NORTHWEST PIPELINE LLC
For the period ended Sep 30, 2026. Filed Nov 2, 2026.
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Sep 30, 2026 · Filed Nov 2, 2026
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Combined Notes to Financial Statements
Index of Combined Notes to Financial Statements
The Combined Notes to Financial Statements include information for multiple registrants, specifically The Williams Companies, Inc. (Williams), as well as Transcontinental Gas Pipe Line Company, LLC (Transco) and Northwest Pipeline LLC (NWP), both of which are wholly owned subsidiaries of Williams. References to subsidiaries by name, including equity-method investees, Transco, and NWP, refer exclusively to those businesses and operations.
The following list indicates the Registrants to which each of the combined notes apply. Specific disclosures within each combined note may apply to all Registrants unless indicated otherwise.
| Note | Registrant | Page |
|---|---|---|
| Note 1 – Description of Business and Basis of Presentation | Williams, Transco, NWP | 22 |
| Note 2 – Variable Interest Entities | Williams | 24 |
| Note 3 – Acquisitions and Divestitures | Williams | 26 |
| Note 4 – Revenue Recognition | Williams, Transco, NWP | 30 |
| Note 5 – Provision (Benefit) for Income Taxes | Williams | 35 |
| Note 6 – Debt and Banking Arrangements | Williams, Transco, NWP | 35 |
| Note 7 – Leases | Williams | 37 |
| Note 8 – Fair Value Measurements and Guarantees | Williams, Transco, NWP | 39 |
| Note 9 – Commodity Derivatives | Williams | 41 |
| Note 10 – Contingencies and Commitments | Williams, Transco, NWP | 43 |
| Note 11 – Segment Disclosures | Williams, Transco, NWP | 47 |
Note 1 – Description of Business and Basis of Presentation
Description of Business
Williams is a Delaware corporation whose common stock is listed and traded on the New York Stock Exchange. Its operations are located in the United States and are presented within the following reportable segments: Transmission, Power & Gulf; Northeast G&P; West; and Gas & NGL Marketing Services, consistent with the manner in which Williams’ Chief Executive Officer, the chief operating decision maker (CODM), evaluates performance and allocates resources.
Transmission, Power & Gulf is comprised of interstate natural gas pipelines and their related natural gas storage facilities, including Transco, NWP, MountainWest Pipelines Holding LLC (MountainWest), and a 50 percent equity-method investment in Gulfstream Natural Gas System, L.L.C. (Gulfstream); natural gas gathering and processing (G&P) and crude oil production handling and transportation assets in the Gulf Coast region; and natural gas storage facilities and pipelines providing services in north Texas, Louisiana, and Mississippi. Transmission, Power & Gulf also includes a 51 percent ownership interest in Pantheon Power LLC (Pantheon) (a consolidated variable interest entity, or VIE), which owns the Socrates South power generation facility that was placed in service in the third quarter of 2026 (see Note 7 – Leases) and additional power projects under development.
Northeast G&P is comprised of Williams’ midstream gathering, processing, and fractionation businesses in the Marcellus Shale region primarily in Pennsylvania and New York, and the Utica Shale region of eastern Ohio, as well as a 65 percent interest in Ohio Valley Midstream LLC (Northeast JV) (a consolidated VIE) which operates in West Virginia, Ohio, and Pennsylvania, a 66 percent interest in Cardinal Gas Services, L.L.C. (Cardinal) (a consolidated
VIE) which operates in Ohio, a 50 percent equity-method investment in Blue Racer Midstream LLC (Blue Racer), and Appalachia Midstream Investments.
West is comprised of Williams’ gas gathering, processing, and treating operations in the Denver-Julesberg Basin (DJ Basin) and Piceance regions of Colorado, the southwest and Wamsutter regions of Wyoming, the Barnett Shale region of north-central Texas, the Eagle Ford Shale region of south Texas, and the Haynesville Shale region of east Texas and northwest Louisiana. The Haynesville Shale region also includes gathering, processing, and transportation assets related to the September 2026 Momentum Acquisition (see Note 3 – Acquisitions and Divestitures). In the first quarter of 2026, the Anadarko basin gathering assets in the Mid-Continent region were sold (see Note 3 – Acquisitions and Divestitures). This segment also includes Williams’ NGL storage facilities, an undivided 50 percent interest in a NGL fractionator near Conway, Kansas, and a 50 percent equity-method investment in Overland Pass Pipeline Company LLC (OPPL).
Gas & NGL Marketing Services is comprised of Williams’ NGL and natural gas marketing and trading operations, which include risk management and transactions related to the storage and transportation of natural gas and NGLs on strategically positioned assets, as well as an equity-method investment in Cogentrix Co-Investment Fund, LP (Cogentrix) (a nonconsolidated VIE), representing an approximate 10 percent indirect interest in 10 natural gas power plants.
Transco
Transco is an interstate natural gas transmission company that owns and operates an interstate natural gas pipeline system extending from Texas, Louisiana, Mississippi and the Gulf of America through Alabama, Georgia, South Carolina, North Carolina, Virginia, Maryland, Delaware, Pennsylvania, and New Jersey to the New York City metropolitan area. The system serves customers in Texas and the 12 southeast and Atlantic seaboard states mentioned above, including major metropolitan areas in Georgia, Washington D.C., Maryland, North Carolina, New York, New Jersey, and Pennsylvania. Transco is a single-member limited liability company, and as such, single-member losses are limited to the amount of its investment.
NWP
NWP owns and operates an interstate pipeline system for the mainline transmission of natural gas. This system extends from the San Juan Basin in northwestern New Mexico and southwestern Colorado through Colorado, Utah, Wyoming, Idaho, Oregon, and Washington to a point on the Canadian border near Sumas, Washington. NWP is a single-member limited liability company, and as such, single-member losses are limited to the amount of its investment.
Sale of Partial Interest in Pantheon
In July 2026, Williams sold a 49 percent noncontrolling interest in Pantheon, which owns five power projects, to an investor in exchange for $5.34 billion of committed capital, with the change in ownership accounted for as an equity transaction since Williams retains control of Pantheon. The initial July 2026 contribution increased Noncontrolling interests in consolidated subsidiariesby $3.14 billion, Capital in excess of par value by $458 million, and Deferred income tax liabilities by $144 million. The remaining committed capital is expected to be received through the first quarter of 2027, including $1 billion received in October 2026. These capital contributions are dedicated for funding the construction of the power projects. In addition, Williams has a buyout right during years 7 through 14 for an amount that would provide the investor with a specified return (see Note 2 – Variable Interest Entities).
Basis of Presentation
The accompanying interim financial statements do not include all the notes in the annual financial statements and, therefore, should be read in conjunction with the financial statements and combined notes thereto for the year ended December 31, 2025, in the Annual Report on Form 10-K. The accompanying unaudited financial statements include all normal recurring adjustments and others that, in the opinion of management, are necessary to present fairly the interim financial statements.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying combined notes. Actual results could differ from those estimates.
Significant Risks and Uncertainties
Management believes that the carrying value of certain of Williams’ property, plant, and equipment and intangible assets, notably certain assets acquired by Williams accounted for as business combinations between 2012 and 2014, may be in excess of current fair value. However, the carrying value of these assets, in management’s judgment, continues to be recoverable. It is reasonably possible that future strategic decisions, including transactions such as monetizing assets or contributing assets to new ventures with third parties, as well as unfavorable changes in expected producer activities, could impact management’s assumptions and ultimately result in impairments of these assets. Such transactions or developments may also indicate that certain Williams’ equity-method investments have experienced other-than-temporary declines in value, which could result in impairment.
Accounting Standards Issued But Not Yet Adopted
In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures, which requires public entities to disclose additional information in the notes to financial statements for certain types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales or general and administrative expenses). The amendments are effective for fiscal years beginning after December 15, 2026, and interim periods within those fiscal years beginning after December 15, 2027, with early adoption permitted. The impact of this standard is currently being evaluated.
In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations, which establishes guidance for the recognition, measurement, presentation, and disclosure of environmental credits and related obligations. The amendments are effective for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years, with early adoption permitted. The impact of this standard is currently being evaluated and is expected to primarily relate to NWP's compliance with the Washington State Climate Commitment Act.
Note 2 – Variable Interest Entities
Consolidated VIEs
As of September 30, 2026, Williams consolidated the following VIEs:
Northeast JV
Williams owns a 65 percent interest in the Northeast JV, a subsidiary that is a VIE due to certain voting rights being disproportionate to the obligation to absorb losses and substantially all of the Northeast JV’s activities being performed on Williams’ behalf. Williams is the primary beneficiary because it has the power to direct the activities that most significantly impact the Northeast JV’s economic performance. The Northeast JV provides midstream services for producers in the Marcellus Shale and Utica Shale regions. Future expansion activity is expected to be funded with capital contributions from Williams and the other equity partner on a proportional basis.
Cardinal
Williams owns a 66 percent interest in Cardinal, a subsidiary that provides gathering services for the Utica Shale region and is a VIE due to certain risks shared with customers. Williams is the primary beneficiary because it has the power to direct the activities that most significantly impact Cardinal’s economic performance. Expansion activity is funded with capital contributions from Williams and the other equity partner on a proportional basis.
Driftwood Pipeline
Williams owns an 80 percent interest in Driftwood Pipeline LLC (Driftwood Pipeline), a subsidiary that is a VIE because completion of the Driftwood Pipeline will require additional subordinated financial support from its equity holders in the form of capital contributions. Williams is the primary beneficiary because it has the power to direct the activities that most significantly impact Driftwood Pipeline’s economic performance. Williams, as the operator of Driftwood Pipeline, is responsible for the construction of Line 200 which will supply gas to Louisiana LNG LLC’s (Louisiana LNG) export facility near Lake Charles, Louisiana. The total remaining cost of the project is expected to be funded with capital contributions from Williams and the other equity partner on a proportional basis.
Pantheon
Williams owns a 51 percent interest in Pantheon, a subsidiary that is a VIE due to certain risks shared with a customer. Additionally, Williams is the primary beneficiary because it has the power to direct the activities that most significantly impact Pantheon’s economic performance (see Note 1 – Description of Business and Basis of Presentation).
Consolidated VIEs Balance Sheet Amounts
The following table presents amounts included in the Consolidated Balance Sheet that are only for the use or obligation of the consolidated VIEs:
| September 30, | December 31, | |
|---|---|---|
| 2026 | 2025 | |
| (Millions) | ||
| Assets (liabilities): | ||
| Cash and cash equivalents | $494 | $53 |
| Trade accounts and other receivables | 224 | 155 |
| Inventories | 9 | 6 |
| Other current assets and deferred charges | 8 | 5 |
| Property, plant, and equipment – net | 8,919 | 4,412 |
| Intangible assets – net | 1,749 | 1,831 |
| Regulatory assets, deferred charges, and other | 52 | 23 |
| Accounts payable | (963) | (56) |
| Other current liabilities | (28) | (19) |
| Regulatory liabilities, deferred income, and other | (203) | (78) |
Nonconsolidated VIEs
Williams owns certain equity-method investments that are VIEs because the entities either lack sufficient equity at risk or their equity holders, as a group, lack the power to direct the activities that most significantly impact the entities’ economic performance. Williams’ maximum exposure to loss is limited to the carrying value of these investments (included within Investments in the Consolidated Balance Sheet), which totaled $630 million at
September 30, 2026. Included in this total are Williams’ investments in Louisiana LNG and Cogentrix (discussed below).
Louisiana LNG
Williams owns a 10 percent interest in Louisiana LNG, which is a VIE because completion of the LNG facilities will require additional subordinated financial support from its equity holders in the form of capital contributions. At September 30, 2026, the carrying value of its investment in Louisiana LNG was $330 million. Williams’ maximum exposure to loss is limited to the carrying value of its investment. The total remaining cost of the project is expected to be funded with capital contributions from Williams and the other equity partners on a proportional basis.
Cogentrix
The Cogentrix investment represents an approximate 10 percent indirect interest in 10 natural gas power plants. Williams’ investment is accounted for under the equity-method within the Gas & NGL Marketing Services segment, while the investee is considered an investment company, which requires accounting for its investments at fair value. Williams’ equity earnings from Cogentrix reflect its share of the operating expenses and fair value changes recorded by the investee. The current carrying value reflects the favorable impact to fair value of an announced agreement to sell a significant portion of the underlying power plant assets. The Cogentrix investment is a VIE due primarily to Williams’ limited participation rights to direct Cogentrix’s activities. At September 30, 2026, the carrying value of Williams’ investment in Cogentrix was $261 million. Williams’ maximum exposure to loss is limited to the carrying value of its investment.
Note 3 – Acquisitions and Divestitures
Momentum Acquisition
On September 3, 2026, Williams closed on the acquisition of 100 percent of M6 Midstream LLC (Momentum), which owns gathering, processing, and transportation assets in the Haynesville Shale region (Momentum Acquisition). Total consideration for the acquisition was approximately $5.1 billion, including cash and approximately 27 million shares of Williams common stock valued based on the closing market price as of the transaction close date and subject to certain holding restrictions. Williams retained $869 million outstanding principal amount of long-term debt issued by New Generation Gas Gathering LLC (NG3), a partially-owned consolidated subsidiary of Momentum. Purchases of businesses, net of cash acquired in the Williams Consolidated Statement of Cash Flows includes $2.8 billion reflecting the cash purchase price, reduced for the cash acquired as presented in the purchase price allocation. The purpose of this acquisition was to strengthen Williams’ position in the Haynesville Shale region and advance its strategy to connect growing sources of natural gas production with expanding demand along the Gulf Coast. Assets acquired, acquisition-related costs incurred, and results of operations realized are included within Williams’ West segment.
During the period from the acquisition date of September 3, 2026 to September 30, 2026, the operations acquired in the Momentum Acquisition contributed Revenues of $113 million and Modified EBITDA (as defined in Note 11 – Segment Disclosures) of $40 million.
Acquisition-related costs for the Momentum Acquisition totaled $33 million and are included in General and administrative expenses.
Williams accounted for the Momentum Acquisition as a business combination, which requires, among other things, that identifiable assets acquired and liabilities assumed be recognized at their acquisition date fair values.
The following table presents the preliminary allocation of the acquisition date fair value of the major classes of the assets acquired and liabilities assumed at September 3, 2026. The fair value of accounts receivable acquired equals contractual amounts receivable. The allocation is considered preliminary because the valuation work has not been completed due to the ongoing review of the valuation results and validation of significant inputs and assumptions. Preliminary fair value measurements were made for certain acquired assets and liabilities, primarily property, plant, and equipment, which utilized the cost approach; intangible assets and noncontrolling interests, which utilized the income approach; and retained long-term debt, which utilized the market approach. However, adjustments to those measurements may be made in subsequent periods, up to one year from the acquisition date, as new information related to facts and circumstances as of the acquisition date may be identified.
| (Millions) | |
|---|---|
| Cash and cash equivalents | $228 |
| Trade accounts and other receivables | 179 |
| Other current assets | 4 |
| Property, plant, and equipment – net | 5,763 |
| Intangible assets – net | 490 |
| Other noncurrent assets | 4 |
| Total identifiable assets acquired | 6,668 |
| Current liabilities | (142) |
| Long-term debt | (898) |
| Other noncurrent liabilities | (50) |
| Total liabilities assumed | (1,090) |
| Net identifiable assets acquired | $5,578 |
| Noncontrolling interests | (450) |
| Net assets acquired | $5,128 |
Other intangible assets recognized in the Momentum Acquisition are related to contractual customer relationships from agreements with customers under which Williams performs gas gathering and related services. The basis for determining the value of these intangible assets is estimated future net cash flows to be derived from acquired contractual customer relationships discounted using a risk-adjusted discount rate. These intangible assets are being amortized on a straight-line basis over a period of 20 years which represents the term over which the contractual customer relationships are expected to contribute to Williams’ cash flows. The majority of the expected future revenues from these contractual customer relationships are impacted by Williams’ ability and intent to renew or renegotiate existing customer contracts. Williams expenses costs incurred to renew or extend the terms of its gas gathering contracts with customers. Based on the estimated future revenues during the current contract periods (as estimated at the time of the acquisition), the weighted-average period prior to the next renewal or extension of the existing contractual customer relationships is approximately 9 years.
Supplemental Pro Forma
The following pro forma Revenues and Net income (loss) attributable to The Williams Companies, Inc. for the three and nine months ended September 30, 2026 and 2025, respectively, are presented as if the Momentum Acquisition had been completed on January 1, 2025. These pro forma amounts are not necessarily indicative of what the actual results would have been if the acquisition had in fact occurred on the dates or for the periods indicated, nor do they purport to project Revenues or Net income (loss) attributable to The Williams Companies, Inc. for any future periods or as of any date. These amounts do not give effect to any potential cost savings, operating synergies, or revenue enhancements to result from the transaction or the potential costs to achieve these cost savings, operating synergies, and revenue enhancements.
| Three Months Ended September 30, 2026 | |||
|---|---|---|---|
| As Reported | Pro Forma Momentum (1) | Pro Forma Combined | |
| (Millions) | |||
| Revenues | $3,223 | $351 | $3,574 |
| Net income (loss) attributable to The Williams Companies, Inc. | 700 | 23 | 723 |
| Three Months Ended September 30, 2025 | |||
| As Reported | Pro Forma Momentum | Pro Forma Combined | |
| (Millions) | |||
| Revenues | $2,923 | $327 | $3,250 |
| Net income (loss) attributable to The Williams Companies, Inc. | 647 | 13 | 660 |
| Nine Months Ended September 30, 2026 | |||
| As Reported | Pro Forma Momentum (1) | Pro Forma Combined | |
| (Millions) | |||
| Revenues | $9,306 | $1,293 | $10,599 |
| Net income (loss) attributable to The Williams Companies, Inc. | 2,392 | 70 | 2,462 |
| Nine Months Ended September 30, 2025 | |||
| As Reported | Pro Forma Momentum | Pro Forma Combined | |
| (Millions) | |||
| Revenues | $8,752 | $1,063 | $9,815 |
| Net income (loss) attributable to The Williams Companies, Inc. | 1,884 | 7 | 1,891 |
(1)Excludes results from operations acquired in the acquisition for the period beginning on the acquisition date, as these results are included in the amounts as reported.
Sale of Permian Interests
Consolidated Permian Gathering Assets
In August 2026, Williams completed the sale of certain gas gathering assets in the Permian basin within its West segment for total consideration of $139 million, resulting in the recognition of an $83 million gain in the third quarter of 2026. The gain is reflected in Gain on sale of certain assets, and the proceeds are reflected in Proceeds from sale of business. The results of operations for this disposal group, excluding the gain noted, were not significant for the reporting periods.
Brazos Permian II Equity-Method Investment
In June 2026, Williams completed the sale of an equity-method investment in Brazos Permian II, LLC within its West segment for total consideration of $143 million, resulting in the recognition of a $127 million gain reflected in Other investing income (loss) – net. The consideration received consisted primarily of publicly traded limited partner units of the acquirer measured at fair value on the transaction date, as well as cash reflected in Proceeds from disposition of equity-method investments. The limited partner units are classified as Level 1 within the fair value hierarchy and are remeasured at fair value each reporting period, with changes in fair value recognized in earnings (see Note 8 – Fair Value Measurements and Guarantees). Williams is required to hold the limited partner units for a minimum of six months following closing.
Sale of Mid-Continent Gathering Assets
In February 2026, Williams closed on the sale of certain gas gathering assets in the Mid-Continent region within its West segment for total consideration of $48 million. This disposal group was classified as held for sale, with the associated assets and liabilities included in Assets held for sale and Liabilities held for sale, respectively, at December 31, 2025, and an impairment was recognized (see Note 8 – Fair Value Measurements and Guarantees). The proceeds are reflected in Proceeds from sale of business. The results of operations for this disposal group were not significant for the reporting periods.
Sale of South Mansfield Upstream Interests
In October 2025, Williams entered into an agreement to sell its interests in certain upstream ventures in the South Mansfield area of the Haynesville Shale region, included in upstream operations, for consideration of $398 million with additional contingent consideration to possibly be received through 2029. Williams classified this disposal group as held for sale, with the associated assets and liabilities included in Assets held for sale and Liabilities held for sale, respectively, at December 31, 2025. The transaction closed on January 30, 2026, and as a result of the sale Williams recognized a gain of $182 million in the first quarter of 2026 and an additional gain of $12 million in the second quarter of 2026. The gain is reflected in Gain on sale of certain assets, and the proceeds are reflected in Dispositions – net. The results of operations for this disposal group, excluding the gains noted, were not significant for the reporting periods.
Note 4 – Revenue Recognition
Revenue by Category
The following tables present Williams’ revenue disaggregated by major service line:
| Transmission, Power & Gulf | Northeast G&P | West | Gas & NGL Marketing Services | Other | Eliminations | Total | |
|---|---|---|---|---|---|---|---|
| (Millions) | |||||||
| Revenues from contracts with customers: | |||||||
| Service revenues: | |||||||
| Regulated interstate natural gas transportation and storage | $977 | $— | $— | $— | $— | $(21) | $956 |
| Gathering, processing, transportation, fractionation, and storage: | |||||||
| Monetary consideration | 272 | 498 | 533 | — | — | (69) | 1,234 |
| Commodity consideration | 32 | — | 25 | — | — | — | 57 |
| Other | 33 | 24 | 4 | — | — | (2) | 59 |
| Total service revenues | 1,314 | 522 | 562 | — | — | (92) | 2,306 |
| Product sales | 170 | 16 | 296 | 1,540 | 141 | (467) | 1,696 |
| Total revenues from contracts with customers | 1,484 | 538 | 858 | 1,540 | 141 | (559) | 4,002 |
| Other revenues (1) | 42 | 14 | 1 | 380 | (10) | (4) | 423 |
| Other adjustments (2) | — | — | — | (1,334) | — | 132 | (1,202) |
| Total revenues | $1,526 | $552 | $859 | $586 | $131 | $(431) | $3,223 |
| Revenues from contracts with customers: | |||||||
| Service revenues: | |||||||
| Regulated interstate natural gas transportation and storage | $973 | $— | $— | $— | $— | $(21) | $952 |
| Gathering, processing, transportation, fractionation, and storage: | |||||||
| Monetary consideration | 247 | 463 | 464 | — | — | (64) | 1,110 |
| Commodity consideration | 24 | — | 21 | — | — | — | 45 |
| Other | 10 | 25 | 5 | — | — | (4) | 36 |
| Total service revenues | 1,254 | 488 | 490 | — | — | (89) | 2,143 |
| Product sales | 130 | 31 | 219 | 1,248 | 136 | (416) | 1,348 |
| Total revenues from contracts with customers | 1,384 | 519 | 709 | 1,248 | 136 | (505) | 3,491 |
| Other revenues (1) | 8 | 11 | 3 | 658 | 24 | — | 704 |
| Other adjustments (2) | — | — | — | (1,458) | — | 186 | (1,272) |
| Total revenues | $1,392 | $530 | $712 | $448 | $160 | $(319) | $2,923 |
| Transmission, Power & Gulf | Northeast G&P | West | Gas & NGL Marketing Services | Other | Eliminations | Total | |
|---|---|---|---|---|---|---|---|
| (Millions) | |||||||
| Revenues from contracts with customers: | |||||||
| Service revenues: | |||||||
| Regulated interstate natural gas transportation and storage | $2,917 | $— | $— | $— | $— | $(60) | $2,857 |
| Gathering, processing, transportation, fractionation, and storage: | |||||||
| Monetary consideration | 777 | 1,456 | 1,501 | — | — | (204) | 3,530 |
| Commodity consideration | 81 | 1 | 66 | — | — | — | 148 |
| Other | 80 | 74 | 17 | — | — | (15) | 156 |
| Total service revenues | 3,855 | 1,531 | 1,584 | — | — | (279) | 6,691 |
| Product sales | 428 | 72 | 754 | 5,013 | 422 | (1,281) | 5,408 |
| Total revenues from contracts with customers | 4,283 | 1,603 | 2,338 | 5,013 | 422 | (1,560) | 12,099 |
| Other revenues (1) | 69 | 39 | — | 2,113 | (31) | (6) | 2,184 |
| Other adjustments (2) | — | — | — | (5,368) | — | 391 | (4,977) |
| Total revenues | $4,352 | $1,642 | $2,338 | $1,758 | $391 | $(1,175) | $9,306 |
| Revenues from contracts with customers: | |||||||
| Service revenues: | |||||||
| Regulated interstate natural gas transportation and storage | $2,820 | $— | $— | $— | $— | $(62) | $2,758 |
| Gathering, processing, transportation, fractionation, and storage: | |||||||
| Monetary consideration | 665 | 1,385 | 1,335 | — | — | (164) | 3,221 |
| Commodity consideration | 75 | 1 | 65 | — | — | — | 141 |
| Other | 40 | 74 | 17 | — | — | (14) | 117 |
| Total service revenues | 3,600 | 1,460 | 1,417 | — | — | (240) | 6,237 |
| Product sales | 353 | 132 | 693 | 4,517 | 428 | (1,304) | 4,819 |
| Total revenues from contracts with customers | 3,953 | 1,592 | 2,110 | 4,517 | 428 | (1,544) | 11,056 |
| Other revenues (1) | 23 | 34 | 3 | 2,354 | 50 | (2) | 2,462 |
| Other adjustments (2) | — | — | — | (5,323) | — | 557 | (4,766) |
| Total revenues | $3,976 | $1,626 | $2,113 | $1,548 | $478 | $(989) | $8,752 |
(1)Revenues not derived from contracts with customers primarily consist of physical product sales related to commodity derivative contracts, realized and unrealized gains and losses associated with Williams’ commodity derivative contracts, which are reported in Net gain (loss) from commodity derivativesin the Consolidated Statement of Comprehensive Income, management fees received for certain services provided to operated equity-method investments, and lease revenues from Williams’ Socrates power generation facility (see Note 7 – Leases) and certain corporate office properties.
(2)Other adjustments reflect certain costs of Gas & NGL Marketing Services’ risk management activities. As Williams is acting as agent for natural gas marketing customers or engages in energy trading activities, the resulting revenues are presented net of the related costs of those activities in the Consolidated Statement of Comprehensive Income.
For Transco and NWP, revenue disaggregation by major service line includes Natural gas transportation service revenues, Natural gas storage service revenues, Natural gas product sales, and Other service revenues, which are separately presented in their Statements of Net Income.
Contract Assets
The following tables present a reconciliation of contract assets:
| Three Months Ended September 30, | ||||||
|---|---|---|---|---|---|---|
| Williams | Transco | NWP | ||||
| 2026 | 2025 | 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||||
| Balance at beginning of period | $113 | $102 | $12 | $13 | $24 | $23 |
| Revenue recognized in excess of amounts invoiced | 24 | 13 | — | — | — | 2 |
| Minimum volume commitments invoiced | (7) | (5) | — | — | — | — |
| Amortization of contract assets | (25) | (2) | — | — | (1) | (1) |
| Balance at end of period | $105 | $108 | $12 | $13 | $23 | $24 |
| Nine Months Ended September 30, | ||||||
| Williams | Transco | NWP | ||||
| 2026 | 2025 | 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||||
| Balance at beginning of period | $109 | $98 | $13 | $10 | $24 | $21 |
| Revenue recognized in excess of amounts invoiced | 61 | 71 | — | 4 | — | 5 |
| Minimum volume commitments invoiced | (17) | (58) | — | — | — | — |
| Amortization of contract assets | (48) | (3) | (1) | (1) | (1) | (2) |
| Balance at end of period | $105 | $108 | $12 | $13 | $23 | $24 |
Contract Liabilities
The following tables present a reconciliation of contract liabilities:
| Three Months Ended September 30, | ||||
|---|---|---|---|---|
| Williams | Transco | |||
| 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||
| Balance at beginning of period | $932 | $1,054 | $157 | $168 |
| Payments received and deferred | 42 | 32 | — | — |
| Liabilities acquired and other additions | 49 | — | — | — |
| Significant financing component | 2 | 1 | — | — |
| Recognized in revenue | (77) | (83) | (2) | (3) |
| Balance at end of period | $948 | $1,004 | $155 | $165 |
| Nine Months Ended September 30, | ||||
| Williams | Transco | |||
| 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||
| Balance at beginning of period | $948 | $1,046 | $163 | $173 |
| Payments received and deferred | 169 | 152 | — | — |
| Liabilities acquired and other additions | 49 | 23 | — | — |
| Significant financing component | 5 | 5 | — | — |
| Recognized in revenue | (223) | (222) | (8) | (8) |
| Balance at end of period | $948 | $1,004 | $155 | $165 |
The following table presents the amount of the contract liabilities balance expected to be recognized as revenue when performance obligations are satisfied as of September 30, 2026:
| Contract Liabilities | ||
|---|---|---|
| Williams | Transco | |
| (Millions) | ||
| 2026 (three months) | $57 | $3 |
| 2027 (one year) | 174 | 11 |
| 2028 (one year) | 138 | 11 |
| 2029 (one year) | 110 | 10 |
| 2030 (one year) | 75 | 10 |
| Thereafter | 394 | 110 |
| Total | $948 | $155 |
Remaining Performance Obligations
Remaining performance obligations primarily include reservation charges on contracted capacity for Williams’ gas pipeline firm transportation contracts with customers, storage capacity contracts, long-term contracts containing MVC associated with midstream businesses, and fixed payments associated with offshore gathering and transportation. For Williams’ interstate natural gas pipeline businesses, including Transco and NWP, remaining performance obligations generally reflect the expected rates for such services for the life of the related contracts; however, these rates may change based on future tariffs approved by the FERC.
Remaining performance obligations exclude variable consideration, including contracts with variable consideration for which it has elected the practical expedient for consideration recognized in revenue as billed. Certain of its contracts contain evergreen and other renewal provisions for periods beyond the initial term of the contract. The remaining performance obligation amounts as of September 30, 2026, do not consider potential future performance obligations for which the renewal has not been exercised and exclude contracts with customers for which the underlying facilities have not received FERC authorization to be placed into service. Consideration received prior to September 30, 2026, that will be recognized in future periods is also excluded from its remaining performance obligations and is instead reflected in contract liabilities.
The following table presents the transaction price allocated to the remaining performance obligations under certain contracts as of September 30, 2026:
| Remaining Performance Obligations | |||
|---|---|---|---|
| Williams | Transco | NWP | |
| (Millions) | |||
| 2026 (three months) | $1,202 | $761 | $105 |
| 2027 (one year) | 4,720 | 2,934 | 419 |
| 2028 (one year) | 4,239 | 2,655 | 399 |
| 2029 (one year) | 3,773 | 2,370 | 373 |
| 2030 (one year) | 3,034 | 1,843 | 367 |
| Thereafter | 15,573 | 10,467 | 2,345 |
| Total | $32,541 | $21,030 | $4,008 |
Accounts Receivable
The following is a summary of Williams’Trade accounts and other receivables:
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| (Millions) | ||
| Accounts receivable related to revenues from contracts with customers | $1,697 | $1,532 |
| Receivables from derivatives | 133 | 444 |
| Other accounts receivable | 268 | 108 |
| Trade accounts and other receivables | $2,098 | $2,084 |
Transco and NWP receivables from contracts with customers are included within Receivables - Trade and Receivables - Affiliates. Receivables that are not related to contracts with customers are included within Receivables - Advances to affiliate and Receivables - Other.
Note 5 – Provision (Benefit) for Income Taxes
Williams’Provision (benefit) for income taxes includes:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||
| Current: | ||||
| Federal | $(3) | $(8) | $(6) | $155 |
| State | — | (2) | 15 | 16 |
| (3) | (10) | 9 | 171 | |
| Deferred: | ||||
| Federal | 190 | 185 | 620 | 337 |
| State | 34 | 71 | 96 | 105 |
| 224 | 256 | 716 | 442 | |
| Provision (benefit) for income taxes | $221 | $246 | $725 | $613 |
The effective income tax rates for the total provision (benefit) for the three and nine months ended September 30, 2026 and 2025, are greater than the federal statutory rate, primarily due to the effect of state income taxes.
Note 6 – Debt and Banking Arrangements
Senior Unsecured Debt Activity
Issuances
Issuances in 2026 are as follows:
| Issue Date | Maturity Date | Amount | Rate |
|---|---|---|---|
| (Millions) | |||
| Williams’ Public Issuances: | |||
| September 10, 2026 | October 15, 2029 | $500 | 5.000% |
| September 10, 2026 | September 15, 2033 | 1,000 | 5.600% |
| September 10, 2026 | September 15, 2036 | 750 | 5.800% |
| September 10, 2026 | September 15, 2056 | 500 | 6.400% |
| January 8, 2026 (1) | March 15, 2033 | 500 | 5.650% |
| January 8, 2026 | March 15, 2036 | 1,250 | 5.150% |
| January 8, 2026 | March 15, 2056 | 1,000 | 5.950% |
(1)Additional issuance of the 5.65 percent senior notes due 2033 issued on March 2, 2023, and trade interchangeably with such notes.
In connection with the Momentum Acquisition, Williams retained $869 million outstanding principal amount of secured variable rate debt due in 2029 (see Note 3 – Acquisitions and Divestitures).
Retirements
Retirements in 2026 are as follows:
| Date of Retirement | Maturity Date | Amount | Rate |
|---|---|---|---|
| (Millions) | |||
| Williams: | |||
| March 2, 2026 | March 2, 2026 | $1,100 | 5.400% |
Transco Debt Registration Rights
On November 20, 2025, Transco issued $1 billion of 5.1 percent senior unsecured notes due 2036 and $700 million of 5.75 percent senior unsecured notes due 2056. As part of the private debt placement, Transco entered into a registration rights agreement with the initial purchasers of the unsecured notes. Transco filed the registration statement in February 2026 and completed the exchange offer in April 2026.
Credit Facilities
On May 19, 2026, Williams, along with Transco and NWP, entered into a second amended and restated credit agreement (Williams Credit Agreement) with the lenders named therein and the administrative agent that provides for aggregate commitments of up to $3.75 billion, with the ability to increase such commitments by up to an additional $500 million under certain circumstances, not to exceed $4.25 billion in total. The Williams Credit Agreement was effective on May 19, 2026 and matures on May 19, 2031, and permits an additional one‑year maturity extension up to two times, subject to specified conditions. The facility also permits swing line loans of up to $200 million and letters of credit commitments of up to $500 million. Transco and NWP are each able to borrow up to $500 million under the facility, subject to availability.
On May 19, 2026, Williams, along with Transco and NWP, also entered into a 364-day credit agreement (364-Day Credit Agreement, and together with the Williams Credit Agreement, the Credit Agreements) with the lenders named therein and the administrative agent that provides for aggregate commitments of up to $1 billion with the ability to increase such commitments by up to an additional $150 million under certain circumstances. However, at no time may the aggregate commitments under the 364-Day Credit Agreement exceed $1.15 billion. The facility matures 364 days after the effective date of the 364-Day Credit Agreement (364-Day Maturity Date). The Borrowers may request, prior to the 364-Day Maturity Date, that the revolving loans under the 364-Day Credit Agreement be converted on the 364-Day Maturity Date into term loans that mature one year after the 364-Day Maturity Date, subject to certain conditions. Transco and NWP are each subject to a $100 million borrowing sublimit.
The Credit Agreements contain the following terms and conditions:
Various covenants may limit, among other things, a borrower’s and its material subsidiaries’ ability to grant certain liens supporting indebtedness, merge or consolidate, sell all or substantially all of its assets in certain circumstances, make certain distributions during an event of default, and each borrower and each borrower’s respective material subsidiaries’ ability to enter into certain restrictive agreements.
If an event of default with respect to a borrower occurs under the Credit Agreements, the lenders will be able to terminate the commitments for the respective borrowers and accelerate the maturity of the loans of the defaulting borrower under the applicable credit facility and exercise other rights and remedies.
Other than swing line loans, each time funds are borrowed, the applicable borrower may choose from two methods of calculating interest based on either a fluctuating or periodic fixed base rate, plus an applicable margin. Williams is required to pay a commitment fee based on the unused portion of the applicable Credit Agreements. The applicable margin is determined by reference to a pricing schedule based on the applicable borrower’s senior unsecured long-term debt ratings and the commitment fee is determined by reference to a pricing schedule based on Williams’ senior unsecured long-term debt ratings.
Significant financial covenants under the Credit Agreements require Williams’ ratio of debt to EBITDA (earnings before interest, taxes, depreciation, and amortization), each as defined, to be no greater than 5.0 to 1.0, except that for any fiscal quarter in which the funding of the purchase price for an acquisition (whether effectuated as one or a series of related transactions) with an aggregate purchase price of $25 million or more has been effected, and the following two fiscal quarters (in each case subject to certain limitations), the ratio of debt to EBITDA is to be no greater than 5.5 to 1.
The ratio of debt to capitalization (defined as net worth plus debt), each as defined, must be no greater than 65 percent for each of Transco and NWP.
| September 30, 2026 | |||
|---|---|---|---|
| Stated Capacity · Outstanding | |||
| (Millions) | |||
| Williams Credit Agreement (1)(2) | $3,750 | $— | |
| 364-Day Credit Agreement (2) | 1,000 | — | |
| Letters of credit under certain bilateral bank agreements | 17 | ||
(1)In managing its available liquidity, Williams does not expect a maximum outstanding amount in excess of the capacity of its credit facility inclusive of any outstanding amounts under the commercial paper program.
(2)Williams expects to be in compliance with the associated covenants for the September 30, 2026, reporting period.
Commercial Paper Program
At September 30, 2026, no commercial paper was outstanding under Williams’ $3.5 billion commercial paper program.
Note 7 – Leases
Lessor
Williams is a lessor through certain power purchase agreements, whereby Williams provides power generation and pipeline capacity to a counterparty on a firm basis.
In the third quarter of 2026, the Socrates South power generation facility was placed in service. The related power purchase agreement has an initial noncancellable term of 10 years with an option for the customer to extend the term by an additional five years.
Williams determined that the agreement contains an operating lease. Judgment is used in determining whether the power purchase agreements contain leases and whether they are classified as operating, sales-type, or direct financing leases. Operating lease income is recognized within Service revenues in the Consolidated Statement of Income.
Williams has elected the lessor practical expedient to not separate lease and qualifying nonlease components associated with the power purchase agreements. The qualifying nonlease components primarily consist of certain operating and maintenance services. Williams determined that the lease component is predominant and accounts for the combined components as an operating lease with the related income recognized on a straight-line basis over the lease term. Variable lease income primarily consists of usage-based charges for power generated and fuel used during the period and is recognized in the period earned.
Lease income related to power projects was as follows:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||
| Lease income — fixed | $35 | $— | $35 | $— |
| Lease income — variable | 5 | — | 5 | — |
| Total operating lease income | $40 | $— | $40 | $— |
At September 30, 2026, the gross carrying amount of power generation facilities and associated gas pipeline infrastructure subject to operating leases was $1 billion.
At September 30, 2026, future lease payments to be received under operating lease terms related to in-service power projects were as follows:
| (Millions) | |
|---|---|
| 2026 | $51 |
| 2027 | 205 |
| 2028 | 205 |
| 2029 | 205 |
| 2030 | 205 |
| 2031 | 205 |
| Thereafter | 942 |
| Total | $2,018 |
Note 8 – Fair Value Measurements and Guarantees
The following table presents, by level within the fair value hierarchy, certain of Williams’, Transco’s, and NWP’s significant financial assets and liabilities. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, and commercial paper approximate fair value because of the short-term nature of these instruments. Therefore, these assets and liabilities are not presented in the following table.
| Fair Value Measurements Using | |||||
|---|---|---|---|---|---|
| CarryingAmount | FairValue | QuotedPrices InActiveMarkets forIdenticalAssets(Level 1) | SignificantOtherObservableInputs(Level 2) | SignificantUnobservableInputs(Level 3) | |
| (Millions) | |||||
| Assets (liabilities) at September 30, 2026: | |||||
| Measured on a recurring basis: | |||||
| ARO Trust - Transco | $320 | $320 | $320 | $— | $— |
| Commodity derivative assets (1) | 262 | 639 | 383 | 149 | 107 |
| Commodity derivative liabilities (1) | (301) | (898) | (525) | (287) | (86) |
| Equity securities | 125 | 125 | 125 | — | — |
| Additional disclosures: | |||||
| Guarantees | (34) | (26) | — | (10) | (16) |
| Debt by issuer, including current portion: | |||||
| Williams | (26,034) | (24,381) | — | (24,381) | — |
| Transco | (5,874) | (5,464) | — | (5,464) | — |
| NWP | (749) | (747) | — | (747) | — |
| MountainWest | (380) | (365) | — | (365) | — |
| NG3 (see Note 3) | (897) | (896) | — | (896) | — |
| Total debt | (33,934) | (31,853) | — | (31,853) | — |
| Assets (liabilities) at December 31, 2025: | |||||
| Measured on a recurring basis: | |||||
| ARO Trust - Transco | $356 | $356 | $356 | $— | $— |
| Commodity derivative assets (1) | 336 | 722 | 431 | 158 | 133 |
| Commodity derivative liabilities (1) | (340) | (915) | (497) | (270) | (148) |
| Additional disclosures: | |||||
| Guarantees | (35) | (28) | — | (12) | (16) |
| Debt by issuer, including current portion: | |||||
| Williams | (21,649) | (21,556) | — | (21,556) | — |
| Transco | (5,888) | (5,941) | — | (5,941) | — |
| NWP | (748) | (747) | — | (747) | — |
| MountainWest | (376) | (385) | — | (385) | — |
| Total debt | (28,661) | (28,629) | — | (28,629) | — |
(1)The carrying amount is presented net of counterparty offsetting arrangements and collateral (see Note 9 – Commodity Derivatives).
Fair Value Methods
The following methods and assumptions are used in estimating the fair value of financial instruments:
Assets and Liabilities Measured at Fair Value on a Recurring Basis
ARO Trust
Transco is entitled to collect rates in the amounts necessary to fund its future asset retirement obligations (AROs) and deposits a portion of the collected rates into an external trust (ARO Trust). The ARO Trust invests in a moderate risk portfolio of actively traded mutual funds that are measured at fair value on a recurring basis based on quoted prices in an active market and is reported in Regulatory assets, deferred charges, and other in Williams’ Consolidated Balance Sheet and in Deferred charges and otherin the Transco Balance Sheet. The Money market fund held in the ARO Trust is considered an investment. Both realized and unrealized gains and losses are ultimately recorded to the ARO regulatory asset. The current annual funding obligation is approximately $51 million.
Investments within the ARO Trust were as follows:
| September 30, 2026 | December 31, 2025 | |||
|---|---|---|---|---|
| Amortized Cost Basis | Fair Value | Amortized Cost Basis | Fair Value | |
| (Millions) | ||||
| Money market fund | $6 | $6 | $34 | $34 |
| U.S. equity funds | 39 | 147 | 53 | 169 |
| International equity fund | 32 | 58 | 32 | 51 |
| Municipal bond fund | 117 | 109 | 104 | 102 |
| Total | $194 | $320 | $223 | $356 |
Commodity derivatives
Williams’ commodity derivatives include exchange-traded contracts and over-the-counter (OTC) contracts, which consist of physical forwards, futures, and swaps that are measured at fair value on a recurring basis. Williams also has other derivatives related to asset management agreements and other contracts that require physical delivery. Derivatives classified as Level 1 are valued using New York Mercantile Exchange (NYMEX) futures prices. Derivatives classified as Level 2 are valued using basis transactions that represent the cost to transport natural gas from a NYMEX delivery point to the contract delivery point. These transactions are based on quotes obtained either through electronic trading platforms or directly from brokers. Derivatives classified as Level 3 are valued using a combination of observable and unobservable inputs. See Note 9 – Commodity Derivatives for additional information.
Equity securities
Williams has certain investments in equity securities consisting of publicly traded limited partner units that are actively traded on the New York Stock Exchange (see Note 3 – Acquisitions and Divestitures). These equity securities are classified as Level 1 within the fair value hierarchy and are measured at fair value on a recurring basis using quoted market prices. Changes in fair value are recognized in Other investing income (loss) – net and the fair value is reported in Other current assets and deferred charges.
Additional Fair Value Disclosures
Guarantees
Guarantees primarily consist of a guarantee Williams has provided in the event of nonpayment by a previously owned communications subsidiary, Williams Communications Group, Inc., (WilTel), on a lease performance obligation that extends through 2042. Guarantees also include an indemnification related to a disposed operation.
To estimate the fair value of the WilTel guarantee, an estimated default rate is applied to the sum of the future contractual lease payments using an income approach. The estimated default rate is determined by obtaining the average cumulative issuer-weighted default rate based on the credit rating of WilTel’s current owner and the term of the underlying obligation. The default rate is published by Moody’s Investors Service. The carrying value of the WilTel guarantee is reported in Other current liabilities. The maximum potential undiscounted liquidity exposure is approximately $20 million at September 30, 2026. The exposure declines systematically through the remaining term of WilTel’s obligation.
The fair value of the guarantee associated with the indemnification related to a disposed operation was estimated using an income approach that considered probability-weighted scenarios of potential levels of future performance. The terms of the indemnification do not limit the maximum potential future payments associated with the guarantee. The carrying value of this guarantee is reported in Regulatory liabilities, deferred income, and other.
Williams is required by its revolving credit agreement to indemnify lenders for certain taxes required to be withheld from payments due to the lenders and for certain tax payments made by the lenders. The maximum potential amount of future payments under these indemnifications is based on the related borrowings and such future payments cannot currently be determined. These indemnifications generally continue indefinitely unless limited by the underlying tax regulations and haveno carrying value. Williams has never been called upon to perform under these indemnifications and there is no current expectation of a future claim.
Long-term debt, including current portion
The disclosed fair value of long-term debt is determined primarily by a market approach using broker quoted indicative period-end bond prices. The quoted prices are based on observable transactions in less active markets for the debt or similar instruments. Transco includes financing obligations associated with certain completed projects, which were measured at fair value using an income approach.
Nonrecurring Fair Value Measurements
In December 2025, Williams’ management approved a plan to sell certain gas gathering assets in the Mid-Continent region. These operations were designated as held for sale at December 31, 2025. Accordingly, the disposal group, inclusive of Intangible assets – net, was measured at fair value using the expected sales price under a third-party contract, resulting in a fourth quarter 2025 impairment charge of $176 million within the West segment. Using these inputs, the fair value of the disposal group was measured at $48 million and classified within Level 2 of the fair value hierarchy. The estimated fair value of the Property, plant, and equipment – net and Intangible assets – netwere determined using a market approach incorporating indications of interest from third parties. This disposal group was sold in the first quarter of 2026 (see Note 3 – Acquisitions and Divestitures).
Note 9 – Commodity Derivatives
Williams is exposed to commodity price risk and utilizes derivatives to manage a portion of that risk. Williams reports the fair value of commodity derivatives in Derivative assets; Regulatory assets, deferred charges, and other; Derivative liabilities; or Regulatory liabilities, deferred income, and other. The asset and liability derivative positions are netted by counterparty as permitted under the terms of the master netting arrangements and are also presented net of cash held on deposit in margin accounts that Williams has received or remitted to collateralize certain derivative positions. See Note 8 – Fair Value Measurements and Guarantees for additional fair value information. In Williams’ Consolidated Statement of Cash Flows, any cash impacts of settled commodity derivatives are recorded as operating activities.
Williams experiences significant earnings volatility from the fair value accounting required for the derivatives used to hedge a portion of the economic value of the underlying transportation and storage capacity portfolios as well as upstream-related production. However, the unrealized fair value measurement gains and losses on the derivatives are generally offset by valuation changes in the economic value of the underlying production or transportation and storage capacity contracts, which are not recognized until the underlying transaction occurs.
Volumes
At September 30, 2026, the notional volume of the net long (short) positions for Williams’ commodity derivative contracts were as follows:
| Commodity | Unit of Measure | Net Long (Short) Position | |
|---|---|---|---|
| Index Risk | Natural Gas | MMBtu | 1,011,810,669 |
| Central Hub Risk - Henry Hub | Natural Gas | MMBtu | (30,910,653) |
| Basis Risk | Natural Gas | MMBtu | 514,399,483 |
| Central Hub Risk - Mont Belvieu | Natural Gas Liquids | Barrels | (1,320,000) |
| Basis Risk | Natural Gas Liquids | Barrels | (255,000) |
| Central Hub Risk - WTI | Crude Oil | Barrels | (405,000) |
Financial Statement Presentation
The fair value of commodity derivatives, which are not designated as hedging instruments for accounting purposes, is reflected as follows:
| September 30,2026 | December 31,2025 | |||
|---|---|---|---|---|
| Commodity Derivatives Categories | Assets | (Liabilities) | Assets | (Liabilities) |
| (Millions) | ||||
| Current | $420 | $(539) | $494 | $(535) |
| Noncurrent | 219 | (359) | 228 | (380) |
| Total commodity derivatives | 639 | (898) | 722 | (915) |
| Counterparty and collateral netting offset | (377) | 597 | (386) | 575 |
| Amounts recognized in Williams’ Consolidated Balance Sheet | $262 | $(301) | $336 | $(340) |
The pre-tax impacts of Williams’ commodity derivatives, which are not designated as hedging instruments for accounting purposes, are reflected as follows:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (Millions) | ||||
| Net gain (loss) from commodity derivatives within Total revenues: | ||||
| Realized | $(20) | $7 | $(201) | $(21) |
| Unrealized | 22 | 49 | (62) | 51 |
| $2 | $56 | $(263) | $30 | |
| Net gain (loss) from commodity derivatives within Net processing commodity expenses: | ||||
| Realized | $— | $— | $(3) | $(2) |
| Unrealized | — | 2 | 1 | 4 |
| $— | $2 | $(2) | $2 | |
| Total net gain (loss) from commodity derivatives | $2 | $58 | $(265) | $32 |
Contingent Features
Generally, collateral may be provided in the form of a parent guaranty, letter of credit, or cash. If collateral is required, fair value amounts recognized for the right to reclaim cash collateral or the obligation to return cash collateral are offset against fair value amounts recognized for derivatives executed with the same counterparty.
Williams has specific trade and credit contracts that contain minimum credit rating requirements. These credit rating requirements typically give counterparties the right to suspend or terminate credit if Williams’ credit ratings are downgraded to non-investment grade status. Under such circumstances, Williams would need to post collateral to continue transacting business with these counterparties. At September 30, 2026, the contractually required collateral in the event of a credit rating downgrade to non-investment grade status was $69 million.
Williams maintains accounts with brokers or the clearing houses of certain exchanges to facilitate financial derivative transactions. Based on the value of the positions in these accounts and the associated margin requirements, Williams may be required to deposit cash into these accounts. At September 30, 2026 and December 31, 2025, net cash collateral held on deposit in broker margin accounts was $220 million and $189 million, respectively.
Note 10 – Contingencies and Commitments
Royalty Matters
Certain customers, including Expand Energy Corporation (formerly Chesapeake Energy Corporation or Chesapeake), have been named in various lawsuits alleging underpayment of royalties and claiming, among other things, violations of anti-trust laws and the Racketeer Influenced and Corrupt Organizations Act. Williams has also been named as a defendant in certain of these cases filed in Pennsylvania based on allegations that Williams improperly participated with Chesapeake in causing the alleged royalty underpayments. Williams believes that the claims asserted are subject to indemnity obligations owed to Williams by Chesapeake, which obligations survived Chesapeake’s bankruptcy proceedings. Prior to its bankruptcy, Chesapeake reached a settlement to resolve substantially all Pennsylvania royalty cases pending. During the pendency of the bankruptcy, that settlement was renegotiated. The settlement applied to both Chesapeake and Williams and did not require any contribution from Williams. On August 23, 2021, after referral to the United States District Court for the Southern District of Texas by the bankruptcy court, the court approved the settlement. Two objectors filed an appeal with the United States Court of Appeals for the Fifth Circuit. On June 8, 2023, the Court of Appeals vacated the settlement approval and remanded to the United States District Court for the Southern District of Texas with instructions to dismiss the settlement proceedings for lack of jurisdiction. On August 31, 2023, the bankruptcy court entered an order finding the settlement agreements to be null and void. Certain plaintiffs filed a notice of dismissal of their claims against Chesapeake that arose prior to February 8, 2021, in the United States District Court for the Middle District of Pennsylvania lawsuits. The notice stated that plaintiffs are not releasing their claims against the other defendants, including Williams, or claims against Chesapeake that arose after February 9, 2021. Chesapeake has been dismissed from the lawsuits. In September 2026, Williams settled one of the Pennsylvania cases and does not consider the remaining matter to be significant. Williams continues to believe the remaining claim against Williams is subject to indemnity obligations owed to Williams by Chesapeake.
Rate Matters
On August 30, 2024, Transco filed a general rate case with the FERC for an overall increase in rates and to comply with the terms of the settlement of its prior rate case. On September 30, 2024, the FERC issued an order accepting and suspending Transco’s general rate filing to be effective March 1, 2025, subject to refund and the outcome of hearing procedures established by the FERC. The order also accepted rate decreases for certain services to be effective as of October 1, 2024. During the third quarter of 2025, Transco reached an agreement in principle with its customers and the other participants to settle all aspects of the rate case and accrued a related liability for rate refunds. Transco filed with the FERC in October 2025 for approval of the settlement. On December 30, 2025, the FERC approved the settlement which became effective March 1, 2026. A total net amount of $221 million was refunded in April 2026.
Construction Litigation
In February 2025, Transco received an adverse judgment related to litigation in the United States Bankruptcy Court for the District of Delaware involving a contractor that performed construction services for Transco’s Atlantic Sunrise project, which was completed in 2018. The total judgment award included amounts for unpaid invoices, interest, and attorney fees. During the fourth quarter of 2025, Transco reached an agreement in principle with the contractor to settle all aspects of the case. Transco accrued a related liability, capitalizing the amount of the settlement in principle. On March 27, 2026, the court approved the settlement and on April 14, 2026, the settlement was paid. Transco recovered $22 million of the settlement amount paid from the co-owner of the project in May 2026.
Environmental Matters
The U.S. Environmental Protection Agency (EPA), other federal agencies, and various state regulatory agencies routinely propose and promulgate new rules, issue updated guidance to rules, or revise existing rules. These rulemakings include, but are not limited to, reviews and updates to the National Ambient Air Quality Standards, and promulgation of rules for new and existing source performance standards for certain equipment emitting volatile organic compounds and methane as well as limitations on emissions of greenhouse gas compounds. Regulatory changes are continuously monitored including how they may impact operations. Implementation of new or revised regulations may result in impacts to operations and increase the cost of additions to Property, plant, and equipment – net for both new and existing facilities in affected areas; however, due to regulatory uncertainty on final rule content or guidance and applicability timeframes, the cost of these regulatory impacts is not known at this time.
Williams is a participant in certain environmental activities in various stages including assessment studies, cleanup operations, and/or remedial processes at certain sites, some of which Williams currently does not own. Williams is monitoring these sites in a coordinated effort with other potentially responsible parties, the EPA, or other governmental authorities. Williams is jointly and severally liable along with unrelated third parties in some of these activities and solely responsible in others. Certain of Williams’ subsidiaries have been identified as potentially responsible parties at various Superfund and state waste disposal sites. In addition, these subsidiaries have incurred, or are alleged to have incurred, various other hazardous materials removal or remediation obligations under environmental laws. At September 30, 2026, Williams has accrued liabilities totaling $38 million for these matters, as discussed below. Estimates of the most likely costs of cleanup are generally based on completed assessment studies, preliminary results of studies, or Williams’ experience with other similar cleanup operations. At September 30, 2026, certain assessment studies were still in process for which the ultimate outcome may yield different estimates of most likely costs. Therefore, the actual costs incurred will depend on the final amount, type, and extent of contamination discovered at these sites, the final cleanup standards mandated by the EPA or other governmental authorities, and other factors.
Continuing operations
Williams’ interstate gas pipelines are involved in remediation and monitoring activities related to certain facilities and locations for polychlorinated biphenyls (PCBs), mercury, and other hazardous substances. These activities have involved the EPA and various state environmental authorities, resulting in Williams’ identification as a potentially responsible party (PRP) at various Superfund waste sites. At September 30, 2026, Williams has accrued liabilities of $11 million (see Transco and NWP below) for these costs and expects to recover approximately $3 million through rates.
Williams also accrues environmental remediation costs for natural gas underground storage facilities, primarily related to soil and groundwater contamination. At September 30, 2026, Williams has accrued liabilities totaling $8 million for these costs.
Former operations
Williams has potential obligations in connection with assets and businesses it no longer operates. These potential obligations include remediation activities at the direction of federal and state environmental authorities and the indemnification of the purchasers of certain of these assets and businesses for environmental and other liabilities existing at the time the sale was consummated. At September 30, 2026, Williams has accrued environmental liabilities of $19 million related to these matters.
Transco
Transco has had studies underway for many years to test some of its facilities for the presence of toxic and hazardous substances such as PCBs and mercury to determine to what extent, if any, remediation may be necessary. Transco has also similarly evaluated past on-site disposal of hydrocarbons at a number of its facilities. Transco has worked closely with and responded to data requests from the EPA and state agencies regarding such potential contamination of certain of its sites. Transco is conducting environmental assessments and implementing a variety of remedial measures that may result in increases or decreases in the total estimated costs. Transco also has a program for monitoring certain environmental activities at its Eminence storage facility. At September 30, 2026, Transco has accrued liabilities of approximately $10 million for the expected ongoing remediation and monitoring costs.
Transco has been identified as a PRP at various Superfund and state waste disposal sites. Based on present volumetric estimates and other factors, its estimated aggregate exposure for remediation of these sites is less than $1 million. The estimated remediation costs for all of these sites are included in the environmental liabilities discussed above. Liability under the Comprehensive Environmental Response, Compensation and Liability Act and applicable state law can be joint and several with other PRPs. Although volumetric allocation is a factor in assessing liability, it is not necessarily determinative; thus, the ultimate liability could be substantially greater than the amounts described above.
Transco considers prudently incurred environmental assessment and remediation costs and the costs associated with compliance with environmental standards to be recoverable through rates. Historically, with limited exceptions, it has been permitted recovery of environmental costs, and it is Transco’s intent to continue seeking recovery of such costs through future rate filings.
NWP
Beginning in the mid-1980s, NWP evaluated many of its facilities for the presence of toxic and hazardous substances to determine to what extent, if any, remediation might be necessary. NWP identified PCB contamination in air compressor systems, soils, and related properties at certain compressor station sites. Similarly, it identified hydrocarbon impacts at these facilities due to the former use of earthen pits, lubricating oil leaks or spills, and excess pipe coating released to the environment. In addition, heavy metals have been identified at these sites due to the former use of mercury containing meters and paint and welding rods containing lead, cadmium, and arsenic. The PCBs were remediated pursuant to a Consent Decree with the EPA in the late 1980s, and NWP conducted a voluntary clean-up of the hydrocarbon and mercury impacts in the early 1990s. In 2005, the Washington Department of Ecology required NWP to re-evaluate previous clean-ups in Washington. During 2006 to 2015, 129 meter stations were evaluated, of which 82 required remediation. As of September 30, 2026, six meter stations are still being evaluated. During 2006 to 2018, 14 compressor stations were evaluated, of which 11 required remediation. As of September 30, 2026, four compressor stations are still being remediated. NWP had accrued liabilities totaling approximately $1 million at September 30, 2026, for the ongoing remediation. NWP is conducting environmental assessments and implementing a variety of remedial measures that may result in increases or decreases in the total estimated costs.
Environmental expenditures are expensed or capitalized depending on their future economic benefit and potential for rate recovery. NWP believes that, with respect to any expenditures required to meet applicable standards and regulations, the FERC would grant the requisite rate relief so that substantially all of such expenditures would be permitted to be recovered through rates.
Washington State Climate Commitment Act
In 2021, the state of Washington passed its Climate Commitment Act establishing a market-based cap-and-invest program to reduce carbon emissions. This program took effect on January 1, 2023, and sets a limit, or cap, on overall carbon emissions in the state and requires businesses like NWP to obtain allowances equal to its annual covered carbon emissions. The state’s cap will be reduced over time to meet the state’s carbon emissions reduction targets, which means fewer carbon emissions allowances will be available to purchase each year. These allowances can be purchased through quarterly auctions hosted by the state or bought and sold on a secondary market. In 2023, NWP began purchasing allowances for the carbon emissions from nine of its thirteen compressor stations within the state whose annual carbon emissions have exceeded 25,000 metric tons of carbon dioxide equivalent at least once since 2015. Additionally, NWP has program obligations as a natural gas supplier and began purchasing allowances for NWP’s delivery of natural gas to certain of its customers and certain of its facilities in the state whose annual carbon emissions are insufficient to require its direct participation in the program. NWP’s latest rate case settlement allows it to recover the costs of purchasing allowances under the program in its next rate case.
At September 30, 2026 and December 31, 2025, totals of $89 million and $72 million, respectively, were included in Regulatory assets and were comprised of the cost of the purchased allowances held, the estimated difference between the allowances held and the allowances required, and the interest income component of the regulatory asset. At September 30, 2026 and December 31, 2025, $1 million and $6 million respectively, were recorded in Other current liabilities as the estimated difference. Interest income of $4 million for the nine months ended September 30, 2026 and 2025, were reflected in Other income (expense) – net.
Other Divestiture Indemnifications
Pursuant to various purchase and sale agreements relating to divested businesses and assets, Williams has indemnified certain purchasers against liabilities that they may incur with respect to the businesses and assets acquired. The indemnities provided to the purchasers are customary in sale transactions and are contingent upon the purchasers incurring liabilities that are not otherwise recoverable from third parties.
At September 30, 2026, other than as previously disclosed, Williams is not aware of any material claims against it involving the above-described indemnities. Any claim for indemnity brought against Williams in the future may have a material adverse effect on Williams’ results of operations in the period in which the claim is made.
In addition to the foregoing, various other proceedings are pending against Williams that are incidental to its operations, none of which are expected to be material to Williams’ expected future annual results of operations, liquidity, and financial position.
Summary
Williams, Transco, and NWP have disclosed estimated ranges of reasonably possible losses for certain matters above, as well as all significant matters for which they are unable to reasonably estimate a range of possible loss. Williams, Transco, and NWP estimate that for all other matters for which they are able to reasonably estimate a range of loss, the aggregate reasonably possible losses beyond amounts accrued are immaterial to expected future annual results of operations, liquidity, and financial position. These calculations have been made without consideration of any potential recovery from third parties.
Commitments
Commitments for construction and acquisition of property, plant, and equipment for Williams are approximately $5.9 billion at September 30, 2026. A significant portion of the Williams commitment relates to acquisition of long-lead time equipment for power projects, which are backed by reimbursement from the power project customer if the equipment order is cancelled.
Note 11 – Segment Disclosures
Williams’four reportable segments are Transmission, Power & Gulf; Northeast G&P; West; and Gas & NGL Marketing Services. See Note 1 – Description of Business and Basis of Presentation.
Performance Measurement
Williams’ CODM is the Chief Executive Officer. Williams’ CODM primarily utilizes Modified EBITDA, its measure of segment profit and loss, to evaluate performance and make decisions on capital allocation and human resources. Such evaluation includes periodic comparisons of actual performance versus historical and budget, as well as projections of Modified EBITDA.
Williams defines Modified EBITDAof reportable segments as follows:
Income (loss) before income taxes excluding:
Contributions from upstream operations, corporate, and other business activities, including the gain on the sale of certain upstream assets;
Depreciation, depletion, and amortization expenses;
Equity earnings (losses);
Other investing income (loss)– net;
Interest expense; and
Accretion expense associated with AROs for nonregulated operations.
This measure is further adjusted to include Williams’ proportionate share (based on ownership interest) of Modified EBITDA from its equity-method investments, including its indirect share from interests owned by equity-method investees, calculated consistently with the definition described above.
Significant noncash items which are components of Modified EBITDAmay include net unrealized gain (loss) from commodity derivatives within Total revenues, net unrealized gain (loss) from commodity derivatives within Net processing commodity expenses for Williams’ Gas & NGL Marketing Services segment, charges associated with lower of cost or net realizable value adjustments to the Gas & NGL Marketing Services segment inventory within Product sales (for natural gas marketing inventory as these sales are presented net of the related costs) and Product costs(for NGL marketing inventory), and impairments or write-offs of certain assets within Other operating (income) expense – net.
Intersegment Service revenues primarily represent transportation services provided to Williams’ marketing business and gathering services provided to its upstream oil and gas properties. Intersegment Product sales primarily represent the sale of natural gas and NGLs from Williams’ natural gas processing plants and its oil and gas properties to its marketing business.
Segment assets include Investments, Property, plant, and equipment – net, and Intangible assets – net.
The following tables present revenues, Modified EBITDA, significant expenses, and certain segment assets measures:
| Transmission, Power & Gulf · Northeast G&P · West · Gas & NGL Marketing Services (1) · Total | ||||||
|---|---|---|---|---|---|---|
| (Millions) | ||||||
| Segment revenues: | ||||||
| Service revenues | ||||||
| External | $1,304 | $533 | $471 | $— | $2,308 | |
| Internal | 24 | 3 | 67 | — | 94 | |
| Total service revenues | 1,328 | 536 | 538 | — | 2,402 | |
| Total service revenues – commodity consideration | 32 | — | 25 | — | 57 | |
| Product sales | ||||||
| External | 43 | 7 | 84 | 664 | 798 | |
| Internal | 127 | 9 | 212 | (107) | 241 | |
| Total product sales | 170 | 16 | 296 | 557 | 1,039 | |
| Net gain (loss) from commodity derivatives | ||||||
| Realized | (4) | — | — | (3) | (7) | |
| Unrealized | — | — | — | 32 | 32 | |
| Total net gain (loss) from commodity derivatives (2) | (4) | — | — | 29 | 25 | |
| Total revenues of reportable segments | $1,526 | $552 | $859 | $586 | $3,523 | |
| Segment costs and expenses and Proportional Modified EBITDA of equity-method investments: | ||||||
| Product costs and net realized processing commodity expenses | (175) | (16) | (285) | (545) | ||
| Operating and administrative expenses (3) | (353) | (111) | (215) | (19) | ||
| Recoverable power, transportation, and storage costs (4) | (76) | (49) | (18) | — | ||
| Other segment income (expenses) - net (5) | 40 | (3) | (1) | — | ||
| Gain on sale of certain assets (Note 3) | — | — | 83 | — | ||
| Proportional Modified EBITDA of equity-method investments | 38 | 169 | 28 | 17 | ||
| Total Modified EBITDA of reportable segments | $1,000 | $542 | $451 | $39 | $2,032 | |
| Reconciliation of Modified EBITDA: | ||||||
| Contributions from upstream operations, corporate, and other business activities | 52 | |||||
| Depreciation, depletion, and amortization expenses | (620) | |||||
| Equity earnings (losses) | 157 | |||||
| Other investing income (loss) - net (Note 3) | 30 | |||||
| Interest expense | (385) | |||||
| Accretion expense associated with AROs for nonregulated operations | (26) | |||||
| Proportional Modified EBITDA of equity-method investments | (252) | |||||
| Income (loss) before income taxes | $988 | |||||
| Additions to long-lived segment assets | $2,139 | $28 | $5,022 | $— | $7,189 | |
| Transmission, Power & Gulf · Northeast G&P · West · Gas & NGL Marketing Services (1) · Total | ||||||
|---|---|---|---|---|---|---|
| (Millions) | ||||||
| Segment revenues: | ||||||
| Service revenues | ||||||
| External | $1,213 | $495 | $409 | $— | $2,117 | |
| Internal | 24 | 4 | 61 | — | 89 | |
| Total service revenues | 1,237 | 499 | 470 | — | 2,206 | |
| Total service revenues – commodity consideration | 24 | — | 21 | — | 45 | |
| Product sales | ||||||
| External | 42 | 7 | 38 | 576 | 663 | |
| Internal | 88 | 24 | 181 | (161) | 132 | |
| Total product sales | 130 | 31 | 219 | 415 | 795 | |
| Net gain (loss) from commodity derivatives | ||||||
| Realized | 1 | — | 2 | (11) | (8) | |
| Unrealized | — | — | — | 44 | 44 | |
| Total net gain (loss) from commodity derivatives (2) | 1 | — | 2 | 33 | 36 | |
| Total revenues of reportable segments | $1,392 | $530 | $712 | $448 | $3,082 | |
| Segment costs and expenses and Proportional Modified EBITDA of equity-method investments: | ||||||
| Product costs and net realized processing commodity expenses | (139) | (25) | (211) | (398) | ||
| Net unrealized gain (loss) from commodity derivatives within Net processing commodity expenses | — | — | — | 2 | ||
| Operating and administrative expenses (3) | (290) | (114) | (150) | (14) | ||
| Recoverable power, transportation, and storage costs (4) | (64) | (42) | (17) | — | ||
| Other segment income (expenses) - net (5) | 37 | (5) | (28) | — | ||
| Proportional Modified EBITDA of equity-method investments | 37 | 161 | 36 | 16 | ||
| Total Modified EBITDA of reportable segments | $973 | $505 | $342 | $54 | $1,874 | |
| Reconciliation of Modified EBITDA: | ||||||
| Contributions from upstream operations, corporate, and other business activities | 93 | |||||
| Depreciation, depletion, and amortization expenses | (564) | |||||
| Equity earnings (losses) | 152 | |||||
| Other investing income (loss) - net | 19 | |||||
| Interest expense | (372) | |||||
| Accretion expense associated with AROs for nonregulated operations | (23) | |||||
| Proportional Modified EBITDA of equity-method investments | (250) | |||||
| Income (loss) before income taxes | $929 | |||||
| Additions to long-lived segment assets | $754 | $53 | $167 | $— | $974 | |
| Transmission, Power & Gulf · Northeast G&P · West · Gas & NGL Marketing Services (1) · Total | ||||||
|---|---|---|---|---|---|---|
| (Millions) | ||||||
| Segment revenues: | ||||||
| Service revenues | ||||||
| External | $3,780 | $1,559 | $1,319 | $— | $6,658 | |
| Internal | 72 | 10 | 201 | — | 283 | |
| Total service revenues | 3,852 | 1,569 | 1,520 | — | 6,941 | |
| Total service revenues – commodity consideration | 81 | 1 | 66 | — | 148 | |
| Product sales | ||||||
| External | 104 | 29 | 155 | 2,282 | 2,570 | |
| Internal | 324 | 43 | 599 | (324) | 642 | |
| Total product sales | 428 | 72 | 754 | 1,958 | 3,212 | |
| Net gain (loss) from commodity derivatives | ||||||
| Realized | (9) | — | (2) | (159) | (170) | |
| Unrealized | — | — | — | (41) | (41) | |
| Total net gain (loss) from commodity derivatives (2) | (9) | — | (2) | (200) | (211) | |
| Total revenues of reportable segments | $4,352 | $1,642 | $2,338 | $1,758 | $10,090 | |
| Segment costs and expenses and Proportional Modified EBITDA of equity-method investments: | ||||||
| Product costs and net realized processing commodity expenses | (446) | (73) | (723) | (1,530) | ||
| Net unrealized gain (loss) from commodity derivatives within Net processing commodity expenses | — | — | — | 1 | ||
| Operating and administrative expenses (3) | (935) | (323) | (530) | (71) | ||
| Recoverable power, transportation, and storage costs (4) | (201) | (146) | (54) | — | ||
| Other segment income (expenses) - net (5) | 88 | 1 | 4 | (1) | ||
| Gain on sale of certain assets (Note 3) | — | — | 83 | — | ||
| Proportional Modified EBITDA of equity-method investments | 111 | 505 | 99 | 45 | ||
| Total Modified EBITDA of reportable segments | $2,969 | $1,606 | $1,217 | $202 | $5,994 | |
| Reconciliation of Modified EBITDA: | ||||||
| Contributions from upstream operations, corporate, and other business activities | 188 | |||||
| Gain on sale of certain upstream assets (Note 3) | 194 | |||||
| Depreciation, depletion, and amortization expenses | (1,796) | |||||
| Equity earnings (losses) | 477 | |||||
| Other investing income (loss) - net (Note 3) | 188 | |||||
| Interest expense | (1,132) | |||||
| Accretion expense associated with AROs for nonregulated operations | (73) | |||||
| Proportional Modified EBITDA of equity-method investments | (760) | |||||
| Income (loss) before income taxes | $3,280 | |||||
| Additions to long-lived segment assets | $5,125 | $71 | $5,130 | $1 | $10,327 | |
| Transmission, Power & Gulf · Northeast G&P · West · Gas & NGL Marketing Services (1) · Total | ||||||
|---|---|---|---|---|---|---|
| (Millions) | ||||||
| Segment revenues: | ||||||
| Service revenues | ||||||
| External | $3,476 | $1,482 | $1,195 | $— | $6,153 | |
| Internal | 72 | 11 | 159 | — | 242 | |
| Total service revenues | 3,548 | 1,493 | 1,354 | — | 6,395 | |
| Total service revenues – commodity consideration | 75 | 1 | 65 | — | 141 | |
| Product sales | ||||||
| External | 99 | 42 | 109 | 2,037 | 2,287 | |
| Internal | 254 | 90 | 584 | (480) | 448 | |
| Total product sales | 353 | 132 | 693 | 1,557 | 2,735 | |
| Net gain (loss) from commodity derivatives | ||||||
| Realized | — | — | 1 | (44) | (43) | |
| Unrealized | — | — | — | 35 | 35 | |
| Total net gain (loss) from commodity derivatives (2) | — | — | 1 | (9) | (8) | |
| Total revenues of reportable segments | $3,976 | $1,626 | $2,113 | $1,548 | $9,263 | |
| Segment costs and expenses and Proportional Modified EBITDA of equity-method investments: | ||||||
| Product costs and net realized processing commodity expenses | (381) | (115) | (666) | (1,332) | ||
| Net unrealized gain (loss) from commodity derivatives within Net processing commodity expenses | — | — | — | 4 | ||
| Operating and administrative expenses (3) | (846) | (333) | (452) | (72) | ||
| Recoverable power, transportation, and storage costs (4) | (189) | (125) | (46) | — | ||
| Other segment income (expenses) - net (5) | 52 | (7) | (18) | 1 | ||
| Proportional Modified EBITDA of equity-method investments | 110 | 474 | 106 | 27 | ||
| Total Modified EBITDA of reportable segments | $2,722 | $1,520 | $1,037 | $176 | $5,455 | |
| Reconciliation of Modified EBITDA: | ||||||
| Contributions from upstream operations, corporate, and other business activities | 286 | |||||
| Depreciation, depletion, and amortization expenses | (1,754) | |||||
| Equity earnings (losses) | 449 | |||||
| Other investing income (loss) - net | 31 | |||||
| Interest expense | (1,071) | |||||
| Accretion expense associated with AROs for nonregulated operations | (71) | |||||
| Proportional Modified EBITDA of equity-method investments | (717) | |||||
| Income (loss) before income taxes | $2,608 | |||||
| Additions to long-lived segment assets | $1,781 | $166 | $962 | $1 | $2,910 | |
| Equity-method investments by reportable segment | $575 | $3,168 | $428 | $261 | $4,432 | |
| Segment assets | $30,966 | $12,166 | $18,366 | $276 | $61,774 | |
| Equity-method investments by reportable segment | $512 | $3,236 | $460 | $292 | $4,500 | |
| Segment assets | $26,515 | $12,533 | $12,398 | $317 | $51,763 | |
(1)As Williams is acting as agent for natural gas marketing customers or engages in energy trading activities, the resulting revenues are presented net of the related costs of those activities.
(2)Williams records transactions that qualify as commodity derivatives at fair value with changes in fair value recognized in earnings in the period of change and characterized as unrealized gains or losses. Gains and losses from commodity derivatives held for energy trading purposes are presented on a net basis in revenue.
(3)Segment operating and administrative expenses primarily include payroll, maintenance and operating costs and taxes, and general and administrative expenses, including acquisition and transition-related expenses. It also includes project execution, information technology, finance and accounting, real estate and aviation, central engineering services, safety and operational discipline, supply chain and digital transformation, corporate strategic development, human resources, legal and government affairs, and executive and audit support services costs which are centrally managed and allocated to segments.
(4)Recoverable power, transportation and storage costs are charges incurred which are reimbursable pursuant to FERC stipulations, customer contracts, or certain power purchase agreements.
(5)Other segment income (expenses) - net primarily includes equity AFUDC and regulatory credits and charges related to Williams’ regulated operations, as well as the write-off of certain compression assets in the West segment in the third quarter of 2025.
Transco
Transco manages and evaluates its business asone single reportable segment. Transco’s CODM is the Senior Vice President, Transmission, Power & Gulf. Transco’s CODM determines resource allocation and evaluates segment operating performance based upon Net income (loss) as reported on the Statement of Net Income.
Significant expenses within net income include Operating and maintenance expenses and General and administrative expenses, which are each separately presented on Transco’s Statement of Net Income. Other segment items within net income include natural gas product costs; depreciation and amortization expenses; taxes, other than income taxes; other operating (income) expense – net; interest expense; interest income; other income (expense) – net; and AFUDC.
Transco’s segment assets include Property, plant, and equipment – net as presented on the Balance Sheet.
NWP
NWP manages and evaluates its business asone single reportable segment. NWP’s CODM is the Senior Vice President, Transmission, Power & Gulf. NWP’s CODM determines resource allocation and evaluates segment operating performance based upon Net income (loss) as reported on the Statement of Net Income.
Significant expenses within net income include Operating and maintenance expenses and General and administrative expenses, which are each separately presented on NWP’s Statement of Net Income. Other segment items within net income include depreciation and amortization expenses; taxes, other than income taxes; other operating (income) expense – net; interest expense; interest income; other income (expense) – net; and AFUDC.
NWP’s segment assets include Property, plant, and equipment – net as presented on the Balance Sheet.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.