ONEOK INC /NEW/

Previous 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.

Current wording

Business Update and Market Conditions - Earnings increased in the second quarter of 2026, compared with the second quarter of 2025, due primarily to higher NGL, Refined Products and natural gas volumes and higher optimization and marketing activity.

Previous wording

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 wording

Geopolitical conditions in the Middle East continue to impact our industry and contributed to a volatile commodity price environment for the six months ended June 30, 2026. These conditions highlight 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. Our assets are well positioned to provide midstream services to producers and end-use markets to help meet domestic and international energy demand.

Previous 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.

Current wording

Each of our four reportable segments is 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 with investment-grade counterparties, including minimum volume commitments and take-or-pay agreements. While we remain well positioned to reduce downside exposure to commodity price volatility, we may use our integrated midstream network to capture product, location and seasonal price differentials in our optimization and marketing businesses as we deliver volumes to where they are needed most.

Previous wording

(c) - Our investments in Texas City Logistics and Eiger are accounted for using the equity method. Spending on these projects will be recorded as contributions to unconsolidated affiliates.

Current wording

(c) - Our investments in Texas City Logistics and Eiger are accounted for using the equity method. Spending on these projects is recorded as contributions to unconsolidated affiliates.

Previous wording

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 wording

Debt Extinguishments -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.

Previous wording

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 wording

$1.2 Billion Term Loan Agreement - In April 2026, we entered into a $1.2 Billion Term Loan Agreement, which was available to be drawn in up to two borrowings within 90 days of the closing date. Borrowings under the $1.2 Billion Term Loan Agreement bear interest at Term SOFR plus an applicable margin of 95 basis points. The $1.2 Billion Term Loan Agreement matures 364 days after June 23, 2026, 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. As of June 30, 2026, we had $600 million of borrowings outstanding at an interest rate of 4.59% under the $1.2 Billion Term Loan Agreement. In July 2026, the remaining borrowings available under the $1.2 Billion Term Loan Agreement were fully drawn and no additional amounts may be borrowed.

Previous 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.

Current wording

Dividends - In February and May 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 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 $1.07 per share in July 2026. The quarterly common stock dividend will be paid on August 14, 2026, to shareholders of record at the close of business on August 3, 2026.

Previous wording

•Natural Gas Pipelines- an increase of $105 million due primarily to higher optimization and marketing and higher firm transportation revenue.

Current wording

•Natural Gas Pipelines-an increase of$94 million due primarily to higher optimization and marketing and higher firm transportation revenue.

Previous wording

•Refined Products and Crude - an increase of $26 million due primarily to higher Refined Products volumes and higher crude marketing earnings.

Current wording

•Refined Products and Crude -an increase of $77 million due primarily to higher Refined Products volumes and rates, and higher crude marketing earnings, offset partially by higher operating costs.

Previous wording

•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 wording

•Natural Gas Gathering and Processing -a decrease of $37 million due primarily to lower realized NGL and natural gas prices, net of hedging, offset partially by higher volumes across all regions.

Previous wording

•Natural Gas Liquids - an increase of $74 million due primarily to higher optimization and marketing and higher exchange services.

Current wording

•Natural Gas Liquids -an increase of $58 million due primarily to higher optimization and marketing and higher exchange services, offset partially by higher operating costs.

Previous wording

•Consolidated Transaction Costs - a decrease of $35 million due primarily to higher transaction costs in 2025 related to the EnLink Acquisition.

Current wording

•Consolidated Transaction Costs -a decrease of $53 million due primarily to higher transaction costs in 2025 related to the EnLink Acquisition.

Previous wording

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 wording

Net income and diluted EPS increased for the six months ended June 30, 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 during the first quarter of 2026, and higher income taxes.

Previous 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.

Current wording

Capital expenditures decreased for the three months ended June 30, 2026, and increased for the six months ended June 30, 2026, compared with the same periods in 2025, due primarily to the timing of payments on 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

•an increase of $27 million from higher volumes due to increased production in all regions; and

Current wording

•an increase of $20 million from higher volumes due to increased production in all regions; and

Previous wording

•a decrease of $64 million due to lower realized prices, primarily NGL and natural gas prices, net of hedging; offset by

Current wording

•a decrease of $53 million due primarily to lower realized NGL and natural gas prices, net of hedging, offset partially by higher realized condensate prices, net of hedging; and

Previous wording

(a) - Included volumes for consolidated entities only. Included volumes we processed at company-owned and third-party facilities.

Current wording

(a) - Included volumes for consolidated entities and volumes we processed at company-owned and third-party facilities.

Previous 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.

Current wording

Our natural gas processed volumes increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due to increased production in all regions.

Previous 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

Current wording

•an increase of $11 million in optimization and marketing due primarily to higher earnings on sales of Purity NGLs held in inventory; and

Previous wording

•an increase of $24 million in exchange services due primarily to:

Current wording

•an increase of $2 million in exchange services due primarily to:

Previous wording

◦$41 million of lower average fee rates in the Gulf Coast/Permian and Mid-Continent regions; and

Current wording

◦$71 million of lower average fee rates and narrower product price differentials in the Gulf Coast/Permian and Mid-Continent regions;

Previous wording

•a decrease of $14 million in operating costs due primarily to methane fees no longer incurred in 2026 due to regulatory changes.

Current wording

•an increase of $14 million in operating costs due primarily to the growth of our operations; and

Previous 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.

Current wording

Capital expenditures increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to the Medford fractionator rebuild project and the MBTC Pipeline.

Previous wording

•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 wording

•an increase of $77 million in optimization and marketing activity due primarily to favorable price differentials between the Waha Hub and Katy, Texas, markets;

Previous wording

•an increase of $23 million in transportation services due primarily to higher firm transportation revenue; and

Current wording

•an increase of $19 million in transportation services due primarily to higher firm transportation revenue; and

Previous wording

•an increase of $17 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border.

Current wording

•an increase of $17 million in adjusted EBITDA from unconsolidated affiliates due primarily to higher earnings on Northern Border and Matterhorn.

Previous wording

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 wording

Our natural gas transportation capacity contracted increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to expansion projects and increased volumes contracted.

Previous wording

•a decrease of $24 million in adjusted EBITDA from unconsolidated affiliates due primarily to losses on Powder Springs.

Current wording

•a decrease of $23 million in adjusted EBITDA from unconsolidated affiliates due primarily to losses on Powder Springs.

Previous wording

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 wording

During the first quarter of 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.

Previous 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.

Current wording

Capital expenditures increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to our routine and large capital projects, including our greater Denver pipeline expansion project.

Previous 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.

Current wording

Refined Products volumes shipped increased for the three and six months ended June 30, 2026, compared with the same periods in 2025, due primarily to increased marketing affiliate volumes and regional market dynamics that impact demand on our system including timing of refinery disruptions.

Previous 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.

Current wording

Crude oil volumes shipped decreased for the three and six months ended June 30, 2026, compared with the same periods 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 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.

Current wording

(a) - The three months ended June 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $21 million included within other and $1 million included within noncash compensation expense and other. The six months ended June 30, 2025, included transaction costs related primarily to the EnLink Acquisition of $52 million included within other and $12 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, 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.

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 and our access to $1.0 billion available through an “at-the-market” equity program. No shares have been sold through our “at-the-market” equity program as of the date of this filing.

Previous 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.

Current wording

Cash Management - At June 30, 2026, we had $161 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.

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, reflects 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, 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.

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 and our $3.5 Billion Credit Agreement. As of June 30, 2026, we had $899 million of commercial paper outstanding, $600 million of borrowings outstanding under our $1.2 Billion Term Loan Agreement, and no borrowings under our $3.5 Billion Credit Agreement, and we are in compliance with all covenants.

Previous 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.

Current wording

As of June 30, 2026, we had a working capital (defined as current assets less current liabilities) deficit of $1.9 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

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 wording

In April 2026, we entered into a $1.2 Billion Term Loan Agreement, which was available to be drawn in up to two borrowings within 90 days of the closing date. Borrowings under the $1.2 Billion Term Loan Agreement bear interest at Term SOFR plus an applicable margin of 95 basis points. The $1.2 Billion Term Loan Agreement matures 364 days after June 23, 2026, 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. In July 2026, the remaining borrowings available under the $1.2 Billion Term Loan Agreement were fully drawn and no additional amounts may be borrowed.

Previous wording

For additional information on our $3.5 Billion Credit Agreement, see Note D of the Notes to Consolidated Financial Statements in this Quarterly Report.

Current wording

For additional information on our $3.5 Billion Credit Agreement and our $1.2 Billion Term Loan Agreement, see Note D of the Notes to Consolidated Financial Statements in this Quarterly Report.