Cover and table of contents

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

☑			ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the fiscal year ended			December 31, 2023
			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 1-4174

The Williams Companies, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware									73-0569878
(State or Other Jurisdiction of Incorporation or Organization)									(IRS Employer Identification No.)
One Williams Center
Tulsa			Oklahoma						74172
(Address of Principal Executive Offices)									(Zip Code)

800-945-5426 (800-WILLIAMS)

(Registrant’s Telephone Number, Including Area Code)

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

Title of Each Class			Trading Symbol(s)			Name of Each Exchange on Which Registered
Common Stock, $1.00 par value			WMB			New 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, a 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. ☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

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

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold as of the last business day of the registrant’s most recently completed second quarter was approximately $38,305,701,487.

The number of shares outstanding of the registrant’s common stock outstanding at February 16, 2024 was 1,216,750,172.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant’s Definitive Proxy Statement for the Registrant’s Annual Meeting of Stockholders to be held on April 30, 2024, are incorporated into Part III, as specifically set forth in Part III.

THE WILLIAMS COMPANIES, INC.

FORM 10-K

TABLE OF CONTENTS

						Page
PART I
Item 1.			Business			5
			General			5
			Service Assets, Customers, and Contracts			6
			Business Segments			9
			Transmission & Gulf of Mexico			10
			Northeast G&P			14
			West			17
			Gas & NGL Marketing Services			18
			Other			19
			Regulatory Matters			20
			Environmental Matters			23
			Competition			23
			Human Capital Resources			24
			Website Access to Reports and Other Information			26
Item 1A.			Risk Factors			27
Item 1B.			Unresolved Staff Comments			42
Item 1C.			Cybersecurity			42
Item 2.			Properties			43
Item 3.			Legal Proceedings			43
Item 4.			Mine Safety Disclosures			44
			Information About Our Executive Officers			45
			PART II
Item 5.			Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities			47
Item 7.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			49
Item 7A.			Quantitative and Qualitative Disclosures About Market Risk			74
Item 8.			Financial Statements and Supplementary Data			77
			Reports of Independent Registered Public Accounting Firms			77
			Consolidated Statement of Income			79
			Consolidated Statement of Comprehensive Income (Loss)			80
			Consolidated Balance Sheet			81
			Consolidated Statement of Changes in Equity			82
			Consolidated Statement of Cash Flows			83

			PART II (continued)
			Notes to Consolidated Financial Statements			84
			Note 1 – General, Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies			84
			Note 2 – Variable Interest Entities			97
			Note 3 – Acquisitions and Divestitures			98
			Note 4 – Related Party Transactions			107
			Note 5 – Revenue Recognition			108
			Note 6 – Provision (Benefit) for Income Taxes			111
			Note 7 – Employee Benefit Plans			115
			Note 8 – Investing Activities			113
			Note 9 – Property, Plant, and Equipment			121
			Note 10 – Goodwill and Other Intangible Assets			122
			Note 11 – Accrued and Other Current Liabilities			124
			Note 12 – Debt and Banking Arrangements			125
			Note 13 – Leases			129
			Note 14 – Equity-Based Compensation			129
			Note 15 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk			130
			Note 16 – Commodity Derivatives			134
			Note 17 – Contingencies and Commitments			136
			Note 18 – Segment Disclosures			140
			Note 19 – Subsequent Events			144
			Schedule II – Valuation and Qualifying Accounts			145
Item 9.			Changes in and Disagreements with Accountants on Accounting and Financial Disclosure			146
Item 9A.			Controls and Procedures			146
Item 9B.			Other Information			150
Item 9C.			Disclosure Regarding Foreign Jurisdictions that Prevent Inspections			150
			PART III
Item 10.			Directors, Executive Officers and Corporate Governance			150
Item 11.			Executive Compensation			150
Item 12.			Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters			150
Item 13.			Certain Relationships and Related Transactions, and Director Independence			151
Item 14.			Principal Accountant Fees and Services			151
			PART IV
Item 15.			Exhibits and Financial Statement Schedules			152
Item 16.			Form 10-K Summary			160

DEFINITIONS

The following is a listing of certain abbreviations, acronyms, and other industry terminology that may be used throughout this Annual Report.

Measurements:

Barrel or Bbl: One barrel of petroleum products that equals 42 U.S. gallons

Mbbls/d: One thousand barrels per day

Bcf : One billion cubic feet of natural gas

Bcf/d: One billion cubic feet of natural gas per day

MMcf/d: One million cubic feet of natural gas per day

British Thermal Unit (Btu): A unit of energy needed to raise the temperature of one pound of water by one degree Fahrenheit

MMbtu: One million British thermal units

Dekatherms (Dth): A unit of energy equal to one million British thermal units

Mdth/d: One thousand dekatherms per day

MMdth: One million dekatherms or approximately one trillion British thermal units

MMdth/d: One million dekatherms per day

Government and Regulatory:

EPA: Environmental Protection Agency

Exchange Act, the: Securities and Exchange Act of 1934, as amended

FERC: Federal Energy Regulatory Commission

IRS: Internal Revenue Service

SEC: Securities and Exchange Commission

Securities Act, the: Securities Act of 1933, as amended

Other:

Note: References to numerical notes refer to our Notes to Consolidated Financial Statements*.*

EBITDA: Earnings before interest, taxes, depreciation, and amortization

Fractionation: The process by which a mixed stream of natural gas liquids is separated into constituent products, such as ethane, propane, and butane

GAAP: U.S. generally accepted accounting principles

LNG: Liquefied natural gas; natural gas which has been liquefied at cryogenic temperatures

MVC: Minimum volume commitments

NGLs: Natural gas liquids; natural gas liquids result from natural gas processing and crude oil refining and are used as petrochemical feedstocks, heating fuels, and gasoline additives, among other applications

NGL margins: NGL revenues less Btu replacement cost, plant fuel, transportation, and fractionation

Appalachia Midstream Investments: Our equity-method investments with an approximate average 66 percent interest in multiple gas gathering systems in the Marcellus Shale region.

DJ Basin Acquisitions: On November 30, 2023, we closed on the acquisition of 100 percent of Cureton Front Range, LLC (Cureton) (Cureton Acquisition) and also closed on the acquisition of the remaining 50 percent interest in Rocky Mountain Midstream Holdings LLC (RMM) (RMM Acquisition), both of which operate midstream assets in the Denver-Julesberg (DJ) Basin.

Gulf Coast Storage Acquisition: On January 3, 2024, we closed on the acquisition of 100 percent of both Hartree Cardinal Gas, LLC and Hartree Natural Gas Storage, LLC, which own natural gas storage facilities and pipelines in Louisiana and Mississippi.

Sequent Acquisition: The July 1, 2021, acquisition of 100 percent of Sequent Energy Management, L.P. and Sequent Energy Canada, Corp.

Trace Acquisition: The April 29, 2022, acquisition of 100 percent of Gemini Arklatex, LLC through which we acquired the Haynesville Shale region gas gathering and related assets.

NorTex Asset Purchase: The August 31, 2022, purchase of a group of assets in north Texas, primarily natural gas storage facilities and pipelines, from NorTex Midstream Holdings, LLC.

MountainWest Acquisition: The February 14, 2023, acquisition of 100 percent of MountainWest Pipelines Holding Company (MountainWest), which includes FERC-regulated interstate natural gas pipeline systems and natural gas storage capacity.

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 be identified by various forms of words such as “anticipates,” “believes,” “seeks,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “intends,” “might,” “goals,” “objectives,” “targets,” “planned,” “potential,” “projects,” “scheduled,” “will,” “assumes,” “guidance,” “outlook,” “in-service date,” or other similar expressions 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. Additional information regarding forward-looking statements and important factors that could cause actual results to differ materially from those in the forward-looking statements are described under Part I, Item 1A in this Annual Report.

PART I