Lori Gobillot - Sep 25, 2023 Form 3 Insider Report for ONEOK INC /NEW/ (OKE)

Role
Director
Signature
By: Pat Cipolla, Attorney-in-Fact For: Lori A. Gobillot
Stock symbol
OKE
Transactions as of
Sep 25, 2023
Transactions value $
$0
Form type
3
Date filed
10/4/2023, 10:37 AM
Previous filing
Sep 26, 2023
Next filing
Oct 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding OKE Common Stock 1.41K Sep 25, 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding OKE Phantom Stock-OKE Sep 25, 2023 Common Stock 22.6K Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Agreement and Plan of Merger, dated as of May 14, 2023 (the "Merger Agreement"), by and among ONEOK, Inc. ("ONEOK"), Otter Merger Sub LLC, and Magellan Midstream Partners, L.P. ("Magellan"), each unit of Magellan (the "Magellan Unit") issued and outstanding immediately prior to the time of the merger became effective (the "Effective Time"), was converted into the right to receive 0.667 shares of ONEOK common stock (the "ONEOK Common Stock"). On September 25, 2023, the closing price of one share of ONEOK common stock was $66.54.
F2 Pursuant to the Merger Agreement, each award of phantom units of Magellan ("Magellan Award") based solely on the passage of time that was outstanding at the Effective Time was assumed by ONEOK and converted, on the same terms and conditions of such Magellan Award, into a restricted stock unit award of ONEOK equal to the product obtained by multiplying (x) the number of Magellan Units underlying the Magellan Award by (y) the Equity Exchange Ratio (as defined in the Merger Agreement) and rounded up or down to the nearest whole share of ONEOK Common Stock. Restricted stock units are convertible into Issuer common stock on a 1-for-1 ratio.
F3 The phantom stock becomes payable in cash or common units upon the reporting person's termination of service as a director in accordance with the terms of the Director Deferred Compensation Plan.

Remarks:

Exhibit 24 - Power of Attorney