission file number	(I.R.S. Employer Identification No.)

801 East 86th Avenue Merrillville, Indiana	46410
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (877) 647-5990

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.

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 27, 2017, the Board of Directors of NiSource Inc. (“NiSource”) appointed Peter A. Altabef as a director of NiSource for a term continuing until the 2017 annual meeting of the stockholders and until his successor has been duly elected or appointed and qualified. There is no arrangement or understanding between Mr. Altabef and any other person pursuant to which he was selected as a director of NiSource. Mr. Altabef does not have any direct or indirect material interest in any transaction or proposed transaction involving NiSource required to be reported under Item 404(a) of Regulation S-K. As of the date hereof, the Board of Directors has not determined any committee appointments for Mr. Altabef.

Consistent with NiSource’s compensation practices for non-employee directors, Mr. Altabef will receive an annual retainer of $210,000, consisting of $90,000 in cash and an award of restricted stock units valued at $120,000 at the time of the award.

On January 27, 2017, NiSource issued a press release announcing the appointment of Mr. Altabef as a director of the company. A copy of that press release is filed as an exhibit to this report and is incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number	Description
99.1	Press Release issued on January 27, 2017 by NiSource Inc.

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.

	NISOURCE INC.
January 27, 2017	By:	/s/ Carrie J. Hightman
		Carrie J. Hightman
		Executive Vice President and Chief Legal Officer

EXHIBIT INDEX

ITEM 9.01. FINANCIAL STATMENTS AND EXHIBITS

(d) Exhibits:

Exhibit Number	Description
99.1	Press Release issued on January 27, 2017 by NiSource Inc.

EX-99.1

Exhibit 99.1

January 27, 2017

FOR ADDITIONAL INFORMATION

Media Ken Stammen Manager, Communications (614) 460-5544 kstammen@nisource.com Investors Randy Hulen Vice President, Investor Relations (219) 647-5688 rghulen@nisource.com Sara Macioch Manager, Investor Relations (614) 460-4789 smacioch@nisource.com

Peter A. Altabef Joins NiSource Board of Directors

MERRILLVILLE, Ind. - NiSource Inc. (NYSE: NI) today announced that on January 27, 2017 its Board of Directors elected Peter A. Altabef to the Board.

Altabef currently serves as president and CEO at Unisys Corporation, a position he has held since January 2015. Prior to his current role, he served as president and CEO of MICROS Systems, Inc. from 2013 to 2014, when it was acquired by Oracle Corporation. Before that, he served as president and CEO of Perot Systems Corporation from 2004 until its 2009 acquisition by Dell Inc. Following that transaction, he served as president of Dell Services, the information technology services and business process solutions unit of Dell.

“We are pleased to have Peter join the NiSource Board of Directors,” said NiSource Board Chairman Richard L. Thompson. “With his extensive experience leading some of the world’s leading information technology companies, Peter brings both overall corporate leadership experience and cybersecurity expertise to our Board. His perspective and insight will be invaluable as we execute on our robust long-term utility infrastructure investment programs, while operating our core business of safely and reliably delivering critical energy services to our customers.”

Altabef also serves on the board of Unisys. He is also a member of the President’s National Security Telecommunications Advisory Committee, a board member of EastWest Institute and a member of the advisory boards of Merit Energy Company, LLC. and Petrus Trust Company, LTA.

He has previously served as senior advisor to 2M Companies Inc., and as director of MICROS Systems, Perot Systems and Belo Corporation.

Altabef’s election to the NiSource Board is effective immediately, and he is expected to be up for re-election by NiSource shareholders at this year’s annual shareholders meeting.

Altabef holds a law degree from The University of Chicago Law School and a bachelor’s degree in economics from the State University of New York, Binghamton.

About NiSource

NiSource Inc. (NYSE: NI) is one of the largest fully-regulated utility companies in the United States, serving approximately 3.5 million natural gas customers and 500,000 electric customers across seven states through its local Columbia Gas and NIPSCO brands. Based in Merrillville, Indiana, NiSource’s

approximately 8,000 employees are focused on safely delivering reliable and affordable energy to our customers and communities we serve. NiSource has been designated a World’s Most Ethical Company by the Ethisphere Institute since 2012 and is a member of the Dow Jones Sustainability - North America Index. Additional information about NiSource, its investments in modern infrastructure and systems, its commitments and its local brands can be found at www.nisource.com. Follow us at www.facebook.com/nisource, www.linkedin.com/company/nisource or www.twitter.com/nisourceinc. NI-F

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