ONEOK INC /NEW/
For the period ended Mar 31, 2026. Filed Apr 29, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 29, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-29.
0001039684-25-000123
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0001039684-26-000017
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 218 previous paragraphs and 169 current paragraphs.
93 unchanged; 45 reworded; 26 added; 76 removed; 4 previous and 5 current paragraphs rearranged.
Tables are not compared: 13 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (26)
Current report
Geopolitical conditions in the Middle East continue to impact our industry and contributed to a volatile commodity price environment in the first quarter of 2026. These conditions have highlighted the importance of a reliable energy supply and infrastructure that support the United States economy and national security. We operate an integrated, reliable, resilient and regionally diversified network of gathering, processing, fractionation, transportation, storage and marine export assets connecting supply in the Rocky Mountain, Mid-Continent, Permian and Gulf Coast regions with key market centers. We believe our assets are well positioned to provide midstream services to producers and end-use markets to help meet domestic and international energy demand.
Current report
Subsequent Events- In April 2026, we redeemed the remaining $491 million of our $500 million, 4.85% senior notes due July 2026 at 100% of the outstanding principal amount, plus accrued and unpaid interest, with short-term borrowings.
Current report
In April 2026, we entered into a $1.2 Billion Term Loan Agreement, which is available to be drawn in up to two borrowings within 90 days of the closing date. The $1.2 Billion Term Loan Agreement matures 364 days after the date of the initial borrowing and may be used for working capital, capital expenditures, acquisitions, mergers and for other general corporate purposes. The $1.2 Billion Term Loan Agreement allows prepayment of all or any portion outstanding, without penalty or premium, and contains substantially the same covenants as those contained in our $3.5 Billion Credit Agreement. We had no borrowings under the $1.2 Billion Term Loan Agreement as of the date of issuance of the Consolidated Financial Statements in this Quarterly Report.
Current report
Operating income increased $208 million for the three months ended March 31, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•Natural Gas Gathering and Processing - a decrease of $39 million due primarily to lower realized NGL and natural gas prices, net of hedging, offset partially by higher volumes across all regions and lower operating costs.
Current report
•Natural Gas Pipelines- an increase of $105 million due primarily to higher optimization and marketing and higher firm transportation revenue.
Current report
•Refined Products and Crude - an increase of $26 million due primarily to higher Refined Products volumes and higher crude marketing earnings.
Current report
Net income and diluted EPS increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to the items discussed above, offset partially by a noncash impairment charge related to our 50% investment in Powder Springs in our Refined Products and Crude segment.
Current report
Adjusted EBITDA decreased $24 million for the three months ended March 31, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•a decrease of $14 million in operating costs due primarily to methane fees no longer incurred in 2026 due to regulatory changes.
Current report
Capital expenditures increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to our large capital project to construct our Bighorn processing plant in the Permian Basin.
Current report
Adjusted EBITDA increased $71 million for the three months ended March 31, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
◦$80 million of higher volumes in the Gulf Coast/Permian and Rocky Mountain regions; offset partially by
Current report
◦$19 million of narrower product price differentials captured through the fractionation process.
Current report
Volumes increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to higher volumes in the Gulf Coast/Permian and Rocky Mountain regions.
Current report
Adjusted EBITDA increased $127 million for the three months ended March 31, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•an increase of $92 million in optimization and marketing activity due primarily to $70 million of favorable price differentials between the Waha Hub and Katy, Texas, markets and $19 million due to the impact of Winter Storm Fern;
Current report
•an increase of $23 million in transportation services due primarily to higher firm transportation revenue; and
Current report
(a) - Included volumes for consolidated entities only.
Current report
Our natural gas transportation capacity contracted increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to expansion projects and increased volumes contracted.
Current report
Adjusted EBITDA increased $21 million for the three months ended March 31, 2026, compared with the same period in 2025, primarily as a result of the following:
Current report
•an increase of $24 million in optimization and marketing due primarily to higher crude marketing earnings; offset by
Current report
For the period ended March 31, 2026, we recorded a noncash impairment charge of $60 million related to our 50% investment in Powder Springs. For additional information on our impairment charge, see Note H of the Notes to Consolidated Financial Statements in this Quarterly Report.
Current report
(a) - Included volumes for consolidated entities only.
Current report
Subsequent Events- In April 2026, we redeemed the remaining $491 million of our $500 million, 4.85% senior notes due July 2026 at 100% of the outstanding principal amount, plus accrued and unpaid interest, with short-term borrowings.
Current report
In April 2026, we entered into a $1.2 Billion Term Loan Agreement, which is available to be drawn in up to two borrowings within 90 days of the closing date. The $1.2 Billion Term Loan Agreement matures 364 days after the date of the initial borrowing and may be used for working capital, capital expenditures, acquisitions, mergers and for other general corporate purposes. The $1.2 Billion Term Loan Agreement allows prepayment of all or any portion outstanding, without penalty or premium, and contains substantially the same covenants as those contained in our $3.5 Billion Credit Agreement. We had no borrowings under the $1.2 Billion Term Loan Agreement as of the date of issuance of the Consolidated Financial Statements in this Quarterly Report.
Removed paragraphs (76)
Previous report
Eiger Express Pipeline - In August 2025, we, WhiteWater, MPLX LP and Enbridge Inc., through the existing Matterhorn joint venture, announced the new approximately 450-mile Eiger Express Pipeline, designed to transport natural gas from the Permian Basin to Katy, Texas. WhiteWater will construct and operate the pipeline. Our total ownership interest in the pipeline will be 25.5%, which includes a 15% interest held directly in the Eiger joint venture with the remainder held through Matterhorn. We expect to invest a total of approximately $350 million into this project, which is expected to be completed in mid-2028.
Previous report
Bighorn Natural Gas Processing Plant- In August 2025, we announced plans to construct the Bighorn natural gas processing plant in the Permian Basin, with processing capacity of 300 MMcf/d and the ability to treat natural gas containing high levels of CO 2. We expect the Bighorn plant, including the high-CO 2 treater, to cost approximately $365 million. The Bighorn plant is supported by acreage dedications with long-term primarily fee-based contracts and is expected to be completed in mid-2027.
Previous report
BridgeTex Additional Interest Acquisition - On July 22, 2025, we completed the BridgeTex Additional Interest Acquisition. Pursuant to the purchase agreement, we paid approximately $270 million in cash, which we funded with short-term borrowings. Following the completion of the transaction, we now have a 60% ownership interest in BridgeTex.
Previous report
Delaware Basin JV Acquisition - On May 28, 2025, we completed the Delaware Basin JV Acquisition for $941 million. Pursuant to the purchase agreement, we paid $550 million in cash, including post-closing adjustments, which we funded with short-term borrowings and issued approximately 4.9 million shares of ONEOK common stock to the seller with a fair value of $391 million as of the closing date. Following the completion of the transaction, Delaware Basin JV is now a wholly owned subsidiary.
Previous report
Texas City Logistics and MBTC Pipeline - In February 2025, we announced definitive agreements to form joint ventures with MPLX to construct a 400 MBbl/d liquefied petroleum gas export terminal in Texas City, Texas, and a new 24-inch pipeline from our Mont Belvieu, Texas, storage facility to the new terminal. Texas City Logistics, the export terminal joint venture, is owned 50% by us and 50% by MPLX, with MPLX constructing and operating the facility. MBTC Pipeline, the pipeline joint venture, is owned 80% by us and 20% by MPLX, and we will construct and operate the pipeline. We expect to invest a total of approximately $1.0 billion into these projects, which are expected to be completed in early 2028.
Previous report
EnLink Acquisition - On January 31, 2025, we completed the EnLink Acquisition. Pursuant to the EnLink Merger Agreement, each publicly held common unit of EnLink was exchanged for a fixed ratio of 0.1412 shares of ONEOK common stock, including EnLink Units that were exchanged for all previously outstanding Series B Preferred Units immediately prior to closing. We issued 41 million shares of common stock with a fair value of $4.0 billion as of the closing date of the EnLink Acquisition. EnLink is now a wholly owned subsidiary.
Previous report
Due to changes in the commodity price environment, we are monitoring producers’ drilling and completion plans, but we do not currently anticipate material changes to our volume expectations. Our counterparties are primarily major and independent crude oil and natural gas producers that are able to produce in a lower commodity price environment. We are also monitoring the impact of the tariffs announced by the federal government in 2025, which could increase our costs for materials and equipment. Due to the timing of construction of our larger projects, proactively monitoring lead times on materials and equipment used in constructing capital projects and entering into procurement agreements for long-lead items, we do not expect the announced tariffs to have a material impact on capital expenditures in 2025.
Previous report
In addition, our Natural Gas Gathering and Processing and Natural Gas Liquids segments are exposed to volumetric risk as a result of drilling and completion activity, severe weather disruptions, operational outages, global crude oil, NGL and natural gas demand and normal volumetric well declines. Our Refined Products and Crude segment is exposed to volumetric risk due to demand for Refined Products and crude oil in the markets we serve. Our Natural Gas Pipelines segment is not exposed to significant volumetric risk due to the majority of our capacity being subscribed under long-term, firm fee-based contracts.
Previous report
One Big Beautiful Bill Act (OBBBA) - On July 4, 2025, the OBBBA was signed into law. The OBBBA makes changes to U.S. tax law and includes provisions that, beginning in January 2025, make permanent full expensing of tangible personal property and restore EBITDA-based calculations for purposes of the business interest deduction. We expect the OBBBA to reduce our cash taxes beginning with the 2025 tax year; however, we do not anticipate the OBBBA to materially impact net income. We will continue to monitor the implementation of the OBBBA by the U.S. Treasury Department and Internal Revenue Service and will review applicable guidance and rulemaking as it becomes available.
Previous report
Debt Issuances - In August 2025, we completed an underwritten public offering of $3.0 billion senior unsecured notes consisting of $750 million, 4.95% senior notes due 2032; $1.0 billion, 5.4% senior notes due 2035; and $1.25 billion, 6.25% senior notes due 2055. The net proceeds, after deducting underwriting discounts, commissions and offering expenses, were $2.96 billion. The net proceeds from this offering were partially used to repay our commercial paper outstanding and repay in full at maturity our senior notes due September 2025. We expect to use the remaining net proceeds from the offering for general corporate purposes, including the repurchase or redemption of existing notes.
Previous report
Debt Repayments - In September 2025, we repaid the remaining $387 million of our $400 million, 2.2% senior notes at maturity with cash on hand from our August 2025 public offering.
Previous report
In June 2025, we repaid the remaining $422 million of our $750 million, 4.15% senior notes at maturity with short-term borrowings.
Previous report
In March 2025, we repaid our $250 million, 3.2% senior notes at maturity with cash on hand.
Previous report
Share Repurchase Program - Our Board of Directors authorized a share repurchase program to buy up to $2.0 billion of our outstanding common stock. The program will terminate upon completion of the repurchase of the $2.0 billion of common stock or on January 1, 2029, whichever occurs first. For the three and nine months ended September 30, 2025, we repurchased $45 million and $62 million, respectively, of our outstanding common stock with cash on hand.
Previous report
Goodwill Impairment Review - We assess our goodwill for impairment at least annually as of July 1, unless events or changes in circumstances indicate an impairment may have occurred before that time. At July 1, 2025, we assessed qualitative factors to determine whether it was more likely than not that the fair value of each of our reporting units with goodwill was less than its carrying amount. After assessing qualitative factors (including macroeconomic conditions, industry and market considerations, costs and overall financial performance), we determined that it was more likely than not that the fair value of each of our reporting units was not less than their respective carrying value, that no further testing was necessary, and that goodwill was not considered impaired.
Previous report
Operating income increased $430 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:
Previous report
•Natural Gas Gathering and Processing - an increase of $192 million due primarily to the operating income of EnLink and higher volumes in the Mid-Continent and Rocky Mountain regions, offset partially by lower realized NGL prices, net of hedging;
Previous report
•Natural Gas Pipelines- an increase of $13 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and
Previous report
•Refined Products and Crude - an increase of $129 million due primarily to the operating income of Medallion and EnLink and higher transportation and storage.
Previous report
Operating income increased $788 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:
Previous report
•Natural Gas Gathering and Processing - an increase of $437 million due primarily to the operating income of EnLink and higher volumes in the Mid-Continent and Rocky Mountain regions, offset partially by lower realized NGL prices, net of hedging, and the impact from the divestiture of certain non-strategic assets in 2024;
Previous report
•Natural Gas Liquids - an increase of $119 million due primarily to the operating income of EnLink, higher optimization and marketing and higher exchange services, offset partially by higher operating costs;
Previous report
•Natural Gas Pipelines- an increase of $56 million due primarily to the operating income of EnLink, offset partially by the impact of the interstate natural gas pipeline divestiture in 2024; and
Previous report
•Refined Products and Crude - an increase of $238 million due primarily to the operating income of Medallion and EnLink and lower operating costs, offset partially by lower liquids blending earnings; offset by
Previous report
Net income and diluted EPS increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the items discussed above, offset partially by higher interest expense due to higher debt balances resulting from the September 2024 $7.0 billion notes offering, the August 2025 $3.0 billion notes offering, the acquired debt balances from the EnLink Controlling Interest Acquisition in 2024 and increased short-term borrowings.
Previous report
Adjusted EBITDA increased $248 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:
Previous report
•an increase of $250 million due to adjusted EBITDA from EnLink; and
Previous report
Adjusted EBITDA increased $602 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:
Previous report
•an increase of $703 million due to adjusted EBITDA from EnLink; and
Previous report
•an increase of $62 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by
Previous report
•a decrease of $65 million from the divestiture of certain non-strategic assets in 2024; and
Previous report
•an increase of $12 million in operating costs due primarily to $16 million of higher employee-related costs associated with the growth of our operations, offset partially by $6 million of lower outside services due to timing of projects.
Previous report
Capital expenditures increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to our routine and large capital projects, including our project to relocate a processing plant to the Permian Basin from North Texas.
Previous report
(a) - Includes volumes for consolidated entities only.
Previous report
Adjusted EBITDA increased $124 million for the three months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:
Previous report
•an increase of $56 million due to adjusted EBITDA from EnLink;
Previous report
•an increase of $31 million in exchange services due primarily to $44 million of higher volumes in the Rocky Mountain and Mid-Continent regions, offset partially by $18 million of lower average fee rates in the Mid-Continent region.
Previous report
Adjusted EBITDA increased $209 million for the nine months ended September 30, 2025, compared with the same period in 2024, primarily as a result of the following:
Previous report
•an increase of $171 million due to adjusted EBITDA from EnLink;
Previous report
◦$74 million of higher volumes in the Rocky Mountain region; and
Showing the first 40 of 76 passages. Open the source sections for the rest.
Reworded paragraphs (45)
Previous wording
Business Update and Market Conditions - Earnings increased in the third quarter of 2025, compared with the third quarter of 2024, due primarily to the positive impact of the EnLink and Medallion Acquisitions across our segments. Our extensive and integrated assets are located in, and connected with, some of the most productive shale basins, as well as refineries and demand centers, in the United States.
Current wording
Business Update and Market Conditions - Earnings increased in the first quarter of 2026, compared with the first quarter of 2025, due primarily to higher optimization and marketing activity and higher NGL, Refined Products and natural gas processing volumes.
Previous wording
Although the energy industry has experienced many commodity cycles, we have positioned ourselves to reduce exposure to direct commodity price volatility. Each of our four reportable segments are primarily fee-based, and we expect our consolidated earnings to be approximately 90% fee-based in 2025. Our fee-based earnings are primarily supported by long-term contracts, including minimum volume commitments and take-or-pay agreements, with investment-grade counterparties.
Current wording
Each of our four reportable segments are primarily fee-based, and we expect our consolidated earnings to be approximately 90% fee-based in 2026. Our fee-based earnings are primarily supported by long-term contracts, including minimum volume commitments and take-or-pay agreements, with investment-grade counterparties. While we remain well positioned to reduce downside exposure to commodity price volatility, we may use our integrated midstream network to capture differentials between products and locations in our optimization and marketing businesses as we deliver volumes to where they are needed most.
Previous wording
(b) - This project is expected to be completed in two phases, with the first phase expected to be completed in the fourth quarter of 2026, and the second phase completed in the first quarter of 2027.
Current wording
(b) - This project is expected to be completed in two phases, with the first phase of 100 MBbl/d completed in the fourth quarter of 2026, and the second phase of 110 MBbl/d completed in the first quarter of 2027.
Previous wording
In our Natural Gas Gathering and Processing segment, we are relocating a 150 MMcf/d processing plant to the Permian Basin from North Texas, which we expect to be in service in the first quarter of 2026.
Current wording
In our Natural Gas Gathering and Processing segment, we completed the relocation of a 150 MMcf/d processing plant to the Permian Basin from North Texas, which went into service in the first quarter of 2026.
Previous wording
Dividends - In February, May and August 2025, we paid a quarterly common stock dividend of $1.03 per share ($4.12 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. Our dividend growth is due primarily to the increase in cash flows resulting from the growth of our operations. We declared a quarterly common stock dividend of $1.03 per share in October 2025. The quarterly common stock dividend will be paid on November 14, 2025, to shareholders of record at the close of business on November 3, 2025.
Current wording
Dividends - In February 2026, we paid a quarterly common stock dividend of $1.07 per share ($4.28 per share on an annualized basis), an increase of 4% compared with the same quarter in the prior year. Our dividend growth is due primarily to the increase in cash flows resulting from the growth of our operations. We declared a quarterly common stock dividend of $1.07 per share in April 2026. The quarterly common stock dividend will be paid on May 15, 2026, to shareholders of record at the close of business on May 4, 2026.
Previous wording
•Natural Gas Liquids - an increase of $100 million due primarily to the operating income of EnLink, higher optimization and marketing and higher exchange services;
Current wording
•Natural Gas Liquids - an increase of $74 million due primarily to higher optimization and marketing and higher exchange services.
Previous wording
•Consolidated Transaction Costs - an increase of $57 million due primarily to higher transaction costs related to the EnLink Acquisition.
Current wording
•Consolidated Transaction Costs - a decrease of $35 million due primarily to higher transaction costs in 2025 related to the EnLink Acquisition.
Previous wording
Capital expenditures increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the timing of our large capital projects and routine capital projects associated with the growth of our operations. Please refer to the “Recent Developments” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.
Current wording
Capital expenditures increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to the timing of our large capital projects. Please refer to the “Recent Developments” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in this Quarterly Report for additional information on our capital projects.
Previous wording
•a decrease of $34 million due to lower realized prices, primarily NGL prices, net of hedging.
Current wording
•a decrease of $64 million due to lower realized prices, primarily NGL and natural gas prices, net of hedging; offset by
Previous wording
•an increase of $28 million from higher volumes due primarily to increased production in the Mid-Continent and Rocky Mountain regions; offset by
Current wording
•an increase of $27 million from higher volumes due to increased production in all regions; and
Previous wording
(b) - Includes volumes we processed at company-owned and third-party facilities.
Current wording
(a) - Included volumes for consolidated entities only. Included volumes we processed at company-owned and third-party facilities.
Previous wording
Our natural gas processed volumes increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due to incremental volumes from EnLink and increased production in the Mid-Continent and Rocky Mountain regions.
Current wording
Our natural gas processed volumes increased for the three months ended March 31, 2026, compared with the same period in 2025, due to increased production in all regions.
Previous wording
•an increase of $26 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory;
Current wording
•an increase of $42 million in optimization and marketing due primarily to $25 million of higher earnings on sales of Purity NGLs held in inventory and $9 million of higher optimization volumes; and
Previous wording
•an increase of $21 million in exchange services due primarily to:
Current wording
•an increase of $24 million in exchange services due primarily to:
Previous wording
◦$41 million of lower average fee rates in the Mid-Continent region;
Current wording
◦$41 million of lower average fee rates in the Gulf Coast/Permian and Mid-Continent regions; and
Previous wording
Capital expenditures decreased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the completion of our MB-6 fractionator and pipeline expansion projects in 2024, offset partially by our Medford fractionator rebuild project.
Current wording
Capital expenditures increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to the Medford fractionator rebuild project and the MBTC Pipeline.
Previous wording
(a) - Represents physical raw feed volumes for which we provide transportation and/or fractionation services.
Current wording
(a) - Represents physical raw feed volumes for which we provided transportation and/or fractionation services.
Previous wording
•an increase of $6 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher volumes delivered to the Overland Pass Pipeline; offset by
Current wording
•an increase of $17 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border.
Previous wording
Capital expenditures decreased for the nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to the completion of capital projects in 2024.
Current wording
Capital expenditures decreased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to decreased growth projects.
Previous wording
•an increase of $24 million in transportation and storage due primarily to $29 million related to the timing of operational gains and losses and $15 million of higher Refined Products transportation rates, offset partially by $12 million of lower Refined Products volumes and $10 million related to a lower rate on a capacity lease;
Current wording
•an increase of $30 million in transportation and storage due primarily to higher Refined Products volumes; and
Previous wording
Capital expenditures increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to our routine and large capital projects, including our greater Denver pipeline expansion project.
Current wording
Capital expenditures increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to our routine and large capital projects, including our greater Denver pipeline expansion project.
Previous wording
Refined Products volumes shipped decreased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to regional market dynamics that impact demand on our system.
Current wording
Refined Products volumes shipped increased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to regional market dynamics that impact demand on our system, primarily increased gasoline shipments.
Previous wording
Crude oil volumes shipped increased for the three and nine months ended September 30, 2025, compared with the same periods in 2024, due primarily to incremental volumes from Medallion and EnLink.
Current wording
Crude oil volumes shipped decreased for the three months ended March 31, 2026, compared with the same period in 2025, due primarily to lower volumes associated with low-margin, short-haul movements and further integration of our assets.
Previous wording
(a) - The three months ended September 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $7 million included within other and $3 million included within noncash compensation expense and other. The nine months ended September 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $59 million included within other and $15 million included within noncash compensation expense and other.
Current wording
(a) - The three months ended March 31, 2026, included transaction costs related primarily to the EnLink Acquisition of $7 million included within other. The three months ended March 31, 2025, included transaction costs related primarily to the EnLink Acquisition of $31 million included within other and $11 million included within noncash compensation expense and other.
Previous wording
We expect our sources of cash inflows to provide sufficient resources to finance our operations, capital expenditures, quarterly cash dividends, maturities of long-term debt, share repurchases and contributions to unconsolidated affiliates and joint ventures. We believe we have sufficient liquidity due to our $3.5 Billion Credit Agreement, which expires in February 2030, and access to $1.0 billion available through our “at-the-market” equity program. As of October 20, 2025, no shares have been sold through our “at-the-market” equity program.
Current wording
We expect our sources of cash inflows to provide sufficient resources to finance our operations, capital expenditures, quarterly cash dividends, maturities of long-term debt, share repurchases and contributions to unconsolidated affiliates and joint ventures. We believe we have sufficient liquidity due to our $3.5 Billion Credit Agreement, which expires in February 2030, our $3.5 billion commercial paper program, access to $1.0 billion available through our “at-the-market” equity program and the $1.2 Billion Term Loan Agreement. As of April 20, 2026, no shares have been sold through our “at-the-market” equity program.
Previous wording
Cash Management - At September 30, 2025, we had $1.2 billion of cash and cash equivalents. For our wholly owned subsidiaries, we use a centralized cash management program that concentrates the cash assets of our wholly owned nonguarantor operating subsidiaries in joint accounts for the purposes of providing financial flexibility and lowering the cost of borrowing, transaction costs and bank fees. Our centralized cash management program provides that funds in excess of the daily needs of our operating subsidiaries are concentrated, consolidated or otherwise made available for use by other entities within our consolidated group. Our operating subsidiaries participate in this program to the extent they are permitted pursuant to FERC regulations or their operating agreements. Under the cash management program, depending on whether a participating subsidiary has short-term cash surpluses or cash requirements, we provide cash to the subsidiary or the subsidiary provides cash to us.
Current wording
Cash Management - At March 31, 2026, we had $172 million of cash and cash equivalents. For our wholly owned subsidiaries, we use a centralized cash management program that concentrates the cash assets of our wholly owned nonguarantor operating subsidiaries in joint accounts for the purposes of providing financial flexibility and lowering the cost of borrowing, transaction costs and bank fees. Our centralized cash management program provides that funds in excess of the daily needs of our operating subsidiaries are concentrated, consolidated or otherwise made available for use by other entities within our consolidated group. Our operating subsidiaries participate in this program to the extent they are permitted pursuant to FERC regulations or their operating agreements. Under the cash management program, depending on whether a participating subsidiary has short-term cash surpluses or cash requirements, we provide cash to the subsidiary or the subsidiary provides cash to us.
Previous wording
Guarantees - ONEOK, ONEOK Partners, the Intermediate Partnership, Magellan, EnLink and EnLink Partners have cross guarantees in place for ONEOK’s and ONEOK Partners’ indebtedness. These guarantees in place for our and ONEOK Partners’ indebtedness are full, irrevocable, unconditional and absolute joint and several guarantees to the holders of each series of outstanding securities. Liabilities under the guarantees rank equally in right of payment with all of the guarantors’ existing and future senior unsecured indebtedness. The Intermediate Partnership holds all of ONEOK Partners’ interests and equity in its subsidiaries, which are nonguarantors, and substantially all the assets and operations reside with nonguarantor operating subsidiaries. Magellan, EnLink and EnLink Partners hold interests in their subsidiaries, which are nonguarantors, and substantially all the assets and operations reside with nonguarantor operating subsidiaries. Therefore, as allowed under Rule 13-01 of Regulation S-X, we have excluded the summarized financial information for each issuer and guarantor as the combined financial information of subsidiary issuers and parent guarantors, excluding our ownership of all interest in ONEOK Partners, Magellan and EnLink, reflect no material assets or liabilities or results of operations apart from guaranteed indebtedness. For additional information on our indebtedness, see Note H of the Notes to Consolidated Financial Statements in our Annual Report and Note E of the Notes to Consolidated Financial Statements in this Quarterly Report.
Current wording
Guarantees - ONEOK, ONEOK Partners, the Intermediate Partnership, Magellan, EnLink and EnLink Partners have cross guarantees in place for ONEOK’s and ONEOK Partners’ indebtedness. These guarantees in place for our and ONEOK Partners’ indebtedness are full, irrevocable, unconditional and absolute joint and several guarantees to the holders of each series of outstanding securities. Liabilities under the guarantees rank equally in right of payment with all of the guarantors’ existing and future senior unsecured indebtedness. The Intermediate Partnership holds all of ONEOK Partners’ interests and equity in its subsidiaries, which are nonguarantors, and substantially all the assets and operations reside with nonguarantor operating subsidiaries. Magellan, EnLink and EnLink Partners hold interests in their subsidiaries, which are nonguarantors, and substantially all the assets and operations reside with nonguarantor operating subsidiaries. Therefore, as allowed under Rule 13-01 of Regulation S-X, we have excluded the summarized financial information for each issuer and guarantor as the combined financial information of subsidiary issuers and parent guarantors, excluding our ownership of all interest in ONEOK Partners, Magellan and EnLink, reflect no material assets or liabilities or results of operations apart from guaranteed indebtedness.
Previous wording
Short-term Liquidity - Our principal sources of short-term liquidity consist of cash generated from operating activities, distributions received from our unconsolidated affiliates, proceeds from our commercial paper program and our $3.5 Billion Credit Agreement. In February 2025, we amended and restated our $2.5 Billion Credit Agreement to increase the size to $3.5 billion, extend the term to February 2030, and make other nonmaterial modifications. All other terms and conditions remain substantially the same. In September 2025, we increased the size of our commercial paper program to $3.5 billion from $2.5 billion. As of September 30, 2025, we had no borrowings under our $3.5 Billion Credit Agreement, and we are in compliance with all covenants. Upon closing of the EnLink Acquisition on January 31, 2025, the EnLink Revolving Credit Facility was terminated. For additional information on the EnLink Revolving Credit Facility, see Note H of the Notes to Consolidated Financial Statements in our Annual Report.
Current wording
Short-term Liquidity - Our principal sources of short-term liquidity consist of cash generated from operating activities, distributions received from our unconsolidated affiliates, proceeds from our commercial paper program, our $3.5 Billion Credit Agreement and the $1.2 Billion Term Loan Agreement. As of March 31, 2026, we had $1.6 billion of commercial paper outstanding and no borrowings under our $3.5 Billion Credit Agreement, and we are in compliance with all covenants.
Previous wording
As of September 30, 2025, we had a working capital (defined as current assets less current liabilities) deficit of $550 million, due primarily to current maturities of long-term debt. Generally, our working capital is influenced by several factors, including, among other things: (i) the timing of (a) debt and equity issuances, (b) the funding of capital expenditures, (c) scheduled debt payments, and (d) accounts receivable and payable; and (ii) the volume and cost of inventory and commodity imbalances.
Current wording
As of March 31, 2026, we had a working capital (defined as current assets less current liabilities) deficit of $2.3 billion, due primarily to current maturities of long-term debt and short-term borrowings. Generally, our working capital is influenced by several factors, including, among other things: (i) the timing of (a) debt and equity issuances, (b) the funding of capital expenditures, (c) scheduled debt payments, and (d) accounts receivable and payable; and (ii) the volume and cost of inventory and commodity imbalances. We may have working capital deficits in future periods as our long-term debt becomes current. We do not expect a working capital deficit of this nature to have a material adverse impact to our cash flows or operations.
Previous wording
We may, at any time, seek to retire or purchase our or ONEOK Partners’ outstanding debt through cash purchases and/or exchanges for equity or debt, in open-market repurchases, privately negotiated transactions or otherwise. Such repurchases and exchanges, if any, will be on such terms and prices as we may determine and will depend on prevailing market conditions, or liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.
Current wording
We may, at any time, seek to retire or purchase our or ONEOK Partners’ outstanding debt through cash purchases and/or exchanges for equity or debt, in open-market repurchases, privately negotiated transactions, exercise of contractual call rights, public tender offers or otherwise. Such repurchases and exchanges, if any, will be on such terms and prices as we may determine and will depend on prevailing market conditions, or liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.
Previous wording
Capital Expenditures - We proactively monitor lead times on materials and equipment used in constructing capital projects, and we enter into procurement agreements for long-lead items for potential projects to plan for future growth. Our capital expenditures are financed typically through operating cash flows and short- and long-term debt. We do not expect the tariffs announced by the federal government earlier this year to have a material impact on capital expenditures in 2025.
Current wording
Capital Expenditures - We proactively monitor lead times on materials and equipment used in constructing capital projects, and we enter into procurement agreements for long-lead items for potential projects to plan for future growth. Our capital expenditures are financed typically through operating cash flows and short- and long-term debt.
Previous wording
Capital expenditures, less allowance for equity funds used during construction, were $2.2 billion and $1.5 billion for the nine months ended September 30, 2025 and 2024, respectively.
Current wording
Capital expenditures, less allowance for equity funds used during construction, were $864 million and $629 million for the three months ended March 31, 2026 and 2025, respectively.
Previous wording
We expect total capital expenditures of $2.8 billion - $3.2 billion in 2025. See discussion of our primary capital projects in the “Recent Developments” section in this Quarterly Report.
Current wording
We expect total capital expenditures of $2.7 - $3.2 billion in 2026. See discussion of our primary capital projects in the “Recent Developments” section in this Quarterly Report.
Previous wording
Credit Ratings - Our long-term debt credit ratings as of October 20, 2025, are shown in the table below:
Current wording
Credit Ratings - Our credit ratings as of April 20, 2026, are shown in the table below:
Previous wording
Our credit ratings, which are investment grade, may be affected by our leverage, liquidity, credit profile or potential transactions. The most common criteria for assessment of our credit ratings are the debt-to-EBITDA ratio, interest coverage, business risk profile and liquidity. If our credit ratings were downgraded, our cost to borrow funds under our $3.5 Billion Credit Agreement could increase, and a potential loss of access to the commercial paper market could occur. In the event that we are unable to borrow funds under our commercial paper program and there has not been a material adverse change in our business, we would continue to have access to our $3.5 Billion Credit Agreement, which expires in 2030. An adverse credit rating change alone is not a default under our $3.5 Billion Credit Agreement.
Current wording
Our credit ratings, which are investment grade, may be affected by our leverage, liquidity, credit profile or potential transactions. The most common criteria for assessment of our credit ratings are the debt-to-EBITDA ratio, interest coverage, business risk profile and liquidity. If our credit ratings were downgraded, our cost to borrow funds under our $3.5 Billion Credit Agreement could increase, and a potential loss of access to the commercial paper market could occur. In the event that we are unable to borrow funds under our commercial paper program and there has not been a material adverse change in our business, we would continue to have access to our $3.5 Billion Credit Agreement, which expires in 2030, as well as the $1.2 Billion Term Loan Agreement to the extent undrawn and within the period of availability. An adverse credit rating change alone is not a default under our $3.5 Billion Credit Agreement and the $1.2 Billion Term Loan Agreement.
Previous wording
Dividends - Holders of our common stock share equally in any common stock dividends declared by our Board of Directors. In February, May and August 2025, we paid a common stock dividend of $1.03 per share ($4.12 per share on an annualized basis), an increase of 4% compared with the same quarters in the prior year. We declared a quarterly common stock dividend of $1.03 per share in October 2025. The quarterly common stock dividend will be paid on November 14, 2025, to shareholders of record at the close of business on November 3, 2025.
Current wording
Dividends - Holders of our common stock share equally in any common stock dividends declared by our Board of Directors. In February 2026, we paid a quarterly common stock dividend of $1.07 per share ($4.28 per share on an annualized basis), an increase of 4% compared with the same quarter in the prior year. We declared a quarterly common stock dividend of $1.07 per share in April 2026. The quarterly common stock dividend will be paid on May 15, 2026, to shareholders of record at the close of business on May 4, 2026.
Previous wording
For the nine months ended September 30, 2025, our cash flows from operations exceeded dividends paid by $2.1 billion. We expect our cash flows from operations to continue to sufficiently fund our cash dividends. To the extent operating cash flows are not sufficient to fund our dividends, we may utilize cash on hand from other sources of short- and long-term liquidity to fund a portion of our dividends.
Current wording
For the three months ended March 31, 2026, our cash flows from operations exceeded dividends paid by $260 million. We expect our cash flows from operations to continue to sufficiently fund our cash dividends. To the extent operating cash flows are not sufficient to fund our dividends, we may utilize cash on hand from other sources of short- and long-term liquidity to fund a portion of our dividends.
Previous wording
Cash flows from operating activities, before changes in operating assets and liabilities for the nine months ended September 30, 2025, increased $890 million compared with the same period in 2024, due primarily to the impact of the EnLink and Medallion Acquisitions as discussed in “Financial Results and Operating Information.”
Current wording
Cash flows from operating activities, before changes in operating assets and liabilities for the three months ended March 31, 2026, increased $291 million, compared with the same period in 2025, due primarily to higher deferred income taxes and increased earnings resulting from higher optimization and marketing and higher NGL, Refined Products and natural gas processing volumes as discussed in “Financial Results and Operating Information.”
Previous wording
The changes in operating assets and liabilities decreased operating cash flows $347 million for the nine months ended September 30, 2025, compared with a decrease of $233 million for the same period in 2024. This change is due primarily to changes in accounts receivable resulting from the receipt of cash from counterparties and from inventory, both of which vary from period to period, and with changes in commodity prices. These changes were partially offset by changes in accounts payable, which vary from period to period with changes in commodity prices and from the timing of payments to vendors, suppliers and other third parties.
Current wording
The changes in operating assets and liabilities decreased operating cash flows $605 million for the three months ended March 31, 2026, compared with a decrease of $344 million for the same period in 2025. This change is due primarily to changes in accounts receivable resulting from the receipt of cash from counterparties and from inventory, both of which vary from period to period, and with changes in commodity prices, and from changes in risk-management assets and liabilities. These changes were offset partially by changes in accounts payable, which vary from period to period with changes in commodity prices and from the timing of payments to vendors, suppliers and other third parties.
Previous wording
Investing Cash Flows - Cash used in investing activities for the nine months ended September 30, 2025, increased $810 million, compared with the same period in 2024, due primarily to an increase in capital expenditures related to our capital projects in 2025, cash paid for the BridgeTex Additional Interest Acquisition and proceeds received from the divestiture of certain non-strategic assets in 2024, offset partially by cash paid for acquisitions in 2024.
Current wording
Investing Cash Flows - Cash used in investing activities for the three months ended March 31, 2026, increased $313 million, compared with the same period in 2025, due primarily to an increase in capital expenditures related to our capital projects and an increase in contributions to unconsolidated affiliates.
Showing the first 40 of 45 pairs. Open the source sections for the rest.
Rearranged current paragraphs (5)
Current report — wording carried from elsewhere
Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel in our Consolidated Statements of Income and, therefore, the impact is largely offset between these line items.
Current report — wording carried from elsewhere
Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel in our Consolidated Statements of Income and, therefore, the impact is largely offset between these line items.
Current report — wording carried from elsewhere
Changes in commodity prices and sales volumes affect both revenues and cost of sales and fuel in our Consolidated Statements of Income and, therefore, the impact is largely offset between these line items.
Current report — wording carried from elsewhere
•a decrease of $24 million in adjusted EBITDA from unconsolidated affiliates due primarily to losses on Powder Springs.
Current report — wording carried from elsewhere
For additional information on our indebtedness, see Note G of the Notes to Consolidated Financial Statements in our Annual Report and Note D of the Notes to Consolidated Financial Statements in this Quarterly Report.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
•a decrease of $86 million due to lower realized prices, primarily NGL prices, net of hedging;
Previous report — wording carried elsewhere
•an increase of $43 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory and wider commodity price differentials; and
Previous report — wording carried elsewhere
We may have working capital deficits in future periods as our long-term debt becomes current. We do not expect a working capital deficit of this nature to have a material adverse impact to our cash flows or operations.
Previous report — wording carried elsewhere
•the economic or other impact of the current federal government shutdown;