Williams (NYSE: WMB) COO Larry Larsen receives 13,604 performance RSUs

Rhea-AI Filing Summary

Williams Companies Executive Vice President & COO Larry C. Larsen reported acquiring 13,604 restricted stock units as a grant/award. After this award, he holds 36,939 restricted stock units directly. The units relate to a 2023 performance-based RSU grant, with payout tied to return on capital employed, available funds from operations per share, and a relative total shareholder return modifier, allowing a final payout between 0% and 200% of the awarded units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Larsen Larry C

Role Executive Vice President & COO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	13,604	$0.00	--

Holdings After Transaction: Restricted Stock Units — 36,939 shares (Direct)

Footnotes (1)

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

Form 4 Insider Transactions: What Each Field Means →

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^*

Larsen Larry C

(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)
	Executive Vice President & COO

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(2)		13,604		02/23/2026	02/23/2026	Common Stock	13,604	$0	36,939	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 WMB executive Larry C. Larsen report?

Larry C. Larsen reported acquiring 13,604 restricted stock units as a grant or award. These units are performance-based and increase his direct holdings to 36,939 restricted stock units tied to Williams Companies’ long-term incentive program.

Are Larry C. Larsen’s new WMB restricted stock units performance-based?

Yes, the restricted stock units are performance-based under a 2023 grant agreement. Vesting depends on compensation committee certification that performance targets are met, including return on capital employed, available funds from operations per share, and a relative total shareholder return modifier.

How many Williams (WMB) restricted stock units does Larsen hold after the Form 4?

After the reported transaction, Larry C. Larsen directly holds 36,939 restricted stock units. This reflects an adjustment to his 2023 performance-based RSU grant based on performance above target, as described in the filing’s footnotes.

What performance metrics affect Larry C. Larsen’s WMB RSU payout?

Payout depends on return on capital employed and available funds from operations per share, each weighted 50%. Relative total shareholder return acts as a performance modifier, potentially increasing or decreasing the calculated result by up to 25% compared with predetermined targets.

What is the potential payout range for Larsen’s WMB performance RSUs?

The final payout for Larry C. Larsen’s performance-based restricted stock units can range from 0% to 200% of the awarded units. This range is driven by how actual performance compares with predetermined targets and the relative total shareholder return modifier.

Was the Form 4 WMB transaction an open-market stock purchase or sale?

No, the Form 4 shows a grant or award acquisition of restricted stock units, not an open-market trade. The reported code indicates an award adjustment tied to the 2023 performance-based RSU grant rather than buying or selling common shares in the market.