OGE Energy (NYSE: OGE) GC reports stock awards and tax withholding shares

Rhea-AI Filing Summary

OGE ENERGY CORP. general counsel and chief compliance officer William H. Sultemeier reported multiple equity transactions in company common stock. He received two stock grants of 10,996 and 5,973 shares at no cost, described as performance unit settlements and long-term incentive awards. A separate transaction disposed of 4,850 shares at $46.64 per share to cover tax obligations by delivering shares rather than paying cash. Footnotes note that one grant reflects performance units earned over the three-year period ending December 31, 2025, while another represents 2026 long-term incentives not yet earned. Total reported holdings include shares accumulated through dividend reinvestment.

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^*

SULTEMEIER WILLIAM H

(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)
	GC, Corp. Sec, CCO

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		10,996	A	$0.00(1)	80,719	D
Common Stock-$.01 par value per share	02/16/2026		F		4,850	D	$46.64	75,869	D
Common Stock-$.01 par value per share	02/16/2026		A		5,973	A	$0.00(2)	81,842	D

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	(3)							(3)	(3)	Com Stk	(3)		8,950.592(4)	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. Not Applicable

4. 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 insider transactions did OGE (OGE) report for William H. Sultemeier?

OGE reported that William H. Sultemeier received two stock grants of 10,996 and 5,973 common shares and disposed of 4,850 shares. The disposal was for tax withholding by delivering shares, not an open-market sale.

What do the Form 4 stock grants to OGE (OGE) executive William H. Sultemeier represent?

One 10,996-share grant reflects settlement of performance units earned over a three-year period ending December 31, 2025. The 5,973-share grant is a 2026 long-term incentive award that has been granted but is described as not yet earned.

How were taxes handled in William H. Sultemeier’s OGE (OGE) equity award?

The Form 4 shows 4,850 OGE common shares disposed of at $46.64 per share. This transaction is labeled as payment of tax liability by delivering securities, meaning shares were withheld for taxes instead of using cash.

Did William H. Sultemeier buy or sell OGE (OGE) shares on the open market?

The reported transactions are equity grants and a tax-withholding disposition, not open-market buys or sells. Shares were acquired through awards at no cost and some shares were delivered back to cover associated tax obligations.

What period do the performance-based OGE (OGE) units for William H. Sultemeier cover?

A footnote explains that performance units settled upon compensation committee determination that specified goals were achieved for the three-year period ending December 31, 2025. Those earned units were then settled in company common stock.

Do William H. Sultemeier’s reported OGE (OGE) holdings include dividend reinvestment shares?

Yes. A footnote notes that his total holdings include shares acquired through reinvestment of dividends. Those dividend reinvestment acquisitions were exempt from reporting under Rule 16a-11 but are included in the total share count.