SEC Form 4 · accession 0001473693-15-000002
ONEOK INC /NEW/ · OKE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Derek S Reiners
Officer — SVP, CFO & TREASURER
Period of report
Feb 15, 2015
Accepted (ET)
Feb 18, 2015 · 9:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001039684
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.0.01 | Feb 15, 2015 | M | 1,600 | $1,600.00 | A | 25,892 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | F | 602 | $47.685 | D | 25,290 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | M | 256 | $47.685 | A | 25,546 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | F | 82 | $47.685 | D | 25,464 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | M | 123 | $47.685 | A | 25,587 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | F | 123 | $47.685 | D | 25,464 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | M | 22 | $47.685 | A | 25,486 | D | |
| Common Stock, par value $.0.01 | Feb 15, 2015 | F | 22 | $47.685 | D | 25,464 | D | |
| Common Stock, par value $.0.01 | holding | — | — | — | 426 | I | Profit Sharing Plan | |
| Common Stock, par value $.0.01 | holding | — | — | — | 1,253 | I | by Thrift Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred 2012 PSU Award/Phantom StockF1 | — | Feb 15, 2015 | A | 5,637 | A | — | — | Common Stock, par value $.0.01 | 5,637 | 5,637 | D |
| Deferred 2012-2 PSU Award/Phantom StockF2 | — | Feb 15, 2015 | A | 899 | A | — | — | Common Stock, par value $.0.01 | 899 | 899 | D |
| Performance Units 2012F3 | — | Feb 15, 2015 | M | 6,400 | D | — | — | Common Stock, par value $.0.01 | 6,400 | 0 | D |
| Performance Units 2012-2F4 | — | Feb 15, 2015 | M | 1,024 | D | — | — | Common Stock, par value $.0.01 | 1,024 | 0 | D |
| Restricted Units 2012F5 | — | Feb 15, 2015 | M | 1,600 | D | — | — | Common Stock, par value $.0.01 | 1,600 | 0 | D |
| Restricted Units 2012-2F6 | — | Feb 15, 2015 | M | 256 | D | — | — | Common Stock, par value $.0.01 | 256 | 0 | D |
Explanation of responses
- F1Performance units awarded under the Issuer's Equity Compensation Plan. The award vested on February 15, 2015, at 90% of the performance shares awarded based upon the Company's total stockholder return compared to total stockholder return of a selected peer group. Performance units were payable one share of the Issuer's common stock for each vested performance unit. The reporting person elected to defer receipt of the 5,760 shares of the Issuer's common stock to which the reporting person was entitled upon vesting and which are reported as phantom stock in Table II. Of the 5,760 shares, the reporting person surrendered 123 shares to cover taxes applicable to the vesting, resulting in the deferral of the 5,637 net shares remaining. Each share of the phantom stock is the economic equivalent of one share of the Issuer's common stock.
- F2Perf. units awarded under Issuer's Equity Compensation Plan to preserve the value of 2012 perf. units held by reporting person at time of separation of Issuer's natural gas distribution business into ONE Gas, Inc. These additional units vested following completion of original vesting period on February 15, 2015, at 90% percent of perf. shares awarded based upon Company's total stockholder return compared to total stockholder return of a selected peer group. Perf. units were payable one share of Issuer's common stock for each vested perf. unit. The reporting person elected to defer receipt of the 921 shares of Issuer's common stock to which reporting person was entitled upon vesting and which are reported as phantom stock in Table II. Of the 921 shares, reporting person surrendered 22 shares to cover taxes applicable to vesting, resulting in deferral of 899 net shares remaining. Each share of the phantom stock is the economic equivalent of one share of Issuer's common stock.
- F3Performance units awarded under the Issuer's Equity Compensation Plan. The award vested on February 15, 2015, at 90% of the performance units awarded based upon the Issuer's total stockholder return compared to total stockholder return of a selected peer group. Performance units were payable one share of the Issuer's common stock for each vested performance unit. Receipt of the units upon vesting was deferred by the reporting person. Refer to footnote (1).
- F4Performance units awarded under the Issuer's Equity Compensation Plan to preserve the value of the 2012 performance units held by the reporting person at the time of the separation of the Issuer's natural gas distribution business into ONE Gas, Inc. These additional units vested following completion of the original vesting period on February 15, 2015, at 90% percent of the performance units awarded based upon the Issuer's total stockholder return compared to total stockholder return of a selected peer group. The award was payable one share of the Issuer's common stock for each vested performance unit. Receipt of the units upon vesting was deferred by the reporting person. Refer to footnote (2).
- F5Restricted units awarded under the Issuer's Long Term Incentive Plan. The award vested on February 15, 2015, and was payable one share of the Issuer's common stock for each vested restricted unit.
- F6Restricted units awarded under the Issuer's Long-Term Incentive Plan to preserve the value of the 2012 restricted units held by the reporting person at the time of the separation of the Issuer's natural gas distribution business into ONE Gas, Inc. These additional units vested following completion of the original vesting period on February 15, 2015. The award was payable one share of the Issuer's common stock for each vested restricted unit.