Williams Companies (WMB) 10-K risk factor changes: FY2023 vs FY2022

- The impact of existing and future laws and regulations, the regulatory environment, environmental matters, and litigation, as well as our ability [added: and the ability of other energy companies with whom we conduct or seek] to [added: conduct business, to] obtain necessary permits and approvals, and [added: our ability to] achieve favorable rate proceeding outcomes;

- The risks resulting from outbreaks or other public health [removed: crises, including COVID-19;][added: crises;]

- Changes in the current geopolitical situation, including the Russian invasion of [removed: Ukraine;][added: Ukraine and conflicts in the Middle East including between Israel and Hamas and conflicts involving Iran and its proxy forces;]

Each of these factors could adversely affect our business, prospects, financial condition, results of operations, cash flows, and, in some [removed: cases] [added: cases,] our reputation.

Governmentally imposed constraints, such as prohibitions on natural gas hookups in newly constructed [removed: buildings,] [added: buildings and the recently announced permit freeze for new LNG export projects,] could also artificially limit new demand for natural gas.

Opposition to our operation and expansion can take many forms, including the delay or denial of required governmental permits, organized protests, attempts to block or sabotage our operations, intervention in regulatory or administrative proceedings involving our [removed: assets, or lawsuits or other actions designed to prevent, disrupt, or delay the operation or expansion of our assets and business.]

Any such event that delays or prevents the expansion of our business, that interrupts the revenues generated by our operations, or which causes us to make [added: significant expenditures not covered by insurance, could adversely affect our financial condition and results of operations.]

We anticipate that we will enter into more such [added: arrangements, including through new joint venture structures or new Nonconsolidated Entities.]

If our business is unable to adequately diversify or otherwise mitigate such supplier concentration risks and such risks were realized, such businesses could be subject to reduced revenues and increased expenses, which could have a material adverse effect on our financial condition, results of [removed: operation,] [added: operations,] and cash flows.

[removed: Companies that do not adapt to or comply with investor or other stakeholder expectations and standards, which are evolving, or that are perceived to have not responded appropriately to the growing concern for] ESG issues, regardless of whether there is a legal requirement to do so, may suffer from reputational damage, and the business, financial condition, and/or stock price of such a company could be materially and adversely affected.

Additionally, we may face reputational challenges in the event our [added: ESG procedures or standards do not meet the standards set by certain constituencies.]

We adopted certain practices as highlighted in our [removed: 2021] [added: 2022] Sustainability Report, including with respect to air emissions, biodiversity and land use, climate change, and environmental stewardship.

Uncertainty surrounding the Russian invasion of Ukraine, [added: conflicts in the Middle East including between Israel and Hamas and conflicts involving Iran and its proxy forces,] or other sustained military campaigns, may affect our operations in unpredictable ways, including the possibility that infrastructure facilities could be direct targets of, or indirect casualties of, an act of terrorism.

We face unlawful attempts to gain access to our information technology infrastructure, including coordinated attacks from hackers, whether state-sponsored groups, [removed: “hacktivists”, or private individuals.]

[added: Breaches in our information technology infrastructure or physical] facilities, or other disruptions including those arising from theft, vandalism, fraud, or unethical conduct, which may increase as a result of the Russian invasion of [removed: Ukraine,] [added: Ukraine or other geopolitical tensions and conflicts,] could result in damage to or destruction of our assets, unnecessary waste, safety incidents, damage to the environment, reputational damage, potential liability, the loss of contracts, the imposition of significant costs associated with remediation and litigation, heightened regulatory scrutiny, increased insurance costs, and have a material adverse effect on our operations, financial condition, results of operations, and cash flows.

[removed: In addition, actions of activist stockholders may cause significant] fluctuations in our stock price based on temporary or speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business.

The timing and amount of our funding requirements under the defined benefit pension plans depend upon a number of factors that we control, including changes to pension plan benefits, as well as factors outside of our control, such as asset returns, interest [added: rates, and changes in pension laws.]

Included among these potential negative impacts are industrial or economic contraction [removed: (including as a result of the COVID-19 pandemic)] leading to reduced energy demand and lower prices for our products and services and increased difficulty in collecting amounts owed to us by our customers.

[removed: The] [added: Geopolitical tensions and conflicts including those in the Middle East between Israel and Hamas and Iran or its proxy forces, as well as the] ongoing Russian invasion of Ukraine and the actions undertaken by western nations in response to [removed: Russia’s actions has] [added: these conflicts have] had, and may continue to have, adverse impacts on global financial markets.

Our total outstanding long-term debt (including current [removed: portion)] [added: portion and commercial paper)] as of December 31, [removed: 2022,] [added: 2023,] was [removed: $22.6] [added: $26.4] billion.

For more information regarding our debt agreements, please read Note 12 – Debt and Banking [removed: Arrangements of Notes to Consolidated Financial Statements.][added: Arrangements.]

Interest rates [added: have risen in recent years and] may increase in the future.

[removed: The difference in accounting treatment for the underlying position and the financial instrument] used to hedge the value of the contract can cause volatility in our reported net income while the positions are open due to mark-to-market accounting.

Ultimately, limiting fossil-fuel related companies’ access to capital could make it more difficult for our customers to [added: secure funding for exploration and production activities or for us to secure funding for growth projects.]

The [removed: change in the] [added: current] U.S. governmental administration and its [removed: policies may increase] [added: policies, which often oppose] the [added: development or expansion of fossil fuel energy, have increased the] likelihood of such legal and regulatory developments.

However, we cannot predict precisely what form these future regulations might take, the stringency of [removed: any such regulations or when they might become effective.]

We continue to monitor legislative and regulatory developments in this area and otherwise take efforts to limit and reduce GHG emissions from our [added: facilities.]

assets, or lawsuits or other actions designed to prevent, disrupt, or delay the operation or expansion of our assets and business.

Companies that do not adapt to or comply with investor or other stakeholder expectations and standards, which are evolving, or that are perceived to have not responded appropriately to the growing concern for

“hacktivists”, or private individuals.

In addition, actions of activist stockholders may cause significant

The difference in accounting treatment for the underlying position and the financial instrument

any such regulations or when they might become effective.

significant expenditures not covered by insurance, could adversely affect our financial condition and results of operations.

arrangements, including through new joint venture structures or new Nonconsolidated Entities.

ESG procedures or standards do not meet the standards set by certain constituencies.

Breaches in our information technology infrastructure or physical

rates, and changes in pension laws.

secure funding for exploration and production activities or for us to secure funding for growth projects.

facilities.

These services include natural gas gathering, processing, treating, [removed: compression,] [added: compression] and storage, NGL fractionation, transportation and storage, crude oil production handling and transportation, as well as marketing services for NGL, crude oil, and natural gas.

[removed: Our] [added: Consistent with the manner in which our chief operating decision maker evaluates performance and allocates resources, our] operations are conducted, managed, and presented within the following reportable segments: Transmission & Gulf of Mexico, Northeast G&P, West, and Gas & NGL Marketing [removed: Services, consistent with the manner in which our chief operating decision maker evaluates performance and allocates resources.][added: Services.]

- Transmission & Gulf of Mexico is comprised of our interstate natural gas pipelines, [removed: Transco and] [added: Transco,] Northwest Pipeline, and [added: MountainWest, and] their related natural gas storage facilities, as well as natural gas gathering and processing and crude oil production handling and transportation assets in the Gulf Coast region, including a 51 percent interest in Gulfstar [removed: One (a consolidated variable interest entity, or VIE),] [added: One,] a 50 percent equity-method investment in Gulfstream, and a 60 percent equity-method investment in Discovery.

- Northeast G&P is comprised of our midstream gathering, processing, and fractionation businesses in the Marcellus Shale region primarily in Pennsylvania and New York, and the Utica Shale region of eastern Ohio, as well as a 65 percent interest in [removed: our] Northeast JV [removed: (a consolidated VIE)] which operates in West Virginia, Ohio, and Pennsylvania, a 66 percent interest in Cardinal [removed: (a consolidated VIE)] which operates in Ohio, a 69 percent equity-method investment in Laurel Mountain, a 50 percent equity-method investment in Blue Racer, and Appalachia Midstream Investments.

- West is comprised of our gas gathering, processing, and treating operations in the Rocky Mountain region of Colorado and Wyoming, the Barnett Shale region of north-central Texas, the Eagle Ford Shale region of south Texas, the Haynesville Shale region of east Texas and northwest Louisiana, [removed: and] the Mid-Continent region which includes the Anadarko and Permian [removed: basins.][added: basins, and the DJ Basin of Colorado which includes RMM, a former 50 percent equity-method investment in which we acquired the remaining ownership interest in November 2023.]

This segment also includes our NGL storage facilities, an undivided 50 percent interest in an NGL fractionator near Conway, Kansas, a 50 percent equity-method investment in OPPL, a [removed: 50 percent equity-method investment in RMM, a] 20 percent equity-method investment in Targa Train 7, and a 15 percent equity-method investment in Brazos Permian II.

- Gas & NGL Marketing Services is comprised of our NGL and natural gas marketing and trading [removed: operations] [added: operations,] which includes risk management and transactions related to the storage and transportation of natural gas and NGLs on strategically positioned assets.

In December [removed: 2022,] [added: 2023,] we paid a regular quarterly dividend of [removed: $0.425] [added: $0.4475] per share.

On January [removed: 31, 2023,] [added: 30, 2024,] our board of directors approved a regular quarterly dividend of [removed: $0.4475] [added: $0.4750] per share payable on March [removed: 27, 2023.][added: 25, 2024.]

*Net income (loss) attributable to The Williams Companies, Inc.* for the year ended December 31, [removed: 2022,] [added: 2023,] increased by [removed: $532 million] [added: $1.13 billion] over the prior year.

[removed: MountainWest Acquisition][added: MountainWest Acquisition]

On February 14, 2023, we closed on the acquisition of 100 percent of MountainWest Pipelines Holding Company [removed: (MountainWest)] which includes FERC-regulated interstate natural gas pipeline systems and natural gas storage capacity, for $1.08 billion of [removed: cash and assumption] [added: cash, funded with available sources] of [added: short-term liquidity, and retaining] $430 million outstanding principal amount of [added: MountainWest] long-term [removed: debt, subject to working capital and post-closing adjustments.][added: debt.]

Provisions were included in the settlement that [removed: establishes] [added: establish] a moratorium on any proceedings that would seek to place new rates in effect any earlier than January 1, 2026, and that a general rate case filing will be made for rates to become effective not later than April 1, 2028, unless we have entered into a pre-filing settlement prior to that date.

Our business plan for [removed: 2023] [added: 2024] includes a continued focus on earnings and cash flow growth.

Our growth capital and investment expenditures in [removed: 2023] [added: 2024] are expected to be in a range from [removed: $1.40] [added: $1.45] billion to [removed: $1.70] [added: $1.75] billion, excluding [removed: the MountainWest Acquisition.][added: acquisitions.]

Growth capital spending in [removed: 2023] [added: 2024] primarily includes Transco expansions, all of which are fully contracted with firm transportation agreements, projects supporting [removed: the Northeast G&P business and projects supporting] growth in the Haynesville [removed: basin, including] [added: Basin, and projects supporting] the [removed: Louisiana Energy Gateway project.][added: Northeast G&P business.]

We plan to place the [removed: full] project into service as early as the fourth quarter of 2024, assuming timely receipt of all necessary regulatory approvals.

In [removed: May 2022,] [added: July 2023,] we [removed: filed an application with] [added: received approval from] the FERC for the project, which [removed: is] [added: involves] an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Virginia and North Carolina to delivery points in North Carolina.

We plan to place the project into service as early as the [removed: 2024/2025 winter heating season] [added: fourth quarter of 2025,] assuming timely receipt of all necessary regulatory approvals.

In [removed: August 2022,] [added: January 2024,] we [removed: filed an application with] [added: received approval from] the FERC for the project, which involves an expansion of Transco’s existing natural gas transmission system to provide firm transportation capacity from receipt points in south Texas to delivery points in Texas and Louisiana.

In [removed: August 2022,] [added: November 2023,] we [removed: filed an application with] [added: received approval from] the FERC for the project, which [removed: is] [added: involves] an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Mississippi and Alabama to a delivery point in Alabama.

We plan to place the project into service in the [removed: first] [added: second] quarter of 2025, assuming timely receipt of all necessary regulatory approvals.

In [removed: August 2022,] [added: November 2023,] we [removed: filed an application with] [added: received approval from] the FERC for the project, which involves an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity in Virginia.

This project [removed: is expected to go] [added: went] into service in the fourth quarter of [removed: 2024.][added: 2023.]

We plan to construct a greenfield gathering system in support [added: of] the third party’s [removed: 26,000 acre] [added: 26,000-acre] dedication.

The system, once constructed, will provide natural gas gathering services to the [removed: third party.]

These estimates and assumptions involve significant [removed: judgement] [added: judgment] and actual results will likely be different than anticipated.

The assumptions utilized to compute the benefit obligations and costs are shown in Note 7 – Employee Benefit [removed: Plans of Notes to Consolidated Financial Statements.][added: Plans.]

| Discount rate | | | $ | [removed: (21)] [added: 3] | | | | | $ | [removed: (1)] [added: (4)] | | | | | $ | [removed: (69)] [added: (73)] | | | | | $ | [removed: 80] [added: 85] | |

| Cash balance interest crediting rate | | | 5 | | | | | | [removed: (25)] [added: (4)] | | | | | | [removed: 50] [added: 54] | | | | | | [removed: (43)] [added: (47)] | | |

| Discount rate | | | (3) | | | | | | [removed: 2] [added: 4] | | | | | | [removed: (14)] [added: (13)] | | | | | | 16 | | |

| Expected long-term rate of return on plan assets | | | [removed: (2)] [added: (3)] | | | | | | [removed: 2] [added: 3] | | | | | | — | | | | | | — | | |

Our expected long-term rate of return on plan assets used for our pension plans was [removed: 3.81] [added: 5.17] percent in [removed: 2022.][added: 2023.]

The [removed: 2022] [added: 2023] actual return on plan assets for our pension plans was [removed: a loss of] approximately [removed: 9.7] [added: 11.4] percent.

The 10-year average rate of return on pension plan assets through December [removed: 2022] [added: 2023] was approximately [removed: 6.8] [added: 6.4] percent.

The following table and discussion is a summary of our consolidated results of operations for the three years ended December 31, [removed: 2022.][added: 2023 and should be read in conjunction with the results of operations by segment, as discussed in further detail following this consolidated overview discussion.]

| | | | [removed: 2022] [added: 2023] | | | | | | $ [removed: Change from 2021*] [added: Change from 2022*] | | | | | | % [removed: Change from 2021*] [added: Change from 2022*] | | | | | | [removed: 2021] [added: 2022] | | | | | | $ [removed: Change from 2020*] [added: Change from 2021*] | | | | | | % [removed: Change from 2020*] [added: Change from 2021*] | | | | | | [removed: 2020] [added: 2021] | | |

| Service revenues | | | $ | [removed: 6,536] [added: 7,026] | | | | | [removed: +535] [added: +490] | | | | | | [removed: +9] [added: +7] | | % | | | | $ | [removed: 6,001] [added: 6,536] | | | | | [removed: +77] [added: +535] | | | | | | [removed: +1] [added: +9] | | % | | | | $ | [removed: 5,924] [added: 6,001] | |

| Service revenues – commodity consideration | | | [removed: 260] [added: 146] | | | | | | [removed: +22] [added: \-114] | | | | | | [removed: +9] [added: \-44] | | % | | | | [removed: 238] [added: 260] | | | | | | [removed: +109] [added: +22] | | | | | | [removed: +84] [added: +9] | | % | | | | [removed: 129] [added: 238] | | |

| Product sales | | | [removed: 4,556] [added: 2,779] | | | | | | [removed: +20] [added: \-1,777] | | | | | | [removed: —] [added: \-39] | | % | | | | [removed: 4,536] [added: 4,556] | | | | | | [removed: +2,865] [added: +20] | | | | | | [removed: +171] [added: —] | | % | | | | [removed: 1,671] [added: 4,536] | | |

Expansion Project Updates

Significant expansion project updates for the period, including projects placed into service are described below.

Ongoing major expansion projects are discussed later in Company Outlook.

*Northeast G&P*

Susquehanna Supply Hub Gathering Expansion

We have an agreement in place with a third party for a construction project to facilitate natural gas production growth in the Susquehanna region.

We constructed approximately 22 miles of gathering pipeline and associated incremental compression.

The system added incremental natural gas gathering capacity of 320 MMcf/d.

Utica Shale Gathering Expansion

We have an agreement in place with a third party for a construction project to facilitate natural gas production growth in the Utica region on our Cardinal gathering system.

We constructed approximately 30 miles of gathering pipeline and associated incremental compression.

The system added incremental natural gas gathering capacity of 125 MMcf/d.

Phase 1 of this project was placed into service in the third quarter of 2023 and Phase 2 went into service in the fourth quarter of 2023.

We placed approximately half of the project into service in the fourth quarter of 2023 and plan to place the remainder of the project into service as early as the fourth quarter of 2024, assuming timely receipt of all necessary regulatory approvals.

Acquisitions and Divestitures (see Note 3 – Acquisitions and Divestitures)

Gulf Coast Storage Acquisition

On January 3, 2024, we closed on the acquisition of 100 percent of a strategic portfolio of natural gas storage facilities and pipelines, located in Louisiana and Mississippi, from Hartree Partners LP for $1.95 billion, subject to working capital and post-closing adjustments.

The purpose of this acquisition was to expand our natural gas storage footprint in the Gulf Coast region, and will be reported in the Transmission & Gulf of

Mexico segment.

The Gulf Coast Storage Acquisition was funded with cash on hand and $100 million of deferred consideration.

DJ Basin Acquisitions

On November 30, 2023, we closed on the acquisition of 100 percent of Cureton, whose operations are located in the DJ Basin, for $546 million, subject to working capital and post-closing adjustments.

Concurrently, we closed on the acquisition of an additional 50 percent interest in our equity-method investment RMM for $704 million.

We now own 100 percent of and consolidate RMM.

The purpose of these acquisitions was to expand our gathering and processing footprint in the DJ Basin.

The Cureton Acquisition was funded with cash on hand.

Substantially all of the RMM purchase price is not due to the seller until the first quarter of 2025, does not accrue interest until the fourth quarter of 2024, and may be repaid early without penalty.

These businesses are reported within the West segment.

Sale of Certain Gulf Coast Liquids Pipelines

On September 29, 2023, we completed the sale of various petrochemical and feedstock pipelines and associated contracts in the Gulf Coast region for $348 million.

As a result of this sale, we recorded a gain of $129 million in 2023 in our Transmission & Gulf of Mexico segment.

This business is reported within the Transmission & Gulf of Mexico segment.

Favorable Judgment Against Energy Transfer

We have been involved in litigation since 2016 in Delaware Chancery Court with Energy Transfer Equity, L.P. (Energy Transfer) related to the Agreement and Plan of Merger with Energy Transfer, dated as of September 28, 2015.

On December 29, 2021, the court entered judgment in our favor in the amount of $410 million, plus interest at the contractual rate, and our reasonable attorneys’ fees and expenses.

On September 21, 2022, the Delaware Chancery Court entered a final order and judgment awarding us a termination fee, attorney’s fees, expenses, and interest in the amount of $602 million plus additional interest starting September 17, 2022.

Energy Transfer appealed to the Delaware Supreme Court.

The Delaware Supreme Court held oral argument en banc on July 12, 2023.

On October 10, 2023, the Delaware Supreme Court issued an opinion affirming the Delaware Chancery Court ruling.

On October 25, 2023, Energy Transfer filed a motion for reargument with the Delaware Supreme Court, which was denied.

NorTex Asset Purchase

On August 31, 2022, we purchased a group of assets in north Texas, primarily natural gas storage facilities and pipelines, from NorTex Midstream Holdings, LLC for $424 million.

Trace Acquisition

On April 29, 2022, we closed on the acquisition of 100 percent of Gemini Arklatex, LLC through which we acquired the Haynesville Shale region gas gathering and related assets of Trace Midstream for $972 million.

The purpose of the Trace Acquisition was to expand our footprint into the east Texas area of the Haynesville Shale region, increasing in-basin scale in one of the largest growth basins in the country.

In 2023, our operating results are expected to benefit from the MountainWest Acquisition, volume growth in the Haynesville and Northeast G&P areas, and annual inflation-based rate increases across our gathering and processing business.

We also anticipate increases resulting from the development of our upstream oil and gas properties and a full year of contribution from recently acquired Trace and NorTex assets.

These increases are partially offset by a lower expected commodity price environment.

We also expect to invest capital in the development of our upstream oil and gas properties.

The results of operations by segment are discussed in further detail following this consolidated overview discussion.

| Impairment of certain assets | | | — | | | | | | +2 | | | | | | +100 | | % | | | | 2 | | | | | | +180 | | | | | | +99 | | % | | | | 182 | | |

| Impairment of goodwill | | | — | | | | | | — | | | | | | — | | % | | | | — | | | | | | +187 | | | | | | +100 | | % | | | | 187 | | |

| Impairment of equity-method investments | | | — | | | | | | — | | | | | | — | | % | | | | — | | | | | | +1,046 | | | | | | +100 | | % | | | | (1,046) | | |

and higher reimbursable electric power costs and storage rates which are substantially offset in *Operating and maintenance expenses*.

These revenues represent consideration we receive in the form of commodities as full or partial payment for processing services provided.

See Results of Operations— Year-Over-Year Operating Results - Segments for additional discussion of *Commodity margins* and *Net realized product sales* on a segment basis.

*2021 vs. 2020*

*Service revenues* increased primarily due to higher transportation fee revenues associated with expansion projects placed in service at Transco in 2020 and 2021, higher revenue associated with reimbursable electricity expenses, and higher processing and fractionation revenues in our Northeast G&P segment.

This increase was partially offset by lower volume deficiency fee revenues, lower gathering volumes, and lower deferred revenue amortization.

*Product sales* increased primarily due to higher prices and volumes associated with our natural gas and NGL marketing activities, as well as the inclusion of our recently acquired upstream operations.

This increase also includes higher prices related to our equity NGL sales activities.

These increases were partially offset by negative product marketing sales from operations acquired in the Sequent Acquisition in 2021 (which does not reflect commodity derivative net realized gains discussed below).

The unfavorable change primarily reflects net unrealized losses in our Gas & NGL Marketing Services segment, and net realized losses related to derivative contracts in our West and Other segments.

*Operating and maintenance expenses* increased primarily due to the inclusion of our recently acquired upstream operations and higher employee-related expenses, which reflect the absence of a 2020 favorable impact of a change in an employee benefit policy and increased incentive compensation costs associated with improved company performance, as well as higher reimbursable electricity expenses.

*Depreciation and amortization expenses* increased primarily due to the inclusion of our recently acquired upstream operations, reduced estimated useful lives for certain facilities in our West segment decommissioned during 2021, new assets placed in-service at Transco, and the amortization of intangible assets resulting from the Sequent Acquisition.

*Selling, general, and administrative expenses* increased primarily due to higher employee-related expenses, which reflect increased incentive compensation costs associated with improved company performance, Sequent Acquisition employee-related costs, and the absence of a 2020 favorable impact of a change in an employee benefit policy, partially offset by lower expenses for various corporate costs.

*Impairment of certain assets* reflects the 2020 impairment of our Northeast Supply Enhancement development project and certain gathering assets in the Marcellus Shale region (see Note 15 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk of Notes to Consolidated Financial Statements).

*Impairment of goodwill* reflects the goodwill impairment charge at the Northeast reporting unit in 2020 (see Note 15 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk of Notes to Consolidated Financial Statements).

*Impairment of equity-method investments* reflects the absence of 2020 impairments to various equity-method investments (see Note 15 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk of Notes to Consolidated Financial Statements).

The favorable change in *Other income (expense) – net* below *Operating income (loss)* reflects the absence of a 2020 charge for a legal settlement associated with former olefins operations and the absence of 2020 write-offs of certain regulatory assets related to cancelled projects, partially offset by the unfavorable impact of a 2021 accrual for a loss contingency.

*Provision (benefit) for income taxes* changed unfavorably primarily due to higher pre-tax income.

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Impairment of certain assets | | | — | | | | | | (2) | | | | | | (170) | | |

maintenance costs primarily related to general maintenance at Transco, Gulf Coast region, and Northwest Pipeline; charges related to Eminence storage cavern abandonments and monitoring; and regulatory charges associated with a decrease in Transco’s estimated deferred state income tax rate, higher employee-related costs, corporate allocations, and operations acquired in the NorTex Asset Purchase.

- A $135 million increase in Transco’s and Northwest Pipeline’s natural gas transportation and storage revenues primarily associated with expansion projects placed in service in 2020 and 2021, higher reimbursable electric power costs and a cash out surcharge, which are offset by similar changes in electricity and cash out charges, reflected in *Other segment costs and expenses*;

- A $21 million increase from the Norphlet pipeline associated primarily with higher deferred revenue amortization and higher volumes;

- An $18 million increase at Perdido primarily driven by higher volumes due to the absence of temporary shut-ins in 2020 related to scheduled maintenance and fewer Western Gulf of Mexico weather-related events; partially offset by

- A $25 million decrease at Gulfstar One for the Tubular Bells field primarily associated with lower deferred revenue amortization from lower contractually determined maximum daily quantities;

- A $17 million decrease due to lower volumes at Gulfstar One in the Gunflint field due to ongoing producer operational issues, partially offset by the lower temporary shut-ins related to pricing in 2020.

The tables below provide information by maturity date about our interest rate risk-sensitive instruments as of December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

See Note 15 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk [removed: of Notes to Consolidated Financial Statements] for the methods used in determining the fair value of our long-term debt.

| | | | | | | [removed: 2022] [added: 2024] | | | | | | [removed: 2023] [added: 2025] | | | | | | [removed: 2024] [added: 2026] | | | | | | [removed: 2025] [added: 2027] | | | | | | [removed: 2026] [added: 2028] | | | | | | Thereafter (1) | | | | | | Total | | | | | | Fair Value December 31, [removed: 2021] [added: 2023] | | |

| Weighted-average interest rate | | | | | | 4.9 | | % | | | | 5.0 | | % | | | | 5.1 | | % | | | | [removed: 5.1] [added: 5.0] | | % | | | | 5.1 | | % | | | | 5.1 | | % | | | | | | | | | | | | |

(2) The weighted-average interest rate for commercial paper [removed: was 4.8 percent] as of December 31, [removed: 2022.][added: 2023 and 2022 was 5.6 percent and 4.8 percent, respectively.]

We use derivative instruments to lock in forward sales prices on a portion of our expected future [removed: production.][added: production and to lock in NGL margin on a portion of our commodity-exposed gathering and processing volumes.]

The maturities of our [removed: derivative contracts at December 31, 2022, as well as the maturities of the] [added: commodity] derivative contracts [removed: related to the operations acquired in the Sequent Acquisition] at December 31, [removed: 2021,] [added: 2023 and 2022] were as follows:

| Fair Value Measurements [added: of Assets (Liabilities)] Using (1) | | | | | | | | | 2023 | | | | | | 2024 - 2025 | | | | | | 2026 - 2027+ | | | | | |

| Level [removed: 1 (2)] [added: 3] | | | | | | [removed: $] [added: 53] | [removed: (2)] | | | | | [removed: $] [added: 2] | [removed: 11] | | | | | [removed: $] [added: 16] | [removed: (9)] | | | | | [removed: $] [added: 35] | [removed: (4)] | |

| Fair Value Measurements [added: of Assets (Liabilities)] Using (1) | | | | | | | | | [removed: 2022] [added: 2024] | | | | | | [removed: 2023] [added: 2025] - [removed: 2024] [added: 2026] | | | | | | [removed: 2025] [added: 2027] - [removed: 2026+] [added: 2028+] | | | | | |

| Level 1 (3) | | | | | | $ | [removed: (69)] [added: (2)] | | | | | $ | [removed: (49)] [added: 11] | | | | | $ | [removed: (30)] [added: (9)] | | | | | $ | [removed: 10] [added: (4)] | |

| Fair value of contracts outstanding at December 31, [removed: 2021] [added: 2023] | | | | | | $ | [removed: (402)] [added: 25] | | | | | $ | [removed: (139)] [added: 126] | | | | | $ | [removed: (149)] [added: (22)] | | | | | $ | [removed: (114)] [added: (79)] | |

(1)See Note 15 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk [removed: of Notes to Consolidated Financial Statements] for discussion of valuation techniques by level within the fair value hierarchy.

See Note 16 – [added: Commodity] Derivatives [removed: of Notes to Consolidated Financial Statements] for the amount of change in fair value recognized in our Consolidated Statement of Income.

[removed: (2)Net commodity] [added: (3)Commodity] derivative assets and liabilities exclude $202 million of net cash collateral in Level 1.

[removed: (3)Net commodity] [added: (2)Commodity] derivative assets and liabilities [removed: related to the operations acquired in the Sequent Acquisition] exclude [removed: $267] [added: $2] million of net cash collateral in Level 1.

For the [removed: second half of 2021 and the] first quarter of 2022, the VaR presented reflects the legacy Sequent operations only.

| | | | | | | [added: Twelve Months Ended December 31, 2023 | | | | | |] Nine Months [removed: Ended December] [added: Ended December] 31, 2022 | | | | | | Three Months [removed: Ended March] [added: Ended March] 31, 2022 | | | | | | [removed: Six Months Ended December 31, 2021] | | | | | | | | | | | | [added: | | | | | |]

| | | | | | | Trading | | | | | | [removed: Sequent Only] [added: Trading] | | | | | | Sequent Only | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| | | | | | | (Millions) | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Average | | | | | | $ | [added: 6 | | | | | $ |] 10 | | | | | $ | 6 | | | | | [removed: $] | [removed: 4] | | | | | | | | | | | [added: | | | | | |]

| High | | | | | | $ | [added: 13 | | | | | $ |] 39 | | | | | $ | 10 | | | | | [removed: $] | [removed: 7] | | | | | | | | | | | [added: | | | | | |]

| Low | | | | | | $ | 4 | | | | | $ | 4 | | | | | $ | [removed: 2] [added: 4] | | | | | | | | | | | [added: | | | | | | | | | | | |]

Our non-trading portfolio primarily consists of [added: commodity] derivatives that hedge our upstream business and certain gathering and processing contracts.

[removed: At December 31, 2022, the] [added: The] VaR associated with these [added: commodity] derivatives was [added: $3 million at December 31, 2023 and] $8 [removed: million.][added: million at December 31, 2022.]

We may utilize interest rate derivative instruments to hedge interest rate risk associated with future debt issuances (see Note 12 – Debt and Banking Arrangements).

| Fixed rate | | | | | | $ | 2,338 | | | | | $ | 2,263 | | | | | $ | 2,345 | | | | | $ | 1,993 | | | | | $ | 1,445 | | | | | $ | 15,329 | | | | | $ | 25,713 | | | | | $ | 25,553 | |

| Commercial paper (2) | | | | | | $ | 725 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 725 | | | | | $ | 725 | |

| Level 1 (2) | | | | | | $ | 138 | | | | | $ | 110 | | | | | $ | 33 | | | | | $ | (5) | |

| Level 2 | | | | | | (166) | | | | | | 14 | | | | | | (71) | | | | | | (109) | | |

The VaR associated with our integrated natural gas trading operations was $9 million at December 31, 2023 and $10 million at December 31, 2022.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

We had the following VaRs for the periods shown:

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | Twelve Months Ended December 31, 2023 | | | | | | Six Months Ended December 31, 2022 | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | (Millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Average | | | | | | $ | 4 | | | | | $ | 16 | | | | | | | | | | | | | | | | | | | | | | |

| High | | | | | | $ | 8 | | | | | $ | 33 | | | | | | | | | | | | | | | | | | | | | | |

| Low | | | | | | $ | 2 | | | | | $ | 7 | | | | | | | | | | | | | | | | | | | | | | |

(See Note 12 – Debt and Banking Arrangements of Notes to Consolidated Financial Statements.)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fixed rate | | | | | | $ | 2,026 | | | | | $ | 1,478 | | | | | $ | 2,281 | | | | | $ | 1,619 | | | | | $ | 1,244 | | | | | $ | 15,027 | | | | | $ | 23,675 | | | | | $ | 27,768 | |

| Level 2 | | | | | | (317) | | | | | | (77) | | | | | | (108) | | | | | | (132) | | |

| Level 3 | | | | | | (16) | | | | | | (13) | | | | | | (11) | | | | | | 8 | | |

At December 31, 2022, the VaR associated with this activity was $10 million.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

We have operations in [removed: 14] [added: 12] supply areas that provide natural gas gathering, processing, and transmission services, NGLs fractionation, transportation, and storage services, and marketing services to more than 700 customers.

We own an interest in and operate over 33,000 miles of pipelines in [removed: 25] [added: 24] states, [removed: 29] [added: 35] natural gas processing facilities, [removed: 7] [added: 9] NGL fractionation facilities, approximately [removed: 24] [added: 25] million barrels of NGL storage capacity, and [removed: 290.4] [added: 405.4] Bcf of natural gas storage capacity, and deliver natural gas that is used every day for clean-power generation, heating, and industrial use.

[removed: ][added: ]

[removed: ][added: ]

Most of [removed: our interstate] [added: these] natural gas [removed: transmission] [added: storage] businesses are fully contracted under long-term firm reservation contracts with high credit quality customers.

[removed: Pipeline’s] [added: The] three largest customers [added: of this business] in [removed: 2022] [added: 2023] accounted for approximately [removed: 23] [added: 32] percent [removed: and 51 percent, respectively,] of [removed: their] [added: its] total operating revenues.

For the year ended December 31, [removed: 2022,] [added: 2023,] approximately 90 percent of our NGL production volumes were under fee-based contracts.

For the year ended December 31, [removed: 2022,] [added: 2023,] approximately 10 percent of our NGL production volumes were under noncash commodity-based contracts.

During [removed: 2022,] [added: 2023,] our facilities gathered and processed gas and crude oil for approximately [removed: 240] [added: 230] customers.

Our top ten customers accounted for approximately 70 percent of our gathering and processing fee revenues and NGL [removed: margins from our noncash commodity-based agreements.]

In [removed: 2022,] [added: 2023,] our three largest natural gas marketing customers accounted for approximately [removed: 12] [added: 10] percent of our gross natural gas marketing sales, and our three largest NGL marketing customers accounted for approximately [removed: 42] [added: 43] percent of our NGL marketing sales.

Our gas marketing business markets natural gas [removed: from the production at our upstream properties] and provides [added: natural gas] asset management and [removed: the] wholesale marketing, trading, storage, and transportation [removed: of natural gas] for a diverse set of natural gas and electric utilities, municipalities, power generators, and producers, [removed: and moves gas to markets through transportation and storage agreements on strategically positioned assets.][added: including for our own upstream properties.]

In addition, all of our natural gas marketing derivative activities qualify as held for trading purposes, which requires net presentation in [removed: the] [added: our] Consolidated Statement of Income.

Our NGL marketing business transports and markets our equity NGLs from the production at our processing plants, NGLs from the production at our upstream properties, and also NGLs on behalf of third-party NGL producers, including some of our fee-based processing customers, as well as the NGL volumes owned by [removed: RMM and Discovery.][added: certain of our equity-method investments.]

[removed: However, the unrealized fair value measurement gains and losses are generally offset by] valuation changes in the economic value of the underlying production or transportation and storage contracts, which is not recognized until the underlying transaction occurs.

CIAC arrangements are recognized [removed: based] on a units of production basis, utilizing expected remaining production.

- Transmission & Gulf of Mexico is comprised of our interstate natural gas pipelines, [removed: Transco,] [added: Transcontinental Gas Pipe Line Company, LLC (Transco) ,] Northwest [removed: Pipeline,] [added: Pipeline LLC (Northwest Pipeline),] and [removed: MountainWest,] [added: MountainWest Pipelines Holding Company (MountainWest),] and their related natural gas storage facilities, as well as natural gas gathering and processing and crude oil production handling and transportation assets in the Gulf Coast region, including a 51 percent interest in Gulfstar [removed: One,] [added: One LLC (Gulfstar One),] a 50 percent equity-method investment in [removed: Gulfstream,] [added: Gulfstream Natural Gas System, L.L.C. (Gulfstream),] and a 60 percent equity-method investment in [removed: Discovery.][added: Discovery Producer Services LLC (Discovery).]

Transmission & Gulf of Mexico also includes natural gas storage facilities and pipelines providing services in north [removed: Texas.][added: Texas, Louisiana, and Mississippi.]

- Northeast G&P is comprised of our midstream gathering, processing, and fractionation businesses in the Marcellus Shale region primarily in Pennsylvania and New York, and the Utica Shale region of eastern Ohio, as well as a 65 percent interest in our [removed: Northeast JV] [added: Ohio Valley Midstream LLC (Northeast JV)] which operates in West Virginia, Ohio, and Pennsylvania, a 66 percent interest in Cardinal [added: Gas Services, L.L.C. (Cardinal)] which operates in Ohio, a 69 percent equity-method investment in Laurel [removed: Mountain,] [added: Mountain Midstream, LLC (Laurel Mountain),] a 50 percent equity-method investment in Blue [removed: Racer, and Appalachia] [added: Racer] Midstream [removed: Investments.][added: LLC (Blue Racer),]

- West is comprised of our gas gathering, processing, and treating operations in the Rocky Mountain region of Colorado and Wyoming, the Barnett Shale region of north-central Texas, the Eagle Ford Shale region of south Texas, the Haynesville Shale region of east Texas and northwest Louisiana, [removed: and] the Mid-Continent region which includes the Anadarko and Permian [removed: basins.][added: basins, and the DJ Basin of Colorado which includes RMM, a former 50 percent equity-method investment in which we acquired the remaining ownership interest in November 2023.]

This segment also includes our NGL storage facilities, an undivided 50 percent interest in an NGL fractionator near Conway, Kansas, a 50 percent equity-method investment in [removed: OPPL, a 50 percent equity-method investment in RMM,] [added: Overland Pass Pipeline Company LLC (OPPL),] a 20 percent equity-method investment in Targa Train [removed: 7,] [added: 7 LLC (Targa Train 7),] and a 15 percent equity-method investment in Brazos Permian [removed: II.][added: II, LLC (Brazos Permian II).]

[removed: This segment] [added: - Gas & NGL Marketing Services is comprised of our NGL and natural gas marketing and trading operations, which] includes risk management and transactions related to the storage and transportation of natural gas and NGLs on strategically positioned assets.

[removed: Transco][added: *Transco*]

Transco is an interstate natural gas transmission company that owns and operates [removed: a] [added: an approximately] 9,700-mile natural gas pipeline system, which is regulated by the FERC, extending from Texas, Louisiana, Mississippi, and the Gulf of Mexico through Alabama, Georgia, South Carolina, North Carolina, Virginia, Maryland, Delaware, Pennsylvania, and New Jersey to the New York City metropolitan area.

At December 31, [removed: 2022,] [added: 2023,] Transco’s system had a design capacity totaling approximately [removed: 18.6] [added: 19.1] MMdth/d.

Compression facilities at sea level-rated capacity total approximately [removed: 2.4] [added: 2.5] million horsepower.

At December 31, [removed: 2022,] [added: 2023,] Transco’s customers had stored in its facilities approximately [removed: 127] [added: 142] Bcf of natural gas.

[removed: Northwest Pipeline][added: *Northwest Pipeline*]

Northwest Pipeline is an interstate natural gas transmission company that owns and operates [removed: a] [added: an approximately] 3,900-mile natural gas pipeline system, which is regulated by the FERC, extending from the San Juan basin in northwestern New Mexico and southwestern Colorado through Colorado, Utah, Wyoming, Idaho, Oregon, and Washington to a point on the Canadian border near Sumas, Washington.

[removed: Northwest Pipeline provides services for] markets in Washington, Oregon, Idaho, Wyoming, Nevada, Utah, Colorado, New Mexico, California, and Arizona, either directly or indirectly through interconnections with other pipelines.

At December 31, [removed: 2022,] [added: 2023,] Northwest Pipeline’s system had a design capacity totaling approximately 3.8 MMdth/d.

Northwest Pipeline also owns and operates [removed: a] [added: an] LNG storage facility in Washington.

These storage facilities have an aggregate working natural gas storage capacity of [added: approximately] 10.4 Bcf, which is substantially utilized for third-party natural gas.

[removed: North] [added: *North] Texas Assets [removed: (NorTex)][added: (NorTex)*]

[removed: MountainWest Acquisition][added: *MountainWest Acquisition*]

MountainWest is an interstate natural gas [removed: pipeline] [added: transmission] company that owns and operates an approximately 2,000-mile natural gas pipeline system [removed: and provides transportation and underground natural gas storage services in Utah, Wyoming, and Colorado.][added: which is regulated by the FERC.]

At [removed: February 14,] [added: December 31,] 2023, [removed: the MountainWest] [added: MountainWest’s] system [removed: had] [added: has] a design capacity totaling 8.0 MMdth/d.

[removed: The system] [added: MountainWest] is located in the Rocky Mountains near six producing areas, including the Greater Green [added: River basin in Wyoming, the Uinta basin in Utah, and the Piceance basin in Colorado.]

[added: The system is comprised of] MountainWest [removed: also owns] [added: Pipeline, LLC; MountainWest Overthrust Pipeline, LLC; a 50 percent equity-method interest in White River Hub, LLC;] and [removed: operates] 56 Bcf of natural gas storage capacity, including the Clay basin underground storage reservoir in Utah.

Gas [added: Gathering,] Transportation, Processing, and Treating Assets

Most of our interstate natural gas transmission businesses are fully

contracted under long-term firm reservation contracts with high credit quality customers.

Our top ten customers of our interstate natural gas pipelines in 2023 accounted for approximately 47 percent of our regulated interstate natural gas transportation and storage revenues.

margins from our noncash commodity-based agreements.

Additionally, our gas marketing business moves and optimizes natural gas to markets through transportation and storage agreements on our own strategically positioned assets.

Our gas and NGL marketing services provide customers with access to diverse sources of supply and to various natural gas demand markets, including the southeastern and gulf coast regions which are the fastest growing natural gas demand regions in the United States.

However, the unrealized fair value measurement gains and losses are generally offset by

Standalone, Market-Based Rate Natural Gas Storage Assets

Our standalone, market-based rate natural gas storage assets are presented in our Transmission & Gulf of Mexico segment as described under the heading “Business Segments” and include our NorTex assets acquired in August 2022 and our Gulf Coast storage assets acquired in January 2024.

These natural gas storage assets provide natural gas storage services in interstate commerce under the jurisdiction of the FERC pursuant to the Natural Gas Act or Section 311 of the Natural Gas Policy Act.

We are authorized to charge and collect market-based rates for all of the services that these natural gas storage assets provide.

We store natural gas for a broad mix of customers, including local natural gas distribution companies, public utilities, municipalities, direct industrial users, electric power generators, and natural gas marketers and producers.

The contracts have various expiration dates and account for the major portion of the entities’ businesses.

Additionally, we offer storage services and interruptible transportation services under shorter-term agreements.

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

Interstate Natural Gas Pipeline Assets

During 2023, Transco began partial early service on the Regional Energy Access expansion project, which added approximately 0.5 MMdth/d of firm transportation capacity to its pipeline.

In addition, Transco added almost 0.1 MMdth/d of firm transportation capacity by converting certain interruptible transportation feeder capacity to firm transportation.

Northwest Pipeline provides services for

Standalone Natural Gas Storage Assets

*Gulf Coast Storage Acquisition*

On January 3, 2024, we closed on the acquisition of a strategic portfolio of approximately 230 miles of natural gas transmission pipelines and six underground storage facilities with a capacity of approximately 115 Bcf of natural gas storage across Louisiana and Mississippi and direct access to LNG export facilities and interstate pipelines.

These assets expand our natural gas storage footprint in the Gulf Coast region.

(2)Includes volumes for natural gas transmission assets acquired in the MountainWest Acquisition after the purchase on February 14, 2023, including 100 percent of the volumes associate with the operated equity-method investment White River Hub, LLC.

The

Gas Gathering, Processing, and Treating Assets

| DJ Basin | | | | | | Colorado | | | | | | 472 | | | | | | 0.8 | | | | | | 100% | | | | | | Denver-Julesburg | | |

| Front Range (2) | | | | | | Weld Co., CO | | | | | | 0.1 | | | | | | 12 | | | | | | 100% | | | | | | Denver-Julesburg | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(1)Fort Lupton and Keenesburg I are a part of RMM which became a wholly owned subsidiary during 2023.

(2)Purchased as a part of the DJ Basin Acquisitions on November 30, 2023.

DJ Basin Acquisitions

On November 30, 2023, we closed on the acquisition of 100 percent of Cureton Front Range, LLC and the acquisition of the remaining 50 percent interest in Rocky Mountain Midstream Holdings LLC, both of which operate midstream assets in Colorado’s DJ Basin.

The Cureton Acquisition includes gas gathering pipelines and two processing plants, one of which is currently idled.

The RMM Acquisition was the purchase of our partner’s 50 percent interest, resulting in 100 percent ownership by us.

The purpose of this

| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

Our NGL marketing business transports and markets our equity NGLs from the production at our processing plants, NGLs

Transco’s and Northwest

Our pipeline agreements connect with multiple pipelines that provide our customers with access to diverse sources of supply and various natural gas markets.

The southeastern market served by our Gas & NGL Marketing Services segment is the fastest growing natural gas demand region in the United States and expands our natural gas marketing activities, as well as optimizes our pipeline and storage capabilities.

- Gas & NGL Marketing Services includes our NGL and natural gas marketing and trading operations.

This segment includes the Transco interstate natural gas pipeline that extends from the Gulf of Mexico to the eastern seaboard, the Northwest Pipeline interstate natural gas pipeline, the MountainWest interstate natural gas pipeline, as well as natural gas gathering, processing and treating, crude oil production handling, and NGL fractionation assets within the onshore, offshore shelf, and deepwater areas in and around the Gulf Coast states of

Texas, Louisiana, Mississippi, and Alabama.

This segment also includes various petrochemical and feedstock pipelines in the Gulf Coast region and natural gas pipelines and storage facilities located in north Texas.

River, Uinta, and Piceance basins.

(4)Natural gas processing facilities owned by non-operated Blue Racer.

Periods after November 18, 2020, have been updated to include non-operated Blue Racer volumes.

pipeline in the Marcellus Shale region with the capacity to gather 5,330 MMcf/d of natural gas.

We own a 50 percent interest in Blue Racer which is operated by Blue Racer Midstream Holdings, LLC (BRMH).

BRMH (previously named Caiman Energy II, LLC), a former equity-method investment, is a consolidated entity following our acquisition of a controlling interest in November 2020 and the remaining interest in September 2021.

BRMH’s primary asset is a 50 percent interest in Blue Racer, accounted for as an equity-method investment.

| Non-consolidated: (2) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Rocky Mountain Midstream | | | | | | Colorado | | | | | | 208 | | | | | | 0.6 | | | | | | 50% | | | | | | Denver-Julesburg | | |

(1)Includes statistics for assets acquired in the Trace Acquisition.

*Rocky Mountain Midstream*

(2) 2021 amounts have been updated to reflect revised natural gas and NGL volumes.

2020 amounts have been updated to reflect revised NGL volumes.

The third party met this drilling hurdle in early 2023.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

In October 2019, PHMSA published the first of three rules that would be a part of the Mega Rule.

The Mega Rule was more than 10 years in the making and since October 2019, PHMSA has also published Rules 2 and 3 as a part of the Mega Rule implementation.

At the end of 2021, PHMSA published Rule 3 of the Mega Rule with an implementation date in May 2022.

Rule 3 was also called The Gas Gathering Rule and expanded Federal Pipeline Safety oversight to more than 400,000 miles of pipeline across all operators, including approximately 5,400 miles and 4,500 miles of our regulated and unregulated pipelines, respectively.

The rule established Federal pipeline safety oversight on previously unregulated gas gathering pipelines.

The rule limits the use of “incidental gathering pipelines” to 10 miles in length or less.

The rule also creates a new category of regulated gas gathering pipelines that are located in rural locations and will be subject to certain reporting and safety standards.

New regulations in Rule 3 include requirements for public awareness, emergency response, damage prevention, incident notification, and annual reporting.

As a result of the rule, we revised numerous procedures and are now reporting based on the expanded scope as required by regulation.

Certain portions of Rule 2 go into effect in May 2023 with the remaining portions taking effect in February 2024.

We are evaluating procedures that will need to be updated to maintain compliance and are also analyzing anticipated cost impacts.

PHMSA’s new rule, Requirement of Valve Installation and Minimum Rupture Detection Standards, went into effect in October 2022.

The rupture monitoring and emergency response standards are applicable to existing pipelines, but the installation of rupture mitigation valves (RMVs) is not retroactive and only applies to new pipelines and significant pipeline replacements.

This new rule establishes criteria for how operators must monitor and respond to potential ruptures on their system.

It also outlines requirements for the installation of RMVs or Alternative Equivalent Technology to allow for quicker isolation after an incident has occurred.

In response to the new regulation, Williams has updated all applicable procedures and is developing implementation plans as a result of the rulemaking.

OCSLA

We have [removed: reached an agreement in principle] [added: entered into a consent decree] with the DOJ and other agencies regarding global resolution of the claims at these facilities, as well as alleged violations at certain other facilities.

The [removed: proposed global resolution includes] [added: consent decree, which became effective on December 26, 2023, imposes] both payment of a civil penalty in the amount of $3.75 million and an injunctive relief component.

Other environmental matters called for by this Item are described under the caption “*Environmental Matters*” in Note 17 – [removed: Contingent Liabilities] [added: Contingencies] and Commitments [removed: of Notes to Consolidated Financial Statements] included under Part II, Item 8 Financial Statements of this report, which information is incorporated by reference into this Item.

The additional information called for by this Item is provided in Note 17 – [removed: Contingent Liabilities] [added: Contingencies] and Commitments [removed: of Notes to Consolidated Financial Statements] included under Part II, Item 8 Financial Statements of this report, which information is incorporated by reference into this Item.

We continue to work with the DOJ and the other agencies towards finalization of the global resolution.

| | | | For the fiscal year ended | | | December 31, [removed: 2022] [added: 2023] | | |

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 [removed: $36,889,420,649.][added: $38,305,701,487.]

The number of shares outstanding of the registrant’s common stock outstanding at February [removed: 17, 2023] [added: 16, 2024] was [removed: 1,218,562,959.][added: 1,216,750,172.]

Portions of the Registrant’s Definitive Proxy Statement for the Registrant’s Annual Meeting of Stockholders to be held on April [removed: 25, 2023,] [added: 30, 2024,] are incorporated into Part III, as specifically set forth in Part III.

| Item 1. | | | [removed: [Business](#i1c425f6a2372496ebc32cc0d8ab3b346_16)] [added: [Business](#ibc3e8708ba624b40a1232c15867df9b3_16)] | | | [removed: [5](#i1c425f6a2372496ebc32cc0d8ab3b346_16)] [added: [5](#ibc3e8708ba624b40a1232c15867df9b3_16)] | | |

| | | | [Service Assets, Customers, and [removed: Contracts](#i1c425f6a2372496ebc32cc0d8ab3b346_22)] [added: Contracts](#ibc3e8708ba624b40a1232c15867df9b3_22)] | | | [removed: [6](#i1c425f6a2372496ebc32cc0d8ab3b346_22)] [added: [6](#ibc3e8708ba624b40a1232c15867df9b3_22)] | | |

| | | | [Business [removed: Segments](#i1c425f6a2372496ebc32cc0d8ab3b346_25)] [added: Segments](#ibc3e8708ba624b40a1232c15867df9b3_25)] | | | [removed: [9](#i1c425f6a2372496ebc32cc0d8ab3b346_25)] [added: [9](#ibc3e8708ba624b40a1232c15867df9b3_25)] | | |

| | | | [Transmission & Gulf of [removed: Mexico](#i1c425f6a2372496ebc32cc0d8ab3b346_28)] [added: Mexico](#ibc3e8708ba624b40a1232c15867df9b3_28)] | | | [removed: [9](#i1c425f6a2372496ebc32cc0d8ab3b346_28)] [added: [10](#ibc3e8708ba624b40a1232c15867df9b3_28)] | | |

| | | | [Gas & NGL Marketing [removed: Services](#i1c425f6a2372496ebc32cc0d8ab3b346_37)] [added: Services](#ibc3e8708ba624b40a1232c15867df9b3_37)] | | | [removed: [17](#i1c425f6a2372496ebc32cc0d8ab3b346_37)] [added: [18](#ibc3e8708ba624b40a1232c15867df9b3_37)] | | |

| | | | [Regulatory [removed: Matters](#i1c425f6a2372496ebc32cc0d8ab3b346_43)] [added: Matters](#ibc3e8708ba624b40a1232c15867df9b3_43)] | | | [removed: [18](#i1c425f6a2372496ebc32cc0d8ab3b346_43)] [added: [20](#ibc3e8708ba624b40a1232c15867df9b3_43)] | | |

| | | | [Environmental [removed: Matters](#i1c425f6a2372496ebc32cc0d8ab3b346_46)] [added: Matters](#ibc3e8708ba624b40a1232c15867df9b3_46)] | | | [removed: [22](#i1c425f6a2372496ebc32cc0d8ab3b346_46)] [added: [23](#ibc3e8708ba624b40a1232c15867df9b3_46)] | | |

| | | | [Human Capital [removed: Resources](#i1c425f6a2372496ebc32cc0d8ab3b346_52)] [added: Resources](#ibc3e8708ba624b40a1232c15867df9b3_52)] | | | [removed: [23](#i1c425f6a2372496ebc32cc0d8ab3b346_52)] [added: [24](#ibc3e8708ba624b40a1232c15867df9b3_52)] | | |

| | | | [Website Access to Reports and Other [removed: Information](#i1c425f6a2372496ebc32cc0d8ab3b346_55)] [added: Information](#ibc3e8708ba624b40a1232c15867df9b3_55)] | | | [removed: [25](#i1c425f6a2372496ebc32cc0d8ab3b346_55)] [added: [26](#ibc3e8708ba624b40a1232c15867df9b3_55)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i1c425f6a2372496ebc32cc0d8ab3b346_58)] [added: Factors](#ibc3e8708ba624b40a1232c15867df9b3_58)] | | | [removed: [26](#i1c425f6a2372496ebc32cc0d8ab3b346_58)] [added: [27](#ibc3e8708ba624b40a1232c15867df9b3_58)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i1c425f6a2372496ebc32cc0d8ab3b346_61)] [added: Comments](#ibc3e8708ba624b40a1232c15867df9b3_61)] | | | [removed: [40](#i1c425f6a2372496ebc32cc0d8ab3b346_61)] [added: [42](#ibc3e8708ba624b40a1232c15867df9b3_61)] | | |

| Item 2. | | | [removed: [Properties](#i1c425f6a2372496ebc32cc0d8ab3b346_64)] [added: [Properties](#ibc3e8708ba624b40a1232c15867df9b3_64)] | | | [removed: [40](#i1c425f6a2372496ebc32cc0d8ab3b346_64)] [added: [43](#ibc3e8708ba624b40a1232c15867df9b3_64)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i1c425f6a2372496ebc32cc0d8ab3b346_67)] [added: Proceedings](#ibc3e8708ba624b40a1232c15867df9b3_67)] | | | [removed: [41](#i1c425f6a2372496ebc32cc0d8ab3b346_67)] [added: [43](#ibc3e8708ba624b40a1232c15867df9b3_67)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i1c425f6a2372496ebc32cc0d8ab3b346_70)] [added: Disclosures](#ibc3e8708ba624b40a1232c15867df9b3_70)] | | | [removed: [41](#i1c425f6a2372496ebc32cc0d8ab3b346_70)] [added: [44](#ibc3e8708ba624b40a1232c15867df9b3_70)] | | |

| | | | [Information About Our Executive [removed: Officers](#i1c425f6a2372496ebc32cc0d8ab3b346_73)] [added: Officers](#ibc3e8708ba624b40a1232c15867df9b3_73)] | | | [removed: [42](#i1c425f6a2372496ebc32cc0d8ab3b346_73)] [added: [45](#ibc3e8708ba624b40a1232c15867df9b3_73)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i1c425f6a2372496ebc32cc0d8ab3b346_79)] [added: Securities](#ibc3e8708ba624b40a1232c15867df9b3_79)] | | | [removed: [44](#i1c425f6a2372496ebc32cc0d8ab3b346_79)] [added: [47](#ibc3e8708ba624b40a1232c15867df9b3_79)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i1c425f6a2372496ebc32cc0d8ab3b346_85)] [added: Operations](#ibc3e8708ba624b40a1232c15867df9b3_85)] | | | [removed: [46](#i1c425f6a2372496ebc32cc0d8ab3b346_85)] [added: [49](#ibc3e8708ba624b40a1232c15867df9b3_85)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i1c425f6a2372496ebc32cc0d8ab3b346_127)] [added: Risk](#ibc3e8708ba624b40a1232c15867df9b3_127)] | | | [removed: [69](#i1c425f6a2372496ebc32cc0d8ab3b346_127)] [added: [74](#ibc3e8708ba624b40a1232c15867df9b3_127)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i1c425f6a2372496ebc32cc0d8ab3b346_130)] [added: Data](#ibc3e8708ba624b40a1232c15867df9b3_130)] | | | [removed: [72](#i1c425f6a2372496ebc32cc0d8ab3b346_130)] [added: [77](#ibc3e8708ba624b40a1232c15867df9b3_130)] | | |

| | | | [Reports of Independent Registered Public Accounting [removed: Firms](#i1c425f6a2372496ebc32cc0d8ab3b346_133)] [added: Firms](#ibc3e8708ba624b40a1232c15867df9b3_133)] | | | [removed: [72](#i1c425f6a2372496ebc32cc0d8ab3b346_133)] [added: [77](#ibc3e8708ba624b40a1232c15867df9b3_133)] | | |

| | | | [Consolidated Statement of [removed: Income](#i1c425f6a2372496ebc32cc0d8ab3b346_136)] [added: Income](#ibc3e8708ba624b40a1232c15867df9b3_136)] | | | [removed: [75](#i1c425f6a2372496ebc32cc0d8ab3b346_136)] [added: [79](#ibc3e8708ba624b40a1232c15867df9b3_136)] | | |

| | | | [Consolidated Statement of Comprehensive Income [removed: (Loss)](#i1c425f6a2372496ebc32cc0d8ab3b346_139)] [added: (Loss)](#ibc3e8708ba624b40a1232c15867df9b3_139)] | | | [removed: [76](#i1c425f6a2372496ebc32cc0d8ab3b346_139)] [added: [80](#ibc3e8708ba624b40a1232c15867df9b3_139)] | | |

| | | | [Consolidated Balance [removed: Sheet](#i1c425f6a2372496ebc32cc0d8ab3b346_142)] [added: Sheet](#ibc3e8708ba624b40a1232c15867df9b3_142)] | | | [removed: [77](#i1c425f6a2372496ebc32cc0d8ab3b346_142)] [added: [81](#ibc3e8708ba624b40a1232c15867df9b3_142)] | | |

| | | | [Consolidated Statement of Changes in [removed: Equity](#i1c425f6a2372496ebc32cc0d8ab3b346_145)] [added: Equity](#ibc3e8708ba624b40a1232c15867df9b3_145)] | | | [removed: [78](#i1c425f6a2372496ebc32cc0d8ab3b346_145)] [added: [82](#ibc3e8708ba624b40a1232c15867df9b3_145)] | | |

| | | | [Consolidated Statement of Cash [removed: Flows](#i1c425f6a2372496ebc32cc0d8ab3b346_148)] [added: Flows](#ibc3e8708ba624b40a1232c15867df9b3_148)] | | | [removed: [79](#i1c425f6a2372496ebc32cc0d8ab3b346_148)] [added: [83](#ibc3e8708ba624b40a1232c15867df9b3_148)] | | |

| | | | [Notes to Consolidated Financial [removed: Statements](#i1c425f6a2372496ebc32cc0d8ab3b346_151)] [added: Statements](#ibc3e8708ba624b40a1232c15867df9b3_151)] | | | [removed: [80](#i1c425f6a2372496ebc32cc0d8ab3b346_151)] [added: [84](#ibc3e8708ba624b40a1232c15867df9b3_151)] | | |

| | | | [Note 1 – General, Description of Business, Basis of Presentation, and Summary of Significant Accounting [removed: Policies](#i1c425f6a2372496ebc32cc0d8ab3b346_157)] [added: Policies](#ibc3e8708ba624b40a1232c15867df9b3_157)] | | | [removed: [80](#i1c425f6a2372496ebc32cc0d8ab3b346_157)] [added: [84](#ibc3e8708ba624b40a1232c15867df9b3_157)] | | |

| | | | [Note 2 – Variable Interest [removed: Entities](#i1c425f6a2372496ebc32cc0d8ab3b346_160)] [added: Entities](#ibc3e8708ba624b40a1232c15867df9b3_160)] | | | [removed: [92](#i1c425f6a2372496ebc32cc0d8ab3b346_160)] [added: [97](#ibc3e8708ba624b40a1232c15867df9b3_160)] | | |

| | | | [Note 3 – [removed: Acquisitions](#i1c425f6a2372496ebc32cc0d8ab3b346_163)] [added: Acquisitions and Divestitures](#ibc3e8708ba624b40a1232c15867df9b3_163)] | | | [removed: [94](#i1c425f6a2372496ebc32cc0d8ab3b346_163)] [added: [98](#ibc3e8708ba624b40a1232c15867df9b3_163)] | | |

| | | | [Note 4 – Related Party [removed: Transactions](#i1c425f6a2372496ebc32cc0d8ab3b346_2667)] [added: Transactions](#ibc3e8708ba624b40a1232c15867df9b3_166)] | | | [removed: [98](#i1c425f6a2372496ebc32cc0d8ab3b346_2667)] [added: [107](#ibc3e8708ba624b40a1232c15867df9b3_166)] | | |

| | | | [Note 6 – Provision (Benefit) for Income [removed: Taxes](#i1c425f6a2372496ebc32cc0d8ab3b346_178)] [added: Taxes](#ibc3e8708ba624b40a1232c15867df9b3_178)] | | | [removed: [102](#i1c425f6a2372496ebc32cc0d8ab3b346_178)] [added: [111](#ibc3e8708ba624b40a1232c15867df9b3_178)] | | |

| | | | [Note 7 – Employee Benefit [removed: Plans](#i1c425f6a2372496ebc32cc0d8ab3b346_184)] [added: Plans](#ibc3e8708ba624b40a1232c15867df9b3_181)] | | | [removed: [104](#i1c425f6a2372496ebc32cc0d8ab3b346_184)] [added: [115](#ibc3e8708ba624b40a1232c15867df9b3_181)] | | |

| | | | [Note 9 – Property, Plant, and [removed: Equipment](#i1c425f6a2372496ebc32cc0d8ab3b346_208)] [added: Equipment](#ibc3e8708ba624b40a1232c15867df9b3_205)] | | | [removed: [111](#i1c425f6a2372496ebc32cc0d8ab3b346_208)] [added: [121](#ibc3e8708ba624b40a1232c15867df9b3_205)] | | |

| | | | [Note 11 – Accrued and Other Current [removed: Liabilities](#i1c425f6a2372496ebc32cc0d8ab3b346_214)] [added: Liabilities](#ibc3e8708ba624b40a1232c15867df9b3_211)] | | | [removed: [114](#i1c425f6a2372496ebc32cc0d8ab3b346_214)] [added: [124](#ibc3e8708ba624b40a1232c15867df9b3_211)] | | |

| | | | [Note 12 – Debt and Banking [removed: Arrangements](#i1c425f6a2372496ebc32cc0d8ab3b346_217)] [added: Arrangements](#ibc3e8708ba624b40a1232c15867df9b3_214)] | | | [removed: [115](#i1c425f6a2372496ebc32cc0d8ab3b346_217)] [added: [125](#ibc3e8708ba624b40a1232c15867df9b3_214)] | | |

| | | | [Note 14 – Equity-Based [removed: Compensation](#i1c425f6a2372496ebc32cc0d8ab3b346_226)] [added: Compensation](#ibc3e8708ba624b40a1232c15867df9b3_220)] | | | [removed: [119](#i1c425f6a2372496ebc32cc0d8ab3b346_226)] [added: [129](#ibc3e8708ba624b40a1232c15867df9b3_220)] | | |

| | | | [General](#ibc3e8708ba624b40a1232c15867df9b3_19) | | | [5](#ibc3e8708ba624b40a1232c15867df9b3_19) | | |

| | | | [Northeast G&P](#ibc3e8708ba624b40a1232c15867df9b3_31) | | | [14](#ibc3e8708ba624b40a1232c15867df9b3_31) | | |

| | | | [West](#ibc3e8708ba624b40a1232c15867df9b3_34) | | | [17](#ibc3e8708ba624b40a1232c15867df9b3_34) | | |

| | | | [Other](#ibc3e8708ba624b40a1232c15867df9b3_40) | | | [19](#ibc3e8708ba624b40a1232c15867df9b3_40) | | |

| | | | [Competition](#ibc3e8708ba624b40a1232c15867df9b3_49) | | | [23](#ibc3e8708ba624b40a1232c15867df9b3_49) | | |

| Item 1C. | | | [Cybersecurity](#ibc3e8708ba624b40a1232c15867df9b3_2865) | | | [42](#ibc3e8708ba624b40a1232c15867df9b3_2865) | | |

| | | | [Note 5 – Revenue Recognition](#ibc3e8708ba624b40a1232c15867df9b3_172) | | | [108](#ibc3e8708ba624b40a1232c15867df9b3_172) | | |

| | | | [Note 8 – Investing Activities](#ibc3e8708ba624b40a1232c15867df9b3_202) | | | [113](#ibc3e8708ba624b40a1232c15867df9b3_202) | | |

| | | | [Note 10 – Goodwill and Other Intangible Assets](#ibc3e8708ba624b40a1232c15867df9b3_208) | | | [122](#ibc3e8708ba624b40a1232c15867df9b3_208) | | |

| | | | [Note 13 – Leases](#ibc3e8708ba624b40a1232c15867df9b3_217) | | | [129](#ibc3e8708ba624b40a1232c15867df9b3_217) | | |

| | | | [Note 16 –](#ibc3e8708ba624b40a1232c15867df9b3_226) [Commodity](#ibc3e8708ba624b40a1232c15867df9b3_226) [Derivatives](#ibc3e8708ba624b40a1232c15867df9b3_226) | | | [134](#ibc3e8708ba624b40a1232c15867df9b3_226) | | |

| | | | [Note 17 – Contingencies and Commitments](#ibc3e8708ba624b40a1232c15867df9b3_229) | | | [136](#ibc3e8708ba624b40a1232c15867df9b3_229) | | |

| | | | [Note 18 – Segment Disclosures](#ibc3e8708ba624b40a1232c15867df9b3_232) | | | [140](#ibc3e8708ba624b40a1232c15867df9b3_232) | | |

| | | | [Note 19 – Subsequent Events](#ibc3e8708ba624b40a1232c15867df9b3_235) | | | [144](#ibc3e8708ba624b40a1232c15867df9b3_235) | | |

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

*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.

| | | | [General](#i1c425f6a2372496ebc32cc0d8ab3b346_19) | | | [5](#i1c425f6a2372496ebc32cc0d8ab3b346_19) | | |

| | | | [Northeast G&P](#i1c425f6a2372496ebc32cc0d8ab3b346_31) | | | [13](#i1c425f6a2372496ebc32cc0d8ab3b346_31) | | |

| | | | [West](#i1c425f6a2372496ebc32cc0d8ab3b346_34) | | | [15](#i1c425f6a2372496ebc32cc0d8ab3b346_34) | | |

| | | | [Other](#i1c425f6a2372496ebc32cc0d8ab3b346_40) | | | [18](#i1c425f6a2372496ebc32cc0d8ab3b346_40) | | |

| | | | [Competition](#i1c425f6a2372496ebc32cc0d8ab3b346_49) | | | [22](#i1c425f6a2372496ebc32cc0d8ab3b346_49) | | |

| | | | [Note 5 – Revenue Recognition](#i1c425f6a2372496ebc32cc0d8ab3b346_169) | | | [99](#i1c425f6a2372496ebc32cc0d8ab3b346_169) | | |

| | | | [Note 8 – Investing Activities](#i1c425f6a2372496ebc32cc0d8ab3b346_205) | | | [109](#i1c425f6a2372496ebc32cc0d8ab3b346_205) | | |

| | | | [Note 10 – Intangible Assets](#i1c425f6a2372496ebc32cc0d8ab3b346_211) | | | [113](#i1c425f6a2372496ebc32cc0d8ab3b346_211) | | |

| | | | [Note 13 – Leases](#i1c425f6a2372496ebc32cc0d8ab3b346_220) | | | [119](#i1c425f6a2372496ebc32cc0d8ab3b346_220) | | |

| | | | [Note 16 – Derivatives](#i1c425f6a2372496ebc32cc0d8ab3b346_232) | | | [126](#i1c425f6a2372496ebc32cc0d8ab3b346_232) | | |

| | | | [Note 17 – Contingent Liabilities and Commitments](#i1c425f6a2372496ebc32cc0d8ab3b346_235) | | | [127](#i1c425f6a2372496ebc32cc0d8ab3b346_235) | | |

| | | | [Note 18 – Segment Disclosures](#i1c425f6a2372496ebc32cc0d8ab3b346_238) | | | [131](#i1c425f6a2372496ebc32cc0d8ab3b346_238) | | |

| | | | [Note 19 – Subsequent Events](#i1c425f6a2372496ebc32cc0d8ab3b346_241) | | | [135](#i1c425f6a2372496ebc32cc0d8ab3b346_241) | | |

Consolidated Entities: Entities in which we either own 100 percent ownership interest or for which we do not own 100 percent ownership interest but which we control and therefore consolidate, including the following:

*Cardinal:* Cardinal Gas Services, L.L.C.

*Gulfstar One:* Gulfstar One LLC

*Northeast JV:* Ohio Valley Midstream LLC

*Northwest Pipeline:* Northwest Pipeline LLC

*Transco:* Transcontinental Gas Pipe Line Company, LLC

Nonconsolidated Entities: Entities in which we do not own a 100 percent ownership interest and which, as of December 31, 2022, we account for as equity-method investments, including principally the following:

*Aux Sable:* Aux Sable Liquid Products LP

*Blue Racer:* Blue Racer Midstream LLC

*Brazos Permian II:* Brazos Permian II, LLC

*Discovery:* Discovery Producer Services LLC

*Gulfstream:* Gulfstream Natural Gas System, L.L.C.

*Laurel Mountain:* Laurel Mountain Midstream, LLC

*OPPL:* Overland Pass Pipeline Company LLC

*RMM:* Rocky Mountain Midstream Holdings LLC

*Targa Train 7:* Targa Train 7 LLC

We recognize the increasing volume and sophistication of cyber threats and take our responsibility to protect the information and systems under our purview seriously.

Our cybersecurity processes aim to provide a comprehensive approach to assess, identify, and manage material risks arising from these cybersecurity threats.

Comprehensive Cybersecurity Program: We have implemented a comprehensive cybersecurity risk management program (Cybersecurity Program) that is aligned with the National Institute for Standards and Technology Cybersecurity Framework.

Our Cybersecurity Program provides a risk-based approach to cybersecurity, and security controls are tailored so that cost-effective controls can be applied commensurate with the risk and sensitivity of specific information systems, control systems, and enterprise data.

Our Cybersecurity Program incorporates best practices and industry standards from multiple sources and is designed to comply with applicable regulations.

The Cybersecurity Program includes, but is not limited to, the following elements: risk assessment, policies and procedures, training and awareness, auditing, compliance monitoring and testing, and incident response.

Integration with Overall Risk Management: Our cybersecurity processes have been integrated into our overall risk management system and processes.

We consider cybersecurity threat risks alongside other Company risks as part of our overall risk assessment process.

Our cybersecurity risk professionals collaborate with subject matter specialists, as necessary, to gather insights for identifying and assessing material cybersecurity threat risks, their severity, and potential mitigations.

Engagement of Third Parties: We often engage with specialized third-party assessors, consultants, auditors, and other experts to review, validate, and enhance our cybersecurity practices.

Their independent assessments provide an external perspective on our cybersecurity posture, allowing us to leverage best practices from the industry and ensure our defenses remain robust.

All third parties engaged for such processes are subjected to rigorous scrutiny to ensure they meet our security standards.

Oversight of Third-party Service Providers: We acknowledge the potential risks associated with our use of third-party service providers.

Therefore, we have established processes to oversee and identify material cybersecurity risks that may be associated with third-party service providers with whom we engage.

This includes conducting thorough, risk-based due diligence before onboarding, performing security assessments, and confirming adherence to our cybersecurity requirements.

We also maintain active communication channels with these providers to stay informed about any potential security incidents or concerns.

Disclosure of Risks: We describe how risks from cybersecurity threats could materially affect us, including our business strategy, results of operations, or financial condition, as part of our risk factor disclosures at Part I, Item 1A of this Annual Report on Form 10-K.

We are committed to continually enhancing our cybersecurity processes and practices to address the dynamic nature of the threats we face and to ensure the security and integrity of our systems and data.

Cybersecurity Governance

Cybersecurity is an important part of our risk management processes and an area of focus for our Board of Directors and management.

Each member of our organization, from facility operators to board members, has a responsibility to safeguard our cybersecurity.

Our Chief Information Security Officer (CISO) is responsible for our cybersecurity strategy and execution, while the Board and the Audit Committee are responsible for oversight of our cybersecurity risk.

The Cybersecurity Executive Advisory Board (Executive Advisory Board) is led by the CISO, with the Chief Information Officer (CIO), Chief Financial Officer, Chief Human Resources Officer, the General Counsel, and the Chief Operations Officer as standing members.

The Executive Advisory Board’s purpose is to ensure enterprise alignment with the Cybersecurity Program and provide executive oversight of the Cybersecurity Program.

Our Board of Directors oversees cybersecurity-related policy and strategy.

As part of this oversight, our CISO provides a cybersecurity dashboard that is reviewed by the Board at every regularly scheduled Board meeting, which

includes key performance indicators for cybersecurity process maturity, operational performance, and enterprise performance toward Transportation Security Administration (TSA) compliance.

Additionally, our CIO and/or CISO presents to the Board bi-annually regarding our cybersecurity risks and strategies, including as part of our annual long-term strategy session.

The Audit Committee, comprised of independent directors, reviews the implementation and effectiveness of cybersecurity risk management protocols and reviews the effectiveness of cybersecurity as part of the Company’s accounting and internal control policies.

As part of this oversight, our CIO presents to the Audit Committee bi-annually, as well as periodically in conjunction with any internal audits related to cybersecurity.

Additionally, we have protocols by which cybersecurity incidents that meet established reporting thresholds are escalated internally and, where appropriate, are reported to the Board, as well as ongoing updates regarding any such incident until it has been addressed.

Our CIO has been in his role at Williams for over 10 years and has over 30 years of combined Information Technology experience with a broad scope of responsibility.

He has provided senior leadership support of the cybersecurity and risk management programs since 2013.

Our CIO holds a bachelor’s degree in management information systems (MIS) from the University of Oklahoma and a Master of Business Administration in MIS from the University of Dallas.

Our CISO has been at Williams for over 25 years.

During that time, he has held a variety of IT positions at multiple levels in the organization ranging from network engineering to application development, project management as well as several IT Manager and Director roles.

He has had oversight of our cybersecurity and risk management programs since 2017.

Active in government and private sector partnerships, he is currently serving as the outgoing Chair of the Oil & Natural Gas Subsector Coordinating Council and recently acted as the Chair of the Interstate Natural Gas Association of America security committee.

Our CISO holds degrees in Business Administration and MIS from the University of Oklahoma and is certified in Leadership from Harvard Business School’s executive education.

In 2018, he obtained his Chief Information Security Officer certification from Carnegie Mellon University.

The name, title, age, period of service, and recent business experience of each of our executive officers as of February [removed: 27, 2023,] [added: 21, 2024,] are listed below.

| Name and Position | | | | | | Age | | | | | | Business Experience in Past Five [removed: Years] [added: Years (or Relevant Business Experience)] | | | | | | | | |

| Alan S. Armstrong | | | | | | [removed: 60] [added: 61] | | | | | | 2011 to present | | | | | | Director, Chief Executive Officer, and President, The Williams Companies, Inc. | | |

| Debbie [removed: Cowan] [added: (Cowan) Pickle] | | | | | | [removed: 45] [added: 46] | | | | | | 2018 to present | | | | | | Senior Vice President and Chief Human Resources Officer, The Williams Companies, Inc. | | |

| Micheal G. Dunn | | | | | | [removed: 57] [added: 58] | | | | | | 2017 to present | | | | | | Executive Vice President and Chief Operating Officer, The Williams Companies, Inc. | | |

| [removed: Scott A. Hallam] [added: Senior Vice President – Transmission & Gulf of Mexico] | | | | | | [removed: 46] | | | | | | 2020 to [removed: present] [added: 2023] | | | | | | Senior Vice President [removed: Transmission & Gulf of Mexico,] [added: – Project Execution,] The Williams Companies, Inc. | | |

| [removed: Senior Vice President Transmission & Gulf of Mexico] [added: Chad A. Teply] | | | | | | [added: 52] | | | | | | [removed: 2019] [added: 2023 to present] | | | | | | Senior Vice President – [removed: Atlantic-Gulf,] [added: Transmission & Gulf of Mexico,] The Williams Companies, Inc. | | |

| [added: T. Lane Wilson] | | | | | | [added: 57] | | | | | | 2017 to [removed: 2019] [added: present] | | | | | | [added: Senior] Vice President [removed: GM Atlantic-Gulf,] [added: and General Counsel,] The Williams Companies, Inc. | | |

| Mary A. Hausman | | | | | | [removed: 51] [added: 52] | | | | | | 2022 to present | | | | | | Vice President, Chief Accounting Officer and Controller, The Williams Companies, Inc. | | |

| Larry C. Larsen | | | | | | [removed: 48] [added: 49] | | | | | | 2022 to present | | | | | | Senior Vice President Gathering & Processing, The Williams Companies, Inc. | | |

| John D. Porter | | | | | | [removed: 53] [added: 54] | | | | | | 2022 to present | | | | | | Senior Vice President and Chief Financial Officer, The Williams Companies, Inc. | | |

| [removed: Chad A. Teply] [added: Eric J. Ormond] | | | | | | [removed: 51] [added: 37] | | | | | | [removed: 2020] [added: 2023] to present | | | | | | Senior Vice President [removed: –] Project Execution, The Williams Companies, Inc. | | |

| [removed: Senior Vice President – Project Execution] | | | | | | | | | | | | 2017 to 2020 | | | | | | Senior Vice President – Business Policy and Development, PacifiCorp (a Berkshire Hathaway Energy Company) | | |

| [removed: T. Lane Wilson] [added: Senior Vice President and General Counsel] | | | | | | [removed: 56] | | | | | | [removed: 2017 to present] | | | | | | [removed: Senior Vice President and General Counsel, The Williams Companies, Inc.] | | |

| Chad J. Zamarin | | | | | | [removed: 46] [added: 47] | | | | | | 2023 to present | | | | | | Executive Vice President of Corporate Strategic Development, The Williams Companies, Inc. | | |

| | | | | | | | | | | | | 2014 to 2017 | | | | | | President – Pipeline and Midstream, Cheniere [removed: Energy] [added: Energy, Inc.] | | |

| Senior Vice President Project Execution | | | | | | | | | | | | 2023 | | | | | | Senior Vice President Commercial Operations, Engineering & Project Management, Crestwood Midstream Partners LP | | |

| | | | | | | | | | | | | 2020 to 2023 | | | | | | Senior Vice President Engineering & Project Management, Crestwood Midstream Partners LP | | |

| | | | | | | | | | | | | 2017 to 2020 | | | | | | Vice President Strategic Development & New Ventures, Crestwood Midstream Partners LP | | |

| Name and Position | | | | | | Age | | | | | | Business Experience in Past Five Years (or Relevant Business Experience) | | | | | | | | |

| | | | | | | | | | | | | 2015 to 2017 | | | | | | Vice President Northeast OA, The Williams Companies, Inc. | | |

| | | | | | | | | | | | | 2009 to 2017 | | | | | | Vice President – Resource Development and Construction, PacifiCorp (a Berkshire Hathaway Energy Company) | | |

| Senior Vice President and General Counsel | | | | | | | | | | | | 2009 to 2017 | | | | | | United States Magistrate Judge for the Northern District of Oklahoma | | |

Our common stock is listed on the New York Stock Exchange under the symbol “WMB.” At the close of business on February [removed: 17, 2023,] [added: 16, 2024,] we had [removed: 6,013] [added: 5,803] holders of record of our common stock.

| Period | | | | | | [removed: (a) Total] [added: Total] Number of Shares Purchased | | | | | | [removed: (b) Average] [added: Average] Price Paid Per Share | | | | | | [removed: (c)] Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) | | | | | | [removed: (d) Maximum] [added: Maximum] Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs | | |

[removed: We intend to purchase shares of our stock] [added: Repurchases may be made] from time to time in [added: the] open [removed: market transactions,] [added: market, by] block purchases, [added: in] privately negotiated [removed: or structured] transactions, or in such other manner as determined [removed: at] [added: by] our [removed: discretion, subject to market conditions and other factors.][added: management.]

Set forth below is a line graph comparing our cumulative total stockholder return on our common stock (assuming reinvestment of dividends) with the cumulative total return of the S&P 500 Stock Index, the Bloomberg Americas Pipelines Index, and the Arca Natural Gas Index for the period of five fiscal years commencing January 1, [removed: 2018.][added: 2019.]

The Bloomberg Americas Pipelines Index is composed of Enbridge Inc., TC Energy Corporation, Kinder Morgan, Inc., ONEOK, Inc., Cheniere Energy, Inc., Pembina Pipeline Corporation, Targa Resources Corp., [removed: New Fortress Energy Inc.,] [added: Hess Midstream LP,] and Williams.

[removed: ][added: ]

| | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |

| October 1 - October 31, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,360,938,325 | |

| November 1 - November 30, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,360,938,325 | |

| December 1 - December 31, 2023 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,360,938,325 | |

(1)In September 2021, our Board of Directors authorized a share repurchase program with a maximum dollar limit of $1.5 billion.

Our management will also determine the timing and amount of any repurchases based on market conditions and other factors.

The share repurchase program does not obligate us to acquire any particular amount of common stock, and it may be suspended or discontinued at any time.

This share repurchase program does not have an expiration date.

| The Williams Companies, Inc. | | | 100.0 | | | | | | 114.2 | | | | | | 105.5 | | | | | | 146.1 | | | | | | 194.2 | | | | | | 217.4 | | |

| S&P 500 Index | | | 100.0 | | | | | | 131.5 | | | | | | 155.6 | | | | | | 200.3 | | | | | | 164.0 | | | | | | 207.0 | | |

| Bloomberg Americas Pipelines Index | | | 100.0 | | | | | | 135.3 | | | | | | 107.0 | | | | | | 143.5 | | | | | | 165.8 | | | | | | 177.3 | | |

| Arca Natural Gas Index | | | 100.0 | | | | | | 98.8 | | | | | | 85.5 | | | | | | 137.1 | | | | | | 175.5 | | | | | | 189.1 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | |

| October 1 - October 31, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,491,248,057 | |

| November 1 - November 30, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,491,248,057 | |

| December 1 - December 31, 2022 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,491,248,057 | |

(1)We announced a stock repurchase program on September 8, 2021.

Our board of directors has authorized the repurchase of up to $1.5 billion of the company’s common stock.

The stock repurchase program has no expiration date.

| The Williams Companies, Inc. | | | 100.0 | | | | | | 74.5 | | | | | | 85.1 | | | | | | 78.7 | | | | | | 108.9 | | | | | | 144.8 | | |

| S&P 500 Index | | | 100.0 | | | | | | 94.8 | | | | | | 124.7 | | | | | | 147.6 | | | | | | 189.9 | | | | | | 155.5 | | |

| Bloomberg Americas Pipelines Index | | | 100.0 | | | | | | 83.8 | | | | | | 113.4 | | | | | | 89.7 | | | | | | 120.3 | | | | | | 139.0 | | |

| Arca Natural Gas Index | | | 100.0 | | | | | | 66.4 | | | | | | 65.5 | | | | | | 56.7 | | | | | | 91.0 | | | | | | 116.5 | | |

[removed: The] [added: To the] Stockholders and the Board of Directors of

We have audited the accompanying consolidated balance sheet of The Williams Companies, Inc. (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income (loss), changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and [removed: the] financial statement schedule listed in the [removed: index] [added: Index] at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, [removed: based on our audits and] the [removed: report of other auditors, the] consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February [removed: 27, 2023] [added: 21, 2024] expressed an unqualified opinion thereon.

We believe that our audits [removed: and the report of other auditors] provide a reasonable basis for our opinion.

| [added: Pension and other postretirement benefits:] | | | | | | | | | [removed: Pension and Other Postretirement Benefit Obligations] | | | | | | [added: | | | | | | | | | | | | | | | | | |]

| *Description of the Matter* | | | | | | | | | At December 31, [removed: 2022,] [added: 2023,] the Company’s aggregate pension [removed: and other postretirement] benefit [removed: obligations were $1,092] [added: obligation was $1,006] million and [removed: were] [added: was] exceeded by the fair value of pension [removed: and other postretirement] plan assets of [removed: $1,370] [added: $1,167] million, resulting in [added: an] overfunded pension [removed: and other postretirement] benefit [removed: obligations] [added: obligation] of [removed: $278] [added: $161] million. As explained in Note 7 to the consolidated financial statements, the Company utilized key assumptions to determine the pension [removed: and other postretirement] benefit [removed: obligations.] [added: obligation.] Auditing the pension [removed: and other postretirement] benefit [removed: obligations] [added: obligation] is complex and required the involvement of specialists due to the judgmental nature of the actuarial assumptions (e.g., discount rates and cash balance interest crediting rate) used in the measurement process. These assumptions have a significant effect on the projected benefit [removed: obligations.] [added: obligation.] | | | | | |

| *How We Addressed the Matter in Our Audit* | | | | | | | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls relating to the measurement and valuation of the pension [removed: and other postretirement] benefit [removed: obligations,] [added: obligation,] including controls over management’s review of the pension [removed: and other postretirement obligations,] [added: benefit obligation,] the significant actuarial [removed: assumptions,] [added: assumptions] and the data inputs. To test the pension [removed: and other postretirement] benefit [removed: obligations,] [added: obligation,] our audit procedures included, among others, evaluating the methodologies used, the significant actuarial assumptions discussed above, and the underlying data used by the Company. We compared the actuarial assumptions used by management to historical trends and evaluated the changes in the funded status from prior year. In addition, we involved our actuarial specialists to assist with our procedures. For example, we evaluated management’s methodology for determining the discount rates that reflect the maturity and duration of the benefit payments and are used to measure the pension [removed: and other postretirement] benefit [removed: obligations.] [added: obligation.] As part of this assessment, we independently developed a range of yield curves, we compared the projected cash flows to prior year, and compared the current year benefits paid to the prior year projected cash flows. To test the cash balance interest crediting rate, we independently calculated a range of rates and compared them to the rate used by management. We also tested the completeness and accuracy of the underlying data, including the participant data. | | | | | |

| | | | | | | [added: | | | | | | | | | | | |] Year Ended December 31, | | | | | | | | | | | | | | |

| | | | | | | [removed: 2022] | | | | | | [removed: 2021] | | | | | | [removed: 2020] [added: 2023] | | | [added: | | | 2022 | | | | | | 2021 | | |]

| | | | (Millions, except per-share amounts) | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Revenues: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Service revenues | | | | | | [added: | | | | | | | | | | | |] $ | [removed: 6,536] [added: 7,026] | | | | | $ | [removed: 6,001] [added: 6,536] | | | | | $ | [removed: 5,924] [added: 6,001] | |

| Service revenues – commodity consideration | | | | | | [removed: 260] | | | | | | [removed: 238] | | | | | | [removed: 129] [added: 146] | | | [added: | | | 260 | | | | | | 238 | | |]

| Product sales | | | | | | [removed: 4,556] | | | | | | [removed: 4,536] | | | | | | [removed: 1,671] [added: 2,779] | | | [added: | | | 4,556 | | | | | | 4,536 | | |]

| Net gain (loss) [removed: on] [added: from] commodity derivatives | | | | | | [removed: (387)] | | | | | | [removed: (148)] | | | | | | [removed: (5)] [added: 956] | | | [added: | | | (387) | | | | | | (148) | | |]

| Total revenues | | | | | | [removed: 10,965] | | | | | | [removed: 10,627] | | | | | | [removed: 7,719] [added: 10,907] | | | [added: | | | 10,965 | | | | | | 10,627 | | |]

| Costs and expenses: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Product costs | | | | | | [removed: 3,369] | | | | | | [removed: 3,931] | | | | | | [removed: 1,545] [added: 1,884] | | | [added: | | | 3,369 | | | | | | 3,931 | | |]

| Net processing commodity expenses | | | | | | [removed: 88] | | | | | | [removed: 101] | | | | | | [removed: 68] [added: 151] | | | [added: | | | 88 | | | | | | 101 | | |]

| Operating and maintenance expenses | | | | | | [removed: 1,817] | | | | | | [removed: 1,548] | | | | | | [removed: 1,326] [added: 1,984] | | | [added: | | | 1,817 | | | | | | 1,548 | | |]

| Depreciation and amortization expenses | | | | | | [removed: 2,009] | | | | | | [removed: 1,842] | | | | | | [removed: 1,721] [added: 2,071] | | | [added: | | | 2,009 | | | | | | 1,842 | | |]

| Selling, general, and administrative expenses | | | | | | [removed: 636] | | | | | | [removed: 558] | | | | | | [removed: 466] [added: 665] | | | [added: | | | 636 | | | | | | 558 | | |]

| Other (income) expense – net | | | | | | [removed: 28] | | | | | | [removed: 14] | | | | | | [removed: 22] [added: (30)] | | | [added: | | | 28 | | | | | | 16 | | |]

| Total costs and expenses | | | | | | [removed: 7,947] | | | | | | [removed: 7,996] | | | | | | [removed: 5,517] [added: 6,596] | | | [added: | | | 7,947 | | | | | | 7,996 | | |]

| Operating income (loss) | | | | | | [removed: 3,018] | | | | | | [removed: 2,631] | | | | | | [removed: 2,202] [added: 4,311] | | | [added: | | | 3,018 | | | | | | 2,631 | | |]

| Equity earnings (losses) [removed: (Note 8)] | | | | | | [removed: 637] | | | | | | [removed: 608] | | | | | | [removed: 328] [added: 589] | | | [added: | | | 637 | | | | | | 608 | | |]

[removed: | Other] [added: *Other] investing income (loss) – [removed: net | | | | | | 16 | | | | | | 7 | | | | | | 8 | | |][added: net*]

| Other income (expense) – net | | | | | | [removed: 18] | | | | | | [removed: 6] | | | | | | [removed: (43)] [added: 99] | | | [added: | | | 18 | | | | | | 6 | | |]

| Income (loss) before income taxes | | | | | | [removed: 2,542] | | | | | | [removed: 2,073] | | | | | | [removed: 277] [added: 4,405] | | | [added: | | | 2,542 | | | | | | 2,073 | | |]

| Less: Provision (benefit) for income taxes | | | | | | [removed: 425] | | | | | | [removed: 511] | | | | | | [removed: 79] [added: 1,005] | | | [added: | | | 425 | | | | | | 511 | | |]

| Net income (loss) | | | | | | [removed: 2,117] | | | | | | [removed: 1,562] | | | | | | [removed: 198] [added: 3,303] | | | [added: | | | 2,117 | | | | | | 1,562 | | |]

| Less: Net income (loss) attributable to noncontrolling interests | | | | | | [removed: 68] | | | | | | [removed: 45] | | | | | | [removed: (13)] [added: 124] | | | [added: | | | 68 | | | | | | 45 | | |]

| Net income (loss) attributable to The Williams Companies, Inc. | | | | | | [removed: 2,049] | | | | | | [removed: 1,517] | | | | | | [removed: 211] [added: 3,179] | | | [added: | | | 2,049 | | | | | | 1,517 | | |]

| Less: Preferred stock dividends | | | | | | [added: | | | | | | | | | | | |] 3 | | | | | | 3 | | | | | | 3 | | |

| Net income (loss) available to common stockholders | | | | | | [added: | | | | | | | | | | | |] $ | [removed: 2,046] [added: 3,176] | | | | | $ | [removed: 1,514] [added: 2,046] | | | | | $ | [removed: 208] [added: 1,514] | |

| Basic earnings (loss) per common share: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| Net income (loss) available to common stockholders | | | | | | [added: | | | | | | | | | | | |] $ | [removed: 1.68] [added: 2.61] | | | | | $ | [removed: 1.25] [added: 1.68] | | | | | $ | [removed: .17] [added: 1.25] | |

| Weighted-average shares (thousands) | | | | | | [removed: 1,218,362] | | | | | | [removed: 1,215,221] | | | | | | [removed: 1,213,631] [added: 1,217,784] | | | [added: | | | 1,218,362 | | | | | | 1,215,221 | | |]

| Diluted earnings (loss) per common share: | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]

| | | | | | | | | | Pension Benefit Obligation | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Gain on sale of business (Note 3) | | | | | | | | | | | | | | | | | | (129) | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net gain from Energy Transfer litigation judgment (Note 17) | | | | | | | | | | | | | | | | | | 534 | | | | | | — | | | | | | — | | |

| Income (loss) from continuing operations | | | | | | | | | | | | | | | | | | 3,400 | | | | | | 2,117 | | | | | | 1,562 | | |

| Income (loss) from discontinued operations (Note 17) | | | | | | | | | | | | | | | | | | (97) | | | | | | — | | | | | | — | | |

| Amounts attributable to The Williams Companies, Inc. available to common stockholders: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Income (loss) from continuing operations | | | | | | | | | | | | | | | | | | $ | 3,273 | | | | | $ | 2,046 | | | | | $ | 1,514 | |

| Income (loss) from discontinued operations (Note 17) | | | | | | | | | | | | | | | | | | (97) | | | | | | — | | | | | | — | | |

| Net income (loss) available to common stockholders | | | | | | | | | | | | | | | | | | $ | 3,176 | | | | | $ | 2,046 | | | | | $ | 1,514 | |

| Income (loss) from continuing operations | | | | | | | | | | | | | | | | | | $ | 2.69 | | | | | $ | 1.68 | | | | | $ | 1.25 | |

| Income (loss) from discontinued operations | | | | | | | | | | | | | | | | | | (.08) | | | | | | — | | | | | | — | | |

| Income (loss) from continuing operations | | | | | | | | | | | | | | | | | | $ | 2.68 | | | | | $ | 1.67 | | | | | $ | 1.24 | |

| Income (loss) from discontinued operations | | | | | | | | | | | | | | | | | | (.08) | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income (loss) | | | — | | | | | | — | | | | | | — | | | | | | 3,179 | | | | | | — | | | | | | — | | | | | | 3,179 | | | | | | 124 | | | | | | 3,303 | | |

| Purchases of treasury stock | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (130) | | | | | | (130) | | | | | | — | | | | | | (130) | | |

| Net increase (decrease) in equity | | | — | | | | | | 3 | | | | | | 36 | | | | | | 984 | | | | | | 24 | | | | | | (130) | | | | | | 917 | | | | | | (71) | | | | | | 846 | | |

| Balance at December 31, 2023 | | | $ | 35 | | | | | $ | 1,256 | | | | | $ | 24,578 | | | | | $ | (12,287) | | | | | $ | — | | | | | $ | (1,180) | | | | | $ | 12,402 | | | | | $ | 2,489 | | | | | $ | 14,891 | |

| Gain on sale of business (Note 3) | | | | | | (129) | | | | | | — | | | | | | — | | |

| Purchases of treasury stock | | | | | | (130) | | | | | | (9) | | | | | | — | | |

Report of Independent Registered Public Accounting Firm

Opinion on the Financial Statements

We did not audit the 2020 financial statements of Gulfstream Natural Gas System, L.L.C. (Gulfstream), a limited liability corporation in which the Company has a 50 percent interest.

In the consolidated financial statements, the Company’s investment in Gulfstream was $204 million as of December 31, 2020, and the Company’s equity earnings in the net income of Gulfstream were $77 million in 2020.

Those financial statements were audited by other auditors whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for Gulfstream for 2020, is based solely on the report of other auditors.

Basis for Opinion

February 27, 2023

To the Management Committee and Members of Gulfstream Natural Gas System, L.L.C.:

We have audited the statements of earnings, comprehensive income, changes in members’ equity and cash flows of Gulfstream Natural Gas System, L.L.C. (the “Company”) for the year ended December 31, 2020, including the related notes (collectively referred to as the “financial statements”) (not presented herein).

In our opinion, the financial statements present fairly, in all material respects, the results of operations and cash flows of the Company for the year ended December 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

These financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based on our audit.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit of these financial statements in accordance with the standards of the PCAOB and in accordance with auditing standards generally accepted in the United States of America.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Houston, Texas

We have served as the Company’s auditor since 2018.

| | | | | | | | | | | | | | | | | | | | | |

| Impairment of certain assets (Note 15) | | | | | | — | | | | | | 2 | | | | | | 182 | | |

| Impairment of goodwill (Note 15) | | | | | | — | | | | | | — | | | | | | 187 | | |

| Impairment of equity-method investments (Note 15) | | | | | | — | | | | | | — | | | | | | (1,046) | | |

| Interest incurred | | | | | | (1,167) | | | | | | (1,190) | | | | | | (1,192) | | |

| Interest capitalized | | | | | | 20 | | | | | | 11 | | | | | | 20 | | |

| Pension and other postretirement benefits: | | | | | | | | | | | | | | | | | | | | |

| Allowance for doubtful accounts | | | | | | (6) | | | | | | (8) | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at December 31, 2019 | | | $ | 35 | | | | | $ | 1,247 | | | | | $ | 24,323 | | | | | $ | (11,002) | | | | | $ | (199) | | | | | $ | (1,041) | | | | | $ | 13,363 | | | | | $ | 3,001 | | | | | $ | 16,364 | |

| Net income (loss) | | | — | | | | | | — | | | | | | — | | | | | | 211 | | | | | | — | | | | | | — | | | | | | 211 | | | | | | (13) | | | | | | 198 | | |

| Net increase (decrease) in equity | | | — | | | | | | 1 | | | | | | 48 | | | | | | (1,746) | | | | | | 103 | | | | | | — | | | | | | (1,594) | | | | | | (187) | | | | | | (1,781) | | |

| Purchase of partial interest in consolidated subsidiary (Note 8) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (3) | | | | | | (3) | | |

| Impairment of equity-method investments (Note 15) | | | | | | — | | | | | | — | | | | | | 1,046 | | |

| Contributions in aid of construction | | | | | | 12 | | | | | | 52 | | | | | | 37 | | |

This segment also includes our NGL storage facilities, an undivided 50

investment (cash inflows from investing activities) based on the nature of the activities of the equity-method investee that generated the distribution.

[removed: There] [added: Other than as set forth above, there] have been no changes during the fourth quarter of [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, our Internal Control over Financial Reporting.

[removed: Our internal control over financial] reporting is designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of financial statements in accordance with accounting principles generally accepted in the United States.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we assessed the effectiveness of our internal control over financial reporting at December 31, [removed: 2022,] [added: 2023,] based on the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in *Internal Control — Integrated Framework* (2013).

Based on our assessment, [added: which excluded MountainWest and Cureton’s internal control over financial reporting as previously discussed,] we concluded that, at December 31, [removed: 2022,] [added: 2023,] our internal control over financial reporting was effective.

[removed: The] [added: To the] Stockholders and the Board of Directors of

We have audited The Williams Companies, Inc.’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, The Williams Companies, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income (loss), changes in equity and cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and the financial statement schedule listed in the index at Item 15(a) and our report dated February [removed: 27, 2023] [added: 21, 2024] expressed an unqualified opinion thereon.

As disclosed in Note 3 – Acquisitions and Divestitures, we acquired MountainWest on February 14, 2023, and its total revenues constituted approximately 2 percent of total revenues as shown on our consolidated financial statements for the year ended December 31, 2023.

MountainWest’s total assets constituted approximately 3 percent of total assets as shown on our consolidated financial statements as of December 31, 2023.

We also acquired Cureton on November 30, 2023, and its total revenues constituted approximately zero percent of total revenues as shown on our consolidated financial statements for the year ended December 31, 2023.

Cureton’s total assets constituted approximately 1 percent of total assets as shown on our consolidated financial statements as of December 31, 2023.

We excluded MountainWest and Cureton’s disclosure controls and procedures that are subsumed by its internal control over financial reporting from the scope of management’s assessment of the effectiveness of our disclosure controls and procedures.

This exclusion is in accordance with the guidance issued by the Staff of the Securities and Exchange Commission that an assessment of recent business combinations may be omitted from management’s assessment of internal control over financial reporting for one year following the acquisition.

Our internal control over financial

As indicated in the accompanying Management’s Annual Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of MountainWest Pipelines Holding Company or Cureton Front Range, LLC, which are included in the 2023 consolidated financial statements of the Company and constituted three and one percent of total assets, respectively, as of December 31, 2023.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of MountainWest Pipelines Holding Company or Cureton Front Range, LLC.

February 21, 2024

February 27, 2023

During the three months ended December 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

None.

The information regarding our directors and nominees for director required by Item 401 of Regulation S-K will be presented under the heading “Corporate Governance and Board Matters” in our definitive proxy statement prepared for the solicitation of proxies in connection with our Annual Meeting of Stockholders to be held April [removed: 25, 2023,] [added: 30, 2024,] which shall be filed no later than March [removed: 16, 2023] [added: 21, 2024] (Proxy Statement), which information is incorporated by reference herein.

The information regarding securities authorized for issuance under equity compensation plans required by Item 201(d) of Regulation S-K and the security ownership of certain beneficial owners and management required by [removed: Item 403 of Regulation S-K will be presented under the headings “Equity Compensation Stock Plans” and “Security]

[added: Item 403 of Regulation S-K will be presented under the headings “Equity Compensation Stock Plans” and “Security] Ownership of Certain Beneficial Owners and Management” in our Proxy Statement, which information is incorporated by reference herein.

| [Consolidated statement of income for each year in the three-year period ended December 31, [removed: 2022](#i1c425f6a2372496ebc32cc0d8ab3b346_136)] [added: 2023](#ibc3e8708ba624b40a1232c15867df9b3_136)] | | | [removed: [75](#i1c425f6a2372496ebc32cc0d8ab3b346_136)] [added: [79](#ibc3e8708ba624b40a1232c15867df9b3_136)] | | |

| [Consolidated statement of comprehensive income (loss) for each year in the three-year period ended December 31, [removed: 2022](#i1c425f6a2372496ebc32cc0d8ab3b346_139)] [added: 2023](#ibc3e8708ba624b40a1232c15867df9b3_139)] | | | [removed: [76](#i1c425f6a2372496ebc32cc0d8ab3b346_139)] [added: [80](#ibc3e8708ba624b40a1232c15867df9b3_139)] | | |

| [Consolidated balance sheet at December 31, [removed: 2022] [added: 2023] and [removed: 2021](#i1c425f6a2372496ebc32cc0d8ab3b346_142)] [added: 2022](#ibc3e8708ba624b40a1232c15867df9b3_142)] | | | [removed: [77](#i1c425f6a2372496ebc32cc0d8ab3b346_142)] [added: [81](#ibc3e8708ba624b40a1232c15867df9b3_142)] | | |

| [Consolidated statement of changes in equity for each year in the three-year period ended December 31, [removed: 2022](#i1c425f6a2372496ebc32cc0d8ab3b346_145)] [added: 2023](#ibc3e8708ba624b40a1232c15867df9b3_145)] | | | [removed: [78](#i1c425f6a2372496ebc32cc0d8ab3b346_145)] [added: [82](#ibc3e8708ba624b40a1232c15867df9b3_145)] | | |

| [Consolidated statement of cash flows for each year in the three-year period ended December 31, [removed: 2022](#i1c425f6a2372496ebc32cc0d8ab3b346_148)] [added: 2023](#ibc3e8708ba624b40a1232c15867df9b3_148)] | | | [removed: [79](#i1c425f6a2372496ebc32cc0d8ab3b346_148)] [added: [83](#ibc3e8708ba624b40a1232c15867df9b3_148)] | | |

| [Notes to consolidated financial [removed: statements](#i1c425f6a2372496ebc32cc0d8ab3b346_151)] [added: statements](#ibc3e8708ba624b40a1232c15867df9b3_151)] | | | [removed: [80](#i1c425f6a2372496ebc32cc0d8ab3b346_151)] [added: [84](#ibc3e8708ba624b40a1232c15867df9b3_151)] | | |

| Schedule for each year in the three-year period ended December 31, [removed: 2022:] [added: 2023:] | | | | | |

| [II — Valuation and qualifying [removed: accounts](#i1c425f6a2372496ebc32cc0d8ab3b346_259)] [added: accounts](#ibc3e8708ba624b40a1232c15867df9b3_262)] | | | [removed: [136](#i1c425f6a2372496ebc32cc0d8ab3b346_259)] [added: [145](#ibc3e8708ba624b40a1232c15867df9b3_262)] | | |

| [removed: 2.1] [added: 10.13] | | | — | | | [removed: [Agreement and Plan of Merger dated as] [added: [Form] of [removed: May 16, 2018, by and] [added: 2018 Nonqualified Stock Option Agreement] among [removed: The] Williams [removed: Companies, Inc., SCMS LLC, Williams Partners L.P.,] and [removed: WPZ GP LLC] [added: certain employees and officers] (filed on May [removed: 17, 2018] [added: 3, 2018,] as Exhibit [removed: 2.1] [added: 10.5] to The Williams Companies, Inc.’s [removed: current] [added: quarterly] report on Form [removed: 8-K] [added: 10-Q] (File No. 001-04174) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312518166652/d585557dex21.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/107263/000010726318000013/wmb_20180331xex105.htm)] | | |

| [removed: 2.2] [added: 10.36] | | | — | | | [removed: [Amendment No 1. to Agreement and Plan] [added: [Form] of [removed: Merger] [added: Commercial Paper Dealer Agreement,] dated as of [removed: May 1, 2016, by and among] [added: August 10, 2018, between] The Williams Companies, Inc., [removed: Energy Transfer Corp LP, Energy Transfer Corp GP, LLC, Energy Transfer Equity, L.P., LE GP, LLC] [added: as Issuer,] and [removed: Energy Transfer Equity GP, LLC] [added: the Dealer party thereto] (filed on [removed: May 3, 2016,] [added: August 10, 2018,] as Exhibit [removed: 2.1] [added: 10.1] to The Williams Companies, Inc.’s current report on Form 8-K (File No. 001-04174) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312516573267/d176661dex21.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex101.htm)] | | |

| [removed: 2.3] [added: 10.2§] | | | — | | | [removed: [Agreement and Plan of Merger dated as] [added: [Form] of [removed: September 28, 2015, by and among The Williams Companies, Inc., Energy Transfer Corp LP, Energy Transfer Corp GP, LLC, Energy Transfer Equity, L.P., LE GP, LLC] [added: Director] and [removed: Energy Transfer Equity GP, LLC] [added: Officer Indemnification Agreement] (filed on [removed: October 1, 2015,] [added: September 24, 2008,] as [removed: Exhibit 2.1] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/107263/000129993308004469/exhibit2.htm) [](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex31.htm)[10.1] to The Williams Companies, Inc.’s current report on Form 8-K (File No. 001-04174) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312515335515/d56210dex21.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/107263/000129993308004469/exhibit2.htm)] | | |

| 3.4 | | | — | | | [By-laws of The Williams Companies, Inc., as last amended [removed: effective](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [October] [added: effective October] 25, [removed: 2022](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [(filed on](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [October] [added: 2022 (filed on October] 31, [removed: 2022,](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [as] [added: 2022, as] Exhibit 3.4 to The Williams Companies Inc.’s quarterly report on](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [removed: [](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm)[Form 10-Q (File] [added: [Form 10](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm)[\-](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm)[Q](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [(File] No. 001-04174) and [removed: incorporated herein] [added: incorporated](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) [herein] by reference).](http://www.sec.gov/Archives/edgar/data/107263/000010726322000030/wmb_20220930xex34.htm) | | |

| 4.14 | | | — | | | [Sixth Supplemental Indenture, dated as of August 8, 2022, between The Williams Companies, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on August 8, 2022, as Exhibit [removed: 4.1) to] [added: 4.1](http://www.sec.gov/Archives/edgar/data/107263/000119312522214987/d385113dex41.htm) [to] The Williams Companies, Inc.’s current report on Form 8-K (File No. 001-04174) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312522214987/d385113dex41.htm) | | |

| [removed: 4.15] [added: 4.18] | | | — | | | [Indenture, dated as of February 9, 2010, between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A. (filed on February 10, 2010, as Exhibit 4.1 to The Williams Companies, Inc.’s current report on Form 8-K (File No. 001-04174) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/107263/000095012310010940/c56234exv4w1.htm) | | |

| [removed: 4.16] [added: 4.19] | | | — | | | [First Supplemental Indenture, dated as of February 2, 2015, between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A. (filed on February 3, 2015, as Exhibit 4.5 to Williams Partners L.P.’s current report on Form 8-K (File No. 001-34831) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312515031434/d862478dex45.htm) | | |

| [removed: 4.17] [added: 4.20] | | | — | | | [Second Supplemental Indenture, dated as of August 10, 2018, between The Williams Companies, Inc. and The Bank of New York Mellon Trust Company, N.A. (filed on August 10, 2018, as Exhibit 4.2 to The Williams Companies, Inc.’s current report on Form 8-K (File No. 001-04174) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex42.htm) | | |

| [removed: 4.18] [added: 4.21] | | | — | | | [Indenture, dated as of November 9, 2010, between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on November 12, 2010, as Exhibit 4.1 to Williams Partners L.P.’s current report on Form 8-K (File No. 001-32599) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/1324518/000095012310104733/c61303exv4w1.htm) | | |

| [removed: 4.19] [added: 4.22] | | | — | | | [removed: [Fourth] [added: [Fifth] Supplemental Indenture, dated as of [removed: November 15, 2013,] [added: March 4, 2014,] between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on [removed: November 18, 2013,] [added: March 4, 2014,] as [removed: Exhibit 4.1] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/1324518/000119312514082303/d686854dex41.htm) [](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex31.htm)[4.1] to Williams Partners L.P.’s current report on Form 8-K (File No. 001-32599) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1324518/000119312513445562/d630054dex41.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/1324518/000119312514082303/d686854dex41.htm)] | | |

| [removed: 4.20] [added: 4.23] | | | — | | | [removed: [Fifth] [added: [Sixth] Supplemental Indenture, dated as of [removed: March 4,] [added: June 27,] 2014, between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on [removed: March 4,] [added: June 27,] 2014, as [removed: Exhibit 4.1] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/1324518/000119312514253320/d750827dex41.htm) [](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex31.htm)[4.1] to Williams Partners L.P.’s current report on Form 8-K (File No. 001-32599) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1324518/000119312514082303/d686854dex41.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/1324518/000119312514253320/d750827dex41.htm)] | | |

| [removed: 4.21] [added: 4.26] | | | — | | | [removed: [Sixth] [added: [Ninth] Supplemental Indenture, dated as of June [removed: 27, 2014,] [added: 5, 2017,] between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on June [removed: 27, 2014,] [added: 5, 2017,] as Exhibit 4.1 to Williams Partners L.P.’s current report on Form 8-K (File No. [removed: 001-32599)] [added: 001-34831)] and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1324518/000119312514253320/d750827dex41.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312517194685/d407903dex41.htm)] | | |

| [removed: 4.22] [added: 4.24] | | | — | | | [Seventh Supplemental Indenture, dated as of February 2, 2015, between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A. (filed on February 3, 2015, as [removed: Exhibit 4.4] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/1483096/000119312515031434/d862478dex44.htm) [](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex31.htm)[4.4] to Williams Partners L.P.’s current report on Form 8-K (File No. 001-34831) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312515031434/d862478dex44.htm) | | |

| [removed: 4.23] [added: 4.25] | | | — | | | [Eighth Supplemental Indenture, dated as of March 3, 2015, between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on March 3, 2015, as Exhibit 4.1 to Williams Partners L.P.’s current report on Form 8-K (File No. 001-34831) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312515075126/d882944dex41.htm) | | |

| [removed: 4.24] [added: 4.27] | | | — | | | [removed: [Ninth] [added: [Tenth] Supplemental Indenture, dated as of [removed: June] [added: March] 5, [removed: 2017,] [added: 2018,] between Williams Partners L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on [removed: June] [added: March] 5, [removed: 2017,] [added: 2018,] as Exhibit 4.1 to Williams Partners L.P.’s current report on Form 8-K (File No. 001-34831) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312517194685/d407903dex41.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312518069525/d546805dex41.htm)] | | |

| [removed: 4.25] [added: 4.28] | | | — | | | [removed: [Tenth] [added: [Eleventh] Supplemental Indenture, dated as of [removed: March 5,] [added: August 10,] 2018, between [added: The] Williams [removed: Partners L.P.] [added: Companies Inc.] and The Bank of New York Mellon Trust Company, [removed: N.A., as trustee] [added: N.A.] (filed on [removed: March 5,] [added: August 10,] 2018, as Exhibit 4.1 to [added: The] Williams [removed: Partners L.P.’s] [added: Companies, Inc.’s] current report on Form 8-K (File No. [removed: 001-34831)] [added: 001-04174)] and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1483096/000119312518069525/d546805dex41.htm)] [added: reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex41.htm)] | | |

| [removed: 4.26] [added: 4.16] | | | — | | | [removed: [Eleventh Supplemental] [added: [Ei](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[ghth](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm) [Supplemental] Indenture, dated as [removed: of August 10, 2018,] [added: of](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm) [August 10](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[, 2023,] between The Williams [removed: Companies] [added: Companies,] Inc. and The Bank of New York Mellon Trust Company, [removed: N.A.] [added: N.A., as trustee] (filed [removed: on August 10, 2018,] [added: on](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm) [August 10](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[, 2023,] as Exhibit 4.1 to The Williams Companies, Inc.’s current report on Form 8-K (File No. [removed: 001-04174) and] [added: 001-](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[0](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[4174](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[)](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm) [and] incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/107263/000119312518246104/d599321dex41.htm)] [added: reference](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[)](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)[.](http://www.sec.gov/Archives/edgar/data/107263/000119312523209031/d529704dex41.htm)] | | |

| [removed: 4.27] [added: 4.29] | | | — | | | [Senior Indenture, dated as of November 30, 1995, between Northwest Pipeline Corporation and Chemical Bank, Trustee (filed September 14, 1995, as Exhibit 4.1 to Northwest Pipeline’s registration statement on Form S-3 (File No. 033-62639) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/110019/0000950134-95-002272.txt) | | |

| [removed: 4.28] [added: 4.30] | | | — | | | [Indenture, dated as of April 3, 2017, between Northwest Pipeline LLC and The Bank of New York Mellon Trust Company, N.A., as trustee (filed on April 3, 2017, as Exhibit 4.1 to Northwest Pipeline’s current report on Form 8-K (File No. 001-07414) and incorporated herein by reference).](http://www.sec.gov/Archives/edgar/data/110019/000119312517108766/d374835dex41.htm) | | |