ONEOK Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On January 6, 2025, the Board of Directors of ONEOK, Inc. (“ONEOK”) appointed Randy Lentz, 60, as Executive Vice President and Chief Operating Officer of ONEOK, effective as of January 6, 2025. Mr. Lentz has served as the Chief Executive Officer of Medallion Midstream, LLC (“Medallion”) since 2010 and has over 35 years of experience in the midstream business in a variety of operational, commercial and leadership roles. Medallion is a wholly owned subsidiary of ONEOK since ONEOK acquired Medallion in October 2024. Mr. Lentz will report directly to Pierce H. Norton II, ONEOK’s President and Chief Executive Officer.
Mr. Lentz’s existing employment agreement with Medallion Operating Company, LLC will be terminated, and Mr. Lentz will be eligible to participate in the executive compensation and benefits plans described under “Components of Compensation” on pages 66 and 67 and “Change in Control Benefits” on page 74 of our Proxy Statement relating to our 2024 Annual Meeting of Shareholders, as filed with the Securities and Exchange Commission on April 3, 2024, as revised on May 1, 2024 (and such description is incorporated herein by this reference). In connection with his appointment as Executive Vice President and Chief Operating Officer, Mr. Lentz received a one-time special award of restricted stock units with an aggregate grant date value of approximately $1.8 million. One third of the restricted stock units will vest on the first anniversary of the grant date, and the remaining two thirds of the restricted stock units will vest on the second anniversary of the grant date.
There are no arrangements or understandings between Mr. Lentz and any other person pursuant to which he was selected as an officer, and there are no family relationships between Mr. Lentz and any director or executive officer of ONEOK. Mr. Lentz does not have a direct or indirect interest in any transaction that would require disclosure under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure
On January 6, 2025, ONEOK issued a press release announcing, among other things, Mr. Lentz’s appointment as Executive Vice President and Chief Operating Officer. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 7.01 by reference. The information disclosed in this Item 7.01 and Item 9.01 below, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | News release issued by ONEOK, Inc. dated January 6, 2025. | |
| 104 | Cover page interactive data file (embedded within the Inline XBRL document and contained in Exhibit 101). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| ONEOK, Inc. | ||
| Date: January 7, 2025 | By: | /s/ Walter S. Hulse III |
| Walter S. Hulse III | ||
| Chief Financial Officer, Treasurer and | ||
| Executive Vice President, Investor Relations and Corporate Development | ||
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