Williams (NYSE: WMB) SVP nets shares after RSU tax withholding

Rhea-AI Filing Summary

Williams Companies senior vice president Chad A. Teply reported equity compensation activity tied to a 2023 restricted stock unit grant. On February 23, 2026, 34,478 performance-based RSUs were converted into the same number of common shares at a stated price of $72.98 per share.

To cover tax obligations on these awards, the issuer withheld 15,197 shares related to the performance-based RSUs and 9,886 shares related to a 2023 time-based RSU grant, both at $72.98 per share. After these tax-withholding dispositions, Teply directly owned 142,443 shares of Williams common stock.

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

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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)
02/23/2026

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)	02/23/2026	02/23/2026	M		34,478	A	$72.98	167,526	D
Common Stock	02/23/2026	02/23/2026	F		15,197(2)	D	$72.98	152,329	D
Common Stock	02/23/2026	02/23/2026	F		9,886(3)	D	$72.98	142,443	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(4)	$0	02/23/2026		M	V		34,478	02/23/2026	02/23/2026	Common Stock	34,478	$0	0	D

Explanation of Responses:

1. Shares of common stock vesting pursuant to a 2023 performance-based RSU grant agreement between the Reporting Person and the Issuer and including an adjustment for performance at greater than target as certified by the Issuer's Compensation and Management Development Committee.

2. A portion of the shares of common stock in footnote (1) were withheld by the Issuer to satisfy tax withholdings of the Reporting Person.

3. 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.

4. 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:

	Marium Hannon, Attorney-In-Fact	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did WMB executive Chad A. Teply report on this Form 4?

Chad A. Teply reported vesting of 34,478 performance-based RSUs converting into common stock, followed by issuer share withholdings of 15,197 and 9,886 shares to satisfy tax obligations on 2023 RSU awards, leaving him with 142,443 Williams common shares held directly.

Were the Williams (WMB) insider transactions open-market buys or sells?

The reported Williams transactions were not open-market buys or sells. RSUs granted in 2023 vested and converted into shares, and the company withheld a portion of those shares—15,197 and 9,886—to cover tax liabilities associated with the equity awards granted to the executive.

How many Williams (WMB) shares does Chad A. Teply hold after these transactions?

After the RSU conversion and tax-withholding share dispositions, Chad A. Teply directly holds 142,443 Williams common shares. This balance reflects the net shares remaining from the 34,478 RSUs that vested, after 25,083 total shares were withheld to satisfy related tax obligations.

What type of RSUs vested for the WMB senior vice president in this filing?

The RSUs were 2023 performance-based awards whose vesting depended on three-year financial metrics. The Compensation and Management Development Committee certified performance above target, leading to 34,478 units converting into common stock, with a potential payout range from 0 percent to 200 percent of granted units.

Why did Williams (WMB) withhold shares from Chad A. Teply’s RSU vesting?

Williams withheld shares to satisfy Teply’s tax withholding obligations. Specifically, 15,197 shares from performance-based RSUs and 9,886 shares from a 2023 time-based RSU grant were retained by the company instead of being delivered, as permitted for equity award tax settlements.