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1、Table of ContentsUNITED STATES SECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549Form 10-K(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934For the fiscal year ended September 30,2024OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIESEX
2、CHANGE ACT OF 1934For the transition period from to Commission file number 1-10042Atmos Energy Corporation(Exact name of registrant as specified in its charter)Texas and Virginia 75-1743247 (State or other jurisdiction of (IRS employer incorporation or organization)identification no.)1800 Three Linc
3、oln Centre 5430 LBJ Freeway Dallas,Texas 75240 (Address of principal executive offices)(Zip code)Registrants telephone number,including area code:(972)934-9227Securities registered pursuant to Section 12(b)of the Act:Table of each classTrading SymbolName of each exchange on which registeredCommon st
4、ockNo Par ValueATONew York Stock ExchangeSecurities registered pursuant to Section 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports
5、 pursuant to Section 13 or Section 15(d)of the Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Actof 1934 during the preceding 12 months(or for such shorter period that the registrant was required
6、to file such reports),and(2)has been subject tosuch filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T(232.405 of this chapter)during the
7、 preceding 12 months(or for such shorter period that the registrant was required to submitsuch files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting companyor an emerging growth company.See definition
8、s of“large accelerated filer,”“accelerated filer,”“smaller reporting company”and emerging growthcompany in Rule 12b-2 of the Exchange Act.(Check one):Large accelerated filerAccelerated filerNon-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company,indicate
9、 by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its
10、managements assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firmthat prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,
11、indicate by check mark whether the financial statements of the registrant includedin the filing reflect the correction of an error to previously issued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-b
12、ased compensationreceived by any of the registrants executive officers during the relevant recovery period pursuant to 240.10D-1(b).2025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm1/99Indicate by check mark whether the registrant is a shell
13、 company(as defined in Rule 12b-2 of the Act).Yes No The aggregate market value of the common voting stock held by non-affiliates of the registrant as of the last business day of the registrants mostrecently completed second fiscal quarter,March 31,2024,was$17,825,800,856.As of November 14,2024,the
14、registrant had 155,399,533 shares of common stock outstanding.DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrants Definitive Proxy Statement to be filed for the Annual Meeting of Shareholders on February 5,2025 are incorporatedby reference into Part III of this report.2025/5/19 11:11ato-2
15、0240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm2/99Table of ContentsTABLE OF CONTENTS PageGlossary of Key Terms3Part IItem 1.Business4Item 1A.Risk Factors14Item 1B.Unresolved Staff Comments19Item 1C.Cybersecurity19Item 2.Properties21Item 3.Legal Proceedings22
16、Item 4.Mine Safety Disclosures22Part IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities22Item 6.Reserved24Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations24Item 7A.Quantitative and Qualitative
17、 Disclosures About Market Risk35Item 8.Financial Statements and Supplementary Data36Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure86Item 9A.Controls and Procedures86Item 9B.Other Information88Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent
18、 Inspections88Part IIIItem 10.Directors,Executive Officers and Corporate Governance88Item 11.Executive Compensation89Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters89Item 13.Certain Relationships and Related Transactions,and Director Independenc
19、e89Item 14.Principal Accountant Fees and Services89Part IVItem 15.Exhibits and Financial Statement Schedules89Item 16.Form 10-K Summary942025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm3/99Table of ContentsGLOSSARY OF KEY TERMSAEKAtmos Ener
20、gy Kansas Securitization I,LLCAFUDCAllowance for funds used during constructionAOCIAccumulated Other Comprehensive IncomeARMAnnual Rate MechanismATOTrading symbol for Atmos Energy Corporation common stock on the NYSEBcfBillion cubic feetCOSOCommittee of Sponsoring Organizations of the Treadway Commi
21、ssionDARRDallas Annual Rate ReviewEDITExcess Deferred Income TaxesERISAEmployee Retirement Income Security Act of 1974FERCFederal Energy Regulatory CommissionGAAPGenerally Accepted Accounting PrinciplesGRIPGas Reliability Infrastructure ProgramGSRSGas System Reliability SurchargeLTIP1998 Long-Term I
22、ncentive PlanMcfThousand cubic feetMDWQMaximum daily withdrawal quantityMid-Tex ATM CitiesRepresents a coalition of 47 incorporated cities or approximately 10 percent of theMid-Tex Divisions customers.Mid-Tex CitiesRepresents all incorporated cities other than Dallas and Mid-Tex ATM Cities,orapproxi
23、mately 72 percent of the Mid-Tex Divisions customers.MMcfMillion cubic feetMoodysMoodys Investor Service,Inc.NGPANatural Gas Policy Act of 1978NYSENew York Stock ExchangePHMSAPipeline and Hazardous Materials Safety AdministrationPPAPension Protection Act of 2006PRPPipeline Replacement ProgramRRCRail
24、road Commission of TexasRRMRate Review MechanismRSCRate Stabilization ClauseS&PStandard&Poors CorporationSAVESteps to Advance Virginia EnergySECUnited States Securities and Exchange CommissionSecuritized Utility Tariff BondsSeries 2023-A Senior Secured Securitized Utility Tariff BondsSecuritized Uti
25、lity Tariff PropertyAs defined in the financing order issued by the KCC in October 2022SIPSystem Integrity ProgramSIRSystem Integrity RiderSOFRSecured Overnight Financing RateSRFStable Rate FilingSSIRSystem Safety and Integrity RiderTCJATax Cuts and Jobs Act of 2017WNAWeather Normalization Adjustmen
26、t32025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm4/99Table of ContentsPART IThe terms“we,”“our,”“us,”“Atmos Energy,”and the“Company”refer to Atmos Energy Corporation and its subsidiaries,unless the context suggests otherwise.ITEM 1.Busines
27、s.Overview and StrategyAtmos Energy Corporation,headquartered in Dallas,Texas,and incorporated in Texas and Virginia,is the countrys largestnatural-gas-only distributor based on number of customers.We safely deliver reliable,efficient,and abundant natural gas throughregulated sales and transportatio
28、n arrangements to over 3.3 million residential,commercial,public authority,and industrial customersin eight states located primarily in the South.We also operate one of the largest intrastate pipelines in Texas based on miles of pipe.Atmos Energys vision is to be the safest provider of natural gas s
29、ervices.We will be recognized for exceptional customerservice,for being a great employer,and for achieving superior financial results.Our operating strategy is focused on modernizing our business and infrastructure while reducing regulatory lag.This operatingstrategy supports continued investment in
30、 safety,innovation,environmental sustainability,and our communities.Operating SegmentsWe manage and review our consolidated operations through the following reportable segments:The distribution segment is comprised of our regulated natural gas distribution and related sales operations in eight state
31、s.The pipeline and storage segment is comprised primarily of the regulated pipeline and storage operations of our AtmosPipeline-Texas division and our natural gas transmission operations in Louisiana.Distribution Segment OverviewThe following table summarizes key information about our six regulated
32、natural gas distribution divisions,presented in order oftotal rate base.DivisionService AreasCommunitiesServedCustomer MetersMid-TexTexas,includingthe Dallas/FortWorth Metroplex5501,804,265Kentucky/Mid-StatesKentucky220176,903Tennessee161,193Virginia23,777LouisianaLouisiana270360,870West TexasAmaril
33、lo,Lubbock,Midland80314,503MississippiMississippi110251,147Colorado-KansasColorado170129,727Kansas139,435We operate in our service areas under terms of non-exclusive franchise agreements granted by the various cities and towns thatwe serve.At September 30,2024,we held 1,026 franchises having terms g
34、enerally ranging from five to 35 years.A number of ourfranchises expire each year,which require renewal prior to the end of their terms.Historically,we have successfully renewed thesefranchises and believe that we will continue to be able to renew our franchises as they expire.Revenues in this opera
35、ting segment are established by regulatory authorities in the states in which we operate.These rates areintended to be sufficient to cover the costs of conducting business,including a reasonable return on invested capital.In addition,wetransport natural gas for others through our distribution system
36、s.42025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm5/99Table of ContentsRates established by regulatory authorities often include cost adjustment mechanisms for costs that(i)are subject to significantprice fluctuations compared to our other
37、 costs,(ii)represent a large component of our cost of service,and(iii)are generally outside ourcontrol.Purchased gas cost adjustment mechanisms represent a traditional and common form of cost adjustment mechanism.Purchasedgas cost adjustment mechanisms provide a method of recovering purchased gas co
38、sts on an ongoing basis without filing a rate casebecause they provide a dollar-for-dollar offset to increases or decreases in the cost of natural gas.Therefore,although substantially allof our distribution operating revenues fluctuate with the cost of gas that we purchase,distribution operating inc
39、ome is generally notaffected by fluctuations in the cost of gas.Additionally,some jurisdictions have performance-based ratemaking adjustments to provide incentives to minimize purchasedgas costs through improved storage management and use of financial instruments to reduce volatility in gas costs.Un
40、der theperformance-based ratemaking adjustments,purchased gas costs savings are shared between the Company and its customers.Our supply of natural gas is provided by a variety of suppliers,including independent producers,and marketers.The gas isdelivered into our systems by various pipeline companie
41、s,withdrawals of gas from proprietary and contracted storage assets,and baseload and peaking arrangements,as needed.Supply arrangements consist of both base load and peaking quantities and are contracted from our suppliers on a firm basis withvarious terms at market prices.Base load quantities are t
42、hose that flow at a constant level throughout the month and peaking quantitiesprovide the flexibility to change daily quantities to match increases or decreases in requirements related to weather conditions.Except for local production purchases,we select our natural gas suppliers through a competiti
43、ve bidding process by periodicallyrequesting proposals from suppliers.We select these suppliers based on their ability to reliably deliver gas supply to our designatedfirm pipeline receipt points at the lowest reasonable cost.Major suppliers during fiscal 2024 were Cima Energy,LP,ConocoPhillipsCompa
44、ny,EnLink Gas Marketing LP,Enterprise Navitas Midstream Midland Basin LLC,Hartree Partners,L.P.,Sequent EnergyManagement LLC,Symmetry Energy Solutions,LLC,Targa Gas Marketing LLC,Tenaska Marking Ventures,and Texla EnergyManagement,Inc.The combination of base load and peaking agreements,coupled with
45、the withdrawal of gas held in storage,allows us theflexibility to adjust to changes in weather,which minimizes our need to enter into long-term firm commitments.We estimate our peak-day availability of natural gas supply to be approximately 5.3 Bcf.The peak-day demand for our distribution operations
46、 in fiscal 2024was on January 15,2024,when sales to customers reached approximately 4.3 Bcf.Currently,our distribution divisions utilize 34 pipeline transportation companies,both interstate and intrastate,to transport ournatural gas.The pipeline transportation agreements are firm and many of them ha
47、ve“pipeline no-notice”storage service,whichprovides for daily balancing between system requirements and nominated flowing supplies.These agreements have been negotiatedwith the shortest term necessary while still maintaining our right of first refusal.The natural gas supply for our Mid-Tex Division
48、isdelivered primarily by our APT Division.To maintain our deliveries to high priority customers,we have the ability,and have exercised our right,to interrupt or curtailservice to certain customers pursuant to contracts and applicable state regulations or statutes.Our customers demand on our system i
49、snot necessarily indicative of our ability to meet current or anticipated market demands or immediate delivery requirements because offactors such as the physical limitations of gathering,storage and transmission systems,the duration and severity of cold weather,theavailability of gas reserves from
50、our suppliers,the ability to purchase additional supplies on a short-term basis,and actions by federaland state regulatory authorities.Interruption and curtailment rights provide us the flexibility to meet the human-needs requirements ofour customers on a reliable basis.Priority allocations imposed
51、by federal and state regulatory agencies,as well as other factors beyondour control,may affect our ability to meet the demands of some of our customers.Pipeline and Storage Segment OverviewOur pipeline and storage segment consists of the regulated pipeline and storage operations of APT and our natur
52、al gastransmission operations in Louisiana.APT is one of the largest intrastate pipeline operations in Texas with a heavy concentration in theestablished natural gas-producing areas of central,northern,and eastern Texas,extending into or near the major producing areas of theBarnett Shale,the Texas G
53、ulf Coast,and the Permian Basin of West Texas.Through its system,APT provides transportation andstorage services to our Mid-Tex Division,other third party local distribution companies,industrial and electric generation customers,marketers,and producers.As part of its pipeline operations,APT owns and
54、 operates five underground storage facilities in Texas.Revenues earned from transportation and storage services for APT are subject to traditional ratemaking governed by the RRC.Rates are updated through periodic filings made under Texas GRIP.GRIP allows us to include in our rate base annually appro
55、vedcapital costs incurred in the prior calendar year provided that we file a complete rate case at least once every five52025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm6/99Table of Contentsyears;the most recent of which was completed in De
56、cember 2023.APTs existing regulatory mechanisms allow certain transportationand storage services to be provided under market-based rates.Our natural gas transmission operations in Louisiana are comprised of a 21-mile pipeline located in the New Orleans,Louisianaarea that is primarily used to aggrega
57、te gas supply for our distribution division in Louisiana under a long-term contract and,on a morelimited basis,to third parties.The demand fee charged to our Louisiana distribution division for these services is subject to regulatoryapproval by the Louisiana Public Service Commission.We also manage
58、two asset management plans that serve distribution affiliates ofthe Company,which have been approved by applicable state regulatory commissions.Generally,these asset management plans requireus to share with our distribution customers a significant portion of the cost savings earned from these arrang
59、ements.Ratemaking ActivityOverviewThe method of determining regulated rates varies among the states in which our regulated businesses operate.The regulatoryauthorities have the responsibility of ensuring that utilities in their jurisdictions operate in the best interests of customers whileproviding
60、utility companies the opportunity to earn a reasonable return on their investment.Generally,each regulatory authorityreviews rate requests and establishes a rate structure intended to generate revenue sufficient to cover the costs of conducting business,including a reasonable return on invested capi
61、tal.Our rate strategy focuses on reducing or eliminating regulatory lag,obtaining adequate returns,and providing stable,predictablemargins,which benefit both our customers and the Company.As a result of our ratemaking efforts in recent years,Atmos Energy has:Formula rate mechanisms in place in four
62、states that provide for an annual rate review and adjustment to rates.Infrastructure programs in place in all of our states that provide for an annual adjustment to rates for qualifying capitalexpenditures.Through our annual formula rate mechanisms and infrastructure programs,we have the ability to
63、beginrecovering approximately 90 percent of our capital expenditures within six months and substantially all of our capitalexpenditures within twelve months.Authorization in tariffs,statute or commission rules that allows us to defer certain elements of our cost of service such asdepreciation,ad val
64、orem taxes,pension costs,and certain safety related expenses,until they are included in rates.WNA mechanisms in seven states that serve to minimize the effects of weather on approximately 97 percent of ourdistribution residential and commercial revenues.The ability to recover the gas cost portion of
65、 bad debts in six states which represents approximately 89 percent of ourdistribution residential and commercial revenues.62025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm7/99Table of ContentsThe following tables provides a jurisdictional r
66、ate summary for our regulated operations as of September 30,2024.Thisinformation is for regulatory purposes only and may not be representative of our actual financial position.DivisionJurisdictionEffectiveDate of LastRate/GRIP ActionRate Base(thousands)AuthorizedRate ofReturnAuthorized Debt/Equity R
67、atioAuthorizedReturnon EquityAtmos Pipeline TexasTexas05/14/2024$4,773,6998.49%40/6011.45%Colorado-KansasColorado05/14/2023229,5657.00%42-45/55-589.3%-9.6%Colorado SSIR01/01/202452,8207.00%/3.97%42/58(4)Kansas05/09/2023295,070(4)(4)(4)Kansas GSRS11/02/202316,546(4)(4)(4)Kansas SIP04/01/202419,908(4)
68、(4)(4)Kentucky/Mid-StatesKentucky05/20/2022568,5066.82%45/559.23%Kentucky-PRP10/01/202340,5046.94%45/559.45%Tennessee06/01/2024554,0537.64%38/629.80%Virginia12/01/202371,4507.57%39/619.90%Virginia-SAVE10/01/202316,4227.43%42/589.20%LouisianaLouisiana07/01/20241,227,8427.43%42/589.80%Mid-TexMid-TexCi
69、ties10/01/20236,070,3217.35%42/589.80%Mid-Tex ATMCities06/07/20247,009,1467.97%40/609.80%Mid-TexEnvirons06/01/20247,009,1547.97%40/609.80%Mid-Tex Dallas06/01/20246,844,7727.47%40/609.80%MississippiMississippi12/01/2023591,8827.82%39/6110.34%Mississippi-SIR12/01/2023472,6767.82%39/6110.34%West TexasW
70、est TexasCities 10/01/2023965,2897.35%42/589.80%West Texas-ALDC06/07/20241,062,0547.35%41/59(4)West Texas-Environs06/01/20241,059,6047.97%40/609.80%West Texas-Triangle06/01/202465,1247.71%40/609.80%(1)(1)(1)(1)(5)(6)(6)(6)(6)(7)(7)(8)(10)(9)(9)(9)72025/5/19 11:11ato-20240930https:/www.sec.gov/Archiv
71、es/edgar/data/731802/000073180224000030/ato-20240930.htm8/99Table of ContentsDivisionJurisdictionBad DebtRiderFormula RateInfrastructureMechanismPerformance BasedRate ProgramWNA PeriodAtmos Pipeline TexasTexasNoYesYesN/AN/AColorado-KansasColoradoNoNoYesNoN/AKansasYesNoYesYesOctober-MayKentucky/Mid-S
72、tatesKentuckyYesNoYesYesNovember-AprilTennesseeYesYesYesYesOctober-AprilVirginiaYesNoYesNoJanuary-DecemberLouisianaLouisianaNoYesYesNoDecember-MarchMid-Tex CitiesTexasYesYesYesNoNovember-AprilMid-Tex DallasTexasYesYesYesNoNovember-AprilMississippiMississippiYesYesYesNoNovember-AprilWest TexasTexasYe
73、sYesYesNoOctober-May(1)The rate base,authorized rate of return,authorized debt/equity ratio,and authorized return on equity presented in this table are those from the most recentapproved regulatory filing for each jurisdiction.These rate bases,rates of return,debt/equity ratios,and returns on equity
74、 are not necessarily indicative of currentor future rate bases,rates of return or returns on equity.(2)The bad debt rider allows us to recover from customers the gas cost portion of customer accounts that have been written off.(3)The performance-based rate program provides incentives to distribution
75、 companies to minimize purchased gas costs by allowing the companies and theircustomers to share the purchased gas costs savings.(4)A rate base,rate of return,return on equity,or debt/equity ratio was not included in the respective state commissions final decision.(5)The Mid-Tex Cities approved the
76、Formula Rate Mechanism filing with rates effective October 1,2024,which included a rate base of$7.1 billion,an authorizedreturn of 7.41%,a debt/equity ratio of 42/58 and an authorized ROE of 9.80%.(6)The Mid-Tex rate base represents a“system-wide,”or 100 percent,of the Mid-Tex Divisions rate base.(7
77、)The Mississippi Public Service Commission approved a settlement at its meeting on November 4,2024,which included a rate base of$1.2 billion and anauthorized return of 7.80%.No debt/equity ratio or an authorized ROE was included in the commissions final order.(8)The West Texas Cities includes all We
78、st Texas Division cities except Amarillo,Lubbock,Dalhart and Channing(ALDC).(9)The West Texas rate base represents a system-wide,or 100 percent,of the West Texas Divisions rate base.(10)The West Texas Cities approved the Formula Rate Mechanism filing with rates effective October 1,2024,which include
79、d a rate base of$1.1 billion,anauthorized return of 7.41%,a debt/equity ratio of 42/58 and an authorized ROE of 9.80%.Although substantial progress has been made in recent years to improve rate design and recovery of investment across ourservice areas,we are continuing to seek improvements in rate d
80、esign to address cost variations and pursue tariffs that reduce regulatorylag associated with investments.Further,potential changes in federal energy policy,federal safety regulations,and changing economicconditions will necessitate continued vigilance by the Company and our regulators in meeting th
81、e challenges presented by theseexternal factors.Recent Ratemaking ActivityThe amounts described in the following sections represent the annual operating income that was requested or received in eachrate filing,which may not necessarily reflect the stated amount referenced in the final order,as certa
82、in operating costs may havechanged as a result of the commissions or other governmental authoritys final ruling.Our ratemaking outcomes include the refund(return)of excess deferred income taxes(EDIT)resulting from previously enacted tax reform legislation and do not reflect the trueeconomic benefit
83、of the outcomes because they do not include the corresponding income tax benefit.The following tables summarizethe annualized ratemaking outcomes we implemented in each of the last three fiscal years.(2)(3)82025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/a
84、to-20240930.htm9/99Table of ContentsRate ActionAnnual Increase(Decrease)in OperatingIncomeEDIT ImpactAnnual Increase(Decrease)in OperatingIncome Excluding EDIT(In thousands)2024 Filings:Annual formula rate mechanisms$347,763$(31,314)$316,449 Rate case filings29,458(37,860)(8,402)Other ratemaking act
85、ivity(971)(971)Total 2024 Filings$376,250$(69,174)$307,076 2023 Filings:Annual formula rate mechanisms$258,824$(1,099)$257,725 Rate case filings2,940 6,791 9,731 Other ratemaking activity1,320 1,320 Total 2023 Filings$263,084$5,692$268,776 2022 Filings:Annual formula rate mechanisms$169,354$33,249$2
86、02,603 Rate case filings5,938 7,379 13,317 Other ratemaking activity(370)(370)Total 2022 Filings$174,922$40,628$215,550 The following ratemaking efforts seeking$218.0 million in annual operating income were initiated during fiscal 2024 but had notbeen completed or implemented as of September 30,2024
87、:DivisionRate ActionJurisdictionOperating IncomeRequested(In thousands)Colorado-KansasInfrastructure MechanismKansas$1,998 Kentucky/Mid-StatesInfrastructure MechanismVirginia 748 Kentucky/Mid-StatesInfrastructure MechanismKentucky 3,441 Kentucky/Mid-StatesRate CaseKentucky33,654 Mid-TexFormula Rate
88、MechanismMid-Tex Cities 133,414 MississippiInfrastructure MechanismMississippi 21,830 MississippiFormula Rate MechanismMississippi 16,244 West TexasFormula Rate MechanismWest Texas Cities 6,709$218,038(1)The staff of the Kansas Corporation Commission recommended approval of the GSRS filing on Octobe
89、r 17,2024,subject to commission approval.(2)On September 4,2024,the State Corporation Commission of Virginia approved a rate increase of$0.7 million effective October 1,2024.(3)On September 27,2024,the Kentucky Public Service Commission approved a rate increase of$3.4 million effective October 2,202
90、4,subject to refund.(4)The Mid-Tex Cities approved a rate increase of$112.1 million.New rates were implemented October 1,2024.(5)On November 4,2024,the Mississippi Public Service Commission(MPSC)approved an increase in operating income of$24.0 million for the SIR filing and anincrease in operating i
91、ncome of$3.8 million for the SRF filing.(6)The West Texas Cities approved a rate increase of$4.4 million.New rates were implemented on October 1,2024.Our recent ratemaking activity is discussed in greater detail below.Annual Formula Rate MechanismsAs an instrument to reduce regulatory lag,formula ra
92、te mechanisms allow us to refresh our rates on an annual basis withoutfiling a formal rate case.However,these filings still involve discovery by the appropriate regulatory authorities prior to the finaldetermination of rates under these mechanisms.We currently have specific infrastructure programs i
93、n all of our distribution divisionswith tariffs in place to permit the investment associated with these programs to have their surcharge rate adjusted annually to recoverapproved capital costs incurred in a prior test-year period.The following table summarizes our annual formula rate mechanisms byst
94、ate.(1)(2)(3)(4)(5)(5)(6)92025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm10/99Table of ContentsAnnual Formula Rate MechanismsStateInfrastructure ProgramsFormula Rate MechanismsColoradoSystem Safety and Integrity Rider(SSIR)KansasGas System
95、 Reliability Surcharge(GSRS),SystemIntegrity Program(SIP)KentuckyPipeline Replacement Program(PRP)Louisiana(1)Rate Stabilization Clause(RSC)MississippiSystem Integrity Rider(SIR)Stable Rate Filing(SRF)Tennessee(1)Annual Rate Mechanism(ARM)TexasGas Reliability Infrastructure Program(GRIP),(1)Dallas A
96、nnual Rate Review(DARR),Rate ReviewMechanism(RRM)VirginiaSteps to Advance Virginia Energy(SAVE)(1)Infrastructure mechanisms in Texas,Louisiana,and Tennessee allow for the deferral of all expenses associated with capital expenditures incurred pursuant tothese rules,which primarily consists of interes
97、t,depreciation,and other taxes(Texas only),until the next rate proceeding(rate case or annual rate filing),atwhich time investment and costs would be recoverable through base rates.The following table summarizes our annual formula rate mechanisms with effective dates during the fiscal years endedSep
98、tember 30,2024,2023,and 2022:DivisionJurisdictionTest YearEndedIncrease(Decrease)inAnnualOperatingIncomeEDIT ImpactIncrease(Decrease)inAnnualOperatingIncomeExcluding EDITEffectiveDate (In thousands)2024 Filings:LouisianaLouisiana12/2023$35,645$(11,785)$23,860 07/01/2024Mid-TexATM Cities12/202317,104
99、 17,104 06/07/2024West TexasAmarillo,Lubbock,Dalhart and Channing12/20237,344 7,344 06/07/2024Kentucky/Mid-StatesTennessee ARM09/202318,570(4,348)14,222 06/01/2024Mid-TexDARR09/202337,809(14,782)23,027 06/01/2024West TexasTriangle12/20231,300 1,300 06/01/2024West TexasEnvirons12/20231,379 1,379 06/0
100、1/2024Mid-TexEnvirons12/20238,529 8,529 06/01/2024Atmos Pipeline-TexasTexas12/202382,440 82,440 05/14/2024Colorado-KansasKansas SIP12/2023708 708 04/01/2024Colorado-KansasColorado SSIR12/20242,017 2,017 01/01/2024MississippiMississippi-SIR10/202410,969 10,969 12/01/2023MississippiMississippi-SRF10/2
101、02411,539(472)11,067 12/01/2023Colorado-KansasKansas GSRS09/20231,752 1,752 11/02/2023Kentucky/Mid-StatesKentucky PRP09/20242,906 2,906 10/01/2023Mid-TexMid-Tex Cities RRM12/202298,585 185 98,770 10/01/2023West TexasWest Texas Cities RRM12/20228,594(112)8,482 10/01/2023Kentucky/Mid-StatesVirginia-SA
102、VE09/2024573 573 10/01/2023Total 2024 Filings$347,763$(31,314)$316,449 102025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm11/99Table of Contents2023 Filings:LouisianaLouisiana12/2022$14,466$17$14,483 07/01/2023Mid-TexDARR 09/202217,345 51 17
103、,396 06/14/2023Mid-TexATM Cities12/202212,825 12,825 06/09/2023West TexasAmarillo,Lubbock,Dalhart and Channing12/20226,938 6,938 06/09/2023West TexasTriangle12/2022717 717 06/01/2023West TexasEnvirons12/20221,332 1,332 06/01/2023Mid-TexEnvirons12/20225,983 5,983 06/01/2023Kentucky/Mid-StatesTennesse
104、e ARM09/202214(1,509)(1,495)06/01/2023Atmos Pipeline-TexasTexas12/202284,931 84,931 05/17/2023Colorado-KansasKansas SIP12/2022772 772 04/01/2023Colorado-KansasColorado SSIR12/20231,971 1,971 01/01/2023MississippiMississippi-SIR10/20238,560 8,560 11/01/2022MississippiMississippi-SRF10/202312,188 778
105、12,966 11/01/2022Kentucky/Mid-StatesKentucky PRP09/20231,588 1,588 10/02/2022Mid-TexMid-Tex Cities RRM12/202181,402(395)81,007 10/01/2022West TexasWest Texas Cities RRM12/20217,315(41)7,274 10/01/2022Kentucky/Mid-StatesVirginia-SAVE09/2023477 477 10/01/2022Total 2023 Filings$258,824$(1,099)$257,725
106、2022 Filings:Kentucky/Mid-StatesTennessee ARM09/2021$2,466$2,466 07/01/2022LouisianaLouisiana12/202117,650(10,389)7,261 07/01/2022West TexasAmarillo,Lubbock,Dalhart and Channing12/20216,122 6,122 06/11/2022West TexasTriangle12/20211,549 1,549 06/11/2022West TexasEnvirons12/20211,221 1,221 06/11/2022
107、Mid-TexATM Cities12/202112,815 12,815 06/10/2022Mid-TexEnvirons12/20215,646 5,646 06/10/2022Mid-TexDARR 09/202113,201 13,201 05/25/2022Atmos Pipeline-TexasTexas12/202178,750 78,750 05/18/2022Colorado-KansasKansas SIP12/2021623 623 04/01/2022Colorado-KansasKansas GSRS09/20211,820 1,820 02/01/2022Colo
108、rado-KansasColorado SSIR12/20222,610 2,610 01/01/2022Mid-TexMid-Tex Cities RRM12/202021,673 33,851 55,524 12/01/2021West TexasWest Texas Cities RRM12/2020151 3,347 3,498 12/01/2021MississippiMississippi-SIR10/20228,354 2,123 10,477 11/01/2021MississippiMississippi-SRF10/2022(5,624)4,317(1,307)11/01/
109、2021Kentucky/Mid-StatesVirginia-SAVE09/2022327 327 10/01/2021Total 2022 Filings$169,354$33,249$202,603(1)The rate increase for this filing was approved based on the effective date herein;however,the new rates were implemented beginning September 1,2023.(2)The rate increase for this filing was approv
110、ed based on the effective date herein;however,the new rates were implemented beginning September 1,2022.(1)(2)112025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm12/99Table of ContentsRate Case FilingsA rate case is a formal request from Atmo
111、s Energy to a regulatory authority to increase rates that are charged to customers.Ratecases may also be initiated when the regulatory authorities request us to justify our rates.This process is referred to as a“show cause”action.Adequate rates are intended to provide for recovery of the Companys co
112、sts as well as a reasonable rate of return to ourshareholders and ensure that we continue to safely deliver reliable,reasonably priced natural gas service to our customers.The following table summarizes our recent rate case activity during the fiscal years ended September 30,2024,2023,and 2022:Divis
113、ionStateIncrease in AnnualOperating IncomeEDIT ImpactIncrease(Decrease)in Annual OperatingIncome ExcludingEDITEffective Date (In thousands)2024 Rate Case Filings:Atmos Pipeline-TexasTexas$27,024$(36,921)$(9,897)12/13/2023Kentucky/Mid-StatesVirginia2,434(939)1,495 12/01/2023Total 2024 Rate Case Filin
114、gs$29,458$(37,860)$(8,402)2023 Rate Case Filings:Colorado-KansasColorado$913$(54)$859 05/14/2023Colorado-KansasKansas2,027 6,845 8,872 05/09/2023Total 2023 Rate Case Filings$2,940$6,791$9,731 2022 Rate Case Filings:Kentucky/Mid-StatesKentucky$5,938$7,379$13,317 05/20/2022Total 2022 Rate Case Filings
115、$5,938$7,379$13,317(1)The rate case outcome for Kentucky is inclusive of the fiscal 2022 pipeline replacement program.Other Ratemaking ActivityThe following table summarizes other ratemaking activity during the fiscal years ended September 30,2024,2023,and 2022:DivisionJurisdictionRate ActivityIncre
116、ase(Decrease)in AnnualOperating IncomeEffectiveDate (In thousands)2024 Other Rate Activity:Colorado-KansasKansasAd Valorem$(971)02/01/2024Total 2024 Other Rate Activity$(971)2023 Other Rate Activity:Colorado-KansasKansasAd Valorem$1,320 02/01/2023Total 2023 Other Rate Activity$1,320 2022 Other Rate
117、Activity:Colorado-KansasKansasAd-Valorem$(370)02/01/2022Total 2022 Other Rate Activity$(370)(1)The Ad Valorem filing relates to property taxes that are either over or undercollected compared to the amount included in our Kansas service areas base rates.Other RegulationWe are regulated by various sta
118、te or local public utility authorities.We are also subject to regulation by the United StatesDepartment of Transportation with respect to safety requirements in the operation and maintenance of our transmission and distributionfacilities.In addition,our operations are also subject to various state a
119、nd federal laws regulating environmental matters.From time totime,we receive inquiries regarding various environmental matters.We believe that our properties and operations comply with,and areoperated in conformity with,applicable safety and environmental statutes and regulations.(1)(1)(1)(1)122025/
120、5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm13/99Table of ContentsThere are no administrative or judicial proceedings arising under environmental quality statutes pending or known to be contemplatedby governmental agencies which would have a
121、 material adverse effect on us or our operations.The Pipeline and Hazardous MaterialsSafety Administration(PHMSA),within the U.S.Department of Transportation,develops and enforces regulations for the safe,reliable,and environmentally sound operation of the pipeline transportation system.The PHMSA pi
122、peline safety statutes provide forstates to assume safety authority over intrastate natural transmission and distribution gas pipelines.State pipeline safety programs areresponsible for adopting and enforcing the federal and state pipeline safety regulations for intrastate natural gas transmission a
123、nddistribution pipelines.The Federal Energy Regulatory Commission(FERC)allows,pursuant to Section 311 of the Natural Gas Policy Act(NGPA),gastransportation services through our APT assets“on behalf of”interstate pipelines or local distribution companies served by interstatepipelines,without subjecti
124、ng these assets to the jurisdiction of the FERC under the NGPA.Additionally,the FERC has regulatoryauthority over the use and release of interstate pipeline and storage capacity.The FERC also has authority to detect and prevent marketmanipulation and to enforce compliance with FERCs other rules,poli
125、cies,and orders by companies engaged in the sale,purchase,transportation,or storage of natural gas in interstate commerce.We have taken what we believe are the necessary and appropriate stepsto comply with these regulations.The SEC and the Commodities Futures Trading Commission,pursuant to the DoddF
126、rank Act,established numerous regulationsrelating to U.S.financial markets.We enacted procedures and modified existing business practices and contractual arrangements tocomply with such regulations.CompetitionAlthough our regulated distribution operations are not currently in significant direct comp
127、etition with any other distributors ofnatural gas to residential and commercial customers within our service areas,we do compete with other natural gas suppliers andsuppliers of alternative fuels for sales to industrial customers.We compete in all aspects of our business with alternative energysourc
128、es,including,in particular,electricity.Electric utilities offer electricity as a rival energy source and compete for the space heating,water heating,and cooking markets.Promotional incentives,improved equipment efficiencies,and promotional rates all contribute tothe acceptability of electrical equip
129、ment.The principal means to compete against alternative fuels is lower prices,and natural gashistorically has maintained its price advantage in the residential,commercial,and industrial markets.Our pipeline and storage operations have historically faced competition from other existing intrastate pip
130、elines seeking toprovide or arrange transportation,storage,and other services for customers.In the last few years,several new pipelines have beencompleted,which has increased the level of competition in this segment of our business.EmployeesThe Corporate Responsibility,Sustainability,and Safety Comm
131、ittee of the Board of Directors oversees matters relating to equalemployment opportunities,diversity,and inclusion;human workplace rights;employee health and safety;and the Companys vision,values,and culture.It oversees the Companys policies,practices,and procedures relating to sustainability to sup
132、port the alignment ofthe Companys sustainability strategy with the Companys corporate strategy.Part of our vision is to create a culture that respects and appreciates diversity.For this reason,we strive to have a workforce thatreflects the communities we serve.At September 30,2024,we had 5,260 emplo
133、yees.We monitor our workforce data on a calendar yearbasis.As of December 31,2023,the last date for which information is available,61 percent of our employees worked in field roles and39 percent worked in support/shared services roles.None of our employees have chosen to work under a collective barg
134、ainingagreement.To recruit and hire individuals with a variety of skills,talents,backgrounds,and experiences,we value and cultivate our strongrelationships with various community and diversity outreach sources.We also target jobs fairs including those focused on minority,veteran,and women candidates
135、 and partner with local colleges and universities to identify and recruit qualified132025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm14/99Table of Contentsapplicants in each of the cities and towns we serve.Finally,we believe we offer a com
136、petitive benefits program to help retain ouremployees.We perform succession planning annually to ensure that we develop and sustain a strong bench of talent capable of performing atthe highest levels.Not only is talent identified,but potential paths of development are discussed to ensure that employ
137、ees have anopportunity to build their skills and are well-prepared for future roles.The strength of our succession planning process is evidentthrough our long history of promoting most of our leaders from within the organization.Available InformationOur Annual Reports on Form 10-K,Quarterly Reports
138、on Form 10-Q,Current Reports on Form 8-K,and other reports,andamendments to those reports,and other forms that we file with or furnish to the Securities and Exchange Commission(SEC)at theirwebsite,www.sec.gov,are also available free of charge at our website, as reasonably practicable,after we electr
139、onically file these reports with,or furnish these reports to,the SEC.We will also providecopies of these reports free of charge upon request to Shareholder Relations at the address and telephone number appearing below:Shareholder RelationsAtmos Energy CorporationP.O.Box 650205Dallas,Texas 75265-0205
140、972-855-3729Corporate GovernanceIn accordance with and pursuant to relevant related rules and regulations of the SEC as well as corporate governance-relatedlisting standards of the New York Stock Exchange(NYSE),the Board of Directors of the Company has established and periodicallyupdated our Corpora
141、te Governance Guidelines and Code of Conduct,which is applicable to all directors,officers,and employees of theCompany.In addition,in accordance with and pursuant to such NYSE listing standards,our Chief Executive Officer during fiscal 2024,John K.Akers,certified to the New York Stock Exchange that
142、he was not aware of any violations by the Company of NYSE corporategovernance listing standards.The Board of Directors also annually reviews and updates,if necessary,the charters for each of its Audit,Human Resources,Nominating and Corporate Governance,and Corporate Responsibility,Sustainability,and
143、 Safety Committees.All ofthe foregoing documents are posted on our website at will alsoprovide copies of all corporate governance documents free of charge upon request to Shareholder Relations at the address listed above.ITEM 1A.Risk Factors.Our financial and operating results are subject to a numbe
144、r of risk factors,many of which are not within our control.Investorsshould carefully consider the following discussion of risk factors as well as other information appearing in this report.These factorsinclude the following,which are organized by category:Regulatory and Legislative RisksWe are subje
145、ct to federal,state,and local regulations that affect our operations and financial results.We are subject to safety and financial regulatory oversight from various federal,state,and local regulatory authorities in the eightstates that we serve.Therefore,our returns are continuously monitored and are
146、 subject to challenge for their reasonableness by theappropriate regulatory authorities or other third-party intervenors.In the normal course of business,as a regulated entity,we often needto place assets in service and establish historical test periods before rate cases that seek to adjust142025/5/
147、19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm15/99Table of Contentsour allowed returns to recover that investment can be filed.Further,the regulatory review process can be lengthy in the context oftraditional ratemaking.Because of this process,
148、we could suffer the negative financial effects of having placed assets in service withoutthe benefit of rate relief,which is commonly referred to as“regulatory lag.”Regulatory authorities in the states we serve have approved various infrastructure and annual rate adjustment mechanisms toeffectively
149、reduce the regulatory lag inherent in the ratemaking process.Regulatory lag could significantly increase if the regulatoryauthorities modify or terminate these rate mechanisms.The regulatory process also involves the risk that regulatory authorities may(i)review our purchases of natural gas and adju
150、st the amount of our gas costs that we pass through to our customers or(ii)limit ordisallow the costs we may have incurred from our cost of service that can be recovered from customers.We are also subject to laws,regulations,and other legal requirements enacted or adopted by federal,state,and local
151、governmentalauthorities relating to protection of the environment and health and safety matters,including those that govern discharges of substancesinto the air and water,the management and disposal of hazardous substances and waste,the clean-up of contaminated sites,groundwater quality and availabi
152、lity,plant and wildlife protection,as well as work practices related to employee health and safety.Environmental legislation also requires that our facilities,sites,and other properties associated with our operations be operated,maintained,abandoned,and reclaimed to the satisfaction of applicable re
153、gulatory authorities.Failure to comply with these laws,regulations,permits,and licenses may expose us to fines,penalties,or interruptions in our operations that could be significant to ourfinancial results.In addition,existing environmental regulations may be revised or our operations may become sub
154、ject to newregulations.Some of our operations are subject to increased federal regulatory oversight that could affect our operations and financialresults.FERC has regulatory authority over some of our operations,including the use and release of interstate pipeline and storagecapacity.FERC has adopte
155、d rules designed to prevent market power abuse and market manipulation and to promote compliance withFERCs other rules,policies,and orders by companies engaged in the sale,purchase,transportation,or storage of natural gas ininterstate commerce.These rules carry increased penalties for violations.Alt
156、hough we have taken steps to structure current and futuretransactions to comply with applicable current FERC regulations,changes in FERC regulations or their interpretation by FERC oradditional regulations issued by FERC in the future could also adversely affect our business,financial condition,or f
157、inancial results.We may experience increased federal,state,and local regulation of the safety of our operations.The safety and protection of the public,our customers,and our employees is our top priority.We constantly monitor and maintainour pipeline and distribution systems to ensure that natural g
158、as is delivered safely,reliably,and efficiently through our network of morethan 80,000 miles of distribution and transmission lines.As in recent years,natural gas distribution and pipeline companies arecontinuing to encounter increasing federal,state,and local oversight of the safety of their operat
159、ions.Although we believe these arecosts ultimately recoverable through our rates,the costs of complying with new laws and regulations may have at least a short-termadverse impact on our operating costs and financial results.Operational RisksWe may incur significant costs and liabilities resulting fr
160、om pipeline integrity and other similar programs and related repairs.PHMSA requires pipeline operators to develop integrity management programs to comprehensively evaluate certain areas alongtheir pipelines and to take additional measures to protect pipeline segments located in“high consequence area
161、s”where a leak or rupturecould potentially do the most harm.As a pipeline operator,the Company is required to:perform ongoing assessments of pipeline integrity;identify and characterize applicable threats to pipeline segments that could impact a“high consequence area”;improve data collection,integra
162、tion,and analysis;repair and remediate the pipeline as necessary;andimplement preventative and mitigating actions.The Company incurs significant costs to comply with existing PHMSA and comparable state regulations.Although we believethese costs are ultimately recoverable through our rates,the costs
163、of complying with new laws and regulations may have at least ashort-term adverse impact on our operating costs and financial results.For example,the adoption of new regulations requiring morecomprehensive or stringent safety standards could require installation of new or modified safety controls,new
164、 capital projects,oraccelerated maintenance programs,all of which could require a potentially significant increase in operating costs.152025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm16/99Table of ContentsDistributing,transporting,and stor
165、ing natural gas involve risks that may result in accidents and additional operating costs.Our operations involve a number of hazards and operating risks inherent in storing and transporting natural gas that could affectthe public safety and reliability of our distribution system.While Atmos Energy,w
166、ith the support from each of its regulatorycommissions,is accelerating the replacement of pipeline infrastructure,operating issues such as leaks,accidents,equipment problems,and incidents,including explosions and fire,could result in legal liability,repair,and remediation costs,increased operating c
167、osts,significant increased capital expenditures,regulatory fines and penalties,and other costs and a loss of customer confidence.Wemaintain liability and property insurance coverage in place for many of these hazards and risks.However,because some of ourtransmission pipeline and storage facilities a
168、re near or are in populated areas,any loss of human life or adverse financial resultsresulting from such events could be large.If these events were not fully covered by our general liability and property insurance,whichpolicies are subject to certain limits and deductibles,our operations or financia
169、l results could be adversely affected.If contracted gas supplies,interstate pipeline,and/or storage services are not available or delivered in a timely manner,our abilityto meet our customers natural gas requirements may be impaired and our financial condition may be adversely affected.In order to m
170、eet our customers annual and seasonal natural gas demands,we must obtain a sufficient supply of natural gas,interstate pipeline capacity,and storage capacity.If we are unable to obtain these,either from our suppliers inability to deliver thecontracted commodity or the inability to secure replacement
171、 quantities,our financial condition and results of operations may beadversely affected.If a substantial disruption to or reduction in interstate natural gas pipelines transmission and storage capacityoccurred due to operational failures or disruptions,legislative or regulatory actions,hurricanes,tor
172、nadoes,floods,extreme coldweather,terrorist or cyber-attacks,or acts of war,our operations or financial results could be adversely affected.Our operations are subject to increased competition.In residential and commercial customer markets,our distribution operations compete with other energy product
173、s,such aselectricity and propane.Our primary product competition is with electricity for heating,water heating,and cooking.If customer growthslows or existing customers choose to conserve their use of gas or choose another energy product,reduced gas purchases and customerbillings could adversely imp
174、act our business.In the case of industrial customers,such as manufacturing plants,adverse economic conditions,including higher gas costs,couldcause these customers to use alternative sources of energy,such as electricity,or bypass our systems in favor of special competitivecontracts with lower per-u
175、nit costs.Our pipeline and storage operations historically have faced limited competition from other existingintrastate pipelines and gas marketers seeking to provide or arrange transportation,storage,and other services for customers.Thecompletion of new pipelines in our service area may increase th
176、e competition in this segment of our business.Failure to attract and retain a qualified workforce could adversely affect our results of operations.The competition for talent has become increasingly intense and we may experience increased employee turnover due to atightening labor market.If we are un
177、able to recruit and retain an appropriately qualified workforce,the Company could encounteroperating challenges primarily due to a loss of institutional knowledge and expertise,errors due to inexperience,or the lengthy timeperiod typically required to adequately train replacement personnel.In additi
178、on,higher costs could result from loss of productivity,increased safety compliance issues,or cost of contract labor.Additionally,our ability to operate is contingent on maintaining a healthy workforce and a safe working environment.As aprovider of essential services,we have an obligation to provide
179、natural gas services to customers.Incidents that impact the health andavailability of our workforce could threaten the continuity of our business operations.Natural disasters,adverse weather,terrorist activities,or other significant events could adversely affect our operations orfinancial results.Na
180、tural disasters and adverse weather are always a threat to our assets and operations.In addition,the threat of terrorist activitiescould lead to increased economic instability and volatility in the price of natural gas that could affect our operations.Also,companiesin our industry may face a heighte
181、ned risk of exposure to actual acts of terrorism,which could subject our operations to increased risks.As a result,the Companys contractors,suppliers,and other business partners may be unable to fulfill their contractual obligations orthe availability of insurance covering such risks may become more
182、 limited,which could increase the risk that an event could adverselyaffect our operations or financial results.Technology and Cybersecurity RisksThe failure of technology may hinder the Companys business operations and adversely affect its financial condition and resultsof operations.162025/5/19 11:
183、11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm17/99Table of ContentsThe Company uses Company-owned information technology and technology hosted by third parties to support critical functionsincluding scheduling and dispatching of service technicians,a
184、utomated meter reading systems,customer care and billing,operationalplant logistics,management reporting,and external financial reporting.The failure of these or other similarly important technologies,or the Companys inability to have these technologies supported,updated,expanded,or integrated into
185、other technologies,could hinderits business operations and adversely impact its financial condition and results of operations.Although the Company has,when possible,developed alternative sources of technology and built redundancy into its computernetworks and tools,there can be no assurance that the
186、se efforts would protect against all potential issues related to the loss of any suchtechnologies.Cyber-attacks or acts of cyber-terrorism could disrupt our business operations and information technology systems or result inthe loss or exposure of confidential or sensitive customer,employee or Compa
187、ny information.Our business operations and information technology systems may be vulnerable to an attack by individuals or organizationsintending to disrupt our business operations and information technology systems.Disruption of those systems could adversely impactour ability to safely deliver natu
188、ral gas to our customers,operate our pipeline and storage systems,or serve our customers timely.Further,any attack on our technology systems that would result in the unauthorized release of confidential or sensitive data could havea material adverse effect on our business reputation,increase our cos
189、ts,and expose us to material legal claims and liability.TheCompany has implemented policies,procedures,and controls to identify,protect,detect,and respond to cyberattacks or acts ofterrorism.However,these measures may be insufficient or become ineffective,and there are no assurances that cybersecuri
190、ty breachesor acts of terrorism will not impact our business operations and strategy,results of operations,and financial condition in the future.Even though we have insurance coverage in place for many of these cyber-related risks,if such an attack or act of terrorism were tooccur,our operations and
191、 financial results could be adversely affected to the extent not fully covered by such insurance coverage.Compliance with and changes in cybersecurity requirements have a cost and operational impact on our business,and failure tocomply with such laws and regulations could adversely impact our reputa
192、tion,results of operations,financial condition,and/orcash flows.As cyber-attacks are becoming more sophisticated,U.S.government warnings have indicated that critical infrastructure assets,including pipeline infrastructure,may be specifically targeted by certain groups.In recent years,the U.S.governm
193、ent has issueddirectives that require critical pipeline owners to comply with mandatory reporting measures,designate a cybersecurity coordinator,provide vulnerability assessments,and ensure compliance with certain cybersecurity requirements.Such directives or otherrequirements may require expenditur
194、e of significant additional resources to respond to cyber-attacks,to continue to modify or enhanceprotective measures,or to assess,investigate,and remediate any critical infrastructure security vulnerabilities.Any failure to complywith such government regulations or failure in our cybersecurity prot
195、ective measures may result in enforcement actions that may have amaterial adverse effect on our business,results of operations,and financial condition.In addition,there is no certainty that costsincurred related to securing against threats will be recovered through rates.Climate RisksAdverse weather
196、 conditions could affect our operations or financial results.We have weather-normalized rates for approximately 97 percent of our residential and commercial revenues in our distributionoperations,which substantially mitigates the adverse effects of warmer-than-normal weather for meters in those serv
197、ice areas.However,there is no assurance that we will continue to receive such regulatory protection from adverse weather in our rates in thefuture.The loss of such weather-normalized rates could have an adverse effect on our operations and financial results.In addition,ouroperating results may conti
198、nue to vary somewhat with the actual temperatures during the winter heating season.Additionally,sustainedcold weather could challenge our ability to adequately meet customer demand in our operations.Legislation to reduce or eliminate greenhouse gas emissions or fossil fuels could increase our operat
199、ing costs,adversely affectingour financial results,growth,cash flows,and results of operations.Six of the eight states in which we operate have passed legislation to prevent local governments from limiting the types of energyavailable to customers.However,federal,regional,and/or state legislative an
200、d/or regulatory initiatives may attempt to control or limitgreenhouse gas emissions,such as carbon dioxide and methane,by requiring the adoption of new infrastructure or technology to limitgreenhouse gas emissions,limiting our ability to serve new or existing customers,imposing costs or restrictions
201、 on end users of naturalgas,or assessing additional charges to fund energy efficiency activities.Such laws or regulations could adversely affect our business,results of operations,and cash flows if the costs we incur to comply with these laws or regulations are not recovered or if the cost ofprovidi
202、ng natural gas services becomes prohibitively expensive,leading to a reduction in the demand for natural gas or fuel-switchingto alternate sources of energy.172025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm18/99Table of ContentsThe operati
203、ons and financial results of the Company could be adversely impacted as a result of climate change.Climate change may result in a reduction in the demand for natural gas or cause shifts in the population of our service territorieswhich could adversely impact the economic outlook for our service terr
204、itories.These occurrences could adversely impact our financialresults,growth,cash flows,and results of operations.It could also result in more frequent and more severe weather events,such as hurricanes and tornadoes,which could increase ourcosts to repair damaged facilities and restore service to ou
205、r customers or impact the cost of gas.If we were unable to deliver natural gasto our customers,our financial results would be impacted by lost revenues,and we generally would have to seek approval fromregulators to recover restoration costs.To the extent we would be unable to recover those costs,or
206、if higher rates resulting from ourrecovery of such costs would result in reduced demand for our services,our future business,financial condition,or financial resultscould be adversely impacted.Financial,Economic,and Market RisksOur growth in the future may be limited by the nature of our business,wh
207、ich requires extensive capital spending.Our operations are capital-intensive.We must make significant capital expenditures on a long-term basis to modernize ourdistribution and transmission system and to comply with the safety rules and regulations issued by the regulatory authoritiesresponsible for
208、 the service areas we operate.In addition,we must continually build new capacity to serve the growing needs of thecommunities we serve.The magnitude of these expenditures may be affected by a number of factors,including new policy andregulations,and the general state of the economy.The liquidity req
209、uired to fund our working capital,capital expenditures,and other cash needs is provided from a combination ofinternally generated cash flows and external debt and equity financing.The cost and availability of borrowing funds from third partylenders or issuing equity is dependent on the liquidity of
210、the credit markets,interest rates and other market conditions.This in turn maylimit the amount of funds we can invest in our infrastructure.The Company is dependent on continued access to the credit and capital markets to execute our business strategy.Our long-term debt is currently rated as“investm
211、ent grade”by Standard&Poors Corporation and Moodys Investors Service,Inc.Similar to most companies,we rely upon access to both short-term and long-term credit and capital markets to satisfy our liquidityrequirements.If adverse credit conditions were to cause a significant limitation on our access to
212、 the private credit and public capitalmarkets,we could see a reduction in our liquidity.A significant reduction in our liquidity could in turn trigger a negative change in ourratings outlook or even a reduction in our credit ratings by one or more of the credit rating agencies.Such a downgrade could
213、 furtherlimit our access to private credit and/or public capital markets and increase our costs of borrowing.While we believe we can meet our capital requirements from our operations and the sources of financing available to us,we canprovide no assurance that we will continue to be able to do so in
214、the future.The future effects on our business,liquidity,and financialresults of a deterioration of current conditions in the credit and capital markets could be material and adverse to us,both in the waysdescribed above or in other ways that we do not currently anticipate.We are exposed to market ri
215、sks that are beyond our control,which could adversely affect our financial results.We are subject to market risks beyond our control,including(i)commodity price volatility caused by market supply and demanddynamics,counterparty performance,or counterparty creditworthiness and(ii)interest rate risk.W
216、e are generally insulated fromcommodity price risk through our purchased gas cost mechanisms.With respect to interest rate risk,increases in interest rates couldadversely affect our future financial results to the extent that we do not recover our actual interest expense in our rates.The concentrati
217、on of our operations in the State of Texas exposes our operations and financial results to economic conditions,weather patterns,and regulatory decisions in Texas.Approximately 75 percent of our consolidated operations are located in the State of Texas.This concentration of our business inTexas means
218、 that our operations and financial results may be significantly affected by changes in the Texas economy in general,weather patterns,and regulatory decisions by state and local regulatory authorities in Texas.A deterioration in economic conditions could adversely affect our customers and negatively
219、impact our financial results.Any adverse changes in economic conditions in the states in which we operate could adversely affect the financial resources ofmany domestic households.As a result,our customers could seek to use less gas and it may be more difficult for them to pay their gasbills.This wo
220、uld likely lead to slower collections and higher than normal levels of accounts receivable.This,in turn,could increase ourfinancing requirements.Additionally,should economic conditions deteriorate,our industrial customers could seek alternative energysources,which could result in lower transportatio
221、n volumes.182025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm19/99Table of ContentsIncreased gas costs could adversely impact our customer base and customer collections and increase our level of indebtedness.Rapid increases in the costs of p
222、urchased gas would cause us to experience a significant increase in short-term or long-term debt.We must pay suppliers for gas when it is purchased,which can be significantly in advance of when these costs may be recoveredthrough the collection of monthly customer bills for gas delivered.Increases i
223、n purchased gas costs also slow our natural gasdistribution collections as customers may delay the payment of their gas bills,leading to higher than normal accounts receivable.Thiscould result in higher short-term debt levels,greater collection efforts,and increased bad debt expense.Our pension and
224、other postretirement benefit plans are subject to investment and interest rate risk that could negatively impactour financial condition.We have pension and other postretirement benefit plans that provide benefits to many of our employees and retirees.Costs ofproviding benefits and related-funding re
225、quirements of these plans are subject to changes in the market value of the assets that fund theplans.The funded status of the plans and the related costs reflected in the Companys financial statements are affected by variousfactors,which are subject to an inherent degree of uncertainty,including ec
226、onomic conditions,financial market performance,interestrates,life expectancies,and demographics.Poor investment returns or lower interest rates may necessitate accelerated funding of theplans to meet minimum federal government requirements,which could have an adverse impact on the Companys financial
227、 conditionand results of operations if such costs are not ultimately recoverable.ITEM 1B.Unresolved Staff Comments.Not applicable.ITEM 1C.Cybersecurity.We continuously assess our risk of cyber threats to adapt quickly to the ever-changing challenges and risks surroundingcybersecurity.Atmos Energy ha
228、s implemented policies,procedures,and controls to identify,protect,detect,and respond tocyberattacks or acts of online terrorism.Atmos Energy is also subject to the U.S.Department of Homeland Security TransportationSecurity Administration(TSA)security directive for our natural gas pipeline monitorin
229、g and control systems.The potential impact of cybersecurity risks on our business operations,results of operations,or financial condition is discussed inthe“Technology and Cybersecurity Risks”section of Item 1A“Risk Factors.”We have not had any material cybersecurity breaches orincidents and have no
230、t incurred any material expenses,penalties,or settlement costs related to any cybersecurity breaches or incidents.However,measures that we take to identify,protect,detect,and respond from cybersecurity breaches or incidents may be insufficient orbecome ineffective,and there are no assurances that cy
231、bersecurity breaches or incidents will not impact our business operations andstrategy,results of operations,and financial condition in the future.The following describes our risk management and strategy and corporate governance as it pertains to cybersecurity.Risk Management and StrategyAtmos Energy
232、s cybersecurity program leverages the National Institute of Standards and Technology(NIST)CybersecurityFramework(CSF)in its design of controls intended to reduce the risk and potential impact of cybersecurity incidents.Thiscomprehensive approach encompasses continuous monitoring,risk assessments,a c
233、ybersecurity incident response plan,and regularevaluations to align our practices with industry standards.Additionally,we actively engage in cybersecurity risk management practicesand continually improve procedures and practices to support the continued safe and reliable delivery of natural gas to o
234、ur customers.The identification and management of cybersecurity risk is a component of our Integrated Risk Management process,whichapplies adaptive process improvement to help us respond to the changing cybersecurity landscape.Additionally,we use third parties toenhance our collective capability to
235、monitor,detect,and respond to cybersecurity incidents.Further,we maintain collaborativerelationships with government officials,law enforcement,and industry peers to keep informed of trends and potential cyber tactics.Finally,we maintain cybersecurity insurance coverage that we believe is appropriate
236、 for the size and complexity of our business.We have an information technology cybersecurity incident response plan to manage cybersecurity incidents.The plan providesguidelines for actions in response to cyber security incidents that may occur at or otherwise affect Atmos Energy.These guidelinesinc
237、lude notification to a cross-functional management team to assess incident materiality and an escalation process to members of oursenior management team and our Board of Directors.This plan,which is periodically reviewed and tested,is supported by third partiesto provide guidance and support to our
238、cybersecurity management team.192025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm20/99Table of ContentsWe also address cybersecurity risks associated with third-party service providers,including those in our supply chain or whohave access to
239、 our data or our information technology systems.Atmos Energy currently conducts cyber assessments on potentialvendors that will have access to information technology systems,data or facilities that house such systems or data.Following approval,those vendors are contractually required to manage their
240、 cybersecurity risks and provide notification in the event of a cybersecurityincident.GovernanceOur Vice President and Chief Information Officer(CIO),who has over two decades of experience in information technology,isresponsible for overseeing our cybersecurity program.The CIO oversees an IT Informa
241、tion security team responsible for our overallcybersecurity program.This team is comprised of several IT professionals with varying degrees of cybersecurity experience and is ledby our Director Cybersecurity who has over 30 years of experience in information technology and cybersecurity.The Director
242、 Cybersecurity reports to the CIO,who reports to the Senior Vice President and Chief Financial Officer.The CIO is a member of the Companys Risk Management and Compliance Committee(RMCC).The RMCC is comprised ofmembers from the senior leadership team and is responsible for overseeing enterprise-wide
243、risk management across all categories,including cybersecurity.The RMCC is overseen by the Companys Management Committee,which is comprised of the President andChief Executive Officer,Senior Vice President and Chief Financial Officer,Senior Vice President,Utility Operations,Senior VicePresident,Gener
244、al Counsel&Corporate Secretary and Senior Vice President,Human Resources.The CIO provides regularcybersecurity updates to the Audit Committee of the Board of Directors and the Management Committee.These updates addressprevention,detection,mitigation,and remediation of cybersecurity incidents,as well
245、 as risks,threats,and the threat landscape.The Audit Committee of the Board of Directors oversees the companys cybersecurity risks.Additionally,our Board of Directorsperiodically engages with third-party advisors to provide further education about cybersecurity risks.202025/5/19 11:11ato-20240930htt
246、ps:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm21/99Table of ContentsITEM 2.Properties.Distribution,transmission,and related assetsIn our distribution segment,we owned an aggregate of 74,596 miles of underground distribution and transmission mainsthroughout our distrib
247、ution systems.These mains are located on easements or rights-of-way.We maintain our mains through a programof continuous inspection and repair and believe that our system of mains is in good condition.Through our pipeline and storagesegment we owned 5,682 miles of gas transmission lines.Storage Asse
248、tsWe own underground gas storage facilities in several states to supplement the supply of natural gas in periods of peak demand.The following table summarizes certain information regarding our underground gas storage facilities at September 30,2024:StateWorking Capacity(Mcf)Base Gas(Mcf)TotalCapacit
249、y(Mcf)MaximumDaily DeliveryCapability(Mcf)Distribution SegmentKentucky7,956,991 9,562,283 17,519,274 146,660 Kansas3,239,000 2,300,000 5,539,000 32,000 Mississippi1,907,571 2,442,917 4,350,488 29,136 Total13,103,562 14,305,200 27,408,762 207,796 Pipeline and Storage SegmentTexas53,083,549 19,678,025
250、 72,761,574 2,460,000 Louisiana411,040 256,900 667,940 56,000 Total53,494,589 19,934,925 73,429,514 2,516,000 Total66,598,151 34,240,125 100,838,276 2,723,796 (1)Base gas represents the volume of gas that must be retained in a facility to maintain reservoir pressure.Additionally,we contract for stor
251、age service in underground storage facilities on many of the interstate and intrastate pipelinesserving us to supplement our proprietary storage capacity.The following table summarizes our contracted storage capacity atSeptember 30,2024:SegmentDivision/CompanyMaximumStorageQuantity(MMBtu)MaximumDail
252、yWithdrawalQuantity(Mcf)Distribution SegmentColorado-Kansas Division6,343,728 147,692 Kentucky/Mid-States Division8,175,103 226,320 Louisiana Division2,594,875 177,765 Mid-Tex Division6,000,000 190,000 Mississippi Division5,799,536 222,764 West Texas Division6,500,000 246,000 Total35,413,242 1,210,5
253、41 Pipeline and Storage SegmentTrans Louisiana Gas Pipeline,Inc.1,500,000 71,250 Total Contracted Storage Capacity36,913,242 1,281,791 (1)Maximum daily withdrawal quantity(MDWQ)amounts will fluctuate depending upon the season and the month.Unless otherwise noted,MDWQ amountsrepresent the MDWQ amount
254、s as of November 1,which is the beginning of the winter heating season.(1)(1)212025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm22/99Table of ContentsITEM 3.Legal Proceedings.See Note 14 to the consolidated financial statements,which is inco
255、rporated in this Item 3 by reference.ITEM 4.Mine Safety Disclosures.Not applicable.PART IIITEM 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities.Our stock trades on the New York Stock Exchange under the trading symbol“ATO.”The dividends paid
256、 per share of ourcommon stock for fiscal 2024 and 2023 are listed below.Fiscal 2024Fiscal 2023Quarter ended:December 31$0.805$0.740 March 310.805 0.740 June 300.805 0.740 September 300.805 0.740$3.22$2.96 Dividends are payable at the discretion of our Board of Directors out of legally available fund
257、s.The Board of Directors typicallydeclares dividends in the same fiscal quarter in which they are paid.As of October 31,2024,there were 8,968 holders of record of ourcommon stock.Future payments of dividends,and the amounts of these dividends,will depend on our financial condition,results ofoperatio
258、ns,capital requirements,and other factors.We sold no securities during fiscal 2024 that were not registered under the SecuritiesAct of 1933,as amended.222025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm23/99Table of ContentsPerformance Graph
259、The performance graph and table below compares the yearly percentage change in our total return to shareholders for the last fivefiscal years with the total return of the S&P 500 Stock Index(S&P 500)and the total return of the S&P 500 Utilities IndustryIndex.The graph and table below assume that$100
260、.00 was invested on September 30,2019 in our common stock,the S&P 500 and theS&P 500 Utilities Industry Index,as well as a reinvestment of dividends paid on such investments throughout the period.Comparison of Five-Year Cumulative Total Returnamong Atmos Energy Corporation,S&P 500 Index andS&P 500 U
261、tilities Industry Index Cumulative Total Return 9/30/20199/30/20209/30/20219/30/20229/30/20239/30/2024Atmos Energy Corporation100.00 85.77 81.21 96.19 102.59 138.10 S&P 500 Stock Index100.00 115.15 149.70 126.54 153.89 209.84 S&P 500 Utilities Stock Index100.00 95.03 105.49 111.38 103.56 146.87 2320
262、25/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm24/99Table of ContentsThe following table sets forth the number of securities authorized for issuance under our equity compensation plans atSeptember 30,2024.Number ofsecurities to be issuedupon
263、 exercise ofoutstanding options,warrants and rightsWeighted-averageexercise price ofoutstanding options,warrants and rightsNumber of securities remainingavailable for future issuanceunder equity compensationplans(excluding securitiesreflected in column(a)(a)(b)(c)Equity compensation plans approved b
264、ysecurity holders:1998 Long-Term Incentive Plan737,219(1)$407,966 Total equity compensation plans approvedby security holders737,219 407,966 Equity compensation plans not approvedby security holders Total737,219$407,966(1)Comprised of a total of 259,666 time-lapse restricted stock units,215,515 dire
265、ctor share units,and 262,038 performance-based restricted stock units at the targetlevel of performance granted under our 1998 Long-Term Incentive Plan.ITEM 6.Reserved.ITEM 7.Managements Discussion and Analysis of Financial Condition and Results of Operations.INTRODUCTIONThis section provides manage
266、ments discussion of the financial condition,changes in financial condition,and results ofoperations of Atmos Energy Corporation and its consolidated subsidiaries with specific information on results of operations andliquidity and capital resources.It includes managements interpretation of our financ
267、ial results,the factors affecting these results,themajor factors expected to affect future operating results,and future investment and financing plans.This discussion should be read inconjunction with our consolidated financial statements and notes thereto.Several factors exist that could influence
268、our future financial performance,some of which are described in Item 1A above,“RiskFactors”.They should be considered in connection with evaluating forward-looking statements contained in this report or otherwisemade by or on behalf of us since these factors could cause actual results and conditions
269、 to differ materially from those set out in suchforward-looking statements.Cautionary Statement for the Purposes of the Safe Harbor under the Private Securities Litigation Reform Act of 1995The statements contained in this Annual Report on Form 10-K may contain“forward-looking statements”within the
270、meaning ofSection 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.All statements other than statementsof historical fact included in this Report are forward-looking statements made in good faith by us and are intended to qualify for thesafe harbor from liabil
271、ity established by the Private Securities Litigation Reform Act of 1995.When used in this Report,or any other ofour documents or oral presentations,the words“anticipate”,“believe”,“estimate”,“expect”,“forecast”,“goal”,“intend”,“objective”,“plan”,“projection”,“seek”,“strategy”,or similar words are in
272、tended to identify forward-looking statements.Such forward-lookingstatements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied inthe statements relating to our strategy,operations,markets,services,rates,recovery of costs,avail
273、ability of gas supply,and otherfactors.These risks and uncertainties include the following:federal,state,and local regulatory and political trends and decisions,including the impact of rate proceedings before various state regulatory commissions;increased federal regulatory oversight andpotential pe
274、nalties;possible increased federal,state,and local regulation of the safety of our operations;possible significant costs andliabilities resulting from pipeline integrity and other similar programs and related repairs;the inherent hazards and risks involved indistributing,transporting,and storing nat
275、ural gas;the availability and accessibility of contracted gas supplies,interstate pipeline,and/orstorage services;increased competition from energy suppliers and alternative forms of energy;failure to attract and retain a qualifiedworkforce;natural disasters,adverse weather,terrorist activities,or o
276、ther events and other risks and uncertainties discussed herein,allof which are difficult to predict and many of which are beyond our control;failure of technology that affects the Companys businessoperations;the threat of cyber-attacks or acts of cyber-terrorism that could disrupt our business opera
277、tions and information technologysystems or result in the loss or exposure of confidential or sensitive customer,employee,or Company242025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm25/99Table of Contentsinformation;the impact of new cyberse
278、curity compliance requirements;adverse weather conditions;the impact of legislation to reduceor eliminate greenhouse gas emissions or fossil fuels;the impact of climate change;the capital-intensive nature of our business;ourability to continue to access the credit and capital markets to execute our
279、business strategy;market risks beyond our control affectingour risk management activities,including commodity price volatility,counterparty performance or creditworthiness,and interest raterisk;the concentration of our operations in Texas;the impact of adverse economic conditions on our customers;ch
280、anges in theavailability and price of natural gas;and increased costs of providing health care benefits,along with pension and postretirement healthcare benefits and increased funding requirements.Accordingly,while we believe these forward-looking statements to be reasonable,there can be no assuranc
281、e that they will approximate actual experience or that the expectations derived from them will be realized.Further,we undertake no obligation to update or revise any of our forward-looking statements whether as a result of new information,future events or otherwise.CRITICAL ACCOUNTING POLICIESOur co
282、nsolidated financial statements were prepared in accordance with accounting principles generally accepted in the UnitedStates.Preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets,liabilities,revenues,and expenses and the rel
283、ated disclosures of contingent assets and liabilities.We base our estimates on historicalexperience and various other assumptions that we believe to be reasonable under the circumstances.Actual results may differ fromestimates.Our significant accounting policies are discussed in Note 2 to our consol
284、idated financial statements.The accounting policiesdiscussed below are both important to the presentation of our financial condition and results of operations and require management tomake difficult,subjective,or complex accounting estimates.Accordingly,these critical accounting policies are reviewe
285、d periodicallyby the Audit Committee of the Board of Directors.CriticalAccounting PolicySummary of PolicyFactors InfluencingApplication of the PolicyRegulationOur distribution and pipeline operations meet the criteria of a cost-based,rate-regulated entity under accounting principles generally accept
286、ed in theUnited States.Accordingly,the financial results for these operations reflectthe effects of the ratemaking and accounting practices and policies of thevarious regulatory commissions to which we are subject.As a result,certain costs that would normally be expensed under accountingprinciples g
287、enerally accepted in the United States are permitted to becapitalized or deferred on the balance sheet because it is probable they canbe recovered through rates.Further,regulation may impact the period inwhich revenues or expenses are recognized.The amounts expected to berecovered or recognized are
288、based upon historical experience and ourunderstanding of the regulations.Discontinuing the application of this method of accounting for regulatoryassets and liabilities or changes in the accounting for our various regulatorymechanisms could significantly increase our operating expenses as fewercosts
289、 would likely be capitalized or deferred on the balance sheet,whichcould reduce our net income.Decisions of regulatoryauthoritiesIssuance of newregulations or regulatorymechanismsAssessing that therecoverability of deferredcosts and utility assets isprobableContinuing to meet thecriteria of a cost-b
290、ased,rate regulated entity foraccounting purposes252025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm26/99Table of ContentsCriticalAccounting PolicySummary of PolicyFactors InfluencingApplication of the PolicyPension and otherpostretirement p
291、lansPension and other postretirement plan costs and liabilities are determined onan actuarial basis using a September 30 measurement date and are affectedby numerous assumptions and estimates including the market value of planassets,estimates of the expected return on plan assets,assumed discountrat
292、es,and current demographic and actuarial mortality data.The assumeddiscount rate and the expected return are the assumptions that generally havethe most significant impact on our pension costs and liabilities.The assumeddiscount rate,the assumed health care cost trend rate,and assumed rates ofretire
293、ment generally have the most significant impact on our postretirementplan costs and liabilities.The discount rate is utilized principally in calculating the actuarial presentvalue of our pension and postretirement obligations and net periodic pensionand postretirement benefit plan costs.When establi
294、shing our discount rate,we consider high quality corporate bond rates based on bonds available inthe marketplace that are suitable for settling the obligations,changes in thoserates from the prior year,and the implied discount rate that is derived frommatching our projected benefit disbursements wit
295、h currently available highquality corporate bonds.The expected long-term rate of return on assets is utilized in calculating theexpected return on plan assets component of our annual pension andpostretirement plan costs.We estimate the expected return on plan assets byevaluating expected bond return
296、s,equity risk premiums,asset allocations,the effects of active plan management,the impact of periodic plan assetrebalancing,and historical performance.We also consider the guidance fromour investment advisors in making a final determination of our expected rateof return on assets.To the extent the a
297、ctual rate of return on assets realizedover the course of a year is greater than or less than the assumed rate,thatyears annual pension or postretirement plan costs are not affected.Rather,this gain or loss reduces or increases future pension or postretirement plancosts over a period of approximatel
298、y ten to twelve years.The market-related value of our plan assets represents the fair market valueof the plan assets,adjusted to smooth out short-term market fluctuations overa five-year period.The use of this methodology will delay the impact ofcurrent market fluctuations on the pension expense for
299、 the period.We estimate the assumed health care cost trend rate used in determining ourpostretirement net expense based upon our actual health care costexperience,the effects of recently enacted legislation and general economicconditions.Our assumed rate of retirement is estimated based upon ourannu
300、al review of our participant census information as of the measurementdate.General economic andmarket conditionsAssumed investmentreturns by asset classAssumed future salaryincreasesAssumed discount rateProjected timing of futurecash disbursementsHealth care costexperience trendsParticipant demograph
301、icinformationActuarial mortalityassumptionsImpact of legislationImpact of regulationRESULTS OF OPERATIONSOverviewAtmos Energys vision is to be the safest provider of natural gas services.Our commitment to this vision requires significantlevels of capital spending to modernize our natural gas distrib
302、ution system and operating costs to deliver natural gas safely and reliablyand in full compliance with the various safety regulations impacting our business.We have the ability to begin recovering a significantportion of our expenditures timely through rate designs and mechanisms that reduce or elim
303、inate regulatory lag and separate therecovery of our approved rate from customer usage patterns.The execution of our capital spending program,the ability to recover theseexpenditures timely and our ability to access the capital markets to satisfy our financing needs are the primary drivers that affe
304、ct ourfinancial performance.The following table details our consolidated net income by segment during the last three fiscal years:262025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm27/99Table of Contents For the Fiscal Year Ended September 3
305、0 202420232022(In thousands)Distribution segment$671,413$580,397$521,977 Pipeline and storage segment371,482 305,465 252,421 Net income$1,042,895$885,862$774,398 During fiscal 2024,we recorded net income of$1,042.9 million,or$6.83 per diluted share,compared to net income of$885.9million,or$6.10 per
306、diluted share in the prior year.The year-over-year increase in net income of$157.0 million largely reflectspositive rate outcomes driven by safety and reliability spending.Additionally,our fiscal 2024 results were favorably impacted by$21.1million as a result of legislation that became effective dur
307、ing the first quarter of fiscal 2024 to reduce property tax expenses in Texasand$13.9 million as a result of a change to our bad debt recovery mechanism in Mississippi.These increases were partially offset byincreased employee-related costs,depreciation expense,and interest expense.During the year e
308、nded September 30,2024,we implemented ratemaking regulatory actions which resulted in an increase inannual operating income of$376.3 million.Excluding the impact of the refund of excess deferred income taxes resulting frompreviously enacted tax reform legislation,our total fiscal 2024 rate outcomes
309、were$307.1 million.Additionally,we had ratemakingefforts in progress at September 30,2024,seeking a total increase in annual operating income of$218.0 million.During fiscal year 2024,we refunded$133.6 million in excess deferred tax liabilities to customers.These refunds also reducedour income tax ex
310、pense,resulting in an immaterial impact to our fiscal 2024 and 2023 results.Capital expenditures for fiscal 2024 were$2.9 billion.Approximately 83 percent was invested to improve the safety andreliability of our distribution and transportation systems,with a significant portion of this investment in
311、curred under regulatorymechanisms that reduce regulatory lag to six months or less.During fiscal 2024,we completed approximately$2.0 billion of long-term debt and equity financing.As of September 30,2024,our equity capitalization was 61.0 percent.As of September 30,2024,we had approximately$4.8 bill
312、ion in total liquidity,consisting of$307.3 million in cash and cash equivalents,$1,380.6 million in funds available through equity forward sales agreements,and$3,094.4million in undrawn capacity under our credit facilities.Distribution SegmentThe distribution segment is comprised of our regulated na
313、tural gas distribution and related sales operations in eight states.Theprimary factors that impact the results of our distribution operations are our ability to earn our authorized rates of return,competitivefactors in the energy industry,and economic conditions in our service areas.Our ability to e
314、arn our authorized rates is based primarily on our ability to improve the rate design in our various ratemakingjurisdictions to minimize regulatory lag and,ultimately,separate the recovery of our approved rates from customer usage patterns.Improving rate design is a long-term process and is further
315、complicated by the fact that we operate in multiple rate jurisdictions.The“Ratemaking Activity”section of this Form 10-K describes our current rate strategy,progress towards implementing that strategy,andrecent ratemaking initiatives in more detail.During fiscal 2024,we completed regulatory proceedi
316、ngs in our distribution segmentresulting in a$266.8 million increase in annual operating income.Excluding the impact of the refund of excess deferred income taxesresulting from previously enacted tax reform legislation,our total fiscal 2024 annualized rate outcomes in our distribution segmentwere$23
317、4.5 million.Our distribution operations are also affected by the cost of natural gas.We are generally able to pass the cost of gas through toour customers without markup under purchased gas cost adjustment mechanisms;therefore,increases in the cost of gas are offset by acorresponding increase in rev
318、enues.Revenues in our Texas and Mississippi service areas include franchise fees and gross receiptstaxes,which are calculated as a percentage of revenue(inclusive of gas costs).Therefore,the amount of these taxes included inrevenues is influenced by the cost of gas and the level of gas sales volumes
319、.We record the associated tax expense as a component oftaxes,other than income.The cost of gas typically does not have a direct impact on our operating income because these costs are recovered through ourpurchased gas cost adjustment mechanisms.However,higher gas costs may adversely impact our accou
320、nts receivable collections,resulting in higher bad debt expense.This risk is currently mitigated by rate design that allows us to collect from our customers the gascost portion of our bad debt expense on approximately 89 percent of our residential and commercial revenues.Additionally,higher gascosts
321、 may require us to increase borrowings under our credit facilities,resulting in higher interest expense.Finally,higher gas costs,aswell as competitive factors in the industry and general economic conditions may cause customers to conserve or,in the case ofindustrial consumers,to use alternative ener
322、gy sources.272025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm28/99Table of ContentsReview of Financial and Operating ResultsFinancial and operational highlights for our distribution segment for the fiscal years ended September 30,2024,2023,
323、and 2022are presented below.For the Fiscal Year Ended September 30 2024202320222024 vs.20232023 vs.2022(In thousands,unless otherwise noted)Operating revenues$3,915,141$4,099,690$4,035,194$(184,549)$64,496 Purchased gas cost1,620,515 2,061,920 2,210,302(441,405)(148,382)Operating expenses1,440,192 1
324、,345,144 1,220,347 95,048 124,797 Operating income854,434 692,626 604,545 161,808 88,081 Other non-operating income30,106 24,988 6,946 5,118 18,042 Interest charges117,086 77,185 49,921 39,901 27,264 Income before income taxes767,454 640,429 561,570 127,025 78,859 Income tax expense96,041 60,032 39,
325、593 36,009 20,439 Net income$671,413$580,397$521,977$91,016$58,420 Consolidated distribution sales volumes MMcf283,977 289,948 292,266(5,971)(2,318)Consolidated distribution transportation volumes MMcf156,389 152,963 152,709 3,426 254 Total consolidated distribution throughput MMcf440,366 442,911 44
326、4,975(2,545)(2,064)Consolidated distribution average cost of gas perMcf sold$5.71$7.11$7.56$(1.40)$(0.45)Fiscal year ended September 30,2024 compared with fiscal year ended September 30,2023Operating income for our distribution segment increased 23.4 percent.Key drivers for the change in operating i
327、ncome include:a$219.2 million increase in rate adjustments,primarily in our Mid-Tex Division.a$24.8 million increase related to residential customer growth,primarily in our Mid-Tex Division,and increasedindustrial load.a$10.6 million decrease in bad debt expense,as discussed in Note 6 to the consoli
328、dated financial statements.Partially offset by:a$50.0 million increase in depreciation expense associated with increased capital investments.a$19.9 million increase in employee-related costs primarily due to an increase in headcount to support company growth.a$2.7 million increase in property taxes,
329、which is inclusive of a$15.7 million decrease related to the Texas property taxlegislation discussed above.a$26.9 million increase in other operation and maintenance expense,including higher costs associated with softwaremaintenance,compliance activities,training,and other administrative costs.Inter
330、est charges increased$39.9 million primarily due to the issuance of long-term debt during fiscal 2024.The increase ininterest charges is also due to the amortization of the Texas regulatory asset that is discussed in Note 3 to the consolidated financialstatements.However,this increase is offset by a
331、 corresponding increase in revenue resulting in no impact to net income.The fiscal year ended September 30,2023 compared with fiscal year ended September 30,2022 for our distribution segment isdescribed in Item 7 Managements Discussion and Analysis of Financial Condition and Results of Operations of
332、 our Annual Reporton Form 10-K for the fiscal year ended September 30,2023.The following table shows our operating income by distribution division,in order of total rate base,for the fiscal years endedSeptember 30,2024,2023,and 2022.The presentation of our distribution operating income is included f
333、or financial reporting purposesand may not be appropriate for ratemaking purposes.282025/5/19 11:11ato-20240930https:/www.sec.gov/Archives/edgar/data/731802/000073180224000030/ato-20240930.htm29/99Table of Contents For the Fiscal Year Ended September 30 2024202320222024 vs.20232023 vs.2022(In thousands)Mid-Tex$464,616$345,545$315,644$119,071$29,901 Kentucky/Mid-States90,601 87,258 84,098 3,343 3,1