Williams (NYSE: WMB) SVP Chad Teply gains 12,698 performance RSUs

Rhea-AI Filing Summary

Williams Companies Senior Vice President Chad A. Teply reported an acquisition of 12,698 restricted stock units (RSUs) on February 18, 2026, recorded as a grant or award with a per-unit price of $0.0000. Following this transaction, his directly held RSU balance increased to 34,478 units.

According to the disclosure, these RSUs relate to the 2023 performance-based RSU grant and represent an adjustment resulting from performance greater than target. Vesting depends on meeting performance conditions based on return on capital employed and available funds from operations per share, each weighted at 50%, with a relative total shareholder return modifier that can change the calculated result by up to 25%. The final payout can range from 0% to 200% of the awarded units, depending on certified performance.

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^*

Teply Chad A.

(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)
02/18/2026

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

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(1)	$0	02/18/2026		A		12,698(2)		02/23/2024	02/23/2024	Common Stock	12,698	$0	34,478	D

Explanation of Responses:

1. Vesting is subject to applicable grant agreement and Compensation and Management Development Committee certification that the Company has met applicable performance requirements. Return on capital employed and available funds from operations per share are each weighted at 50 percent and are measured against predetermined targets. Additionally, relative total shareholder return is used as a performance modifier potentially increasing or decreasing the calculated result by up to 25%. The final potential payout will range 0 percent to 200 percent of the awarded number of units.

2. Represents an adjustment to the restricted stock units awarded pursuant to the 2023 performance-based RSU grant agreement resulting from performance greater than target.

Remarks:

	Marium Hannon, Attorney-In-Fact	02/20/2026
	** 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 Williams (WMB) report for Chad A. Teply?

Williams reported that Senior Vice President Chad A. Teply acquired 12,698 restricted stock units as a grant or award. This increased his directly held RSU balance to 34,478 units, reflecting performance-based compensation tied to the company’s 2023 performance-based RSU program.

Are the new Williams (WMB) RSUs for Chad Teply time-based or performance-based?

The RSUs are performance-based rather than purely time-based. Vesting depends on the Compensation and Management Development Committee certifying that Williams meets defined performance metrics, including return on capital employed and available funds from operations per share, plus a relative total shareholder return performance modifier.

How is the final payout determined for Chad Teply’s Williams (WMB) performance RSUs?

The final payout is determined by Williams’ performance against predetermined targets. Return on capital employed and available funds from operations per share each carry 50% weight, and relative total shareholder return can adjust the result by up to 25%, producing a payout from 0% to 200% of units.

What does the Form 4 say about Williams (WMB) performance versus target for these RSUs?

The filing states the RSU adjustment represents performance greater than target under the 2023 performance-based RSU grant agreement. This means the company’s certified performance exceeded preset targets, resulting in an upward adjustment to the number of restricted stock units credited.

Does Chad Teply pay a purchase price for the Williams (WMB) RSU award?

No purchase price is involved for this grant. The Form 4 lists a per-unit price of $0.0000, indicating the 12,698 restricted stock units were awarded as part of performance-based compensation, subject to vesting and certification of Williams’ achievement of specified performance goals.

Which performance metrics govern Williams (WMB) 2023 performance-based RSUs reported for Chad Teply?

The RSUs are governed by three key metrics. Return on capital employed and available funds from operations per share each contribute 50% of the calculation. Additionally, a relative total shareholder return modifier can increase or decrease the calculated outcome by up to 25% before determining the final payout.