RSU vesting lifts ONEOK (NYSE: OKE) stake despite tax withholding

Rhea-AI Filing Summary

ONEOK executive Kevin L. Burdick reported equity compensation activity involving restricted stock units (RSUs) and common shares. On February 22, 2026, he exercised 5,628.5399 RSUs from a 2023 award, receiving an equal number of common shares at no exercise price. The award had vested after a 3-year period under ONEOK’s Equity Incentive Plan and had been credited with dividend equivalents, which were also paid out in shares at vesting.

On the same date, 2,537.5399 common shares were disposed of at $87.33 per share to cover tax withholding obligations associated with the vesting, a non-open-market transaction coded as tax payment. After these transactions, Burdick directly held 170,404.6240 shares of ONEOK common stock.

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^*

BURDICK KEVIN L

(Last) (First) (Middle)

100 WEST FIFTH STREET

(Street)

TULSA OK 74103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ONEOK INC /NEW/ [ OKE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

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, par value $0.01	02/22/2026		M		5,628.5399	A	(1)	172,942.1639	D
Common Stock, par value $0.01	02/22/2026		F		2,537.5399	D	$87.33	170,404.624	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
RSU 2023	(1)	02/22/2026		M			5,628.5399	(1)	(1)	Common Stock, par value $0.01	5,628.5399	(1)	0	D

Explanation of Responses:

1. Restricted units awarded under the Issuer's Equity Incentive Plan. The award vested on February 22, 2026. During the 3-year vesting period, the award was credited with dividend equivalents that were paid out in shares of common stock at the time the underlying units vested and were issued. The award and credited dividend equivalents was payable in one share of the Issuer's common stock for each vested restricted unit, including additional restricted units resulting from dividend equivalents.

Remarks:

Executive Vice President and Chief Enterprise Services Officer

	/s/ Sarah M. Rechter, Attorney-in-Fact for Kevin L. Burdick	02/24/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did ONEOK (OKE) executive Kevin Burdick report?

Kevin L. Burdick reported exercising 5,628.5399 RSUs from a 2023 award and receiving an equal number of ONEOK common shares. He also reported disposing of 2,537.5399 shares to cover tax withholding linked to the vesting event on February 22, 2026.

How many ONEOK (OKE) shares does Kevin Burdick hold after this Form 4?

After the reported transactions, Kevin L. Burdick directly holds 170,404.6240 shares of ONEOK common stock. This reflects RSU vesting and the related tax-withholding share disposition that occurred on February 22, 2026 under the company’s Equity Incentive Plan.

What is the nature of the RSU 2023 award for ONEOK (OKE) reported here?

The RSU 2023 award was granted under ONEOK’s Equity Incentive Plan and vested on February 22, 2026 after a 3-year period. During vesting, it accrued dividend equivalents, which were paid in additional shares when the restricted units vested and were issued as common stock.

Was the share disposition by ONEOK (OKE) executive a market sale?

The share disposition was coded as transaction type “F,” meaning shares were delivered to satisfy tax liabilities related to RSU vesting. It represents a tax-withholding disposition at $87.33 per share, not an open-market sale initiated for investment or trading purposes.

Did Kevin Burdick buy new ONEOK (OKE) shares with cash in this filing?

The filing shows no open-market cash purchases. Shares were acquired through the exercise and vesting of 5,628.5399 RSUs at a stated price of $0.00, consistent with stock-based compensation rather than a conventional buy order in the market.