Form 4: ONEOK Executive Awarded 30,303 Restricted Stock Units

ONEOK's Executive Vice President and Chief Legal Officer, Lyndon C. Taylor, was granted 30,303 restricted stock units with a multi-year vesting schedule.

Summary

• Lyndon C. Taylor, Executive Vice President and Chief Legal Officer of ONEOK INC /NEW/ (OKE), was awarded 30,303 Restricted Stock Units (RSUs).
• The grant date for these RSUs was September 23, 2025.
• The RSUs will vest in three tranches: 20% on September 23, 2026, 30% on September 23, 2027, and the remaining 50% on September 23, 2028.
• During the vesting period, dividend equivalents will be credited and paid out in additional shares of common stock when the underlying units vest and are issued.
• Each vested restricted unit, including those from dividend equivalents, will be payable with one share of ONEOK's common stock, par value $0.01.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive. The grant of RSUs is a standard executive compensation practice that aligns management's interests with shareholders, indicating stability in executive retention and a commitment to long-term performance. It is not a significant market-moving event but reflects ongoing corporate governance and compensation strategies.

Positives

• The grant of Restricted Stock Units aligns the executive's long-term interests with those of shareholders, incentivizing performance and retention.
• The multi-year vesting schedule promotes long-term commitment and strategic decision-making by the executive.

Negatives

• The executive does not immediately receive the shares, as they are subject to a vesting schedule.
• The ultimate value of the award is dependent on the future stock price of ONEOK, introducing market risk.

Risks

• The value of the RSU award is subject to fluctuations in ONEOK's common stock price until vesting and issuance.
• Forfeiture risk exists if the executive's employment terminates before the vesting dates, potentially resulting in the loss of unvested units.
• Dilution risk for existing shareholders due to the future issuance of common stock upon vesting of these RSUs and dividend equivalents.

Future Outlook

The future outlook involves the scheduled vesting of 30,303 Restricted Stock Units over a three-year period, culminating in September 2028, and the issuance of ONEOK common stock upon each vesting event, including shares from credited dividend equivalents.

Industry Context

The grant of Restricted Stock Units is a common practice in the energy and infrastructure sector, as well as across many industries, for executive compensation. It serves to attract, retain, and motivate key executives by linking their compensation directly to the company's long-term stock performance and shareholder value creation.

Comparison to Industry Standards

• The use of Restricted Stock Units with a multi-year vesting schedule is a standard component of executive compensation packages across publicly traded companies, including those in the energy sector.
• This type of equity award is designed to align executive incentives with long-term shareholder interests, a practice widely adopted by peers in the midstream and natural gas industries.
• The filing does not provide specific details on the valuation methodology or peer group comparisons for this particular grant, which would be necessary for a detailed assessment against industry benchmarks for similar roles or company performance.

Corporate Governance

Related Party Transactions

• This filing reports an insider transaction where an executive officer received an equity award (Restricted Stock Units) from the company as part of their compensation, which is a standard practice under an approved equity incentive plan.

Stakeholder Impact

• Shareholders: The grant aligns the executive's interests with shareholders, potentially leading to better long-term performance. However, it also entails future share dilution upon vesting.
• Employees: Reflects the company's compensation strategy for senior leadership, which can influence broader employee compensation philosophies.
• Management: Provides a significant long-term incentive for the Executive Vice President and Chief Legal Officer, encouraging retention and performance.

Next Steps

• The company will issue shares of common stock to Lyndon C. Taylor upon the vesting of the RSUs on September 23, 2026, September 23, 2027, and September 23, 2028.
• Dividend equivalents will be calculated and paid out in additional shares of common stock at the time of each vesting event.

Key Dates

Keywords

ONEOK, OKE, Restricted Stock Units, RSU, Executive Compensation, Insider Transaction, Form 4, Equity Incentive Plan, Lyndon C. Taylor