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ONEOK (OKE) director granted 1,845 phantom stock units as deferred pay

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LARSON RANDALL J reported acquisition or exercise transactions in this Form 4 filing.

ONEOK Inc. director Randall J. Larson received an award of 1,845 units of phantom stock tied to ONEOK common shares. The grant is part of the company’s Deferred Compensation Plan for Non-Employee Directors and represents deferred annual cash and/or stock retainers.

Each phantom stock unit is convertible into one share of ONEOK common stock and is settled in shares at a determination date or at a designated date after the director’s retirement. Following this grant, Larson holds a total of 4,052 phantom stock units. This is a compensation-related, non-open-market transaction rather than a stock purchase or sale.

Positive

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Negative

  • None.
Insider LARSON RANDALL J
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock-OKE 1,845 $92.15 $170K
Holdings After Transaction: Phantom Stock-OKE — 4,052 shares (Direct, null)
Footnotes (1)
  1. Shares of phantom stock are convertible into Issuer common stock on a 1-for-1 ratio. Annual cash and/or stock retainer elected to be deferred to phantom stock under the Issuer's Deferred Compensation Plan for Non-Employee Directors. Phantom stock is accrued under the Issuer's Deferred Compensation Plan for Non-Employee Directors and is settled in shares of Issuer common stock at the determination date or a designated date upon the reporting person's retirement.
Phantom stock units granted 1,845 units Grant to director on 2026-05-20
Reference price per unit $92.15 per unit Phantom stock-OKE grant
Total phantom stock after grant 4,052 units Director’s phantom stock holdings post-transaction
Conversion ratio 1-for-1 Each phantom stock unit to ONEOK common share
Phantom stock financial
"Shares of phantom stock are convertible into Issuer common stock on a 1-for-1 ratio."
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Deferred Compensation Plan for Non-Employee Directors financial
"Annual cash and/or stock retainer elected to be deferred to phantom stock under the Issuer's Deferred Compensation Plan for Non-Employee Directors."
Grant, award, or other acquisition financial
"transaction_code_description: Grant, award, or other acquisition"
Underlying security financial
"underlying_security_title: Common Stock, par value $0.01"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
LARSON RANDALL J
(Last)(First)(Middle)
100 WEST FIFTH STREET
(Street)
TULSA OKLAHOMA 74103
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ONEOK INC /NEW/ [ OKE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock-OKE(1)05/20/2026A(2)1,845 (3) (3)Common Stock, par value $0.011,845$92.154,052D
Explanation of Responses:
1. Shares of phantom stock are convertible into Issuer common stock on a 1-for-1 ratio.
2. Annual cash and/or stock retainer elected to be deferred to phantom stock under the Issuer's Deferred Compensation Plan for Non-Employee Directors.
3. Phantom stock is accrued under the Issuer's Deferred Compensation Plan for Non-Employee Directors and is settled in shares of Issuer common stock at the determination date or a designated date upon the reporting person's retirement.
Remarks:
/s/ Sarah M. Rechter, Attorney-in-Fact for Randall J. Larson05/22/2026
** Signature of Reporting PersonDate
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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ONEOK (OKE) director Randall J. Larson report?

Randall J. Larson reported receiving 1,845 units of phantom stock as a compensation award. These units were granted under ONEOK’s Deferred Compensation Plan for Non-Employee Directors and are linked 1-for-1 to ONEOK common stock, with settlement occurring in shares at a future date.

Is Randall J. Larson’s Form 4 transaction in ONEOK (OKE) an open-market buy or sell?

The transaction is not an open-market buy or sell. It is a grant of 1,845 phantom stock units as deferred director compensation, classified as a grant, award, or other acquisition, rather than a discretionary market purchase or sale of ONEOK common shares.

How many ONEOK (OKE) phantom stock units does Randall J. Larson hold after this grant?

After receiving the 1,845 phantom stock units, Randall J. Larson holds 4,052 phantom stock units in total. These units are part of ONEOK’s deferred compensation program for non-employee directors and are ultimately settled in shares of ONEOK common stock at specified future dates.

How are ONEOK (OKE) phantom stock units for directors settled?

The phantom stock units are settled in ONEOK common stock on a 1-for-1 basis. Settlement occurs at a determination date or a designated date upon the reporting person’s retirement, following the terms of ONEOK’s Deferred Compensation Plan for Non-Employee Directors.

What is the plan underlying Randall J. Larson’s phantom stock grant at ONEOK (OKE)?

The phantom stock grant is made under ONEOK’s Deferred Compensation Plan for Non-Employee Directors. Annual cash and/or stock retainers are deferred into phantom stock, which tracks ONEOK’s common shares and is ultimately paid out in stock at specified future dates or retirement.