ONEOK (OKE) executive converts RSUs and withholds shares to cover tax

Rhea-AI Filing Summary

ONEOK Inc. executive Sheridan C. Swords reported equity compensation activity involving restricted stock units (RSUs) and common shares. On February 22, 2026, Swords exercised 4,924.5348 "RSU 2023" units into 4,924.5348 shares of ONEOK common stock at a stated price of $0 per share.

To cover associated tax obligations, 2,225.5348 shares of common stock were disposed of through a tax-withholding transaction at $87.33 per share. After these transactions, Swords directly owned 236,033.2818 shares of ONEOK common stock. The RSU award had vested over a three-year period and included dividend equivalents paid in additional shares at vesting.

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

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^*

SWORDS SHERIDAN C

(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		4,924.5348	A	(1)	238,258.8166	D
Common Stock, par value $0.01	02/22/2026		F		2,225.5348	D	$87.33	236,033.2818	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			4,924.5348	(1)	(1)	Common Stock, par value $0.01	4,924.5348	(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 Commercial Officer

	/s/ Sarah M. Rechter, Attorney-in-Fact for Sheridan C. Swords	02/24/2026
	** 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.
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.

FAQ

What insider transaction did Sheridan C. Swords report at ONEOK (OKE)?

Sheridan C. Swords reported exercising 4,924.5348 RSU 2023 units into the same number of ONEOK common shares. These RSUs vested over three years and included dividend equivalents paid in additional shares at the time of vesting and issuance.

How many ONEOK (OKE) RSUs did Sheridan C. Swords convert to common stock?

Sheridan C. Swords converted 4,924.5348 RSU 2023 restricted units into 4,924.5348 shares of ONEOK common stock. The award vested on February 22, 2026, after a three-year vesting period during which dividend equivalents were credited and settled in additional common shares.

Did Sheridan C. Swords sell any ONEOK (OKE) shares in this Form 4 filing?

The filing shows a tax-withholding disposition of 2,225.5348 ONEOK common shares at $87.33 per share. This "F"-code transaction represents shares withheld to satisfy tax obligations, not an open-market sale initiated for portfolio or investment reasons.

What is Sheridan C. Swords’ ONEOK (OKE) share ownership after these transactions?

Following the RSU conversion and tax-withholding disposition, Sheridan C. Swords directly holds 236,033.2818 ONEOK common shares. All reported holdings in this Form 4 are classified as direct ownership, reflecting shares held in the insider’s own name, not through an intermediary entity.

How did dividend equivalents affect Sheridan C. Swords’ ONEOK (OKE) RSUs?

During the three-year vesting period, the RSU 2023 award accrued dividend equivalents, which were paid out in additional common shares at vesting. Each vested restricted unit, including units from dividend equivalents, was settled in one share of ONEOK common stock.

What do the "M" and "F" transaction codes mean in this ONEOK (OKE) Form 4?

Code "M" indicates the exercise or conversion of a derivative security, here RSUs converting into common shares. Code "F" indicates shares withheld to pay the exercise price or tax liability by delivering securities instead of using cash.