WMB CFO granted RSUs and stock awards

Williams Companies EVP & CFO John Dean Porter reported equity awards that increase his ownership through compensation, not open-market buying.

Rhea-AI Filing Summary

Williams Companies EVP & CFO John Dean Porter reported equity awards that increase his ownership through compensation, not open-market buying. He received 19,644 restricted stock units at a reference price of $72.17 per unit and 20,784 shares of common stock at $72.17 per share.

The restricted stock units convert into common stock on a one-for-one basis. A portion is performance-based, with vesting tied to three-year financial metrics and subject to committee certification, allowing an eventual payout between 0 percent and 200 percent of the awarded units.

Insider Trade Summary

Grant/Award: 40,428 shares

Grant/Award 2 txns

Insider Porter John Dean

Role EVP & CFO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	19,644	$72.17	$1.42M
Grant/Award	Common Stock	20,784	$72.17	$1.50M

Holdings After Transaction: Restricted Stock Units — 19,644 contracts (Direct); Common Stock — 228,107.06 shares (Direct)

Footnotes (2)

1. F1. Time-based restricted stock units convert into common stock on a one-for-one basis.
2. F2. 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.

FAQ

What equity awards did WMB EVP & CFO John Dean Porter receive?

John Dean Porter received 19,644 restricted stock units and 20,784 shares of common stock, both referenced at $72.17. These awards represent stock-based compensation rather than open-market purchases and increase his direct equity exposure to Williams Companies shares over time.

Are John Dean Porter’s Williams Companies RSUs time-based or performance-based?

The filing notes time-based restricted stock units that convert one-for-one into common stock and performance-based restricted stock units. Performance-based units vest only if three-year financial metrics are met and a committee certifies results, with payouts ranging from 0 percent to 200 percent of awarded units.

How do the performance-based RSUs for WMB’s CFO vest and pay out?

Performance-based restricted stock units vest subject to a grant agreement and committee certification that Williams has achieved specified three-year financial metrics. Depending on performance, the final payout can range from 0 percent to 200 percent of the initially awarded units, creating variable potential share delivery.

Does this Form 4 show John Dean Porter buying WMB shares on the market?

No, the transactions are coded as grant or award acquisitions, not open-market buys. They reflect equity compensation in the form of restricted stock units and common shares, both referenced at $72.17, awarded under Williams Companies’ compensation programs rather than discretionary share purchases.

What is the conversion ratio for John Dean Porter’s Williams RSUs?

The filing states that time-based restricted stock units convert into common stock on a one-for-one basis. That means each vested unit delivers one Williams Companies common share, aligning the ultimate value of these awards directly with the company’s future stock price performance at settlement.

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Accepted by SEC EDGAR 02/23/2026 - 03:55 PM Learn about SEC filing dates

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^*

Porter John Dean

(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)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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(1)	02/19/2026	02/19/2026	A		20,784	A	$72.17	228,107.06	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(2)	$0	02/19/2026		A	V	19,644		02/19/2029	02/19/2029	Common Stock	19,644	$72.17	19,644	D

Explanation of Responses:

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

2. 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	02/23/2026
	** 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.