(OKE)

Role: Sr VP Natural Gas
Signature: By: Pat Cipolla, Attorney-in-Fact For: Charles M. Kelley
Stock symbol: OKE
Transactions as of: Feb 23, 2022
Transactions value $: $1,000,013
Form type: 4
Date filed: 2/25/2022, 08:59 AM
Previous filing: Feb 23, 2022
Next filing: Feb 22, 2023

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
transaction	OKE	PSU 2022	Award	$800K	+13.2K		$60.78	13.2K	Feb 23, 2022	Common Stock, par value $.0.01	13.2K		Direct	F1
transaction	OKE	RSU 2022	Award	$200K	+3.29K		$60.78	3.29K	Feb 23, 2022	Common Stock, par value $.0.01	3.29K		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Performance units awarded under Issuer's Equity Incentive Plan. The award will vest on February 23, 2025, for a percentage (0% to 200%) of performance units awarded based upon the Issuer's total shareholder return compared to total shareholder return of a selected peer group, subject to the certification by Executive Compensation Committee of the applicable performance requirements. During the vesting period, the award will be credited with dividend equivalents that will be paid out in shares of common stock at the time the underlying units vest and shares are issued. The award and credited dividend equivalents will be payable one share of the Issuer's common stock for each vested performance unit, including additional performance units resulting from dividend equivalents.
F2	Restricted units awarded under Issuer's Equity Incentive Plan. The award vests on February 23, 2025. During the vesting period, the award will be credited with dividend equivalents that will be paid out in shares of common stock at the time the underlying units vest and are issued. The award and credited dividend equivalents will be payable one share of the Issuer's common stock for each vested restricted unit, including additional restricted units resulting from dividend equivalents.

Content

Performance units awarded under Issuer's Equity Incentive Plan. The award will vest on February 23, 2025, for a percentage (0% to 200%) of performance units awarded based upon the Issuer's total shareholder return compared to total shareholder return of a selected peer group, subject to the certification by Executive Compensation Committee of the applicable performance requirements. During the vesting period, the award will be credited with dividend equivalents that will be paid out in shares of common stock at the time the underlying units vest and shares are issued. The award and credited dividend equivalents will be payable one share of the Issuer's common stock for each vested performance unit, including additional performance units resulting from dividend equivalents.

Restricted units awarded under Issuer's Equity Incentive Plan. The award vests on February 23, 2025. During the vesting period, the award will be credited with dividend equivalents that will be paid out in shares of common stock at the time the underlying units vest and are issued. The award and credited dividend equivalents will be payable one share of the Issuer's common stock for each vested restricted unit, including additional restricted units resulting from dividend equivalents.