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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2020.

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________.

Commission file number 001-13643

oke-20201231_g1.jpg

ONEOK, Inc.

(Exact name of registrant as specified in its charter)

Oklahoma73-1520922
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
100 West Fifth Street,Tulsa,OK74103
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code (918) 588-7000

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value of $0.01OKENew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐.

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒.

Aggregate market value of registrant’s common stock held by non-affiliates based on the closing trade price on June 30, 2020, was $14.5 billion.

On February 16, 2021, the Company had 444,983,595 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the definitive proxy statement to be delivered to shareholders in connection with the Annual Meeting of Shareholders to be held May 26, 2021, are incorporated by reference in Part III.

ONEOK, Inc.

2020 ANNUAL REPORT

Part I.Page No.
Item 1.Business5
Item 1A.Risk Factors21
Item 1B.Unresolved Staff Comments33
Item 2.Properties33
Item 3.Legal Proceedings33
Item 4.Mine Safety Disclosures33
Part II.
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities33
Item 6.Selected Financial Data35
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations35
Item 7A.Quantitative and Qualitative Disclosures about Market Risk54
Item 8.Financial Statements and Supplementary Data57
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure106
Item 9A.Controls and Procedures106
Item 9B.Other Information106
Part III.
Item 10.Directors, Executive Officers and Corporate Governance107
Item 11.Executive Compensation107
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters108
Item 13.Certain Relationships and Related Transactions, and Director Independence108
Item 14.Principal Accounting Fees and Services108
Part IV.
Item 15.Exhibits, Financial Statement Schedules109
Item 16.Form 10-K Summary117
Signatures118

As used in this Annual Report, references to “we,” “our,” or “us” refer to ONEOK, Inc., an Oklahoma corporation, and its predecessors and subsidiaries, unless the context indicates otherwise.

GLOSSARY

The abbreviations, acronyms and industry terminology used in this Annual Report are defined as follows:

$1.5 Billion Term Loan AgreementThe senior unsecured delayed-draw three-year $1.5 billion term loan agreement dated November 19, 2018
$2.5 Billion Credit AgreementONEOK’s $2.5 billion revolving credit agreement, as amended
AFUDCAllowance for funds used during construction
Annual ReportAnnual Report on Form 10-K for the year ended December 31, 2020
ASUAccounting Standards Update
BblBarrels, 1 barrel is equivalent to 42 United States gallons
BBtu/dBillion British thermal units per day
BcfBillion cubic feet
Bcf/dBillion cubic feet per day
CARES ActCoronavirus Aid, Relief, and Economic Security Act
CFTCU.S. Commodity Futures Trading Commission
Clean Air ActFederal Clean Air Act, as amended
Clean Water ActFederal Water Pollution Control Act Amendments of 1972, as amended
COVID-19Coronavirus disease 2019
DJDenver-Julesburg
DOTUnited States Department of Transportation
EBITDAEarnings before interest expense, income taxes, depreciation and amortization
EPAUnited States Environmental Protection Agency
EPSEarnings per share of common stock
Exchange ActSecurities Exchange Act of 1934, as amended
FERCFederal Energy Regulatory Commission
FitchFitch Ratings, Inc.
GAAPAccounting principles generally accepted in the United States of America
GHGGreenhouse gas
ICEIntercontinental Exchange
Intermediate PartnershipONEOK Partners Intermediate Limited Partnership, a wholly owned subsidiary of ONEOK Partners, L.P.
KCCKansas Corporation Commission
LIBORLondon Interbank Offered Rate
MBbl/dThousand barrels per day
MDth/dThousand dekatherms per day
MMBblMillion barrels
MMBbl/dMillion barrels per day
MMBtuMillion British thermal units
MMcf/dMillion cubic feet per day
Moody’sMoody’s Investors Service, Inc.
Natural Gas ActNatural Gas Act of 1938, as amended
Natural Gas Policy ActNatural Gas Policy Act of 1978, as amended
NGL(s)Natural gas liquid(s)
NGL productsMarketable natural gas liquid purity products, such as ethane, ethane/propane mix, propane, iso-butane, normal butane and natural gasoline
Northern Border PipelineNorthern Border Pipeline Company, a 50% owned joint venture
NYMEXNew York Mercantile Exchange
NYSENew York Stock Exchange
OCCOklahoma Corporation Commission
ONEOKONEOK, Inc.
ONEOK PartnersONEOK Partners, L.P., a wholly owned subsidiary of ONEOK, Inc.
ONEOK Partners Term Loan AgreementThe senior unsecured three-year $1.0 billion term loan agreement dated January 8, 2016, as amended
ONEOK West Texas NGLONEOK West Texas NGL pipeline and Mesquite pipeline (formerly known as West Texas LPG pipeline and Mesquite pipeline)
OPISOil Price Information Service
Overland Pass PipelineOverland Pass Pipeline Company, LLC, a 50% owned joint venture
PHMSAUnited States Department of Transportation Pipeline and Hazardous Materials Safety Administration
POPPercent of Proceeds
Quarterly Report(s)Quarterly Report(s) on Form 10-Q
RoadrunnerRoadrunner Gas Transmission, LLC, a 50% owned joint venture
RRCRailroad Commission of Texas
S&PS&P Global Ratings
SCOOPSouth Central Oklahoma Oil Province, an area in the Anadarko Basin in Oklahoma
SECSecurities and Exchange Commission
Securities ActSecurities Act of 1933, as amended
Series E Preferred StockSeries E Non-Voting, Perpetual Preferred Stock, par value $0.01 per share
STACKSooner Trend Anadarko Canadian Kingfisher, an area in the Anadarko Basin in Oklahoma
Tax Cuts and Jobs ActH.R. 1, the tax reform bill, signed into law on December 22, 2017
Topic 606Accounting Standards Update 2014-09, “Revenue from Contracts with Customers”
WTIWest Texas Intermediate
XBRLeXtensible Business Reporting Language

The statements in this Annual Report that are not historical information, including statements concerning plans and objectives of management for future operations, economic performance or related assumptions, are forward-looking statements. Forward-looking statements may include words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “might,” “outlook,” “plan,” “potential,” “project,” “scheduled,” “should,” “will,” “would” and other words and terms of similar meaning. Although we believe that our expectations regarding future events are based on reasonable assumptions, we can give no assurance that such expectations or assumptions will be achieved. Important factors that could cause actual results to differ materially from those in the forward-looking statements are described under Part I, Item 1A, Risk Factors, and Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and “Forward-Looking Statements,” in this Annual Report.

PART I

Next: Item 1. BUSINESS