8-K current report · filed May 4, 2026

Williams Companies (WMB) 8-K Current Report: May 4, 2026

Item 5.02Item 5.07Item 7.01WMB overview

Short answer

Williams Companies (WMB) filed an 8-K current report with the SEC on May 4, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.07 (Submission of Matters to a Vote of Security Holders), Item 7.01 (Regulation FD Disclosure). Stockholders approved incentive plan expansion from 50,000,000 to 85,000,000 issuable shares.

Williams Companies 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Stockholders approved incentive plan expansion from 50,000,000 to 85,000,000 issuable shares
  • Additional share capacity creates potential dilution for existing shareholders
  • Plan expiration date removed, extending the company’s ability to issue equity awards
  • Higher annual director equity grant limit increases potential director compensation dilution
  • Tax-withholding share recycling eliminated, reducing one source of share reissuance under the plan

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • All 10 director nominees elected for one-year terms, with votes against ranging from 15.8M to 69.1M
  • Executive compensation approved advisory, with 954.4M votes for versus 29.6M against
  • Incentive Plan expanded issuable shares from 50M to 85M, increasing potential equity dilution
  • Employee Stock Purchase Plan expanded shares from 5.2M to 7.2M and extended six years
  • Ernst & Young ratified for fiscal 2026, with 1.034B votes for and no broker non-votes

Item 7.01 · Regulation FD Disclosure

  • No stockholder questions received in connection with WMB’s 2026 Annual Meeting
  • Reg FD disclosure provides no new operating, financial, or strategic information for investors

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