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): July 3, 2015

NiSource Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-16189	35-2108964
(State or other jurisdiction of incorporation)	(Commission file number)	(IRS 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:

¨ 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))

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

On July 3, 2015, the Board of Directors of NiSource Inc. (“NiSource”) appointed Kevin T. Kabat as a director of NiSource for a term continuing until the 2016 annual meeting of stockholders and until his successor has been duly elected and qualified. The Board of Directors appointed Mr. Kabat to serve as a member of the Audit Committee and the Finance Committee. There is no arrangement or understanding between Mr. Kabat and any other person pursuant to which he was selected as a director of NiSource. Mr. Kabat 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.

Consistent with NiSource’s compensation practices for non-employee directors, Mr. Kabat 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 July 6, 2015, NiSource issued a press release announcing the appointment of Mr. Kabat 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 No.	Description
99.1	Press Release issued on July 6, 2015 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.
July 6, 2015	By:	/s/ Carrie J. Hightman
		Carrie J. Hightman
		Executive Vice President and Chief Legal Officer

EXHIBIT INDEX

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.	Description
99.1	Press Release issued on July 6, 2015 by NiSource Inc.

EX-99.1

Exhibit 99.1

July 6, 2015

FOR ADDITIONAL INFORMATION

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

Kevin T. Kabat to join NiSource Board of Directors

MERRILLVILLE, Ind. – NiSource Inc. (NYSE: NI) today announced that on July 3, 2015 its Board of Directors elected Kevin T. Kabat to the Board. He will also serve on the Board’s Audit and Finance committees.

Mr. Kabat currently serves as chief executive officer of Fifth Third Bancorp, a position he has held since April 2007, and vice chairman. Before becoming CEO, he served as president since 2006 after leading both retail and affiliate banking. He was previously vice chairman and president of Old Kent Bank, which was acquired by Fifth Third Bancorp in 2001.

“We’re pleased to have Kevin join the NiSource Board of Directors,” said NiSource Board Chairman Richard L. Thompson. “As an executive responsible for the strategic direction of one of the nation’s most-respected financial services companies, he brings valuable financial and customer insights as we work to sustain NiSource as a premier electric and natural gas utility committed to disciplined execution of a robust, long-term infrastructure investment program that supports enhanced reliability, safety and customer service.”

Mr. Kabat has been a director at Unum Group since 2008. He is a member of the board at the Federal Reserve Bank of Cleveland, the Financial Services Roundtable and the Cincinnati Art Museum. Kabat previously served on the Board of Directors of Davenport University, Lacks Industries, Clark Retirement Community, Grand Rapids Foundation, ADAC Plastics, Right Place Inc., Spectrum Hospital, the Consumer Bankers Association, Michigan Business Roundtable and United Way of Greater Cincinnati.

He holds a master’s degree in industrial/organizational psychology from Purdue University and a bachelor’s degree in behavioral science from John’s Hopkins University.

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 more than 7,000 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. NI-F

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