CFO at OGE Energy (NYSE: OGE) receives stock awards, withholds shares for taxes

Rhea-AI Filing Summary

OGE Energy Corp. CFO Charles B. Walworth reported multiple equity compensation transactions in company stock. He received two awards of common stock on February 16, 2026, one for 4,560 shares and another for 8,458 shares at a stated price of $0.0000 per share. Footnotes state that part of the stock reflects settlement of performance units for the three-year period ending December 31, 2025 and long-term incentives granted in 2026 but not yet earned. On the same date, 2,011 shares were disposed of at $46.6400 per share to satisfy tax obligations by delivering shares. After these direct transactions, he held 51,574 common shares directly, and 3,078.910 shares were credited indirectly through a Retirement Savings Plan as of February 17, 2026.

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^*

WALWORTH CHARLES B

(Last) (First) (Middle)

PO 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)
	CFO

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		4,560	A	$0.00(1)	45,127	D
Common Stock-$.01 par value per share	02/16/2026		F		2,011	D	$46.64	43,116	D
Common Stock-$.01 par value per share	02/16/2026		A		8,458	A	$0.00(2)	51,574	D
Common Stock-$.01 par value per share								3,078.91(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)		5,068.565(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did OGE (OGE) CFO Charles B. Walworth report on this Form 4?

He reported equity compensation activity, including two stock awards and one tax-related share disposition on February 16, 2026. These transactions involved OGE common stock at no-cost grants and shares delivered to cover tax obligations.

How many OGE (OGE) shares did the CFO acquire through awards?

He acquired 4,560 shares and 8,458 shares of OGE common stock through grant or award transactions at a stated price of $0.0000. Footnotes describe these as settlement of performance units and new long-term incentive grants for the executive.

What was the purpose of the 2,011 OGE (OGE) shares disposed of?

The 2,011 OGE common shares were disposed of to satisfy tax obligations by delivering shares, using a transaction coded “F.” The price was $46.6400 per share, indicating a tax-withholding disposition rather than an open-market sale.

How many OGE (OGE) shares does the CFO hold directly after these transactions?

After the reported grant, award, and tax-withholding transactions, the CFO directly holds 51,574 shares of OGE common stock. This figure comes from the post-transaction ownership reported for the latest award transaction on February 16, 2026.

What performance period was tied to part of the OGE (OGE) stock settlement?

One footnote explains that some shares reflect settlement of performance units after goals were met for the three-year period ending December 31, 2025. This links a portion of the stock received to long-term performance-based incentives.

Does the OGE (OGE) CFO have indirect holdings through a retirement plan?

Yes. A footnote indicates 3,078.910 shares of OGE common stock were credited to the CFO’s account in a Retirement Savings Plan as of February 17, 2026, based on a plan statement showing units in the plan’s Common Stock Fund.