Williams (NYSE: WMB) SVP granted stock and RSUs, with shares withheld for taxes

Rhea-AI Filing Summary

Williams Companies Senior Vice President Fazel Payvand reported routine equity compensation and related tax withholding. On March 9, 2026, the issuer withheld 1,464 shares of common stock at $73.18 per share to cover taxes on a 2023 time-based restricted stock unit grant. Payvand also acquired 5,637 shares of common stock at the same price as a grant, increasing his direct holdings to 34,664 shares. In addition, he received 5,327 performance-based restricted stock units, each convertible into one share of common stock, with payout ranging from 0% to 200% of the awarded units based on three-year financial performance metrics.

Insights

Executive compensation analyst

Routine equity awards and tax withholding with no open‑market trading.

Senior Vice President Fazel Payvand received equity compensation from Williams Companies in the form of common shares and performance-based restricted stock units on March 9, 2026. These awards are tied to prior grants and future performance rather than market purchases.

The 1,464 shares labeled with code F were withheld by the issuer to satisfy tax obligations on a 2023 time-based RSU grant, meaning they are not open-market sales. The 5,637 newly awarded common shares raise his direct ownership to 34,664 shares.

The grant of 5,327 performance-based RSUs, which convert to common stock on a one-for-one basis, can pay out between 0% and 200% of the awarded units depending on three-year financial metrics. Overall, this filing reflects standard incentive compensation rather than discretionary buying or selling activity.

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^*

Fazel Payvand

(Last) (First) (Middle)

ONE WILLIAMS CENTER

(Street)

TULSA OK 74172

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WILLIAMS COMPANIES, INC. [ WMB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026	03/09/2026	F		1,464(1)	D	$73.18	29,027	D
Common Stock(2)	03/09/2026	03/09/2026	A		5,637	A	$73.18	34,664	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
Restricted Stock Units(3)	$0	03/09/2026		A	V	5,327		03/09/2029	03/09/2029	Common Stock	5,327	$73.18	5,327	D

Explanation of Responses:

1. Shares of common stock withheld by Issuer to satisfy tax withholdings of the Reporting Person in connection with a 2023 grant of time-based restricted stock units previously reported on an as-owned basis in Table I.

2. Time-based restricted stock units convert into common stock on a one-for-one basis.

3. Performance-based restricted stock units. Vesting is subject to applicable grant agreement and Compensation and Management Development Committee certification that the Company has met the applicable three year performance measures for certain financial metrics not solely tied to the market price of issuer securities. The payout will range from 0 percent to 200 percent of the awarded number of units.

Remarks:

	Cheryl L. Mahon, Attorney-in-fact	03/11/2026
	** 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 equity awards did Williams (WMB) SVP Fazel Payvand receive?

Fazel Payvand received a grant of 5,637 Williams common shares and 5,327 performance-based restricted stock units on March 9, 2026. The RSUs convert one-for-one into common stock, with payout ranging from 0% to 200% of the awarded units based on three-year financial metrics.

Did Fazel Payvand buy or sell Williams (WMB) stock on the open market?

The filing shows no open-market purchases or sales by Fazel Payvand. Instead, 1,464 shares were withheld by the company to cover tax obligations on a prior RSU grant, and additional shares and RSUs were received as equity compensation grants from Williams Companies.

How many Williams (WMB) shares does Fazel Payvand own after these transactions?

After the reported transactions, Senior Vice President Fazel Payvand directly holds 34,664 Williams common shares. This reflects the net impact of 1,464 shares withheld for taxes and 5,637 newly granted shares, as disclosed in the Form 4 filing for March 9, 2026.

How do Fazel Payvand’s Williams (WMB) performance-based RSUs work?

Fazel Payvand’s 5,327 performance-based RSUs convert into Williams common stock on a one-for-one basis. Vesting depends on three-year financial performance metrics, with potential payout from 0% to 200% of the awarded units, subject to committee certification under the grant agreement.

What does the tax withholding transaction mean in the Williams (WMB) Form 4?

The 1,464 Williams shares labeled with transaction code F were withheld by the issuer to satisfy Fazel Payvand’s tax obligations on a 2023 time-based RSU grant. This is an administrative tax-withholding disposition, not an open-market stock sale or a discretionary reduction of his holdings.

Is the Williams (WMB) Form 4 for Fazel Payvand a bullish or bearish signal?

The Form 4 primarily reflects routine equity compensation and tax withholding, not active trading decisions. Shares were granted and withheld for taxes, while performance-based RSUs were awarded. Such administrative and incentive transactions generally carry limited directional signal for Williams stock sentiment.