Form 4: ONEOK Executive Mary M. Spears Receives 2025 Employee Stock Award, Shares Withheld for Taxes

ONEOK's Chief Accounting Officer, Mary M. Spears, was awarded 14 shares of common stock under the 2025 Employee Stock Award Program, with 7 shares subsequently withheld for tax obligations.

Summary

• Mary M. Spears, Chief Accounting Officer and Senior Vice President, Finance and Tax at ONEOK INC /NEW/ (OKE), reported changes in her beneficial ownership.
• On June 13, 2025, Ms. Spears was issued 14 shares of ONEOK common stock at a price of $83.75 per share.
• This issuance was made pursuant to the ONEOK, Inc. 2025 Employee Stock Award Program (2025 ESAP), following shareholder approval and Board of Directors' discretionary awards.
• The 14 shares correspond to share price milestones attained between November 7, 2024, and November 22, 2024, for which no shares were awarded under a prior program due to insufficient shares.
• Concurrently, 7 shares of ONEOK common stock were disposed of (withheld) at $83.75 per share to satisfy withholding taxes related to the issuance.
• Following these transactions, Ms. Spears directly beneficially owns 26,966.914 shares of common stock.
• Additionally, Ms. Spears indirectly beneficially owns 7,985.894 shares of common stock through a 401(k) plan.

Sentiment

Score: 7

Explanation: The sentiment is positive as it reflects a standard executive compensation event that aligns management interests with shareholders. The withholding of shares for taxes is a routine, neutral event.

Positives

• The issuance of shares under the 2025 Employee Stock Award Program aligns executive interests with shareholder value.
• The program incentivizes employees based on company performance (share price milestones).

Negatives

• A portion of the awarded shares (7 out of 14) were withheld to cover tax obligations, reducing the net shares received by the executive.

Future Outlook

The document indicates the existence of the ONEOK, Inc. 2025 Employee Stock Award Program, suggesting an ongoing commitment to long-term employee incentives tied to company performance.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically an executive's receipt of stock-based compensation and subsequent tax-related share withholding. Such transactions are common mechanisms for aligning management incentives with shareholder interests in publicly traded companies.

Corporate Governance

Related Party Transactions

• The reported transactions involve the issuance of common stock to a corporate officer (Mary M. Spears) as part of an employee stock award program, which is a form of related-party compensation.

Stakeholder Impact

• Shareholders: The issuance of shares under the ESAP may result in minor dilution, but it also aims to align executive incentives with shareholder value creation.
• Employees: The 2025 ESAP benefits eligible employees by providing stock-based compensation, incentivizing performance and retention.

Key Dates

Keywords

ONEOK, OKE, SEC Form 4, Insider Transaction, Employee Stock Award Program, Executive Compensation, Stock Award, Tax Withholding, Mary M. Spears