OGE Energy (NYSE: OGE) CEO gets stock awards and withholds shares for taxes

Rhea-AI Filing Summary

OGE Energy Corp. chairman, president and CEO Sean Trauschke reported equity compensation activity in company stock. On February 16, 2026, he acquired 70,897 shares through settlement of performance units for a three-year period ending December 31, 2025 and 43,157 shares as new long-term incentive awards. On the same date, 31,266 shares were disposed of at $46.64 per share to cover tax obligations. The filing also updates direct and Retirement Savings Plan holdings.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Trauschke Sean

(Last) (First) (Middle)

P.O. BOX 321

(Street)

OKLAHOMA CITY OK 73101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OGE ENERGY CORP. [ OGE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COB, President, CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/16/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock-$.01 par value per share	02/16/2026		A		70,897	A	$0.00(1)	709,229	D
Common Stock-$.01 par value per share	02/16/2026		F		31,266	D	$46.64	677,963	D
Common Stock-$.01 par value per share	02/16/2026		A		43,157	A	$0.00(2)	721,120	D
Common Stock-$.01 par value per share								2,177.698(3)	I	Retirement Savings

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Equiv Units	(4)							(4)	(4)	Com Stk	(4)		7,905.993(5)	D

Explanation of Responses:

1. Settlement of performance units upon determination by compensation committee that specified performance goals have been achieved for the three-year period ending December 31, 2025.

2. Long term incentives granted in 2026 but not yet earned.

3. The information herein is based on a Retirement Savings Plan Statement dated February 17, 2026. The Retirement Savings Plan Statement indicated the number of shares in the Common Stock Fund of the Retirement Savings Plan credited to the participant's account at February 17, 2026 and includes shares credited since reporting person's last table 1 filing that was exempt from reporting pursuant to Rule 16A-3(f)(1)(i)(B).

4. Not Applicable

5. The total includes shares acquired through the reinvestment of dividends that were exempt from reporting pursuant to Rule 16a-11.

Remarks:

	/s/ William Sultemeier, By Power of Attorney	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did OGE (OGE) CEO Sean Trauschke report in this Form 4?

Sean Trauschke reported equity compensation activity in OGE common stock. He received performance-based and long-term incentive share awards and had shares withheld to satisfy tax obligations, updating both his direct holdings and Retirement Savings Plan-related indirect holdings.

How many OGE shares did the CEO acquire through awards on February 16, 2026?

On February 16, 2026, Sean Trauschke acquired 70,897 OGE shares from performance unit settlement and 43,157 shares as new long-term incentives. These awards reflect compensation decisions tied to a three-year performance period and 2026 incentive grants.

How many OGE shares were used to cover taxes for the CEO’s awards?

The filing shows 31,266 OGE shares were disposed of at $46.64 per share to cover tax liabilities. This tax-withholding disposition is associated with the equity awards rather than an open-market sale for investment purposes.

What period did the OGE performance units cover for the CEO’s settlement?

The performance units settled for Sean Trauschke covered a three-year period ending December 31, 2025. The compensation committee determined that specified performance goals were achieved for this period before the related OGE share settlement occurred.

What indirect OGE holdings did the CEO report through a Retirement Savings Plan?

The filing references a Retirement Savings Plan statement dated February 17, 2026, showing OGE common stock credited to the CEO’s plan account. These indirect holdings include shares acquired over time, including dividend reinvestments that were exempt from separate reporting.

Does this OGE Form 4 indicate open-market buying or selling by the CEO?

No open-market buying or selling is indicated. The Form 4 reports stock acquired via performance and incentive awards, and shares disposed of solely to pay tax liabilities tied to those awards, rather than discretionary market transactions in OGE stock.