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What changed in Williams Companies's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Williams Companies's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+428 added−457 removedSource: 10-K (2026-02-24) vs 10-K (2025-02-25)

Top changes in Williams Companies's 2025 10-K

428 paragraphs added · 457 removed · 329 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

89 edited+25 added−34 removed100 unchanged
Biggest changeNortheast G&P Operating Statistics 2024 2023 2022 (Annual Average Amounts) Consolidated: Gathering volumes (Bcf/d) 4.16 4.45 4.19 Plant inlet natural gas volumes (Bcf/d) 1.86 1.89 1.65 NGL production (Mbbls/d) 139 139 120 NGL equity sales (Mbbls/d) 1 1 1 Non-consolidated: (1) Gathering volumes (Bcf/d) 6.46 6.92 6.61 Plant inlet natural gas volumes (Bcf/d) 0.98 0.93 0.71 NGL production (Mbbls/d) 72 65 51 NGL equity sales (Mbbls/d) 5 4 3 __________ (1) Includes 100 percent of the volumes associated with operated equity-method investments, including Laurel Mountain and Blue Racer; as well as the Bradford Supply Hub and Marcellus South within Appalachia Midstream Investments. 15 West Natural Gas Gathering and Processing Assets The following tables summarize the significant operated assets of this segment: Natural Gas Gathering Assets Location Pipeline Miles Inlet Capacity (Bcf/d) Ownership Interest Supply Basins/Shale Formations Consolidated: Wamsutter Wyoming 2,251 0.7 100% Wamsutter Southwest Wyoming Wyoming 1,613 0.5 100% Southwest Wyoming Piceance Colorado 352 1.8 100% Piceance Barnett Shale Texas 815 0.5 100% Barnett Shale Eagle Ford Shale Texas 1,258 0.5 100% Eagle Ford Shale Haynesville Shale Louisiana & Texas 869 5.0 100% Haynesville Shale, Bossier Shale Permian Texas 113 0.1 100% Permian Mid-Continent Oklahoma & Texas 1,695 0.2 100% Miss-Lime, Granite Wash, Colony Wash DJ Basin Colorado 472 0.8 100% Denver-Julesburg Natural Gas Processing Facilities Location Inlet Capacity (Bcf/d) NGL Production Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Echo Springs Echo Springs, WY 0.6 48 100% Wamsutter Opal Opal, WY 0.7 39 100% Southwest Wyoming Willow Creek Rio Blanco Co., CO 0.5 30 100% Piceance Parachute Garfield Co., CO 1.0 5 100% Piceance Fort Lupton Weld Co., CO 0.3 50 100% Denver-Julesburg Keenesburg I Weld Co., CO 0.2 40 100% Denver-Julesburg Front Range Weld Co., CO 0.1 12 100% Denver-Julesburg DJ Basin Acquisition s On November 30, 2023, Williams 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.
Biggest changeNortheast G&P Operating Statistics 2025 2024 2023 (Annual Average Amounts) Consolidated: Gathering volumes (Bcf/d) 4.16 4.16 4.45 Plant inlet natural gas volumes (Bcf/d) 1.89 1.86 1.89 NGL production (Mbbls/d) 143 139 139 NGL equity sales (Mbbls/d) 1 1 1 Non-consolidated: (1) Gathering volumes (Bcf/d) 6.73 6.27 6.70 Plant inlet natural gas volumes (Bcf/d) 1.10 0.98 0.93 NGL production (Mbbls/d) 75 72 65 NGL equity sales (Mbbls/d) 3 5 4 __________ (1) Includes 100 percent of the volumes associated with operated equity-method investments, including Laurel Mountain, Blue Racer, and the Bradford Supply Hub and Marcellus South within Appalachia Midstream Investments. 15 West Natural Gas Gathering and Processing Assets The following tables summarize the significant operated assets of this segment: Natural Gas Gathering Assets Location Pipeline Miles Inlet Capacity (Bcf/d) Ownership Interest Supply Basins/Shale Formations Consolidated: (1) Wamsutter Wyoming 2,251 0.7 100% Wamsutter Southwest Wyoming Wyoming 1,613 0.5 100% Southwest Wyoming Piceance Colorado 352 1.8 100% Piceance Barnett Shale Texas 815 0.4 100% Barnett Shale Eagle Ford Shale Texas 1,258 0.6 100% Eagle Ford Shale Haynesville Shale (2) Louisiana & Texas 978 5.6 100% Haynesville Shale, Bossier Shale Louisiana Energy Gateway (3) Louisiana & Texas 179 1.8 100% Haynesville Shale Permian Texas 105 0.1 100% Permian DJ Basin (4) Colorado 572 1.0 100% Denver-Julesburg Natural Gas Processing Facilities Location Inlet Capacity (Bcf/d) NGL Production Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Echo Springs Echo Springs, WY 0.6 48 100% Wamsutter Opal Opal, WY 0.7 39 100% Southwest Wyoming Willow Creek Rio Blanco Co., CO 0.5 30 100% Piceance Parachute Garfield Co., CO 1.0 5 100% Piceance Fort Lupton Weld Co., CO 0.3 50 100% Denver-Julesburg Keenesburg I Weld Co., CO 0.2 40 100% Denver-Julesburg Front Range Weld Co., CO 0.1 12 100% Denver-Julesburg Pierce Weld Co., CO 0.1 40 100% Denver-Julesburg __________ (1) The natural gas gathering pipeline miles and inlet capacity related to the Mid-Continent region assets have been removed from the table as they are considered held for sale at December 31, 2025.
Williams makes available, free of charge, through the Investors tab of its Internet website its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8‑K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after Williams electronically files such material with, or furnishes it to, the SEC.
Williams makes available, free of charge, through the Investors tab of its Internet website its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports 26 on Form 8‑K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after Williams electronically files such material with, or furnishes it to, the SEC.
Materials could be released into the environment in several ways including, but not limited to: • Leakage from gathering systems, underground gas storage caverns, pipelines, processing or treating facilities, transportation facilities, and storage tanks; • Damage to facilities resulting from accidents during normal operations; 22 • Damages to onshore and offshore equipment and facilities resulting from storm events or natural disasters; • Blowouts, cratering, and explosions.
Materials could be released into the environment in several ways including, but not limited to: • Leakage from gathering systems, underground gas storage caverns, pipelines, processing or treating facilities, transportation facilities, and storage tanks; • Damage to facilities resulting from accidents during normal operations; • Damages to onshore and offshore equipment and facilities resulting from storm events or natural disasters; • Blowouts, cratering, and explosions.
To meet the PHMSA regulations, Williams has identified all pipelines in high consequence areas (HCAs) and developed baseline assessment plans for all applicable pipelines. In response to the PHMSA Mega Rule, implemented in 2021, Williams identified Moderate Consequence Areas, and integrated those segments into its integrity program along with Class 3 and 4 pipeline locations required by the rule.
To meet the PHMSA regulations, Williams has identified all pipelines in high consequence areas (HCAs) and developed baseline assessment plans for all applicable pipelines. In response to the PHMSA Mega Rule, implemented in 2021, 20 Williams identified Moderate Consequence Areas, and integrated those segments into its integrity program along with Class 3 and 4 pipeline locations required by the rule.
Consistent with FERC policy, our interstate natural gas pipelines design their rates using the straight fixed-variable (SFV) method of rate design. Under the SFV method of rate design, substantially all fixed costs, including 18 return on equity and income taxes, are included in a reservation charge to customers and all variable costs are recovered through a commodity charge to customers.
Consistent with FERC policy, our interstate natural gas pipelines design their rates using the straight fixed-variable (SFV) method of rate design. Under the SFV method of rate design, substantially all fixed costs, including return on equity and income taxes, are included in a reservation charge to customers and all variable costs are recovered through a commodity charge to customers.
For a keep-whole arrangement Williams replaces the Btu content of the retained NGLs with natural gas purchases, also known as shrink replacement gas. For a percent-of-liquids arrangement, Williams delivers an agreed-upon percentage of the extracted NGLs and retains the remainder. Retained NGLs, referred to as equity NGL production, are then sold.
For a 6 keep-whole arrangement Williams replaces the Btu content of the retained NGLs with natural gas purchases, also known as shrink replacement gas. For a percent-of-liquids arrangement, Williams delivers an agreed-upon percentage of the extracted NGLs and retains the remainder. Retained NGLs, referred to as equity NGL production, are then sold.
In addition, Williams, Transco, and NWP may be liable for environmental damage caused by former owners or operators of our properties. Williams, Transco, and NWP believe compliance with current environmental laws and regulations will not have a material adverse effect on their capital expenditures, earnings, or current competitive position.
In addition, Williams, Transco, and NWP may be liable for environmental damage caused by former owners or operators of our properties. 22 Williams, Transco, and NWP believe compliance with current environmental laws and regulations will not have a material adverse effect on their capital expenditures, earnings, or current competitive position.
Williams’ interstate gas pipeline companies, including 19 Transco and NWP, establish rates through the FERC’s ratemaking process. In addition, Williams’ interstate gas pipelines, including Transco and NWP, may enter into agreements with customers for negotiated rates, which may be less than, equal to, or greater than the otherwise applicable cost-based recourse rates.
Williams’ interstate gas pipeline companies, including Transco and NWP, establish rates through the FERC’s ratemaking process. In addition, Williams’ interstate gas pipelines, including Transco and NWP, may enter into agreements with customers for negotiated rates, which may be less than, equal to, or greater than the otherwise applicable cost-based recourse rates.
Demand for gas gathering and processing services is dependent on producers’ drilling activities, which is impacted by the strength of the economy, commodity prices, and the resulting demand for natural gas by manufacturing and industrial companies and consumers. Williams’ gathering, processing, and treating businesses do not have direct exposure to crude oil prices.
Demand for gas gathering and processing services is dependent on producers’ drilling activities, which is impacted by the strength of the economy, commodity prices, and the resulting demand for natural gas by manufacturing and industrial companies and consumers. Williams’ gathering, treating, and processing businesses do not have material direct exposure to crude oil prices.
Williams also has certain gas gathering and processing agreements with MVC, whereby the customer is obligated to pay a contractually determined fee based on any shortfall between the actual gathered and processed volumes and the MVC for a stated period.
Williams has certain gas gathering and processing agreements with MVC, whereby the customer is obligated to pay a contractually determined fee based on any shortfall between the actual gathered and processed volumes and the MVC for a stated period.
Including the defined competencies in the annual performance assessments illustrates Williams’ emphasis on, and commitment to, achieving results in the right way. Additionally, Williams is committed to strengthening the communities where we operate through philanthropy and volunteerism.
Including the defined competencies 25 in the annual performance assessments illustrates Williams’ emphasis on, and commitment to, achieving results in the right way. Additionally, Williams is committed to strengthening the communities where we operate through philanthropy and volunteerism.
Williams, including Transco and NWP, remains 21 committed to safeguarding its infrastructure, minimizing risks, and maintaining the resilience of its operations in the face of evolving cybersecurity threats See Part I, Item 1A.
Williams, including Transco and NWP, remains committed to safeguarding its infrastructure, minimizing risks, and maintaining the resilience of its operations in the face of evolving cybersecurity threats See Part I, Item 1A.
Gulfstream Williams owns a 50 percent equity-method investment in Gulfstream, a 745-mile interstate natural gas pipeline system extending from the Mobile Bay area in Alabama to markets in Florida, which has a capacity to transport 1.4 Bcf/d. Operating responsibilities for Gulfstream are shared with the other 50 percent owner.
Gulfstream Equity-Method Investment Williams owns a 50 percent equity-method investment in Gulfstream Natural Gas System, L.L.C. (Gulfstream), a 745-mile interstate natural gas pipeline system extending from the Mobile Bay area in Alabama to markets in Florida, which has a capacity to transport 1.4 Bcf/d. Operating responsibilities for Gulfstream are shared with the other 50 percent owner.
Williams estimates that the cost to be incurred in 2025 associated with this program will be approximately $2 million. Williams considers these costs to be prudent and incurred in the ordinary course of business. Cybersecurity Matters In 2024, the Transportation Security Administration (TSA) issued two updated security directives to further enhance cybersecurity resilience for pipeline operators.
Williams estimates that the cost to be incurred in 2026 associated with this program will be approximately $2 million. Williams considers these costs to be prudent and incurred in the ordinary course of business. Cybersecurity Matters In 2024, the Transportation Security Administration (TSA) issued two updated security directives to further enhance cybersecurity resilience for pipeline operators.
“Risk Factors” — “The operation of Williams’, Transco’s, and NWP’s businesses might be adversely affected by regulatory proceedings, changes in government regulations or in their interpretation or implementation, or the introduction of new laws or regulations applicable to Williams’, Transco’s, and NWP’s businesses or customers,” and “The natural gas sales, transportation, and storage operations of Williams’, Transco’s, and NWP’s natural gas pipelines are subject to regulation by the FERC, which could have an adverse impact on their ability to establish transportation and storage rates that would allow them to recover the full cost of operating their respective pipelines and storage assets, including a reasonable rate of return. ” Environmental Matters Williams’ operations, including Transco and NWP, are subject to federal environmental laws and regulations as well as the state, local, and tribal laws and regulations adopted by the jurisdictions in which they operate.
Risk Factors — “The operation of Williams’, Transco’s, and NWP’s businesses might be adversely affected by regulatory proceedings, changes in government regulations or in their interpretation or implementation, or the introduction of new laws or regulations applicable to Williams’, Transco’s, and NWP’s businesses or customers,” and “The natural gas sales, transportation, and storage operations of Williams’, Transco’s, and NWP’s natural gas pipelines are subject to regulation by the FERC, which could have an adverse impact on their ability to establish transportation and storage rates that would allow them to recover the full cost of operating their respective pipelines and storage assets, including a reasonable rate of return. ” Environmental Matters Williams’ operations, including Transco and NWP, are subject to federal environmental laws and regulations as well as the state, local, and tribal laws and regulations adopted by the jurisdictions in which they operate.
Transco owns and operates an approximately 9,700-mile natural gas pipeline system extending from Texas, Louisiana, Mississippi and the Gulf of America through Alabama, Georgia, South Carolina, North Carolina, Virginia, Maryland, Delaware, Pennsylvania and New Jersey to the New York City metropolitan area.
Transco owns and operates an approximately 9,600-mile natural gas pipeline system extending from Texas, Louisiana, Mississippi and the Gulf of America through Alabama, Georgia, South Carolina, North Carolina, Virginia, Maryland, Delaware, Pennsylvania and New Jersey to the New York City metropolitan area.
Additionally, Williams’ gas marketing business moves and optimizes natural gas to markets through transportation and storage agreements on Williams’ own strategically positioned assets.
Additionally, Williams’ gas marketing business moves and optimizes natural gas to markets through transportation and storage agreements on strategically positioned assets.
Williams’ 2023 Sustainability Report is available on its website for more information about human capital programs and initiatives. The 2024 Sustainability Report will be available in the summer of 2025. Nothing on Williams’ website shall be deemed incorporated by reference into this Annual Report on Form 10-K.
Williams’ 2024 Sustainability Report is available on its website for more information about human capital programs and initiatives. The 2025 Sustainability Report will be available in the summer of 2026. Nothing on Williams’ website shall be deemed incorporated by reference into this Annual Report on Form 10-K.
The remaining mixed NGL stream from the de-ethanizer is then transported via Williams’ 14 50-mile NGL pipeline and fractionated at either its Moundsville or Harrison fractionation facility. The resulting products are then transported on truck, rail, or pipeline. Ohio Valley Midstream provides residue natural gas take away options for customers with interconnections to three interstate transmission pipelines.
The remaining mixed NGL stream from the de-ethanizer is then transported via Williams’ 60-mile NGL pipeline and fractionated at either its Moundsville or Harrison fractionation facility. The resulting products are then transported on truck, rail, or pipeline. Ohio Valley Midstream provides residue natural gas take away options for customers with interconnections to three interstate transmission pipelines.
For 2024, these goals included Critical Tier 3 Loss of Primary Containment (LOPC) Ratio, a High Potential Hazard Identification to Incident Ratio goal aimed to focus attention on behaviors that are the leading causes of incidents, as well as a Methane Emissions Reduction goal focusing on efforts to reduce greenhouse gas emissions by safely and reliably operating and maintaining assets.
For 2025, these goals included Critical Tier 3 Loss of Primary Containment (LOPC) Ratio, a High Potential Hazard Identification to Incident Ratio goal aimed to focus attention on behaviors that are the leading causes of incidents, as well as a Methane Emissions Intensity Reduction goal focusing on efforts to reduce greenhouse gas emissions by safely and reliably operating and maintaining assets.
For additional information regarding the potential impact of federal, state, tribal, or local regulatory measures on business and specific environmental issues, please refer to Part 1, Item 1A.
For additional information regarding the potential impact of federal, state, tribal, or local regulatory measures on business and specific environmental issues, please refer to Part I, Item 1A.
These three metrics comprise 15 percent of Williams annual incentive program for eligible employees, and reinforce the importance of incident prevention and a commitment to environmental and safety-focused improvements. For 2024, the LOPC Ratio, High Potential Hazard Identification to Incident Ratio and Methane Emissions Reduction goals outperformed the established targets.
These three metrics comprise 15 percent of Williams annual incentive program for eligible employees, and reinforce the importance of incident prevention and a commitment to environmental and safety-focused improvements. For 2025, the LOPC Ratio, High Potential Hazard Identification to Incident Ratio and Methane Emissions Intensity Reduction goals outperformed the established targets.
Per-unit NGL margins are calculated based on sales of these equity volumes at the processing plants. For the year ended December 31, 2024, approximately 5 percent of NGL production volumes were under noncash commodity-based contracts. Generally, Williams’ gathering and processing agreements are long-term agreements, with terms ranging from month-to-month to the life of the producing lease.
Per-unit NGL margins are calculated based on sales of these equity volumes at the processing plants. For the year ended December 31, 2025, approximately 7 percent of NGL production volumes were under noncash commodity-based contracts. Generally, Williams’ gathering and processing agreements are long-term agreements, with terms ranging from month-to-month to the life of the producing lease.
Certain Equity-Method Investments Appalachia Midstream Investments Through the Appalachia Midstream Investments, Williams operates and owns an approximate average 66 percent interest in the Bradford Supply Hub gathering system and owns an approximate average 68 percent interest in the Marcellus South gathering system, together which consist of approximately 1,050 miles of gathering pipeline in the Marcellus Shale region with the capacity to gather 5,700 MMcf/d of natural gas.
Certain Equity-Method Investments Appalachia Midstream Investments Through the Appalachia Midstream Investments, Williams operates and owns an approximate average 66 percent interest in the Bradford Supply Hub gathering system and operates and owns an approximate average 68 percent interest in the Marcellus South gathering system, together which consist of approximately 1,108 miles of gathering pipeline in the Marcellus Shale region with the capacity to gather 5,870 MMcf/d of natural gas.
“Risk Factors” — “A breach of information technology infrastructure, including a breach caused by a cybersecurity attack on Williams, Transco, or NWP, or the third parties with whom they are interconnected, may interfere with the safe operation of assets, result in the disclosure of personal or proprietary information, and cause reputational harm.” Gathering Regulations Williams’ onshore midstream gathering operations are subject to laws and regulations in the various states in which it operates.
Risk Factors — “A breach of information technology infrastructure, including a breach caused by a cybersecurity attack on Williams, Transco, or NWP, or the third parties with whom they are interconnected, may interfere with the safe operation of assets, result in the disclosure of personal or proprietary information, and cause reputational harm.” 21 Gathering Regulations Williams’ onshore midstream gathering operations are subject to laws and regulations in the various states in which it operates.
While the use of SFV rate design limits our pipelines’ opportunity to earn incremental revenues through increased throughput, it also limits their risk associated with fluctuations in throughput. Transco Rate Case Filing On August 30, 2024, Transco filed a general rate case with the FERC for an overall increase in rates.
While the use of SFV rate design limits our pipelines’ opportunity to earn incremental revenues through increased throughput, it also limits their risk associated with fluctuations in throughput. Transco Rate Case Filing On August 30, 2024, Transco filed a general rate case with the FERC in Docket No. RP24-1035 for an overall increase in rates.
Blue Racer also owns the Berne complex in Monroe County, Ohio, with a cryogenic processing capacity of 400 MMcf/d, and 102 miles of NGL and condensate pipelines connecting Natrium to Berne. Blue Racer provides gathering, processing, and marketing services primarily under percent-of-liquids and fixed-fee agreements.
Blue Racer also owns the Berne complex in Monroe County, Ohio, with a cryogenic processing capacity of 400 MMcf/d, and 102 miles of NGL and condensate pipelines connecting Natrium to Berne. Blue Racer provides gathering, processing, and marketing services primarily under percent-of-liquids and fixed-fee agreements. Additionally, certain Blue Racer agreements have MVCs.
These contracts have various expiration dates and account for the major portion of these regulated businesses. Additionally, Williams offers storage services and interruptible transportation services under shorter-term agreements. The top ten customers of the interstate natural gas pipelines in 2024 accounted for approximately 45 percent of Williams’ regulated interstate natural gas transportation and storage revenues.
These contracts have various expiration dates and account for the major portion of these regulated businesses. Additionally, Williams offers storage services and interruptible transportation services under shorter-term agreements. The top ten customers of the interstate natural gas pipelines in 2025 accounted for approximately 44 percent of Williams’ regulated interstate natural gas transportation and storage revenues.
After closing on the acquisition Williams is the operator and owns more than a 90 percent working interest in each well. Certain natural gas properties in Louisiana were transferred to Williams in November 2020 as part of a bankruptcy resolution with a customer.
After closing on the acquisition Williams is the operator and owns more than a 90 percent working interest in each well. 17 Certain natural gas properties in the Haynesville Shale region of Louisiana were transferred to Williams in November 2020 as part of a bankruptcy resolution with a customer.
The majority of Williams’ volumes in the region are gathered from northern Pennsylvania, southwestern Pennsylvania, and the northwestern panhandle of West Virginia in core areas of the Marcellus Shale. Williams operates the assets primarily under long-term, 100 percent fixed-fee gathering agreements that include significant acreage dedications. Additionally, some Marcellus South agreements have MVCs.
The majority of Williams’ volumes in the region are gathered from northern Pennsylvania, southwestern Pennsylvania, and the northwestern panhandle of West Virginia in core areas of the Marcellus Shale. Williams operates the assets primarily under long-term, 100 percent fixed-fee gathering agreements that include significant acreage dedications.
Performance is measured considering both the achieved results associated with attaining annual goals and the observable skills and behaviors based on defined competencies that contribute to workplace effectiveness and career success. All formal leaders are 25 evaluated on two additional competencies around building inclusive, high-performing teams.
Performance is measured considering both the achieved results associated with attaining annual goals and the observable skills and behaviors based on defined competencies that contribute to workplace effectiveness and career success. All formal leaders are evaluated on an additional competency around building high-performing teams.
OPPL is capable of transporting 245 Mbbls/d of NGLs and includes 1,035 miles of NGL pipeline extending from Opal, Wyoming, to the Mid-Continent NGL market center near Conway, Kansas, along with extensions into the Piceance and DJ basins in Colorado and the Bakken Shale in the Williston basin in North Dakota.
OPPL is capable of transporting 245 Mbbls/d of NGLs and includes 1,035 miles of NGL pipeline extending from Opal, Wyoming, to the Mid-Continent NGL market center near Conway, Kansas, along with extensions into the Piceance and DJ basins in Colorado and a connection that receives NGLs from the Bakken Shale in the Williston basin in North Dakota and the Powder River basin in Wyoming.
For the year ended December 31, 2024, approximately 95 percent of NGL production volumes were under fee-based contracts. • Noncash commodity-based: Gas is also processed under two types of commodity-based contracts, keep-whole and percent-of-liquids, where consideration for services is received in the form of NGLs.
For the year ended December 31, 2025, approximately 93 percent of NGL production volumes were under fee-based contracts. • Noncash commodity-based: Gas is also processed under primarily two types of commodity-based contracts, keep-whole and percent-of-liquids, where consideration for services is received in the form of NGLs.
Employees As of February 1, 2025, Williams had 5,829 full-time employees located throughout the United States. During 2024, Williams’ voluntary turnover rate was 5.0 percent. 24 Transco and NWP have no employees. Operations, management and certain administrative services are provided by Williams for both Transco and NWP.
Employees As of February 1, 2026, Williams had 5,987 full-time employees located throughout the United States. During 2025, Williams’ voluntary turnover rate was 6.3 percent. 24 Transco and NWP have no employees. Operations, management and certain administrative services are provided by Williams for both Transco and NWP.
Williams markets natural gas and NGL products to a wide range of users in the energy and petrochemical industries. In 2024, the three largest natural gas marketing customers accounted for approximately 10 percent of Williams’ gross natural gas marketing sales, and the three largest NGL marketing customers accounted for approximately 37 percent of Williams’ NGL marketing sales.
Williams markets natural gas and NGL products to a wide range of users in the energy and petrochemical industries. In 2025, the three largest natural gas marketing customers accounted for approximately 8 percent of Williams’ gross natural gas marketing sales, and the three largest NGL marketing customers accounted for approximately 42 percent of Williams’ NGL marketing sales.
Williams’ NGL marketing business transports and markets its equity NGLs from the production at its processing plants, NGLs from the production at its upstream properties, and NGLs on behalf of third-party NGL producers, including some of its fee-based processing customers. See the Gas and NGL Marketing section of Service Assets, Customers, and Contracts in Item 1.
Williams’ NGL marketing business transports and markets equity NGLs from the production at processing plants, NGLs from the production at upstream properties, and NGLs on behalf of third-party NGL producers, including some fee-based processing customers. See the Gas and NGL Marketing section of Service Assets, Customers, and Contracts in Item 1. Business for additional information related to this business segment.
During 2024, Williams’ facilities gathered and processed gas for approximately 248 customers. The top ten customers accounted for approximately 59 percent of gathering and processing fee revenues and NGL margins from noncash commodity-based agreements.
During 2025, Williams’ facilities gathered and processed gas for approximately 253 customers. The top ten customers accounted for approximately 55 percent of gathering and processing fee revenues and NGL margins from noncash commodity-based agreements.
Laurel Mountain has a long-term, dedicated, volumetric-based fee agreement, with exposure to natural gas prices, to gather the anchor customer’s production in the western Pennsylvania area of the Marcellus Shale. Additionally, certain Laurel Mountain agreements have MVCs. Blue Racer Williams operates and owns a 50 percent interest in Blue Racer.
Laurel Mountain has a long-term, dedicated, volumetric-based fee agreement, with exposure to natural gas prices subject to a floor, to gather the anchor customer’s production in the western Pennsylvania area of the Marcellus Shale. Blue Racer Williams operates and owns a 50 percent interest in Blue Racer Midstream LLC (Blue Racer).
Williams believes counterparty credit concerns in its gathering and processing businesses are significantly mitigated by the physical nature of Williams’ services, where gathering occurs at the wellhead and therefore is critical to a producer’s ability to move product to market. 7 Gas and NGL Marketing Williams’ natural gas and NGL marketing services are presented primarily within its Gas & NGL Marketing Services segment.
Williams believes counterparty credit concerns in its gathering and processing businesses are significantly mitigated by the physical nature of Williams’ services, where gathering occurs at the wellhead and therefore is critical to a producer’s ability to move product to market.
Williams has operations in 12 supply areas that provide natural gas gathering, processing, and transmission services; NGLs fractionation, transportation, and storage services; and marketing services to approximately 800 customers.
Williams has operations in 11 supply areas that provide natural gas gathering and processing (G&P), transmission and storage services; NGL fractionation, transportation, and storage services; and marketing services to approximately 800 customers.
Williams’ NGL marketing business transports and markets equity NGLs from the production at Williams’ processing plants, NGLs from the production at Williams’ 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 certain of Williams’ equity-method investments.
Williams’ NGL marketing business transports and markets equity NGLs from the production at Williams’ processing plants, NGLs from the production at Williams’ upstream properties, and also NGLs on behalf of third-party NGL producers, including some of our fee-based processing customers.
Northeast G&P Natural Gas Gathering and Processing Assets This segment includes Williams’ natural gas gathering, compression, processing, and NGL fractionation businesses in the Marcellus and Utica Shale regions in Pennsylvania, West Virginia, New York, and Ohio. 13 The following tables summarize the significant operated assets of this segment: Natural Gas Gathering Assets Location Pipeline Miles Inlet Capacity (Bcf/d) Ownership Interest Supply Basins Consolidated: Ohio Valley Midstream (1) Ohio, West Virginia, & Pennsylvania 216 0.8 65% Appalachian Utica East Ohio Midstream (1) (2) Ohio 53 0.6 65% Appalachian Susquehanna Supply Hub Pennsylvania & New York 506 4.6 100% Appalachian Cardinal (1) Ohio 429 0.7 66% Appalachian Flint Ohio 100 0.5 100% Appalachian Non-consolidated: (3) Bradford Supply Hub Pennsylvania 754 4.4 66% Appalachian Marcellus South Pennsylvania & West Virginia 296 1.3 68% Appalachian Laurel Mountain Pennsylvania 1,147 0.9 69% Appalachian Blue Racer Ohio & West Virginia 617 2.0 50% Appalachian Natural Gas Processing Facilities Location Inlet Capacity (Bcf/d) NGL Production Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: (1) Fort Beeler Marshall Co., WV 0.5 62 65% Appalachian Oak Grove Marshall Co., WV 0.6 75 65% Appalachian Kensington Columbiana Co., OH 0.6 68 65% Appalachian Leesville Carroll Co., OH 0.2 18 65% Appalachian Non-consolidated: (3) Berne Monroe Co., OH 0.4 60 50% Appalachian Natrium Marshall Co., WV 0.8 120 50% Appalachian _____________ (1) Statistics reflect 100 percent of the assets from Williams’ 65 percent ownership in its Northeast JV and 66 percent ownership of Cardinal gathering system.
The following tables summarize the significant operated assets of this segment: Natural Gas Gathering Assets Location Pipeline Miles Inlet Capacity (Bcf/d) Ownership Interest Supply Basins Consolidated: Ohio Valley Midstream (1) Ohio, West Virginia, & Pennsylvania 200 0.8 65% Appalachian Utica East Ohio Midstream (1) (2) Ohio 53 0.6 65% Appalachian Susquehanna Supply Hub Pennsylvania & New York 506 4.6 100% Appalachian Cardinal (1) Ohio 468 0.7 66% Appalachian Flint Ohio 102 0.5 100% Appalachian Non-consolidated: (3) Bradford Supply Hub Pennsylvania 755 4.4 66% Appalachian Marcellus South Pennsylvania & West Virginia 353 1.5 68% Appalachian Laurel Mountain Pennsylvania 1,151 0.9 69% Appalachian Blue Racer Ohio & West Virginia 639 2.0 50% Appalachian 13 Natural Gas Processing Facilities Location Inlet Capacity (Bcf/d) NGL Production Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: (1) Fort Beeler Marshall Co., WV 0.5 62 65% Appalachian Oak Grove Marshall Co., WV 0.6 75 65% Appalachian Kensington Columbiana Co., OH 0.6 68 65% Appalachian Leesville Carroll Co., OH 0.2 18 65% Appalachian Non-consolidated: (3) Berne Monroe Co., OH 0.4 60 50% Appalachian Natrium Marshall Co., WV 0.8 120 50% Appalachian _____________ (1) Statistics reflect 100 percent of the assets from Williams’ 65 percent ownership in Ohio Valley Midstream LLC (Northeast JV) and 66 percent ownership of Cardinal Gas Services, L.L.C.
Williams owns an interest in and operates over 33,000 miles of pipelines in 24 states, 34 natural gas processing facilities, 9 NGL fractionation facilities, approximately 25 million barrels of NGL storage capacity, and 417 Bcf of natural gas storage capacity, and delivers natural gas that is used every day for clean-power generation, heating, and industrial use.
Williams owns an interest in and operates over 32,000 miles of pipelines in 24 states and in the Gulf of America, 35 natural gas processing facilities, 9 NGL fractionation facilities, approximately 23 million barrels of NGL storage capacity, and 423 Bcf of natural gas storage capacity, and delivers natural gas that is used every day for clean-power generation, heating, and industrial use.
The system is comprised of MountainWest Pipeline, LLC; MountainWest Overthrust Pipeline, LLC; a 50 percent equity-method interest in White River Hub, LLC; and 64 Bcf of natural gas storage capacity, including the Clay basin underground storage reservoir in Utah. During 2024, MountainWest increased its natural gas storage capacity at the Clay basin underground storage reservoir by 10 approximately 8 Bcf.
The system is comprised of MountainWest Pipeline, LLC; MountainWest Overthrust Pipeline, LLC; a 50 percent equity-method interest in White River Hub, LLC; and 64 Bcf of natural gas storage capacity, including the Clay Basin underground storage reservoir in Utah.
The Interim GHG Policy Statement was intended to set forth how the FERC would assess the impacts of natural gas infrastructure projects on climate change in its reviews under the National Environmental Policy Act and the NGA.
The Interim GHG Policy Statement was intended to set forth how the FERC would assess the impacts of natural gas infrastructure projects on climate change in its reviews under the National Environmental Policy Act and the NGA. On March 24, 2022, the FERC converted the Updated Certificate Policy Statement and the Interim GHG Policy Statement into draft policy statements.
Williams estimates that the cost to be incurred in 2025 with its entire Gas Integrity Management program to be approximately $219 million, which includes $168 million and $38 million for Transco and NWP, respectively.
Williams estimates that the cost to be incurred in 2026 with its entire Gas Integrity Management program to be approximately $210 million, which includes $141 million and $57 million for Transco and NWP, respectively.
(2) Utica East Ohio Midstream inlet capacity consists of 1.3 Bcf/d of a high-pressure gathering pipeline that delivers Cardinal gathering volumes to Utica East Ohio Midstream processing facilities. The listed inlet capacity of 0.6 Bcf/d is incremental capacity to the Cardinal gathering capacity of 0.7 Bcf/d. (3) Includes 100 percent of the statistics associated with operated equity-method investments.
(Cardinal) gathering system. (2) Utica East Ohio Midstream inlet capacity consists of 1.3 Bcf/d of a high-pressure gathering pipeline that delivers Cardinal gathering volumes to Utica East Ohio Midstream processing facilities. The listed inlet capacity of 0.6 Bcf/d is incremental capacity to the Cardinal gathering capacity of 0.7 Bcf/d.
NWP’s principal business is the interstate transportation of natural gas, which is regulated by FERC. 4 Service Assets, Customers, and Contracts Key variables for Williams’ businesses will continue to be: • Obstacles to Williams’ expansion efforts, including delays or denials of necessary permits and opposition to hydrocarbon-based energy development; • Producer drilling activities impacting natural gas supplies supporting Williams’ gathering and processing volumes; • Retaining and attracting customers by continuing to provide reliable services; • Revenue growth associated with additional infrastructure either completed or currently under construction; • Prices impacting Williams’ commodity-based activities; • Disciplined growth in Williams’ service areas. 5 Interstate Natural Gas Pipeline Assets Williams’ interstate natural gas pipelines, which are presented in the Transmission & Gulf of America segment as described under the heading “Business Segments,” are subject to regulation by the FERC and as such, rates and charges for the transportation of natural gas in interstate commerce are subject to regulation.
NWP’s principal business is the interstate transportation of natural gas, which is regulated by FERC. 4 Service Assets, Customers, and Contracts Key variables for Williams’ businesses will continue to be: • Obstacles to Williams’ construction and expansion efforts, including delays or denials of necessary permits and opposition to hydrocarbon-based energy development; • Producer drilling activities impacting natural gas supplies supporting Williams’ gathering and processing volumes; • Retaining and attracting customers by continuing to provide reliable services; • Revenue growth associated with additional infrastructure either completed or currently under construction; • Prices impacting Williams’ commodity-based activities; • Disciplined growth in Williams’ service areas. 5 Natural Gas Gathering and Processing Assets Williams’ gathering, treating, and processing operations are presented within the Transmission, Power & Gulf; Northeast G&P; and West reporting segments, as described under the heading “Business Segments.” Williams’ gathering systems receive natural gas from producers’ crude oil and natural gas wells and gather these volumes to gas processing, treating, or redelivery facilities.
Laurel Mountain Williams operates and owns a 69 percent interest in a joint venture, Laurel Mountain, which includes a 1,147-mile gathering system in western Pennsylvania with the capacity to gather 0.9 Bcf/d of natural gas.
Additionally, certain Marcellus South agreements have MVCs. 14 Laurel Mountain Williams operates and owns a 69 percent interest in a joint venture, Laurel Mountain Midstream, LLC (Laurel Mountain), which includes a 1,151-mile gathering system in western Pennsylvania with the capacity to gather 0.9 Bcf/d of natural gas.
At December 31, 2024, these assets include a strategic portfolio of approximately 230 miles of natural gas transmission pipelines and six underground storage facilities with a capacity of approximately 118 Bcf of natural gas storage across Louisiana and Mississippi and direct access to LNG export facilities and interstate pipelines.
Standalone, Market-Based Rate Natural Gas Storage Assets Gulf Coast Storage Assets At December 31, 2025, Gulf Coast Storage includes a strategic portfolio of approximately 230 miles of natural gas transmission pipelines and six underground storage facilities with a capacity of approximately 120 Bcf of natural gas storage across Louisiana and Mississippi and direct access to LNG export facilities and interstate pipelines.
The following tables summarize the significant operated crude oil transportation pipelines and production handling platforms of this segment: Crude Oil Pipelines Pipeline Miles Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Mountaineer, including Blind Faith and Gulfstar extensions 155 150 100% Eastern Gulf of America BANJO 57 90 100% Western Gulf of America Alpine 96 85 100% Western Gulf of America Perdido Norte 74 150 100% Western Gulf of America Whale 124 140 100% Western Gulf of America Production Handling Platforms Gas Inlet Capacity (MMcf/d) Crude/NGL Handling Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Devils Tower 110 60 100% Eastern Gulf of America Gulfstar I FPS (1) 172 80 51% Eastern Gulf of America Discovery 75 10 100% Central Gulf of America __________ (1) Statistics reflect 100 percent of the assets from Williams’ 51 percent interest in Gulfstar One floating production system (FPS).
Williams’ crude oil transportation business is supported mostly by major oil producers with long-cycle perspectives. 11 The following tables summarize the significant operated crude oil transportation pipelines and production handling platforms of this segment: Crude Oil Pipelines Pipeline Miles Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Mountaineer, including Blind Faith and Gulfstar extensions 155 150 100% Eastern Gulf of America BANJO 57 90 100% Western Gulf of America Alpine 96 85 100% Western Gulf of America Perdido Norte 74 150 100% Western Gulf of America Whale (1) 124 140 100% Western Gulf of America Production Handling Platforms Gas Inlet Capacity (MMcf/d) Crude/NGL Handling Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Devils Tower 110 60 100% Eastern Gulf of America Gulfstar I FPS (2) 172 80 100% Eastern Gulf of America Discovery 75 10 100% Central Gulf of America __________ (1) Includes the Whale expansion project that went into service in January 2025.
“Risk Factors” — “Williams’, Transco’s, and NWP’s operations are subject to environmental laws and regulations, including laws and regulations relating to climate change and greenhouse gas emissions, which may expose them to significant costs, liabilities, and expenditures that could exceed expectation s ,” and Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Environmental” and “Environmental Matters” in Part II, Item 8.
Risk Factors — “Williams’, Transco’s, and NWP’s operations are subject to environmental laws and regulations, including laws and regulations relating to climate change and greenhouse gas emissions, which may expose them to significant costs, liabilities, and expenditures that could exceed expectation s ,” and Part II, Item 7.
Detailed discussion of each of our reportable segments follows. For a discussion of ongoing expansion projects, see Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Transmission & Gulf of America Interstate Natural Gas Pipeline Assets Transco At December 31, 2024, Transco’s system had a design capacity totaling approximately 19.8 MMdth/d.
For a discussion of ongoing expansion projects, see Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Transmission, Power & Gulf Interstate Natural Gas Pipeline Assets Transco At December 31, 2025, Transco’s system had a design capacity totaling approximately 20.6 MMdth/d. Transco’s system includes 62 compressor stations.
Business for additional information related to this business segment. Gas & NGL Marketing Services Operating Statistics 2024 2023 2022 (Annual Average Amounts) Sales Volumes: Natural Gas (Bcf/d) 7.11 7.05 7.20 NGLs (Mbbls/d) 177 223 250 17 Other Other includes upstream operations, certain new energy ventures, and minor business activities that are not reportable segments, as well as corporate operations.
Gas & NGL Marketing Services Operating Statistics 2025 2024 2023 (Annual Average Amounts) Sales Volumes: Natural Gas (Bcf/d) 6.57 7.11 7.05 NGLs (Mbbls/d) 185 177 223 Other Other includes upstream operations and minor business activities that are not reportable segments, as well as corporate operations.
Operating Statistics 2024 (1) 2023 2022 (Annual Average Amounts) Net Product Sales Volumes: Natural Gas (Bcf/d) 0.31 0.29 0.22 NGLs (Mbbls/d) 11 7 7 Crude Oil (Mbbls/d) 6 4 2 ________________ (1) Includes volumes for the Crowheart Acquisition after the purchase on November 1, 2024.
Operating Statistics 2025 2024 (1) 2023 (Annual Average Amounts) Net Product Sales Volumes: Natural Gas (Bcf/d) 0.29 0.27 0.29 NGLs (Mbbls/d) 11 9 7 Crude Oil (Mbbls/d) 7 5 4 ________________ (1) Includes volumes for the Crowheart Acquisition after the purchase on November 1, 2024. Further, the amounts for the acquired assets are averaged over the over the entire year.
Natural Gas Gathering and Processing Assets The following tables summarize the significant owned and operated gathering and processing assets of this segment: Offshore Natural Gas Gathering Pipelines Location Pipeline Miles Inlet Capacity (Bcf/d) Ownership Interest Supply Basins Consolidated: Canyon Chief, including Blind Faith and Gulfstar extensions Deepwater Gulf of America 156 0.5 100% Eastern Gulf of America Norphlet Deepwater Gulf of America 58 0.3 100% Eastern Gulf of America Other Eastern Gulf Offshore shelf and other 46 0.2 100% Eastern Gulf of America Seahawk Deepwater Gulf of America 115 0.4 100% Western Gulf of America Perdido Norte Deepwater Gulf of America 105 0.3 100% Western Gulf of America Whale Deepwater Gulf of America 26 0.2 100% Western Gulf of America Other Western Gulf Offshore shelf and other 53 0.2 100% Western Gulf of America Discovery Central Gulf of America 594 0.6 100% Central Gulf of America 11 Natural Gas Processing Facilities Location Inlet Capacity (Bcf/d) NGL Production Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Markham Markham, TX 0.5 45 100% Western Gulf of America Mobile Bay Coden, AL 0.7 35 100% Eastern Gulf of America Discovery Larose, LA 0.6 35 100% Central Gulf of America Crude Oil Transportation and Production Handling Assets In addition to Williams’ natural gas assets, Williams owns and operates four deepwater crude oil pipelines and owns and operates production platforms serving the deepwater in the Gulf of America.
In addition to providing gas supply to power generation in north Texas, these assets also provide storage services for Permian gas directed toward growing Gulf Coast LNG demand. 10 Natural Gas Gathering and Processing Assets The following tables summarize the significant owned and operated gathering and processing assets of this segment: Offshore Natural Gas Gathering Pipelines Location Pipeline Miles Inlet Capacity (Bcf/d) Ownership Interest Supply Basins Consolidated: Canyon Chief, including Blind Faith and Gulfstar extensions Deepwater Gulf of America 156 0.5 100% Eastern Gulf of America Norphlet Deepwater Gulf of America 58 0.3 100% Eastern Gulf of America Other Eastern Gulf Offshore shelf and other 46 0.2 100% Eastern Gulf of America Seahawk Deepwater Gulf of America 115 0.4 100% Western Gulf of America Perdido Norte Deepwater Gulf of America 105 0.3 100% Western Gulf of America Whale (1) Deepwater Gulf of America 26 0.2 100% Western Gulf of America Discovery Central Gulf of America 594 0.6 100% Central Gulf of America Natural Gas Processing Facilities Location Inlet Capacity (Bcf/d) NGL Production Capacity (Mbbls/d) Ownership Interest Supply Basins Consolidated: Markham Markham, TX 0.5 45 100% Western Gulf of America Mobile Bay Coden, AL 0.7 35 100% Eastern Gulf of America Discovery Larose, LA 0.6 35 100% Central Gulf of America __________ (1) Includes the Whale expansion project that went into service in January 2025.
The allowed rate of return is determined in each rate case. Rate design and the allocation of costs between the reservation and commodity rates also impact profitability. During the pendency of rate case proceedings, certain revenues collected may be subject to refund.
The allowed rate of return is determined in each rate case. Rate design and the allocation of costs between the reservation and commodity rates also impact profitability.
MountainWest Acquisition On February 14, 2023, Williams closed on the acquisition of 100 percent of MountainWest Pipelines Holding Company. MountainWest is an interstate natural gas transmission company that owns and operates an approximately 2,000-mile natural gas pipeline system which is regulated by the FERC. At December 31, 2024, MountainWest’s system has a design capacity totaling 8.0 MMdth/d.
MountainWest is an interstate natural gas transmission company that owns and operates an approximately 2,200-mile natural gas pipeline system which is regulated by the FERC. At December 31, 2025, MountainWest’s system has a design capacity totaling 8.4 MMdth/d.
NextGen Gas is natural gas that has been independently certified as low emissions gas across all segments of the value chain. Rate Matters FERC regulation requires all terms and conditions of service, including the rates charged, to be filed with and accepted by the FERC before any changes can go into effect.
Rate Matters FERC regulation requires all terms and conditions of service, including the rates charged, to be filed with and accepted by the FERC before any changes can go into effect.
To create space for employees to share personal experiences and perspectives, and to appreciate differences, Williams offers Employee Resource Groups (ERGs). These groups are employee-led and based on similar interests and experiences, represent different communities and their allies, and are open to everyone.
Williams’ Employee Resource Groups (ERGs) create space for employees to share personal experiences and perspectives, appreciate differences, and promote inclusion across the company. ERGs are employee‑led, based on shared interests and experiences, represent diverse communities and their allies, and are open to all employees.
Standalone, Market-Based Rate Natural Gas Storage Assets Williams’ standalone, market-based rate natural gas storage assets are presented in the Transmission & Gulf of America segment as described under the heading “Business Segments” and include Williams’ North Texas Assets (NorTex) acquired in August 2022 and Williams’ Gulf Coast storage assets acquired in January 2024.
Standalone, Market-Based Rate Natural Gas Storage Assets Williams’, market-based rate natural gas storage assets, which are separate from its regulated interstate natural gas transportation assets, are presented in the Transmission, Power & Gulf segment as described under the heading “Business Segments” and include Williams’ North Texas storage assets and Williams’ Gulf Coast storage assets.
The contracts have various expiration dates and account for the major portion of the entities’ businesses. The three largest customers of this business in 2024 accounted for approximately 21 percent of its total operating revenues.
The contracts have various expiration dates and account for the major 7 portion of the entities’ businesses. The three largest customers of this business in 2025 accounted for approximately 20 percent of its total operating revenues. Gas and NGL Marketing Williams’ natural gas and NGL marketing services are presented primarily within its Gas & NGL Marketing Services segment.
The total usable gas storage capacity available to Transco and its customers in such underground storage fields and LNG storage facility and through storage service contracts is approximately 188 Bcf of natural gas. At December 31, 2024, Transco’s customers had stored in its facilities approximately 137 Bcf of natural gas.
Transco also has storage capacity in an LNG storage facility that it owns and operates. The total usable gas storage capacity available to Transco and its customers in such underground storage fields and LNG storage facility and through storage service contracts is approximately 188 Bcf of natural gas.
Williams is committed to adding long-term value by investing in employees’ growth and development. In addition to internal development programming, Williams also supports external development opportunities to further enhance employees’ professional and technical skills.
These programs are designed to support the professional, skill, and technological development of employees, which in turn creates a competitive advantage. Williams is committed to adding long-term value by investing in employees’ growth and development. In addition to internal development programming, Williams also supports external development opportunities to further enhance employees’ professional and technical skills.
Transco’s three largest customers in 2024 accounted for approximately 20 percent of Transco’s total operating revenues. Transco’s firm transportation agreements are generally long-term agreements with various expiration dates and account for the major portion of its business.
Storage capacity permits Transco’s customers to inject gas into storage during the summer and off-peak periods for delivery during peak winter demand periods. Transco’s three largest customers in 2025 accounted for approximately 22 percent of Transco’s total operating revenues. Transco’s firm transportation agreements are generally long-term agreements with various expiration dates and account for the major portion of its business.
These assets include a 50 percent interest in an NGL fractionation facility with capacity of slightly more than 100 Mbbls/d and also approximately 23 million barrels of NGL storage capacity. In addition, Williams owns a 189-mile NGL pipeline from a fractionator near Conway, Kansas, to an interconnection with a third-party NGL pipeline system in Oklahoma.
Other NGL Operations Williams owns interests in and/or operates NGL fractionation and storage assets in central Kansas near Conway. These assets include a 50 percent interest in an NGL fractionation facility with capacity of slightly more than 100 Mbbls/d and also approximately 22 million barrels of NGL storage capacity.
NWP Rate Case Settlement On November 15, 2022, the FERC approved NWP’s Petition for Approval of Pre-Filing Stipulation and Settlement Agreement (Settlement) in Docket No. RP22-1155.
Transco has provided a reserve for rate refunds, which it believes is adequate for any refunds that may be required. 18 NWP Rate Case Settlement On November 15, 2022, the FERC approved NWP’s Petition for Approval of Pre-Filing Stipulation and Settlement Agreement (Settlement) in Docket No. RP22-1155.
Since the rule was published in 2022, Williams, including Transco and NWP, has worked to understand the regulatory changes and modify procedures as needed and will continue to monitor impacts, if any, from recently published amendments. 20 Pipeline Integrity Regulations Williams has an enterprise-wide Gas Integrity Management Plan, which includes Transco and NWP, that meets the PHMSA final rule issued pursuant to the requirements of the Pipeline Safety Improvement Act of 2002.
Since the rule was published in 2022, Williams, including Transco and NWP, has worked to understand the regulatory changes and modify procedures as needed and will continue to monitor impacts, if any, from recently published amendments. PHMSA has finalized amendments to its gas transmission pipeline safety regulations addressing class location change requirements.
Generally, fixed-monthly fees associated with production handling and export revenues are recognized on a units-of-production basis utilizing either contractually determined maximum daily quantities or expected remaining production. CIAC arrangements are recognized on a units of production basis, utilizing expected remaining production. Williams’ crude oil transportation business is supported mostly by major oil producers with long-cycle perspectives.
Williams’ crude oil transportation operations earn revenues primarily from a combination of fixed-monthly fees, contractual fixed or variable fees applied to production volumes, and contributions in aid of construction (CIAC) arrangements. Generally, fixed-monthly fees associated with production handling and export revenues are recognized on a units-of-production basis utilizing either contractually determined maximum daily quantities or expected remaining production.
Business Segments Consistent with the manner in which Williams’ chief operating decision maker evaluates performance and allocates resources, Williams’ operations are conducted, managed, and presented in Part I of this Annual Report within the following reportable segments: Transmission & Gulf of America, Northeast G&P, West, and Gas & NGL Marketing Services.
However, the unrealized fair value measurement gains and losses on the derivatives are generally offset by valuation changes in the economic value of the underlying production or transportation and storage contracts, which are not recognized until the underlying transaction occurs. 8 Business Segments Consistent with the manner in which Williams’ chief operating decision maker (CODM) evaluates performance and allocates resources, Williams’ operations are conducted, managed, and presented in Part I of this Annual Report within the following reportable segments: Transmission, Power & Gulf; Northeast G&P; West; and Gas & NGL Marketing Services.
Williams believes its significant 23 presence in key supply basins, expertise and reputation as a reliable and safe operator, commitment to sustainability, and ability to offer integrated packages of services positions it well against competition.
Williams believes its significant presence in key supply basins, expertise and reputation as a reliable and safe operator, commitment to sustainability, and ability to offer integrated packages of services positions it well against competition. 23 Regulated Interstate Natural Gas Transportation and Storage The market for supplying natural gas is highly competitive and new pipelines, storage facilities, and other related services are expanding to service the growing demand for natural gas.
Williams leverages social and digital platforms like a careers site, external job boards, virtual and in-person career fairs and community events to attract candidates who have the specific skills we need.
Williams leverages social and digital platforms like a careers site, external job boards, virtual and in-person career fairs and community events to attract candidates who have the specific skills we need. Further, leaders participate in training and utilize interview guides with collaboration-focused questions to ensure they are equipped with interviewer best practices that help them holistically evaluate candidates.
Blue Racer is a joint venture to own, operate, develop, and acquire midstream assets in the Utica Shale and certain adjacent areas in the Marcellus Shale. Blue Racer’s assets include 617 miles of gathering pipelines and the Natrium complex in Marshall County, West Virginia, with a cryogenic processing capacity of 800 MMcf/d and fractionation capacity of approximately 134 Mbbls/d.
Blue Racer’s assets include 639 miles of gathering pipelines and the Natrium complex in Marshall County, West Virginia, with a cryogenic processing capacity of 800 MMcf/d and fractionation capacity of approximately 134 Mbbls/d with approximately 220,000 barrels of NGL storage capacity.
Williams also owns interests in and operates natural gas liquids pipelines that are regulated by various federal and state governmental agencies.
During the pendency of rate case proceedings, certain revenues collected may be subject to refund. 19 Williams also owns interests in and operates natural gas liquids pipelines that are regulated by various federal and state governmental agencies.
Financial Statements and Supplementary Data — Note 1 – General, Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies and Note 4 – Related Party Transactions. 26 Website Access To Reports and Other Information Williams files its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and other documents electronically with the SEC under the Exchange Act.
Website Access To Reports and Other Information Williams files its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and other documents electronically with the SEC under the Exchange Act. Williams’ Internet website is www.williams.com .
Williams’ offshore floating production platforms provide centralized services to deepwater producers such as compression, separation, production handling, water removal, and pipeline landings.
Crude Oil Transportation and Production Handling Assets In addition to Williams’ natural gas assets, Williams owns and operates five deepwater crude oil pipelines and owns and operates production platforms serving the deepwater in the Gulf of America. Williams’ offshore floating production platforms provide centralized services to deepwater producers such as compression, separation, production handling, water removal, and pipeline landings.
At December 31, 2024, NorTex includes approximately 94 miles of natural gas transmission pipelines and 37 Bcf of natural gas storage in the Dallas-Fort Worth market. In addition to providing gas supply to power generation in north Texas, these assets also provide storage services for Permian gas directed toward growing Gulf Coast LNG demand.
These assets expand Williams’ natural gas storage footprint in the Gulf Coast region. NorTex At December 31, 2025, NorTex includes approximately 94 miles of natural gas transmission pipelines and 37 Bcf of natural gas storage in the Dallas-Fort Worth market.
NWP also contracts for natural gas storage services for approximately 3 Bcf at the Clay basin underground storage reservoir with a Williams’ affiliate, MountainWest. These natural gas storage facilities, which are substantially utilized for third-party natural gas, enable NWP to balance daily receipts and deliveries and provide storage services to customers.
These storage facilities have an aggregate working natural gas storage capacity of approximately 10 Bcf. NWP also contracts for natural gas storage services for approximately 3 Bcf at the Clay Basin underground storage reservoir with a Williams’ affiliate, MountainWest.
On March 24, 2022, the FERC converted the Updated Certificate Policy Statement and the Interim GHG Policy Statement into draft policy statements, and on January 24, 2025, the FERC terminated the Interim GHG Policy Statement proceeding. The FERC has not yet issued final guidance on the Updated Certificate Policy Statement.
On January 24, 2025, the FERC terminated the Interim GHG Policy Statement proceeding and on September 12, 2025, the FERC terminated the Updated Certificate Policy Statement proceeding.
Storage capacity permits Transco’s customers to inject gas into storage during the summer and off-peak periods for delivery during peak winter demand periods. NWP At December 31, 2024, NWP’s system had a design capacity totaling approximately 3.8 MMdth/d. NWP’s system includes 42 transmission compressor stations having a combined sea level-rated capacity of approximately 476,000 horsepower.
NWP At December 31, 2025, NWP’s system had a design capacity totaling approximately 3.8 MMdth/d. NWP’s system includes 42 transmission compressor stations having a combined sea level-rated capacity of approximately 476,000 horsepower. NWP owns a one-third undivided interest in the Jackson Prairie underground storage facility in Washington. NWP also owns and operates an LNG storage facility in Washington.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeAlthough many of Williams’, Transco’s, and NWP’s customers and suppliers are subject to long-term contracts, if Williams, Transco, and NWP are unable to replace or extend such contracts, add additional customers, or otherwise increase the contracted volumes of natural gas provided to it by current producers, in each case on favorable terms, if at all, Williams’, Transco’s, and NWP’s businesses, financial condition, results of operations, and cash flows, as well as Williams’ growth plans and the amount of cash available to pay dividends could be materially adversely affected. 36 Williams’, Transco’s, and NWP’s ability to replace, extend, or add additional customer or supplier contracts, or increase contracted volumes of natural gas from current producers, on favorable terms, or at all, is subject to a number of factors, some of which are beyond their control, including: • The level of existing and new competition in Williams’, Transco’s, and NWP’s businesses or from alternative sources, such as electricity, renewable resources, coal, fuel oils, or nuclear energy; • General economic, financial markets, and industry conditions; • The effects of regulation on Williams, Transco, and NWP, their customers, and their contracting practices; • Williams’, Transco’s, and NWP’s ability to understand their customers’ expectations, efficiently and reliably deliver high quality services, and effectively manage customer relationships.
Biggest changeWilliams’, Transco’s, and NWP’s ability to replace, extend, or add additional customer or supplier contracts, or increase contracted volumes of natural gas from current producers, on favorable terms, or at all, is subject to a number of factors, some of which are beyond their control, including: • The level of existing and new competition in Williams’, Transco’s, and NWP’s businesses or from alternative sources, such as electricity, renewable resources, coal, fuel oils, or nuclear energy; • General economic, financial markets, and industry conditions; • The effects of regulation on Williams, Transco, and NWP, their customers, and their contracting practices; 36 • Williams’, Transco’s, and NWP’s ability to understand their customers’ expectations, efficiently and reliably deliver high quality services, and effectively manage customer relationships.
For example, they could: • Make it more difficult for Williams, Transco, and NWP to satisfy their obligations with respect to their indebtedness, which could in turn result in an event of default on such indebtedness; • Impair Williams’, Transco’s, and NWP’s ability to obtain additional financing in the future for working capital, capital expenditures, acquisitions, general corporate purposes or limited liability company purposes, as applicable, or other purposes; • Diminish Williams’, Transco’s, and NWP’s ability to withstand a continued or future downturn in their business or the economy generally; • Require Williams, Transco, and NWP to dedicate a substantial portion of their cash flow from operations to debt service payments, thereby reducing the availability of cash for working capital, capital expenditures, 43 acquisitions, the payments of dividends, general corporate purposes or limited liability company purposes, as applicable, or other purposes; • Limit Williams’, Transco’s, and NWP’s flexibility in planning for, or reacting to, changes in their business and the industry in which they operate, including limiting their ability to expand or pursue business activities and preventing Williams, Transco, and NWP from engaging in certain transactions that might otherwise be considered beneficial to Williams, Transco, and NWP.
For example, they could: • Make it more difficult for Williams, Transco, and NWP to satisfy their obligations with respect to their indebtedness, which could in turn result in an event of default on such indebtedness; 43 • Impair Williams’, Transco’s, and NWP’s ability to obtain additional financing in the future for working capital, capital expenditures, acquisitions, general corporate purposes or limited liability company purposes, as applicable, or other purposes; • Diminish Williams’, Transco’s, and NWP’s ability to withstand a continued or future downturn in their business or the economy generally; • Require Williams, Transco, and NWP to dedicate a substantial portion of their cash flow from operations to debt service payments, thereby reducing the availability of cash for working capital, capital expenditures, acquisitions, the payments of dividends, general corporate purposes or limited liability company purposes, as applicable, or other purposes; • Limit Williams’, Transco’s, and NWP’s flexibility in planning for, or reacting to, changes in their business and the industry in which they operate, including limiting their ability to expand or pursue business activities and preventing Williams, Transco, and NWP from engaging in certain transactions that might otherwise be considered beneficial to Williams, Transco, and NWP.
There are operational risks and hazards associated with the gathering, transporting, storage, processing, and treating of natural gas, the fractionation, transportation, and storage of NGLs, and crude oil transportation and production handling, including: • Aging infrastructure and mechanical problems; • Damages to pipelines and pipeline blockages or other pipeline interruptions; • Uncontrolled releases of natural gas (including sour gas), NGLs, crude oil, or other products; • Collapse or failure of storage facilities or caverns, as applicable; • Operator error; • Damage caused by third-party activity, such as operation of construction equipment; 39 • Pollution and other environmental risks; • Fires, explosions, craterings, and blowouts; • Security risks, including cybersecurity; • Operating in a marine environment, as applicable.
There are operational risks and hazards associated with the gathering, transporting, storage, processing, and treating of natural gas, the fractionation, transportation, and storage of NGLs, and crude oil transportation and production handling, including: • Aging infrastructure and mechanical problems; • Damages to pipelines and pipeline blockages or other pipeline interruptions; • Uncontrolled releases of natural gas (including sour gas), NGLs, crude oil, or other products; • Collapse or failure of storage facilities or caverns, as applicable; • Operator error; • Damage caused by third-party activity, such as operation of construction equipment; • Pollution and other environmental risks; • Fires, explosions, craterings, and blowouts; • Security risks, including cybersecurity; • Operating in a marine environment, as applicable.
Additional risks associated with construction may include the inability to obtain rights-of-way, skilled labor, equipment, materials, permits, and other required inputs in a timely manner such that projects are completed, on time or at all, and the risk that construction cost overruns, including due to inflation or the imposition of tariffs on foreign-made materials and 34 goods (including steel and steel pipes) necessary to conduct business, could cause total project costs to exceed budgeted costs.
Additional risks associated with construction may include the inability to obtain rights-of-way, skilled labor, equipment, materials, permits, and other required inputs in a timely manner such that projects are completed, on time or at all, and the risk that construction cost overruns, including due to inflation or the imposition of tariffs on foreign-made materials and goods (including steel and steel pipes) necessary to conduct business, could cause total project costs to exceed budgeted costs.
Private parties, including the owners of properties through which Williams’, Transco’s, and NWP’s pipeline and gathering systems pass and facilities where their wastes are taken for reclamation or disposal, may have the right to pursue legal actions to enforce compliance as well as to seek damages for noncompliance with 46 environmental laws and regulations or for personal injury or property damage arising from their operations.
Private parties, including the owners of properties through which Williams’, Transco’s, and NWP’s pipeline and gathering systems pass and facilities where their wastes are taken for reclamation or disposal, may have the right to pursue legal actions to enforce compliance as well as to seek damages for noncompliance with environmental laws and regulations or for personal injury or property damage arising from their operations.
Events such as an aging workforce without appropriate replacements, mismatch of skill sets to future needs, the challenges of attracting new, qualified workers to the midstream energy industry, or unavailability of contract labor may lead to operating challenges such as lack of resources, loss of knowledge, and a lengthy time period associated 47 with skill development, including with the workforce needs associated with projects and ongoing operations.
Events such as an aging workforce without appropriate replacements, mismatch of skill sets to future needs, the challenges of attracting new, qualified workers to the midstream energy industry, or unavailability of contract labor may lead to operating challenges such as lack of resources, loss of knowledge, and a lengthy time period associated with skill development, including with the workforce needs associated with projects and ongoing operations.
While Williams believes that it maintains appropriate information security policies, practices, and protocols, Williams regularly faces cybersecurity and other security threats to its information technology infrastructure, including risks that may be enhanced through the use of artificial intelligence, which could include threats to operational industrial control systems and safety systems that 40 operate its pipelines, plants, and assets.
While Williams believes that it maintains appropriate information security policies, practices, and protocols, Williams regularly faces cybersecurity and other security threats to its information technology infrastructure, including risks that may be enhanced through the use of artificial intelligence, which could include threats to operational industrial control systems and safety systems that operate its pipelines, plants, and assets.
Williams’ revenues, operating results, future rate of growth, and the value of certain components of its business depend primarily upon the prices of natural gas, NGLs, oil, or other commodities, and the differences between prices of these commodities, and could be materially adversely affected by an extended period of low commodity prices or a decline in commodity prices.
Williams’ revenues, operating results, future rate of growth, and the value of certain components of its business depend primarily upon the prices of natural gas, NGLs, oil, LNG, or other commodities, and the differences between prices of these commodities, and could be materially adversely affected by an extended period of low commodity prices or a decline in commodity prices.
Climate change and GHG regulation could also reduce demand for Williams’, Transco’s, and NWP’s services. The business could also be affected by the potential for lawsuits against GHG emitters, based on links drawn between GHG emissions and climate change. Williams’, Transco’s, and NWP’s operations are subject to operational risks and hazards that might result in accidents and unforeseen interruptions.
Climate change and GHG regulation could also reduce demand for Williams’, Transco’s, and NWP’s services. The business could also be affected by the potential for lawsuits against GHG emitters, based on links drawn between GHG emissions and climate change. 39 Williams’, Transco’s, and NWP’s operations are subject to operational risks and hazards that might result in accidents and unforeseen interruptions.
Williams’, Transco’s, and NWP’s loss of any of these rights, through their inability to renew right-of-way contracts 41 or otherwise, could have a material adverse effect on their businesses, financial condition, results of operations, and cash flows. Williams’ business could be negatively impacted as a result of stockholder activism.
Williams’, Transco’s, and NWP’s loss of any of these rights, through their inability to renew right-of-way contracts or otherwise, could have a material adverse effect on their businesses, financial condition, results of operations, and cash flows. Williams’ business could be negatively impacted as a result of stockholder activism.
Public concern regarding the potential effects of climate change has directed increased attention towards the funding sources of fossil-fuel energy companies. As a result, certain financial institutions, funds, and other sources 44 of capital have restricted or eliminated their investment in certain market segments of fossil-fuel related energy.
Public concern regarding the potential effects of climate change has directed increased attention towards the funding sources of fossil-fuel energy companies. As a result, certain financial institutions, funds, and other sources of capital have restricted or eliminated their investment in certain market segments of fossil-fuel related energy.
Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following: • Availability of supplies, market demand, and volatility of prices; • Development and rate of adoption of alternative energy sources; • The impact of existing and future laws and regulations, the regulatory environment, environmental matters, and litigation, as well as the ability and the ability of other energy companies with whom Williams, Transco, and NWP conduct or seek to conduct business, to obtain necessary permits and approvals, and the ability to achieve favorable rate proceeding outcomes; 28 • Exposure to the credit risk of customers and counterparties; • Williams’ ability to acquire new businesses and assets and successfully integrate those operations and assets into existing businesses as well as successfully expand facilities and consummate asset sales on acceptable terms; • The ability to successfully identify, evaluate, and timely execute on capital projects and investment opportunities; • The strength and financial resources of competitors and the effects of competition; • The amount of cash distributions from and capital requirements of Williams’ investments and joint ventures in which Williams participates; • The ability of Williams to effectively execute on its financing plan; • Increasing scrutiny and changing expectations from stakeholders with respect to environmental, social, and governance practices; • The physical and financial risks associated with climate change; • The impacts of operational and developmental hazards and unforeseen interruptions; • The risks resulting from outbreaks or other public health crises; • Risks associated with weather and natural phenomena, including climate conditions and physical damage to facilities; • Acts of terrorism, cybersecurity incidents, and related disruptions; • Williams’ costs and funding obligations for defined benefit pension plans and other postretirement benefit plans, and Transco’s and NWP’s allocations regarding the same; • Changes in maintenance and construction costs, as well as the ability to obtain sufficient construction- related inputs, including skilled labor; • Inflation, interest rates, tariffs on foreign-made materials and goods (including steel and steel pipes) necessary to conduct business, and general economic conditions (including future disruptions and volatility in the global credit markets and the impact of these events on customers and suppliers); • Risks related to financing, including restrictions stemming from debt agreements, future changes in credit ratings as determined by nationally recognized credit rating agencies, and the availability and cost of capital; • The ability of the members of the Organization of Petroleum Exporting Countries (OPEC) and other oil exporting nations to agree to and maintain oil price and production controls and the impact on domestic production; • Changes in the current geopolitical situation, including the Russian invasion of Ukraine and conflicts in the Middle East; • Changes in U.S. governmental administration and policies; • Whether Williams is able to pay current and expected levels of dividends; • Additional risks described in Williams’, Transco’s, and NWP’s SEC filings.
Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following: • Availability of supplies, market demand, and volatility of prices; • Development and rate of adoption of alternative energy sources; • The impact of existing and future laws and regulations, the regulatory environment, environmental matters, and litigation, as well as the ability and the ability of other energy companies with whom Williams, Transco, and NWP conduct or seek to conduct business, to obtain necessary permits and approvals, and the ability to achieve favorable rate proceeding outcomes; 28 • Exposure to the credit risk of customers and counterparties; • Williams’ ability to acquire new businesses and assets and successfully integrate those operations and assets into existing businesses as well as successfully expand facilities and consummate asset sales on acceptable terms; • The ability to successfully identify, evaluate, and timely execute on capital projects and investment opportunities; • The strength and financial resources of competitors and the effects of competition; • The amount of cash distributions from and capital requirements of Williams’ investments and joint ventures in which Williams participates; • The ability of Williams to effectively execute on its financing plan; • Increasing scrutiny and changing expectations from stakeholders with respect to environmental, social, and governance practices; • The physical and financial risks associated with climate change; • The impacts of operational and developmental hazards and unforeseen interruptions; • The risks resulting from outbreaks or other public health crises; • Risks associated with weather and natural phenomena, including climate conditions and physical damage to facilities; • Acts of terrorism, cybersecurity incidents, and related disruptions; • Williams’ costs and funding obligations for defined benefit pension plans and other postretirement benefit plans, and Transco’s and NWP’s allocations regarding the same; • Changes in maintenance and construction costs, as well as the ability to obtain sufficient construction- related inputs, including skilled labor; • Inflation, interest rates, tariffs on foreign-made materials and goods (including steel and steel pipes) necessary to conduct business, and general economic conditions (including future disruptions and volatility in the global credit markets and the impact of these events on customers and suppliers); • Risks related to financing, including restrictions stemming from debt agreements, future changes in credit ratings as determined by nationally recognized credit rating agencies, and the availability and cost of capital; • The ability of the members of the Organization of Petroleum Exporting Countries (OPEC) and other oil exporting nations to agree to and maintain oil price and production controls and the impact on domestic production; • Changes in the current geopolitical situation; • Changes in U.S. governmental administration and policies; • Whether Williams is able to pay current and expected levels of dividends; • Additional risks described in Williams’, Transco’s, and NWP’s SEC filings.
Williams’, Transco’s, and NWP’s customers and counterparties include industrial customers, local distribution companies, natural gas producers, and marketers whose creditworthiness may be suddenly and disparately impacted by, among other factors, commodity price volatility, deteriorating energy market conditions, and public and regulatory opposition to energy producing activities.
Williams’, Transco’s, and NWP’s customers and counterparties include industrial customers, local distribution companies, natural gas producers, and marketers whose creditworthiness may be suddenly and disparately impacted by, among other factors, commodity price volatility, deteriorating energy market conditions, and public and regulatory opposition to 33 energy producing activities.
Although other services are priced at cost-based rates that are subject to adjustment in rate cases, under FERC policy, a regulated service provider and a customer may mutually agree to sign a contract for service at a “negotiated rate” that may be above or below the FERC regulated cost-based rate for that service.
Additionally, although other services are priced at cost-based rates that are subject to adjustment in rate cases, under FERC policy, a regulated service provider and a customer may mutually agree to sign a contract for service at a “negotiated rate” that may be above or below the FERC regulated cost-based rate for that service.
The timing and amount of the funding requirements under the defined benefit pension plans depend upon a number of factors that Williams’ controls, including changes to pension plan benefits, as well as factors outside of Williams’ control, such as asset returns, interest rates, and changes in pension laws.
The timing and amount of the funding requirements under the defined benefit pension plans depend upon a number of factors that Williams controls, including changes to pension plan benefits, as well as factors outside of Williams’ control, such as asset returns, interest rates, and changes in pension laws.
Price volatility has had, and could continue to have, an adverse effect on Williams’ business, results of operations, financial condition, and cash flows. The markets for natural gas, NGLs, oil, and other commodities are likely to continue to be volatile.
Price volatility has had, and could continue to have, an adverse effect on Williams’ business, results of operations, financial condition, and cash flows. The markets for natural gas, NGLs, oil, LNG, and other commodities are likely to continue to be volatile.
In addition, the steps Williams, Transco and NWP could be required to take to bring certain facilities into compliance could be prohibitively expensive, and Williams, Transco, and NWP might be required to shut down, divest, or alter the operation of those facilities, which might cause them to incur losses.
In addition, the steps Williams, Transco and 46 NWP could be required to take to bring certain facilities into compliance could be prohibitively expensive, and Williams, Transco, and NWP might be required to shut down, divest, or alter the operation of those facilities, which might cause them to incur losses.
Demand for natural gas and other fuels could vary significantly from Williams’ expectations depending on the nature and location of its facilities and pipeline systems and the terms of the natural gas transportation arrangements relative to demand created by unusual weather patterns.
Demand for natural gas and other fuels could 41 vary significantly from Williams’ expectations depending on the nature and location of its facilities and pipeline systems and the terms of the natural gas transportation arrangements relative to demand created by unusual weather patterns.
While Williams attempts to manage counterparty credit risk within guidelines established by its credit policy, Williams may not be able to successfully manage all credit risk and as such, future cash flows and results of operations could be impacted by counterparty default.
While Williams attempts to manage counterparty credit risk within guidelines established by its credit policy, 44 Williams may not be able to successfully manage all credit risk and as such, future cash flows and results of operations could be impacted by counterparty default.
Regulatory actions by the Environmental Protection Agency or the passage of new climate change laws or regulations could result in increased costs to operate and maintain facilities, install new emission controls on facilities, or administer and manage any GHG emissions program.
Regulatory actions by the Environmental Protection Agency or the passage of new laws or regulations could result in increased costs to operate and maintain facilities, install new emission controls on facilities, or administer and manage any GHG emissions program.
Wide fluctuations in prices might result from one or more factors beyond Williams’ control, including: • Imbalances in supply and demand whether rising from worldwide or domestic supplies of and demand for natural gas, NGLs, oil, and related commodities; • Geopolitical turmoil in the Middle East, Eastern Europe, and other producing regions; • The activities of OPEC and other countries, whether acting independently of or informally aligned with OPEC, which have significant oil, natural gas, or other commodity production capabilities, including Russia; • The level of consumer demand; • The price and availability of other types of fuels or feedstocks; • The availability of pipeline capacity; • Supply disruptions, including plant outages and transportation disruptions; • The price and quantity of foreign imports and domestic exports of natural gas and oil; • Domestic and foreign governmental regulations and taxes; and • The credit of participants in the markets where products are bought and sold.
Wide fluctuations in prices might result from one or more factors beyond Williams’ control, including: • Imbalances in supply and demand whether rising from worldwide or domestic supplies of and demand for natural gas, NGLs, oil, LNG, and related commodities; • Geopolitical turmoil in producing regions; • The activities of OPEC and other countries, whether acting independently of or informally aligned with OPEC, which have significant oil, natural gas, or other commodity production capabilities, including Russia; • The level of consumer demand; • The price and availability of other types of fuels or feedstocks; • The availability of pipeline capacity; • Supply disruptions, including plant outages and transportation disruptions; • The price and quantity of foreign imports and domestic exports of natural gas and oil; • Domestic and foreign governmental regulations and taxes; and • The credit of participants in the markets where products are bought and sold.
The loss of any of these key customers or the loss of any contracted volumes could result in a decline in Transco’s and NWP’s respective businesses. Transco and NWP rely on a limited number of customers for a significant portion of their revenues.
Transco and NWP depend on certain key customers for a significant portion of their revenues. The loss of any of these key customers or the loss of any contracted volumes could result in a decline in Transco’s and NWP’s respective businesses. Transco and NWP rely on a limited number of customers for a significant portion of their revenues.
Risks Related to Regulations The operation of Williams’, Transco’s, and NWP’s businesses might be adversely affected by regulatory proceedings, changes in government regulations or in their interpretation or implementation, or the introduction of new laws or regulations applicable to Williams’, Transco’s, and NWP’s businesses or customers.
Risks Related to Regulations The operation of Williams’, Transco’s, and NWP’s businesses might be adversely affected by regulatory proceedings, including FERC proceedings; changes in government regulations or in their interpretation or implementation; or the introduction of new laws or regulations applicable to Williams’, Transco’s, and NWP’s businesses or customers.
Additionally, Williams, Transco, and NWP may face reputational challenges in the event their ESG procedures or standards do not meet the standards set by certain constituencies. Williams, Transco, and NWP adopted certain practices as highlighted in Williams’ 2023 Sustainability Report, including with respect to air emissions, biodiversity and land use, climate 38 change, and environmental stewardship.
Additionally, Williams, Transco, and NWP may face reputational challenges in the event their ESG procedures or standards do not meet the standards set by certain constituencies. Williams, Transco, and NWP adopted certain practices as highlighted in Williams’ 2024 Sustainability Report, including with respect to air emissions, biodiversity and land use, climate change, and environmental stewardship.
However, Williams’, Transco’s, and NWP’s credit 33 procedures and policies cannot completely eliminate customer and counterparty credit risk.
However, Williams’, Transco’s, and NWP’s credit procedures and policies cannot completely eliminate customer and counterparty credit risk.
The loss of any of these key customers or the loss of any contracted volumes could result in a decline in Transco’s and NWP’s respective businesses. 30 • Failure of service providers or disruptions to outsourcing relationships might negatively impact Williams’, Transco’s, and NWP’s ability to conduct business. • An impairment of Williams’ assets, including property, plant, and equipment, intangible assets, and/or equity-method investments, could reduce Williams’ earnings. • Increasing scrutiny and changing expectations from stakeholders with respect to environmental, social and governance practices may impose additional costs or risks. • Williams, Transco, and NWP may be subject to physical and financial risks associated with climate change. • Williams’, Transco’s, and NWP’s operations are subject to operational hazards that might result in unforeseen interruptions. • Williams’, Transco’s, and NWP’s assets and operations, as well as their customers’ assets and operations, can be adversely affected by weather and other natural phenomena. • Williams’, Transco’s, and NWP’s businesses could be negatively impacted by acts of terrorism and related disruptions. • A breach of information technology infrastructure, including a breach caused by a cybersecurity attack on Williams, Transco, or NWP, or the third parties with whom they are interconnected, may interfere with the safe operation of assets, result in the disclosure of personal or proprietary information, and cause reputational harm. • If third-party pipelines and other facilities interconnected to Williams’, Transco’s, and NWP’s pipelines and facilities become unavailable to transport natural gas and NGLs or to treat natural gas, as applicable, Williams’, Transco’s, and NWP’s revenues could be adversely affected. • Williams’ operating results for certain components of its business might fluctuate on a seasonal basis. • Williams, Transco, and NWP do not own all of the land on which their pipelines and facilities are located, which could disrupt operations. • Williams’ business could be negatively impacted as a result of stockholder activism. • Williams’ costs and funding obligations for defined benefit pension plans and other postretirement benefit plans, and Transco’s and NWP’s allocations regarding the same, are affected by factors beyond Williams’ control.
The loss of any of these key customers or the loss of any contracted volumes could result in a decline in Transco’s and NWP’s respective businesses. • Failure of service providers or disruptions to outsourcing relationships might negatively impact Williams’, Transco’s, and NWP’s ability to conduct business. 30 • An impairment of Williams’ assets, including property, plant, and equipment, intangible assets, and/or equity-method investments, could reduce Williams’ earnings. • Williams, Transco, and NWP may face opposition to the operation and expansion of pipelines and facilities from various individuals and groups or face increased scrutiny from various stakeholders with respect to environmental, social and governance practices. • Williams, Transco, and NWP may be subject to physical and financial risks associated with climate change. • Williams’, Transco’s, and NWP’s operations are subject to operational risks and hazards that might result in unforeseen interruptions. • Williams’, Transco’s, and NWP’s assets and operations, as well as their customers’ assets and operations, can be adversely affected by weather and other natural phenomena. • Williams’, Transco’s, and NWP’s businesses could be negatively impacted by acts of terrorism and related disruptions. • A breach of information technology infrastructure, including a breach caused by a cybersecurity attack on Williams, Transco, or NWP, or the third parties with whom they are interconnected, may interfere with the safe operation of assets, result in the disclosure of personal or proprietary information, and cause reputational harm. • If third-party pipelines and other facilities interconnected to Williams’, Transco’s, and NWP’s pipelines and facilities become unavailable to transport natural gas and NGLs or to treat natural gas, as applicable, Williams’, Transco’s, and NWP’s revenues could be adversely affected. • Williams’ operating results for certain components of its business might fluctuate on a seasonal basis. • Williams, Transco, and NWP do not own all of the land on which their pipelines and facilities are located, which could disrupt operations. • Williams’ business could be negatively impacted as a result of stockholder activism. • Williams’ costs and funding obligations for defined benefit pension plans and other postretirement benefit plans, and Transco’s and NWP’s allocations regarding the same, are affected by factors beyond Williams’ control.
In addition, Williams, Transco, and NWP cannot predict the outcome of any of these inquiries or whether these inquiries will lead to additional legal proceedings against them, civil or criminal fines and/or penalties, or other regulatory action, including legislation, which might be materially adverse to the operation of Williams’, Transco’s, and NWP’s businesses and results of operations or increase their operating costs in other ways.
In addition, Williams, Transco, and NWP cannot predict the outcome of any of these inquiries or whether these inquiries will lead to additional legal proceedings against them, or other regulatory action, including legislation, which might be materially adverse to the operation of Williams’, Transco’s, and NWP’s businesses and results of operations or increase their operating costs in other ways.
In addition, climate change regulations and the costs that may be associated with such regulations and with the regulation of emissions of GHGs have the potential to affect the businesses of Williams, Transco, and NWP.
In addition, regulations directed at preventing climate change and the costs that may be associated with such regulations and with the regulation of emissions of GHGs have the potential to affect the businesses of Williams, Transco, and NWP.
Risks Related to Financing • A downgrade of Williams’, Transco’s, and NWP’s credit ratings, which are determined outside of their control by independent third parties, could impact liquidity, access to capital, and costs of doing business, and the ability of Transco and NWP to obtain credit in the future could be affected by Williams’ credit ratings. • Difficult conditions in the global financial markets and the economy in general could negatively affect Williams’, Transco’s, and NWP’s businesses and results of operations. • Restrictions in Williams’, Transco’s, and NWP’s debt agreements and the amount of indebtedness may affect future financial and operating flexibility. • Changes to interest rates or increases in interest rates could adversely impact Williams’, Transco’s, and NWP’s access to credit, share price and ability to issue securities or incur debt for acquisitions or other purposes, as applicable, and Williams’ ability to make cash dividends at intended levels. • Williams’ hedging activities might not be effective and could increase the volatility of Williams’ results. • Access to capital could be affected by financial institutions’ policies concerning fossil-fuel related businesses. • Williams can exercise substantial control over Transco’s and NWP’s distribution policies, businesses and operations and may do so in a manner that is adverse to Transco’s and NWP’s interests. 31 Risks Related to Regulation s • The operation of Williams’, Transco’s, and NWP’s businesses might be adversely affected by regulatory proceedings, changes in government regulations or in their interpretation or implementation, or the introduction of new laws or regulations applicable to Williams’, Transco’s, and NWP’s businesses or customers. • The natural gas sales, transportation, and storage operations of Williams’, Transco’s, and NWP’s natural gas pipelines are subject to regulation by the FERC, which could have an adverse impact on their ability to establish transportation and storage rates that would allow them to recover the full cost of operating their respective pipelines and storage assets, including a reasonable rate of return. • Williams’, Transco’s, and NWP’s operations are subject to environmental laws and regulations, including laws and regulations relating to climate change and greenhouse gas emissions, which may expose them to significant costs, liabilities, and expenditures that could exceed expectations.
Risks Related to Financing • A downgrade of Williams’, Transco’s, and NWP’s credit ratings, which are determined outside of their control by independent third parties, could impact liquidity, access to capital, and costs of doing business, and the ability of Transco and NWP to obtain credit in the future could be affected by Williams’ credit ratings. • Difficult conditions in the global financial markets and the economy in general could negatively affect Williams’, Transco’s, and NWP’s businesses and results of operations. • Restrictions in Williams’, Transco’s, and NWP’s debt agreements and the amount of their indebtedness may affect their future financial and operating flexibility. • Changes to interest rates or increases in interest rates could adversely impact Williams’, Transco’s, and NWP’s access to credit, share price and ability to issue securities or incur debt for acquisitions or other purposes, as applicable, and Williams’ ability to make cash dividends at intended levels. • Williams’ hedging activities might not be effective and could increase the volatility of Williams’ results. • Access to capital could be affected by financial institutions’ policies concerning fossil-fuel related businesses. • Williams can exercise substantial control over Transco’s and NWP’s distribution policies, businesses and operations and may do so in a manner that is adverse to Transco’s and NWP’s interests. 31 Risks Related to Regulation s • The operation of Williams’, Transco’s, and NWP’s businesses might be adversely affected by regulatory proceedings, including FERC proceedings, changes in government regulations or in their interpretation or implementation, or the introduction of new laws or regulations applicable to Williams’, Transco’s, and NWP’s businesses or customers. • Williams’, Transco’s, and NWP’s operations are subject to environmental laws and regulations, including laws and regulations relating to climate change and greenhouse gas emissions, which may expose them to significant costs, liabilities, and expenditures that could exceed expectations.
The analysis includes a number of criteria such as business composition, market and operational risks, as well as various financial tests. Credit rating agencies continue to review the criteria for industry sectors and various debt ratings and may make changes to those criteria from time to time.
Credit rating agencies perform independent analysis when assigning credit ratings. The analysis includes a number of criteria such as business composition, market and operational risks, as well as various financial tests. 42 Credit rating agencies continue to review the criteria for industry sectors and various debt ratings and may make changes to those criteria from time to time.
Risks Related to Business • The business, operating results, and financial condition of Williams’, Transco’s, and NWP’s natural gas transportation and midstream businesses are dependent on the continued availability of natural gas supplies in the supply basins and demand for those supplies in the markets that they serve. • Prices for natural gas, NGLs, oil, and other commodities are volatile, and this volatility has and could continue to adversely affect Williams’ financial condition, results of operations, cash flows, access to capital, and ability to maintain or grow its business. • Significant prolonged changes in natural gas prices could affect supply and demand for Transco and NWP and cause a reduction in or termination of their long-term transportation and storage contracts or throughput on their systems. • Williams, Transco, and NWP are exposed to the credit risk of customers and counterparties, and credit risk management will not be able to completely eliminate such risk. • Williams, Transco, and NWP face opposition to the operation and expansion of pipelines and facilities from various individuals and groups. • Williams, Transco, and NWP may not be able to grow or effectively manage growth. • The energy industry is highly competitive, and increased competitive pressure could adversely affect Williams’, Transco’s, and NWP’s businesses and operating results. • Williams does not own 100 percent of the equity interests of certain subsidiaries, including the nonconsolidated entities, which may limit its ability to operate and control these subsidiaries.
Risks Related to Business • The business, operating results, and financial condition of Williams’, Transco’s, and NWP’s natural gas transportation and midstream businesses are dependent on the continued availability of natural gas supplies in the supply basins and demand for those supplies in the markets that they serve. • Prices for natural gas, NGLs, oil, LNG, and other commodities are volatile, and this volatility has and could continue to adversely affect Williams’ financial condition, results of operations, cash flows, access to capital, and ability to maintain or grow its business. • Significant prolonged changes in natural gas prices could affect supply and demand for Transco and NWP and cause a reduction in or termination of their long-term transportation and storage contracts or throughput on their systems. • Williams, Transco, and NWP are exposed to the credit risk of customers and counterparties, and credit risk management will not be able to completely eliminate such risk. • Williams, Transco, and NWP may not be able to grow or effectively manage growth, including the pursuit and operational implementation of power innovation projects. • The energy industry is highly competitive, and increased competitive pressure could adversely affect Williams’, Transco’s, and NWP’s businesses and operating results. • Williams does not own 100 percent of the equity interests of certain subsidiaries, including the nonconsolidated entities, which may limit its ability to operate and control these subsidiaries.
Additionally, some of Transco’s and NWP’s competitors may have greater financial resources and access to greater supplies of natural gas than they do. Some of these competitors may expand or construct transportation and storage systems that would create additional competition for natural gas supplies or the services provided to customers.
Additionally, some of Transco’s and NWP’s competitors may have greater financial resources and access to greater supplies of natural gas than they do. Some of these competitors may expand or construct transportation and storage systems that would serve the same markets as Transco and NWP or create additional competition for natural gas supplies or the services provided to customers.
Restrictions in Williams’, Transco’s, and NWP’s debt agreements and the amount of their indebtedness may affect their future financial and operating flexibility. Williams’ total outstanding long-term debt (including current portion and commercial paper) as of December 31, 2024, was $26.9 billion, including the long-term debt of Transco and NWP.
Restrictions in Williams’, Transco’s, and NWP’s debt agreements and the amount of their indebtedness may affect their future financial and operating flexibility. Williams’ total outstanding long-term debt (including current portion and commercial paper) as of December 31, 2025, was $29.4 billion, including the long-term debt of Transco and NWP.
Regardless of the industry, investors’ increased focus and activism related to ESG (as proponents or opponents) and similar matters may hinder access to capital, as investors may decide to reallocate capital or to not commit capital as a result of their assessment of a company’s ESG practices.
Focus and activism related to ESG (as proponents or opponents) and similar matters may hinder access to capital, as investors may decide to reallocate capital or to not commit capital as a result of their assessment of a company’s ESG practices.
Downgrades of Williams’, Transco’s, and NWP’s credit ratings increase cost of borrowing and could require Williams, Transco, and NWP to provide collateral to their counterparties, negatively impacting available liquidity. In addition, Williams’, Transco’s, and NWP’s ability to access capital markets could be limited by the downgrading of their credit ratings. Credit rating agencies perform independent analysis when assigning credit ratings.
Downgrades of Williams’, Transco’s, and NWP’s credit ratings increase the cost of borrowing and could require Williams, Transco, and NWP to provide collateral to their counterparties, negatively impacting available liquidity. In addition, Williams’, Transco’s, and NWP’s ability to access capital markets could be limited by the downgrading of their credit ratings.
If Williams’, Transco’s, and NWP’s businesses are 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 Williams’, Transco’s, and NWP’s financial condition, results of operations, and cash flows. 37 Transco and NWP depend on certain key customers for a significant portion of their revenues.
If Williams’, Transco’s, and NWP’s businesses are unable to adequately diversify or otherwise mitigate such supplier concentration risks, and such risks were realized, such 37 businesses could be subject to reduced revenues and increased expenses, which could have a material adverse effect on Williams’, Transco’s, and NWP’s financial condition, results of operations, and cash flows.
As part of Williams’ growth strategy, Williams considers acquisition opportunities. Suitable acquisition candidates or assets may not be available on terms and conditions Williams finds acceptable or, where multiple parties are trying to acquire an acquisition candidate or assets, Williams may not be chosen as the acquirer.
Suitable acquisition candidates or assets may not be available on terms and conditions Williams finds acceptable or, where multiple parties are trying to acquire an acquisition candidate or assets, Williams may not be chosen as the acquirer.
If Williams is unable to successfully attract and retain an appropriately qualified workforce, including members of senior management, results of operations could be negatively impacted. Holders of Williams’ common stock may not receive dividends in the amount expected or any dividends. Williams may not have sufficient cash each quarter to pay dividends or maintain current or expected levels of dividends.
If Williams is unable to successfully attract and retain an appropriately qualified workforce, including members of senior management, results of operations could be negatively impacted. 47 Holders of Williams’ common stock may not receive dividends in the amount expected or any dividends.
The total outstanding long-term debt (including current portion) as of December 31, 2024, for Transco and NWP was $5.2 billion and $582 million, respectively.
The total outstanding long-term debt (including current portion) as of December 31, 2025, for Transco and NWP was $5.9 billion and $748 million, respectively.
For the year ended December 31, 2024, Transco’s largest customer was Dominion Energy, Inc., which accounted for approximately 7 percent of its operating revenue, and NWP’s largest customer was Puget Sound Energy, Inc., which accounted for approximately 31 percent of its operating revenue.
For the year ended December 31, 2025, Transco’s largest customer was Duke Energy Corporation, which accounted for approximately 9 percent of its operating revenue, and NWP’s largest customer was Puget Sound Energy, Inc., which accounted for approximately 31 percent of its operating revenue.
Williams, Transco, and NWP depend upon third-party pipelines and other facilities that provide delivery options to and from their pipelines and storage facilities for the benefit of their customers. Because Williams, Transco, and NWP do not own these third-party pipelines or other facilities, their continuing operation is not within Williams’, Transco’s or NWP’s control.
Williams, Transco, and NWP depend upon third-party pipelines and other facilities that provide delivery options to and from their pipelines and storage facilities for the benefit of their customers that is outside Williams’ Transco’s, and NWP’s control.
Williams has numerous competitors in all aspects of its businesses, and additional competitors may enter its markets. Any current or future competitor that delivers natural gas, NGLs, or other commodities into the areas that Williams operates could offer transportation services that are more desirable to shippers than those Williams provides because of price, location, facilities, or other factors.
Any current or future competitor that delivers natural gas, NGLs, or other commodities into the areas that Williams operates could offer transportation services that are more desirable to shippers than those Williams provides because of price, location, facilities, or other factors.
Any downgrading of a Williams credit rating could result in a downgrading of a Transco and NWP credit rating, which could adversely affect Transco’s and NWP’s access to capital and limit their ability to obtain financing in the future upon favorable terms, if at all. 42 Difficult conditions in the global financial markets and the economy in general could negatively affect Williams’, Transco’s, and NWP’s businesses and results of operations.
Any downgrading of a Williams credit rating could result in a downgrading of a Transco and NWP credit rating, which could adversely affect Transco’s and NWP’s access to capital and limit their ability to obtain financing in the future upon favorable terms, if at all.
Williams’, Transco’s, and NWP’s businesses may be negatively impacted by adverse economic conditions or future disruptions in the global financial markets. Included among these potential negative impacts are industrial or economic contraction leading to reduced energy demand and lower prices for Williams’, Transco’s, and NWP’s products and services and increased difficulty in collecting amounts owed to them by customers.
Included among these potential negative impacts are industrial or economic contraction leading to reduced energy demand and lower prices for Williams’, Transco’s, and NWP’s products and services and increased difficulty in collecting amounts owed to them by customers.
Any successful challenge could materially affect Williams’, Transco’s, and NWP’s results of operations. Certain inquiries, investigations, and court proceedings are ongoing. Adverse effects may continue as a result of the uncertainty of ongoing inquiries, investigations, and court proceedings, or additional inquiries and proceedings by federal or state regulatory agencies or private plaintiffs.
Certain inquiries, investigations, and court proceedings are ongoing. Adverse effects may continue as a result of the uncertainty of ongoing inquiries, investigations, and court proceedings, or additional inquiries and proceedings by federal or state regulatory agencies or private plaintiffs.
Public and regulatory scrutiny of the energy industry has resulted in the proposal and/or implementation of increased regulations. Such scrutiny has also resulted in various inquiries, investigations, and court proceedings, including litigation of energy industry matters. Both the shippers on Williams’, Transco’s, and NWP’s pipelines and regulators have rights to challenge the rates charged under certain circumstances.
Such scrutiny has also resulted in various inquiries, investigations, and court proceedings, including litigation of energy industry matters. Both the shippers on Williams’, Transco’s, and NWP’s pipelines and regulators have rights 45 to challenge the rates charged under certain circumstances. Any successful challenge could materially affect Williams’, Transco’s, and NWP’s results of operations.
Some of Williams’, Transco’s, and NWP’s businesses are exposed to supplier concentration risks arising from dependence on a single or a limited number of suppliers. Some of Williams’, Transco’s, and NWP’s businesses may be dependent on a small number of suppliers for the delivery of critical goods or services.
Some of Williams’, Transco’s, and NWP’s businesses may be dependent on a small number of suppliers for the delivery of critical goods or services.
This rate design disparity can result in producers bypassing Transco’s offshore facilities in favor of alternative transportation facilities. Williams’, Transco’s, and NWP’s operations are subject to environmental laws and regulations, including laws and regulations relating to climate change and greenhouse gas emissions, which may expose them to significant costs, liabilities, and expenditures that could exceed expectations.
Williams’, Transco’s, and NWP’s operations are subject to environmental laws and regulations, including laws and regulations relating to climate change and greenhouse gas emissions, which may expose them to significant costs, liabilities, and expenditures that could exceed expectations.
In addition to regulation by other federal, state, and local regulatory authorities, interstate pipeline transportation and storage services and related assets are subject to regulation by the FERC.
Public and regulatory scrutiny of the energy industry has resulted in the proposal and/or implementation of increased regulations. In addition to regulation by other federal, state, and local regulatory authorities, interstate pipeline transportation and storage services and related assets are subject to regulation by the FERC.
The operations of Williams’ current non-wholly owned subsidiaries are conducted in accordance with their organizational documents. Williams anticipates that it will enter into more such arrangements, including through new joint venture structures. Williams may have limited operational flexibility in such current and future arrangements and may not be able to control the timing or amount of cash distributions received.
Certain operations, including the nonconsolidated entities, are conducted through arrangements that may limit Williams’ ability to operate and control these operations. The operations of Williams’ current non-wholly owned subsidiaries are conducted in accordance with their organizational documents. Williams anticipates that it will enter into more such arrangements, including through new joint venture structures.
Demand for natural gas can be affected by weather, future industrial and economic conditions, fuel conservation measures, alternative fuel sources such as electricity, coal, fuel oils, or nuclear energy, technological advances in fuel economy, energy generation, and renewable sources of energy, and governmentally imposed constraints, such as prohibitions on natural gas hookups in newly constructed buildings, all of which are matters beyond Williams’, Transco’s, and NWP’s control. 32 A failure to obtain access to sufficient natural gas supplies or a reduction in demand for services in the markets served by Williams, Transco, and NWP could result in impairments of Williams’ assets and have a material adverse effect on Williams’, Transco’s, and NWP’s businesses, financial condition, results of operations, and cash flows.
Demand for natural gas can be affected by weather, future industrial and economic conditions, fuel conservation measures, alternative fuel sources such as electricity, coal, fuel oils, or nuclear energy, technological advances in fuel economy, energy generation, and renewable sources of energy, and governmentally imposed constraints, such as prohibitions on natural gas hookups in newly constructed buildings, all of which are matters beyond Williams’, Transco’s, and NWP’s control.
Transco and NWP may not be able to successfully compete against current and future competitors and any failure to do so could have a material adverse effect on Transco’s and NWP’s businesses, financial condition, results of operations, and cash flows.
Transco and NWP may not be able to successfully compete against current and future competitors and any failure to do so could have a material adverse effect on Transco’s and NWP’s businesses, financial condition, results of operations, and cash flows. 35 Williams does not own 100 percent of the equity interests of certain subsidiaries, including the nonconsolidated entities, which may limit its ability to operate and control these subsidiaries.
Williams, Transco, and NWP face opposition to the operation and expansion of pipelines and facilities from various individuals and groups. Williams, Transco, and NWP have experienced, and anticipate continuing to face, opposition to the operation and expansion of pipelines and facilities from governmental officials, environmental groups, landowners, tribal groups, local groups, and other advocates.
Williams, Transco, and NWP have experienced, and anticipate continuing to face, opposition to the operation and expansion of pipelines and facilities from governmental officials, environmental groups, landowners, tribal groups, local groups, and other advocates. In some instances, Williams, Transco, and NWP encounter opposition that disfavors hydrocarbon-based energy supplies regardless of practical implementation or financial considerations.
If new laws or regulations are imposed relating to oil and gas extraction, or if additional or revised levels of reporting, regulation, or permitting moratoria are required or imposed, including those related to hydraulic fracturing, the volumes of natural gas and other products that Williams, Transco, and NWP transport, gather, process, and treat could decline, compliance costs could increase, and results of operations could be adversely affected. 45 The natural gas sales, transportation, and storage operations of Williams’, Transco’s, and NWP’s natural gas pipelines are subject to regulation by the FERC, which could have an adverse impact on their ability to establish transportation and storage rates that would allow them to recover the full cost of operating their respective pipelines and storage assets, including a reasonable rate of return.
If new laws or regulations are imposed relating to oil and gas extraction, or if additional or revised levels of reporting, regulation, or permitting moratoria are required or imposed, including those related to hydraulic fracturing, the volumes of natural gas and other products that Williams, Transco, and NWP transport, gather, process, and treat could decline, compliance costs could increase, and results of operations could be adversely affected.
Acts of terrorism, as well as events occurring in response to or in connection with acts of terrorism, could cause environmental repercussions that could result in a significant decrease in revenues or significant reconstruction or remediation costs, which could have a material adverse effect on Williams’, Transco’s, and NWP’s businesses, financial condition, results of operations, and cash flows.
Acts of terrorism, as well as events occurring in response to or in connection with acts of terrorism, could cause environmental repercussions that could result in a significant decrease in revenues or significant reconstruction or remediation costs, which could have a material adverse effect on Williams’, Transco’s, and NWP’s businesses, financial condition, results of operations, and cash flows. 40 A breach of information technology infrastructure, including a breach caused by a cybersecurity attack on Williams, Transco, or NWP, or the third parties with whom they are interconnected, may interfere with the safe operation of assets, result in the disclosure of personal or proprietary information, and cause reputational harm.
Additionally, Transco has a debt covenant in one series of its notes restricting its ability and that of its subsidiaries to guarantee certain indebtedness. Certain of Williams’, Transco’s, and NWP’s debt agreements also contain, and those Williams, Transco, and NWP enter into in the future may contain, financial covenants, and other limitations with which they will need to comply.
Certain of Williams’, Transco’s, and NWP’s debt agreements also contain, and those Williams, Transco, and NWP enter into in the future may contain, financial covenants, and other limitations with which they will need to comply. Williams’, Transco’s, and NWP’s debt service obligations and the covenants described above could have important consequences.
Prices for natural gas, NGLs, oil, and other commodities are volatile, and this volatility has and could continue to adversely affect Williams’ financial condition, results of operations, cash flows, access to capital, and ability to maintain or grow its business.
A failure to obtain access to sufficient natural gas supplies or a reduction in demand for services in the markets served by Williams, Transco, and NWP could result in impairments of Williams’ assets and have a material adverse effect on Williams’, Transco’s, and NWP’s businesses, financial condition, results of operations, and cash flows. 32 Prices for natural gas, NGLs, oil, LNG, and other commodities are volatile, and this volatility has and could continue to adversely affect Williams’ financial condition, results of operations, cash flows, access to capital, and ability to maintain or grow its business.
Any such event that delays or prevents the expansion of Williams’, Transco’s, or NWP’s businesses, that interrupts the revenues generated by operations, or that causes significant expenditures not covered by insurance, could adversely affect Williams’, Transco’s, and NWP’s financial condition and results of operations. Williams, Transco, and NWP may not be able to grow or effectively manage growth.
Any such event that delays or prevents the expansion of Williams’, Transco’s, or NWP’s businesses, that interrupts the revenues generated by operations, or that causes significant expenditures not covered by insurance, could adversely affect Williams’, Transco’s, and NWP’s financial condition and results of operations. 38 Additionally, companies across all industries have faced and may continue to face scrutiny from stakeholders related to their environmental, social and governance (“ESG”) practices.
Any such new pipelines could 35 offer transportation services that are more desirable to shippers because of locations, facilities, or other factors.
Any new pipelines could offer transportation services that are more desirable to shippers because of locations, facilities, rates, or other factors. Transco and NWP are aware of proposals by competitors to expand pipeline capacity in certain markets Transco and NWP also serve.
If realized, any of these risks could have an adverse impact on Williams’, Transco’s, and NWP’s financial condition, results of operations, including the possible impairment of assets, or cash flows. The energy industry is highly competitive, and increased competitive pressure could adversely affect Williams’, Transco’s, and NWP’s businesses and operating results.
If realized, any of these risks could have an adverse impact on Williams’, Transco’s, and NWP’s financial condition, results of operations, including the possible impairment of assets, or cash flows. 34 Further, Williams has invested in several power innovation projects and continues to evaluate power innovation projects related to data center growth.
Removed
In some instances, Williams, Transco, and NWP encounter opposition that disfavors hydrocarbon-based energy supplies regardless of practical implementation or financial considerations.
Added
Williams, Transco, and NWP may not be able to grow or effectively manage growth, including the pursuit and operational implementation of power innovation projects. As part of Williams’ growth strategy, Williams considers acquisition opportunities.
Removed
In a number of key markets, interstate pipelines are now facing competitive pressure from other major pipeline systems, enabling local distribution companies and end users to choose a transmission provider based on considerations other than location. Other entities could construct new pipelines or expand existing pipelines that could potentially serve the same markets as Transco’s and NWP’s pipeline systems.
Added
Additional risks associated with identifying, evaluating, and executing on power innovation projects may include accurately predicting future power needs of data centers due to rapidly changing technology and market dynamics, which could result in underutilized or stranded assets; managing the potential power demand; obtaining or constructing power generation sources, including sourcing turbines and batteries and maintaining other transmission capabilities to meet potential load growth from any data center customer; financing the capital investment needed to build and maintain the necessary infrastructure to support data center development; managing community opposition; managing the possible environmental impact of power innovation projects, and evaluating and complying with evolving regulations related to data center development.
Removed
These new pipelines could charge rates or provide service to locations that would result in greater net profit for shippers and producers, and thereby force Transco and NWP to lower the rates charged for service on their pipelines to extend existing transportation service agreements or to attract new customers.
Added
Risks associated with construction are similar to those described above for other capital projects, including obtaining long-lead specialized equipment and materials, such that projects are completed, on time or at all, and the risk that construction cost overruns, including due to inflation or the imposition of tariffs on foreign-made materials and goods necessary to conduct business, could cause total project costs to exceed budgeted costs.
Removed
Transco and NWP are aware of proposals by competitors to expand pipeline capacity in certain markets Transco and NWP also serve, which, if the proposed projects proceed, could increase the competitive pressure upon Transco and NWP.
Added
Williams’ behind the meter power generation projects require the constant, reliable production of electricity, which if not met, may result in contractual penalties and reputational damage, among other consequences. If realized, any of these risks could have an adverse impact on Williams’ financial condition, results of operations, including the possible impairment of assets, or cash flows.
Removed
Williams does not own 100 percent of the equity interests of certain subsidiaries, including the nonconsolidated entities, which may limit its ability to operate and control these subsidiaries. Certain operations, including the nonconsolidated entities, are conducted through arrangements that may limit Williams’ ability to operate and control these operations.
Added
The energy industry is highly competitive, and increased competitive pressure could adversely affect Williams’, Transco’s, and NWP’s businesses and operating results. Williams has numerous competitors in all aspects of its businesses, and additional competitors may enter its markets.
Removed
Increasing scrutiny and changing expectations from stakeholders with respect to environmental, social and governance practices may impose additional costs or risks. Companies across all industries are facing increasing scrutiny from stakeholders related to their environmental, social and governance (“ESG”) practices.
Added
Williams may have limited operational flexibility in such current and future arrangements and may not be able to control the timing or amount of cash distributions received.
Removed
Investor advocacy groups, institutional investors, investment funds and other influential investors are also increasingly focused on ESG practices and in recent years have placed increasing importance on the implications and social cost of their investments.
Added
Although many of Williams’, Transco’s, and NWP’s customers and suppliers are subject to long-term contracts, if Williams, Transco, and NWP are unable to replace or extend such contracts, add additional customers, or otherwise increase the contracted volumes of natural gas provided to it by current producers, in each case on favorable terms, if at all, Williams’, Transco’s, and NWP’s businesses, financial condition, results of operations, and cash flows, as well as Williams’ growth plans and the amount of cash available to pay dividends could be materially adversely affected.
Removed
A breach of information technology infrastructure, including a breach caused by a cybersecurity attack on Williams, Transco, or NWP, or the third parties with whom they are interconnected, may interfere with the safe operation of assets, result in the disclosure of personal or proprietary information, and cause reputational harm.
Added
This rate design disparity can result in producers bypassing Transco’s offshore facilities in favor of alternative transportation facilities. Some of Williams’, Transco’s, and NWP’s businesses are exposed to supplier concentration risks arising from dependence on a single or a limited number of suppliers.
Removed
Williams’, Transco’s, and NWP’s debt service obligations and the covenants described above could have important consequences.
Added
Williams, Transco, and NWP may face opposition to the operation and expansion of pipelines and facilities from various individuals and groups or face increased scrutiny from various stakeholders with respect to environmental, social and governance practices.
Added
Difficult conditions in the global financial markets and the economy in general could negatively affect Williams’, Transco’s, and NWP’s businesses and results of operations. Williams’, Transco’s, and NWP’s businesses may be negatively impacted by adverse economic conditions or future disruptions in the global financial markets.
Added
Williams may not have sufficient cash each quarter to pay dividends or maintain current or expected levels of dividends.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAs part of this oversight, the CIO presents to the Audit Committee bi-annually, as well as periodically in conjunction with any internal audits related to cybersecurity.
Biggest changeAdditionally, the Audit Committee, comprised of independent directors, reviews the implementation and effectiveness of cybersecurity risk management protocol as part of the company’s accounting and internal control policies. As part of this oversight, the Chief Information Officer (CIO) presents to the Audit Committee bi-annually, as well as periodically in conjunction with any internal audits related to cybersecurity.
The Cybersecurity Program includes, but is not limited to, the following elements: risk assessment, policies and procedures, contract management, training and awareness, auditing, compliance monitoring and testing, table-top exercises, and incident response. Integration with Overall Risk Management : Management’s cybersecurity processes have been integrated into overall risk management system and processes.
The Cybersecurity Program includes, but is not limited to, the following elements: risk assessment, policies and procedures, contract management, training and awareness, auditing, compliance monitoring and testing, table-top exercises, and incident response. Integration with Overall Risk Management : Management’s cybersecurity processes have been integrated into the overall risk management system and processes.
All third parties engaged for such processes are subjected to rigorous scrutiny to ensure the third parties meet management’s security standards. 48 Oversight of Third-party Service Providers : Management acknowledges the potential risks associated with the use of third-party service providers.
All third parties engaged for such processes are subjected to rigorous scrutiny to ensure the third parties meet management’s security standards. Oversight of Third-party Service Providers : Management acknowledges the potential risks associated with the use of third-party service providers.
He holds an Executive MBA from the University of Texas at San Antonio, a Master of Computer Science and Engineering from the University of Texas at Arlington, and a Bachelor of Information Science and Engineering from Bangalore University.
He holds an Executive Master of Business Administration from the University of Texas at San Antonio, a Master of Computer Science and Engineering from the University of Texas at Arlington, and a Bachelor of Information Science and Engineering from Bangalore University.
The new CIO brings over 20 years of experience in information technology and leadership within the energy industry and has extensive expertise in digital transformation, cloud strategies, enterprise AI initiatives, and cybersecurity, as well as managing large-scale system implementations and integrations.
Williams’ CIO, who joined the company in February 2025, brings over 20 years of experience in information technology and leadership within the energy industry. He has extensive expertise in digital transformation, cloud strategies, enterprise artificial intelligence initiatives, and cybersecurity, as well as managing large-scale system implementations and integrations.
Additionally, management has 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. Williams’ new CIO joined the company in February 2025, and will succeed the company’s retiring CIO, who is retiring in March 2025.
Additionally, management has 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.
The Board of Directors oversees cybersecurity-related policy and strategy. As part of this oversight, the 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.
As part of this oversight, the CISO provides a cybersecurity dashboard that is reviewed by the Board annually, which includes key performance indicators for cybersecurity process maturity, operational performance, and enterprise performance toward TSA compliance.
Each member of Williams’ organization, which includes Transco and NWP, from facility operators to board members, has a responsibility to safeguard the organization’s cybersecurity. The Chief Information Security Officer (CISO) is responsible for the cybersecurity strategy and execution, while the Board and the Audit Committee are responsible for oversight of cybersecurity risk.
Each member of Williams’ organization, which includes Transco and NWP, from facility operators to board members, has a responsibility to safeguard the organization’s cybersecurity. The Chief Information Security Officer (CISO) collaborates with internal stakeholders to develop, implement and maintain the Cybersecurity Program, ensuring that the program addresses the evolving cybersecurity risk landscape.
Disclosure of Risks : Management describes how risks from cybersecurity threats could materially affect its business strategy, results of operations, or financial condition, as part of its risk factor disclosures at Part I, Item 1A of this Annual Report on Form 10-K.
Management also maintains active communication channels with these providers to stay informed about any potential security incidents or concerns. 48 Disclosure of Risks : Management describes how risks from cybersecurity threats could materially affect its business strategy, results of operations, or financial condition, as part of its risk factor disclosures at Part I, Item 1A.
Removed
Management also maintains active communication channels with these providers to stay informed about any potential security incidents or concerns.
Added
Risk Factors of this Annual Report on Form 10-K. To date, Williams has not experienced any cybersecurity threats or incidents that have resulted in a material adverse effect on our business strategy, results of operations, or financial condition. However, management continues to monitor and assess risks that could have a material impact in the future.
Removed
The Cybersecurity Governance Committee is led by the CISO and includes cybersecurity managers and other subject matter experts as standing members. The Cybersecurity Governance Committee is tasked with developing, implementing, and maintaining the Cybersecurity Program.
Added
The CISO also engages with executive leadership to ensure that cybersecurity remains integrated with Williams’ overall risk management and strategic objectives. The Board of Directors oversees cybersecurity-related policy and strategy.
Removed
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.
Added
Management has implemented processes and controls designed to prevent, detect, mitigate, and remediate cybersecurity incidents, ensuring ongoing protection of the company’s systems and data.
Removed
Additionally, the CIO and/or CISO presents to the Board bi-annually regarding the cybersecurity risks and strategies, including as part of the Board’s 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.
Added
Williams’ CISO joined the company in November 2025, bringing significant experience in cybersecurity and operational technology leadership within the energy industry. He holds a Bachelor of Science in Management Information Systems from Kansas State University and is a Certified Information Systems Security Professional. His expertise spans operational technology security, infrastructure management, and cybersecurity operations.
Removed
The retiring CIO had been in his role at Williams for over 10 years and had over 30 years of combined information technology experience with a broad scope of responsibility. He provided senior leadership support of the cybersecurity and risk management programs since 2013.
Added
At Williams, he is responsible for the company’s cybersecurity strategy and execution, ensuring robust protection of systems and data in a dynamic threat environment.
Removed
He 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. 49 The CISO has been at Williams for over 25 years.
Removed
During that time, he has held a variety of information technology positions at multiple levels in the organization ranging from network engineering to application development and project management, as well as several IT Manager and Director roles. He has had oversight of the cybersecurity and risk management programs since 2017.
Removed
Active in government and private sector partnerships, he is currently serving as the Chair of Emergency Response Working Group under the Oil & Natural Gas Subsector Coordinating Council and recently acted as the Chair of the Interstate Natural Gas Association of America security committee.
Removed
He 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.

Item 2. Properties

Properties — owned and leased real estate

4 edited+0 added−0 removed3 unchanged
Biggest changeCompressor stations, with appurtenant facilities, are located in whole or in part either on lands owned or on sites held under leases or permits issued or approved by public authorities. Transco’s storage facilities are either owned or contracted for under long-term leases or easements. Transco leases their company offices in Houston, Texas.
Biggest changeHowever, a substantial portion of such facilities is constructed and maintained pursuant to rights-of-way, easements, permits, licenses or consents on and across properties owned by others. Compressor stations, with appurtenant facilities, are located in whole or in part either on lands owned or on sites held under leases or permits issued or approved by public authorities.
Transco Transco’s gas pipeline facilities are generally owned in fee simple. However, a substantial portion of such facilities is constructed and maintained pursuant to rights-of-way, easements, permits, licenses or consents on and across properties owned by others.
Williams generally owns its facilities in fee simple, although a substantial portion of our pipeline and gathering facilities is constructed and maintained pursuant to rights-of-way, easements, permits, licenses, or consents on and across properties owned by others. 49 Transco Transco’s gas pipeline facilities are generally owned in fee simple.
NWP NWP’s gas pipeline facilities are generally owned in fee simple. However, a substantial portion of such facilities are constructed and maintained on and across properties owned by others pursuant to rights-of-way, easements, permits, licenses or consents.
Transco’s storage facilities are either owned or contracted for under long-term leases or easements. Transco leases its company offices in Houston, Texas. NWP NWP’s gas pipeline facilities are generally owned in fee simple. However, a substantial portion of such facilities are constructed and maintained on and across properties owned by others pursuant to rights-of-way, easements, permits, licenses or consents.
Item 2. Properties Please read “Business” for a description of the location and general character of Williams’ principal physical properties. We generally own our facilities in fee simple, although a substantial portion of our pipeline and gathering facilities is constructed and maintained pursuant to rights-of-way, easements, permits, licenses, or consents on and across properties owned by others.
Item 2. Properties Please read “Business” for a description of the location and general character of Williams’ principal physical properties.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeOther environmental matters called for by this Item are described under the caption “ Environmental Matters ” in Note 18 – Contingencies and Commitments included under Part II, Item 8 Financial Statements of this report, which information is incorporated by reference into this Item. 50 Other Litigation The additional information called for by this Item is provided in Note 18 – Contingencies and Commitments included under Part II, Item 8 Financial Statements of this report, which information is incorporated by reference into this Item.
Biggest changeFinancial Statements and Supplementary Data of this report, which information is incorporated by reference into this Item. Other Litigation The additional information called for by this Item is provided in Note 18 – Contingencies and Commitments included under Part II, Item 8. Financial Statements and Supplementary Data of this report, which information is incorporated by reference into this Item.
Williams’ threshold for disclosing material environmental legal proceedings involving a governmental authority where potential monetary sanctions are involved is $1 million.
Williams’ threshold for disclosing material environmental legal proceedings involving a governmental authority where potential monetary sanctions are involved is $1 million. Other environmental matters called for by this Item are described under the caption “ Environmental Matters ” in Note 18 – Contingencies and Commitments included under Part II, Item 8.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeTeply 53 2023 to present Senior Vice President – Transmission & Gulf of America, The Williams Companies, Inc. Senior Vice President – Transmission & Gulf of America 2020 to 2023 Senior Vice President – Project Execution, The Williams Companies, Inc. 2017 to 2020 Senior Vice President – Business Policy and Development, PacifiCorp (a Berkshire Hathaway Energy Company) T.
Biggest changePrincipal Executive Officer - Transco and NWP 2020 to 2023 Senior Vice President - Project Execution, The Williams Companies, Inc. 2017 to 2020 Senior Vice President - Business Policy and Development, PacifiCorp (a Berkshire Hathaway Energy Company) T. Lane Wilson 59 2017 to present Senior Vice President and General Counsel, The Williams Companies, Inc.
Item 4. Mine Safety Disclosures Not applicable. 51 Information About Williams’ Executive Officers The name, title, age, period of service, and recent business experience of each of Williams’ executive officers as of February 25, 2025, are listed below. Name and Position Age Business Experience in Past Five Years (or Relevant Business Experience) Alan S.
Item 4. Mine Safety Disclosures Not applicable. 50 Information About Williams’ Executive Officers The name, title, age, period of service, and recent business experience of each of Williams’ executive officers as of February 24, 2026, are listed below. Name and Position Age Business Experience in Past Five Years (or Relevant Business Experience) Alan S.
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 Debbie L.
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 51 Name and Position Age Business Experience in Past Five Years (or Relevant Business Experience) Debbie L.
Porter 55 2022 to present Senior Vice President and Chief Financial Officer, The Williams Companies, Inc.
Porter 56 2026 to present Executive Vice President and Chief Financial Officer, The Williams Companies, Inc. Executive Vice President and Chief Financial Officer 2022 to present Senior Vice President and Chief Financial Officer, The Williams Companies, Inc. 2020 to 2022 Vice President, Chief Accounting Officer, Controller and Financial Planning & Analysis, The Williams Companies, Inc. Todd J.
Executive Vice President of Corporate Strategic Development 2017 to 2023 Senior Vice President – Corporate Strategic Development, The Williams Companies, Inc. 2017 to 2018 Director of the general partner, Williams Partners L.P. 2014 to 2017 President – Pipeline and Midstream, Cheniere Energy, Inc. 53 PART II
Director, Chief Executive Officer, and President 2023 to 2025 Executive Vice President of Corporate Strategic Development, The Williams Companies, Inc. 2017 to 2023 Senior Vice President - Corporate Strategic Development, The Williams Companies, Inc. 52 PART II
Lane Wilson 58 2017 to present Senior Vice President and General Counsel, The Williams Companies, Inc. Senior Vice President and General Counsel Chad J. Zamarin 48 2023 to present Executive Vice President of Corporate Strategic Development, The Williams Companies, Inc.
Senior Vice President and General Counsel Robert R. Wingo 47 2025 to present Executive Vice President and Corporate Strategic Development, The Williams Companies, Inc.
Vice President, Chief Accounting Officer and Controller 2019 to 2022 Staff Vice President of Internal Audit, The Williams Companies, Inc. 2019 Director Special Projects, The Williams Companies, Inc. 2013 to 2019 Vice President and Chief Accounting Officer, NV Energy (a Berkshire Hathaway Energy Company) Larry C.
Vice President, Chief Accounting Officer and Controller 2019 to 2022 Staff Vice President of Internal Audit, The Williams Companies, Inc. Principal Financial Officer - Transco and NWP Larry C. Larsen 51 2025 to present Executive Vice President and Chief Operating Officer, The Williams Companies, Inc.
Senior Vice President Gathering & Processing 2020 to 2022 Vice President Strategic Development, The Williams Companies, Inc. 2019 to 2020 Vice President Rocky Mountain Midstream, The Williams Companies, Inc. 2018 to 2019 Vice President GM Rocky Mountain Midstream, The Williams Companies, Inc. 2017 to 2018 Vice President Central Services, The Williams Companies, Inc. Eric J.
Executive Vice President and Chief Operating Officer 2022 to 2025 Senior Vice President - Gathering & Processing, The Williams Companies, Inc. 2020 to 2022 Vice President Strategic Development, The Williams Companies, Inc. 2019 to 2020 Vice President Rocky Mountain Midstream, The Williams Companies, Inc. Thomas F. McCoy 63 2025 to present Senior Vice President - Upstream, The Williams Companies, Inc.
Dunn 59 2017 to present Executive Vice President and Chief Operating Officer, The Williams Companies, Inc. Executive Vice President and Chief Operating Officer 2017 to 2018 Director of the general partner, Williams Partners L.P. Mary A. Hausman 53 2022 to present Vice President, Chief Accounting Officer and Controller, The Williams Companies, Inc.
Jasek 59 2026 to present Senior Vice President - Transmission, Power & Gulf, The Williams Companies, Inc. Senior Vice President - Transmission, Power & Gulf 2019 to 2026 Vice President/General Manager Eastern Interstates, The Williams Companies, Inc. Mary A. Hausman 54 2022 to present Vice President, Chief Accounting Officer and Controller, The Williams Companies, Inc.
Armstrong 62 2011 to present Director, Chief Executive Officer, and President, The Williams Companies, Inc. Director, Chief Executive Officer, and President 2015 to 2018 Chairman of the Board, Williams Partners L.P. 2014 to 2018 Chief Executive Officer, Williams Partners L.P. 2012 to 2018 Director of the general partner, Williams Partners L.P. Micheal G.
Armstrong 63 2025 to present Director and Executive Chairman of the Board, The Williams Companies, Inc. Director and Executive Chairman of the Board 2011 to 2025 Director, Chief Executive Officer, and President, The Williams Companies, Inc. Payvand Fazel 39 2026 to present Senior Vice President - Commercial, The Williams Companies, Inc.
Larsen 50 2022 to present Senior Vice President Gathering & Processing, The Williams Companies, Inc.
Rinke 52 2025 to present Senior Vice President - Gathering & Processing, The Williams Companies, Inc. Senior Vice President - Gathering & Processing 2021 to 2025 Vice President/General Manager - ORSH, The Williams Companies, Inc. 2018 to 2021 Vice President/General Manager - Central, The Williams Companies, Inc. Chad A.
(Cowan) Pickle 47 2018 to present Senior Vice President and Chief Human Resources Officer, The Williams Companies, Inc. Senior Vice President and Chief Human Resources Officer 2013 to 2018 Global Vice President of Human Resources, Koch Chemical Technology Group, LLC 52 Name and Position Age Business Experience in Past Five Years (or Relevant Business Experience) John D.
(Cowan) Pickle 48 2026 to present Senior Vice President and Chief Human Resources Officer, Communications and Corporate Social Responsibility, The Williams Companies, Inc. Senior Vice President - Chief Human Resources Officer, Communications and Corporate Social Responsibility 2018 to 2026 Senior Vice President and Chief Human Resources Officer, The Williams Companies, Inc. John D.
Ormond 38 2023 to present Senior Vice President Project Execution, The Williams Companies, Inc.
Senior Vice President - Upstream 2024 to 2025 Adjunct Professor of Petroleum Practice, University of Tulsa 2020 to 2022 Senior Vice President of Production, Cimarex Energy Eric J. Ormond 39 2023 to present Senior Vice President - Project Execution, The Williams Companies, Inc.
Removed
Senior Vice President and Chief Financial Officer 2020 to 2021 Vice President, Chief Accounting Officer, Controller and Financial Planning & Analysis, The Williams Companies, Inc. 2017 to 2019 Vice President Enterprise Financial Planning & Analysis and Investor Relations, The Williams Companies, Inc. 2013 to 2017 Director of Investor Relations & Enterprise Planning, The Williams Companies, Inc. Chad A.
Added
Senior Vice President - Commercial 2025 to 2026 Vice President Western Interstates, The Williams Companies, Inc. 2024 to 2025 Vice President Natural Gas Liquid (NGL) Operations & Commercial - G&P, The Williams Companies, Inc. 2022 to 2024 Vice President Strategic Development, The Williams Companies, Inc. 2021 to 2022 Vice President Origination and NGL Marketing/Commercial, The Williams Companies, Inc. Glen G.
Added
Teply 54 2025 to 2026 Senior Vice President - Transmission, Power & Gulf, The Williams Companies, Inc. (retiring April 3, 2026) Senior Vice President - Transmission, Power & Gulf 2023 to 2025 Senior Vice President - Transmission & Gulf of Mexico, The Williams Companies, Inc.
Added
Executive Vice President and Corporate Strategic Development 2024 to 2025 Executive Vice President of Corporate Ventures & Midstream, EQT Corporation 2021 to 2024 Executive Vice President of Corporate Ventures, EQT Corporation 2018 to 2021 Managing Director, Encap Flatrock Midstream Chad J. Zamarin 49 2025 to present Director, Chief Executive Officer, and President, The Williams Companies, Inc.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

8 edited+0 added−0 removed0 unchanged
Biggest changeShare Repurchase Program In September 2021, Williams’ Board of Directors authorized a share repurchase program with a maximum dollar limit of $1.5 billion. Repurchases may be made from time to time in the open market, by block purchases, in privately negotiated transactions, or in such other manner as determined by management.
Biggest changeRepurchases may be made from time to time in the open market, by block purchases, in privately negotiated transactions, or in such other manner as determined by management. Williams will also determine the timing and amount of any repurchases based on market conditions and other factors.
The Arca Natural Gas Index is comprised of 20 highly capitalized companies in the natural gas industry 54 involved primarily in natural gas exploration and production and natural gas pipeline transportation and transmission.
The Arca Natural Gas Index is comprised of 20 highly capitalized companies in the natural gas industry involved primarily in natural gas exploration and production and natural gas pipeline transportation and transmission.
Williams’ purchases of its equity securities are as follows: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs October 1 - October 31, 2024 — $ — — $ 1,360,938,325 November 1 - November 30, 2024 — $ — — $ 1,360,938,325 December 1 - December 31, 2024 — $ — — $ 1,360,938,325 Total — — Performance Graph Set forth below is a line graph comparing Williams’ cumulative total stockholder return on 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, 2020.
Williams’ purchases of its equity securities are as follows: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs October 1 - October 31, 2025 — $ — — $ 1,360,938,325 November 1 - November 30, 2025 — — — 1,360,938,325 December 1 - December 31, 2025 — — — 1,360,938,325 Total — — Performance Graph Set forth below is a line graph comparing Williams’ cumulative total stockholder return on 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, 2021.
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., and Williams.
The Bloomberg Americas Pipelines Index is composed of Enbridge Inc., TC Energy Corporation, Kinder Morgan, Inc., Keyera Corp., ONEOK, Inc., Cheniere Energy, Inc., Pembina Pipeline Corporation, Plains GP Holdings LP, Targa Resources Corp., and Williams.
Williams will also determine the timing and amount of any repurchases based on market conditions and other factors. The share repurchase program does not obligate Williams 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 share repurchase program does not obligate Williams 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.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Williams’ common stock is listed on the New York Stock Exchange under the symbol “WMB.” At the close of business on February 20, 2025, Williams had 5,553 holders of record of common stock. Transco and NWP are indirectly wholly owned by Williams.
Item 5. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities Williams’ common stock is listed on the New York Stock Exchange under the symbol “WMB.” At the close of business on February 19, 2026, Williams had 5,329 holders of record of common stock. Transco and NWP are indirectly wholly owned by Williams.
Cash distributions declared and paid to Williams are as follows: Year Ended December 31, 2024 2023 (Millions) Transco $ 1,145 $ 1,220 NWP $ 150 $ 155 In January 2025, Transco and NWP declared and paid cash distributions to Williams of $246 million and $24 million, respectively.
Cash distributions declared and paid to Williams are as follows: Year Ended December 31, 2025 2024 (Millions) Transco $ 1,340 $ 1,145 NWP 148 150 Share Repurchase Program In September 2021, Williams’ Board of Directors authorized a share repurchase program with a maximum dollar limit of $1.5 billion.
The graph below assumes an investment of $100 at the beginning of the period. 2019 2020 2021 2022 2023 2024 The Williams Companies, Inc. 100.0 92.4 127.9 170.1 190.4 309.1 S&P 500 Index 100.0 118.4 152.3 124.7 157.5 196.8 Bloomberg Americas Pipelines Index 100.0 79.1 106.1 122.6 131.1 187.2 Arca Natural Gas Index 100.0 86.5 138.8 177.7 191.5 231.6 55 Table of Contents
The graph below assumes an investment of $100 at the beginning of the period. 53 2020 2021 2022 2023 2024 2025 The Williams Companies, Inc. $ 100 $ 138 $ 184 $ 206 $ 335 $ 384 S&P 500 Index 100 129 105 133 166 196 Bloomberg Americas Pipelines Index 100 160 261 259 283 303 Arca Natural Gas Index 100 160 205 221 268 303 54 Table of Contents

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

128 edited+52 added−74 removed22 unchanged
Biggest changeYear Ended December 31, 2024 $ Change from 2023* % Change from 2023* 2023 $ Change from 2022* % Change from 2022* 2022 (Dollars in millions) Revenues: Service revenues $ 7,628 +602 +9 % $ 7,026 +490 +7 % $ 6,536 Product sales and service revenues – commodity consideration 3,125 +200 +7 % 2,925 -1,891 -39 % 4,816 Net gain (loss) from commodity derivatives (250) -1,206 NM 956 +1,343 NM (387) Total revenues 10,503 10,907 10,965 Costs and expenses: Product costs and net processing commodity expenses 2,118 -83 -4 % 2,035 +1,422 +41 % 3,457 Operating and maintenance expenses 2,179 -195 -10 % 1,984 -167 -9 % 1,817 Depreciation and amortization expenses 2,219 -148 -7 % 2,071 -62 -3 % 2,009 Selling, general, and administrative expenses 708 -43 -6 % 665 -29 -5 % 636 Gain on sale of business — -129 -100 % (129) +129 NM — Other (income) expense – net (60) +30 +100 % (30) +58 NM 28 Total costs and expenses 7,164 6,596 7,947 Operating income (loss) 3,339 4,311 3,018 Equity earnings (losses) 560 -29 -5 % 589 -48 -8 % 637 Other investing income (loss) – net 343 +235 NM 108 +92 NM 16 Interest expense (1,364) -128 -10 % (1,236) -89 -8 % (1,147) Net gain from Energy Transfer litigation judgment — -534 -100 % 534 +534 NM — Other income (expense) – net 108 +9 +9 % 99 +81 NM 18 Income (loss) before income taxes 2,986 4,405 2,542 Less: Provision (benefit) for income taxes 640 +365 +36 % 1,005 -580 -136 % 425 Income (loss) from continuing operations 2,346 3,400 2,117 Income (loss) from discontinued operations — +97 +100 % (97) -97 NM — Net income (loss) 2,346 3,303 2,117 Less: Net income attributable to noncontrolling interests 121 +3 +2 % 124 -56 -82 % 68 Net income (loss) attributable to The Williams Companies, Inc. $ 2,225 -954 -30 % $ 3,179 +1,130 +55 % $ 2,049 _______ * + = Favorable change; - = Unfavorable change; NM = A percentage calculation is not meaningful due to a change in signs, a zero-value denominator, or a percentage change greater than 200. 65 Table of Contents Management’s Discussion and Analysis (Continued) 2024 vs. 2023 Service revenues increased primarily due to: • Higher volumes from the November 2023 DJ Basin Acquisitions at the West segment and the January 2024 Gulf Coast Storage, August 2024 Discovery, and February 2023 MountainWest Acquisitions at the Transmission & Gulf of America segment; partially offset by lower volumes from the September 2023 sale of certain liquids pipelines at the Transmission & Gulf of America segment (See Note 3 – Acquisitions and Divestitures), • Higher revenues associated with expansion projects at the Transmission & Gulf of America segment, partially offset by • Lower gathering volumes at the West and Northeast G&P segments.
Biggest changeYear Ended December 31, 2025 $ Change from 2024* % Change from 2024* 2024 $ Change from 2023* % Change from 2023* 2023 (Dollars in millions) Revenues: Service revenues $ 8,348 +720 +9 % $ 7,628 +602 +9 % $ 7,026 Product sales and service revenues – commodity consideration 3,482 +357 +11 % 3,125 +200 +7 % 2,925 Net gain (loss) from commodity derivatives 120 +370 NM (250) -1,206 NM 956 Total revenues 11,950 10,503 10,907 Costs and expenses: Product costs and net processing commodity expenses 2,199 -81 -4 % 2,118 -83 -4 % 2,035 Operating and maintenance expenses 2,282 -103 -5 % 2,179 -195 -10 % 1,984 Depreciation, depletion, and amortization expenses 2,347 -128 -6 % 2,219 -148 -7 % 2,071 General and administrative expenses 721 -13 -2 % 708 -43 -6 % 665 Impairment or write-off of certain assets 212 -212 NM — +10 +100 % 10 Gain on sale of business — — — — -129 -100 % (129) Other (income) expense – net (7) -53 -88 % (60) +20 +50 % (40) Total costs and expenses 7,754 7,164 6,596 Operating income (loss) 4,196 3,339 4,311 Equity earnings (losses) 760 +200 +36 % 560 -29 -5 % 589 Other investing income (loss) – net 42 -301 -88 % 343 +235 NM 108 Interest expense (1,442) -78 -6 % (1,364) -128 -10 % (1,236) Net gain from Energy Transfer litigation judgment — — — — -534 -100 % 534 Other income (expense) – net 69 -39 -36 % 108 +9 +9 % 99 Income (loss) before income taxes 3,625 2,986 4,405 Less: Provision (benefit) for income taxes 857 -217 -34 % 640 +365 +36 % 1,005 Income (loss) from continuing operations 2,768 2,346 3,400 Income (loss) from discontinued operations — — — — +97 +100 % (97) Net income (loss) 2,768 2,346 3,303 Less: Net income attributable to noncontrolling interests 150 -29 -24 % 121 +3 +2 % 124 Net income (loss) attributable to The Williams Companies, Inc. $ 2,618 +393 +18 % $ 2,225 -954 -30 % $ 3,179 _______ * + = Favorable change; - = Unfavorable change; NM = A percentage calculation is not meaningful due to a change in signs, a zero-value denominator, or a percentage change greater than 200. 64 Table of Contents Management’s Discussion and Analysis (Continued) 2025 vs. 2024 Service revenues increased primarily due to: • Higher revenues associated with expansion projects at the Transmission, Power & Gulf and the West segments; • Increased Transco transportation and storage rates and Gulf Coast Storage rates at the Transmission, Power & Gulf segment; • Higher volumes from the August 2024 Discovery Acquisition at the Transmission, Power & Gulf segment, the June 2025 Saber Asset Purchase and the January 2025 Rimrock Asset Purchase at the West segment, and higher volumes from the Northeast JV at the Northeast G&P segment; • Higher revenues associated with reimbursable expenses primarily in the Northeast G&P segment, which is offset by similar changes in the charges reflected in Operating and maintenance expenses ; partially offset by • Lower revenues in the Eagle Ford Shale region due to lower MVC revenue at the West segment.
As such, Williams’ rates and charges for the transportation of natural gas in interstate commerce, and the extension, expansion or abandonment of jurisdictional facilities and accounting, among other things, are subject to regulation.
As such, Williams’ rates and charges for the transportation of natural gas in interstate commerce; the extension, expansion, or abandonment of jurisdictional facilities; and accounting, among other things, are subject to regulation.
Williams focuses on consistently attracting new business by providing highly reliable service to its customers. These services include natural gas gathering, processing, treating, compression and storage; NGL fractionation, transportation and storage; and crude oil production handling and transportation, as well as marketing services for NGL, crude oil, and natural gas.
Williams focuses on consistently attracting new business by providing highly reliable service to its customers. These services include natural gas gathering and processing, treating, compression and storage; NGL fractionation, transportation and storage; and crude oil production handling and transportation, as well as marketing services for NGL, crude oil, and natural gas.
Service revenues increased primarily due to: • A $220 million increase primarily in storage revenues due to the Gulf Coast Storage Acquisition in January 2024 (see Note 3 – Acquisitions and Divestitures); • A $121 million increase in Transco’s revenues primarily associated with expansion projects and higher park and loan services; • A $41 million increase primarily in gathering revenues due to the Discovery Acquisition in August 2024 (see Note 3 – Acquisitions and Divestitures); • A $38 million increase in primarily transportation and storage revenues due to the MountainWest Acquisition in February 2023 (see Note 3 – Acquisitions and Divestitures); • A $22 million increase in NorTex’s revenues primarily associated with higher storage rates; partially offset by • A $39 million decrease primarily in transportation revenues due to the sale of certain liquids pipelines in the Gulf Coast region in September 2023 (see Note 3 – Acquisitions and Divestitures); • A $34 million decrease in the Eastern Gulf region primarily due to shut-ins for producer operational issues at Gulfstar One in the Gunflint and Tubular Bells fields and weather-related events, partially offset by higher primarily production handling volumes from a new well at Gulfstar One in the Pickerel field.
Service revenues increased primarily due to: • A $220 million increase primarily in storage revenues due to the Gulf Coast Storage Acquisition in January 2024 (see Note 3 – Acquisitions and Divestitures); • A $121 million increase in Transco’s revenues primarily associated with expansion projects and higher park and loan services; • A $41 million increase primarily in gathering revenues due to the Discovery Acquisition in August 2024; • A $38 million increase in primarily transportation and storage revenues due to the MountainWest Acquisition in February 2023 (see Note 3 – Acquisitions and Divestitures); • A $22 million increase in NorTex’s revenues primarily associated with higher storage rates; partially offset by • A $39 million decrease primarily in transportation revenues due to the sale of certain liquids pipelines in the Gulf Coast region in September 2023 (see Note 3 – Acquisitions and Divestitures); • A $34 million decrease in the Eastern Gulf region primarily due to shut-ins for producer operational issues at Gulfstar One in the Gunflint and Tubular Bells fields and weather-related events, partially offset by higher primarily production handling volumes from a new well at Gulfstar One in the Pickerel field.
Other segment costs and expenses increased primarily due to: • Higher operating expenses and administrative costs including higher operating, acquisition and transition costs related to Williams’ Gulf Coast Storage and Discovery Acquisitions, as previously discussed; and 70 Table of Contents Management’s Discussion and Analysis (Continued) employee-related costs, including the impact of a change in a practice related to payroll timing; partially offset by significantly lower acquisition and transition costs related to Williams’ MountainWest Acquisition, as previously discussed, contract services at Transco, and operating costs related to the sale of certain liquids pipelines in the Gulf Coast region, as previously discussed; • Unfavorable change in the amortization of regulatory pension liabilities at Transco; partially offset by • Lower project feasibility costs; • A favorable change in equity AFUDC primarily as a result of increased capital expenditures at Williams’ regulated businesses.
Other segment costs and expenses increased primarily due to: • Higher operating expenses and administrative costs including higher operating, acquisition and transition costs related to Williams’ Gulf Coast Storage and Discovery Acquisitions, and employee-related costs, including the impact of a change in a practice related to payroll timing; partially offset by significantly 70 Table of Contents Management’s Discussion and Analysis (Continued) lower acquisition and transition costs related to Williams’ MountainWest Acquisition, contract services at Transco, and operating costs related to the sale of certain liquids pipelines in the Gulf Coast region; • Unfavorable change in the amortization of regulatory pension liabilities at Transco; partially offset by • Lower project feasibility costs; • A favorable change in equity AFUDC primarily as a result of increased capital expenditures at Williams’ regulated businesses.
Net gain from Energy Transfer litigation judgment resulted from a favorable ruling on the final order and judgment of Williams’ complaint against Energy Transfer in 2023 (see Note 1 – General, Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies).
Net gain from Energy Transfer litigation judgment resulted from a favorable ruling on the final order and judgment of Williams’ complaint against Energy Transfer in 2023 (see Note 1 – Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies).
Provision (benefit) for income taxes changed favorably primarily due to lower pre-tax income and a higher benefit associated with decreases in Williams’ estimate of the state deferred income tax rate in both periods.
Provision (benefit) for income taxes changed favorably primarily due to lower pre-tax income and a higher benefit associated with decreases in the estimate of the state deferred income tax rate in both periods.
Commodity margins decreased $64 million primarily due to: • A $44 million decrease in Williams’ natural gas marketing margins including $35 million of lower natural gas transportation capacity marketing margins due to less favorable net realized pricing spreads.
Commodity margins decreased $64 million primarily due to: • A $44 million decrease in natural gas marketing margins including $35 million of lower natural gas transportation capacity marketing margins due to less favorable net realized pricing spreads.
Overthrust Westbound Compression Expansion In October 2024, MountainWest received approval from the FERC for the project, which involves an expansion of MountainWest’s existing natural gas transmission system to provide incremental firm transportation capacity from multiple receipt points in Wamsutter, Wyoming to a delivery point in Opal, Wyoming.
Transmission, Power & Gulf Overthrust Westbound Compression Expansion In October 2024, MountainWest received approval from the FERC for the project, which involves an expansion of MountainWest’s existing natural gas transmission system to provide incremental firm transportation capacity from multiple receipt points in Wamsutter, Wyoming to a delivery point in Opal, Wyoming.
Operating and maintenance expenses increased primarily due to operating costs of the assets acquired at the West and Transmission & Gulf of America segments; as well as unfavorable changes in employee-related costs, including the impact of a change in a practice related to payroll timing; and the net imbalance liability due to changes in pricing.
Operating and maintenance expenses increased primarily due to operating costs of the assets acquired at the West and Transmission, Power & Gulf segments; as well as unfavorable changes in employee-related costs, including the impact of a change in a practice related to payroll timing; and the net imbalance liability due to changes in pricing.
Additionally, Transco transports gas on various pipeline systems, which may deliver different quantities of gas on Transco’s behalf than the quantities of gas received from Transco. These transactions 79 Table of Contents Management’s Discussion and Analysis (Continued) result in gas transportation and exchange imbalance receivables and payables.
Additionally, Transco transports gas on various pipeline systems, which may deliver 78 Table of Contents Management’s Discussion and Analysis (Continued) different quantities of gas on Transco’s behalf than the quantities of gas received from Transco. These transactions result in gas transportation and exchange imbalance receivables and payables.
Transactions that are recorded differently as a result of regulatory accounting requirements include the capitalization of an equity return component on regulated capital projects, capitalization of other project costs, retirements of general plant assets, levelized cost of service, employee-related benefits, environmental costs, negative salvage, asset retirement obligations (ARO) and other costs and taxes included in, or expected to be included in, future rates.
Transactions that are recorded differently as a result of regulatory accounting requirements include the capitalization of an equity return component on regulated capital projects, capitalization of other project costs, retirements of general plant assets, levelized cost of service, employee-related benefits, environmental costs, negative salvage, asset retirement obligations (AROs), as well as other costs and taxes included in, or expected to be included in, future rates.
Transco plans to place the project into service as early as the fourth quarter of 2027, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 1,597 Mdth/d.
Transco plans to place the project into service as early as the third quarter of 2027, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 1,597 Mdth/d.
Net gain (loss) from commodity derivatives includes realized and unrealized gains and losses from derivative instruments reflected within Total revenues primarily in the Gas & NGL Marketing Services and West segments, and at Other.
Net gain (loss) from commodity derivatives includes realized and unrealized gains and losses from derivative instruments reflected within Total revenues primarily in the Gas & NGL Marketing Services and West segments, and upstream operations at Other.
Other investing income (loss) – net includes gains on the sale of the interests in Aux Sable and the gain on remeasuring the existing equity-method investment in Discovery to fair value with the acquisition of the remaining 40 percent ownership, as previously discussed, partially offset by the absence the 2023 gain on remeasuring the existing equity-method investment in RMM to fair value with the acquisition of the remaining 50 percent ownership (see Note 8 – Investing Activities).
Other investing income (loss) – net includes gains on the sale of the interests in Aux Sable and the gain on remeasuring the existing equity-method investment in Discovery to fair value with the acquisition of the remaining 40 percent ownership, partially offset by the absence the 2023 gain on remeasuring the existing equity-method investment in RMM to fair value with the acquisition of the remaining 50 percent ownership (see Note 8 – Investing Activities).
Equity earnings (losses) changed unfavorably primarily due to the impacts of the consolidation of RMM and Discovery, as previously discussed, and the sale of the interests in Aux Sable (see Note 8 – Investing Activities), partially offset by the absence of the share of a loss contingency accrual in 2023 at Aux Sable and favorable results at OPPL.
Equity earnings (losses) changed unfavorably primarily due to the impacts of the consolidation of RMM and Discovery, and the sale of the interests in Aux Sable (see Note 8 – Investing Activities), partially offset by the absence of the share of a loss contingency accrual in 2023 at Aux Sable and favorable results at OPPL.
Service revenues increased primarily due to: • A $249 million increase in the DJ Basin region associated with the DJ Basin Acquisitions in November 2023 (see Note 3 – Acquisitions and Divestitures); • A $35 million increase in other NGL operations associated with higher fractionation and transportation revenue due to higher volumes and higher storage fees primarily due to a new contract; • A $14 million increase in the Wamsutter region primarily associated with higher gathering volumes from increased producer activity as well as higher volumes associated with the absence of weather-related events in first-quarter 2023; • A $12 million increase associated with reimbursable compressor power and fuel purchases primarily due to the DJ Basin Acquisitions as previously discussed, which are offset by similar changes in Other segment costs and expenses ; partially offset by • A $45 million decrease in the Haynesville Shale region primarily due to lower gathering volumes from decreased producer activity, partially offset by higher gathering rates; • A $31 million decrease in the Eagle Ford Shale region primarily due to lower MVC revenues; 74 Table of Contents Management’s Discussion and Analysis (Continued) • A $24 million decrease in the Barnett Shale region primarily due to lower gathering rates driven by unfavorable commodity pricing and lower gathering volumes.
Service revenues increased primarily due to: • A $249 million increase in the DJ Basin region associated with the DJ Basin Acquisitions in November 2023 (see Note 3 – Acquisitions and Divestitures); • A $35 million increase in other NGL operations associated with higher fractionation and transportation revenue due to higher volumes and higher storage fees primarily due to a new contract; • A $14 million increase in the Wamsutter region primarily associated with higher gathering volumes from increased producer activity as well as higher volumes associated with the absence of weather-related events in first-quarter 2023; • A $12 million increase associated with reimbursable compressor power and fuel purchases primarily due to the DJ Basin Acquisitions as previously discussed, which are offset by similar changes in Other segment costs and expenses ; partially offset by • A $45 million decrease in the Haynesville Shale region primarily due to lower gathering volumes from decreased producer activity, partially offset by higher gathering rates; • A $31 million decrease in the Eagle Ford Shale region primarily due to lower MVC revenues; • A $24 million decrease in the Barnett Shale region primarily due to lower gathering rates driven by unfavorable commodity pricing and lower gathering volumes.
Commodity margins increased primarily due to a $19 million increase from Williams’ equity NGLs primarily due to the Discovery Acquisition, as previously discussed. Gain on sale of business reflects a gain recognized on the sale of certain liquids pipelines in the Gulf Coast region in September 2023, as previously discussed.
Commodity margins increased primarily due to a $19 million increase from Williams’ equity NGLs primarily due to the Discovery Acquisition. Gain on sale of business reflects a gain recognized on the sale of certain liquids pipelines in the Gulf Coast region in September 2023.
A summary of regulatory assets and liabilities is included in Note 10 – Regulatory Assets and Liabilities. 64 Table of Contents Management’s Discussion and Analysis (Continued) Results of Operations Williams’ Consolidated Overview The following table and discussion is a summary of Williams’ consolidated results of operations for the three years ended December 31, 2024, and should be read in conjunction with the results of operations by segment, as discussed in further detail following this consolidated overview discussion.
A summary of regulatory assets and liabilities is included in Note 10 – Regulatory Assets and Liabilities. 63 Table of Contents Management’s Discussion and Analysis (Continued) Results of Operations Williams’ Consolidated Overview The following table and discussion is a summary of Williams’ consolidated results of operations for the three years ended December 31, 2025, and should be read in conjunction with the results of operations by segment, as discussed in further detail following this consolidated overview discussion.
Service revenues increased primarily due to: • A $20 million increase in revenues at the Northeast JV primarily related to higher gathering volumes as well as higher transportation & fractionation, gathering, and processing rates, partially offset by lower transportation & fractionation and processing volumes; 72 Table of Contents Management’s Discussion and Analysis (Continued) • A $16 million increase in joint venture operating fees primarily related to assuming operatorship of Blue Racer effective January 1, 2024, (which is significantly offset by higher Other segment costs and expenses discussed below); • An $11 million increase in revenues associated with reimbursable expenses, which is offset by similar changes in the charges reflected in Other segment costs and expenses ; partially offset by • A $19 million decrease in gathering revenues at Susquehanna Supply Hub primarily related to lower volumes partially offset by escalated rates; • A $16 million decrease in gathering revenues in the Utica Shale region primarily related to lower volumes at Flint and Cardinal partially offset by escalated rates.
Service revenues increased primarily due to: • A $20 million increase in revenues at the Northeast JV primarily related to higher gathering volumes as well as higher transportation & fractionation, gathering, and processing rates, partially offset by lower transportation & fractionation and processing volumes; • A $16 million increase in joint venture operating fees primarily related to assuming operatorship of Blue Racer effective January 1, 2024, (which is significantly offset by higher Other segment costs and expenses discussed below); • An $11 million increase in revenues associated with reimbursable expenses, which is offset by similar changes in the charges reflected in Other segment costs and expenses ; partially offset by • A $19 million decrease in gathering revenues at Susquehanna Supply Hub primarily related to lower volumes partially offset by escalated rates; • A $16 million decrease in gathering revenues in the Utica Shale region primarily related to lower volumes at Flint and Cardinal partially offset by escalated rates.
Depreciation and amortization expenses increased primarily related to the assets acquired at the Transmission & Gulf of America and West segments and an increase at Transco related to additional assets placed in service. The increase is partially offset by lower amortization of intangibles related to the acquisition of Sequent Energy Management, L.P. and Sequent Energy Canada, Corp. (Sequent) in 2021.
Depreciation, depletion, and amortization expenses increased primarily related to the assets acquired at the Transmission, Power & Gulf and West segments and an increase at Transco related to additional assets placed in service. The increase is partially offset by lower amortization of intangibles related to the acquisition of Sequent Energy Management, L.P. and Sequent Energy Canada, Corp.
Potential sources of liquidity available to address these maturities include cash generated from operations, proceeds from refinancing, the credit facility, or the commercial paper program, as well as proceeds from asset monetizations. Potential risks associated with Williams’ planned levels of liquidity discussed above include those previously discussed in Company Outlook .
Potential sources of liquidity available to address these maturities include cash generated from operations, proceeds from refinancing, the credit facility, the commercial paper program, and proceeds from asset monetizations. Potential risks associated with Williams’ planned levels of liquidity discussed above include those previously discussed in Company Outlook .
The Product sales and service revenues – commodity consideration increase primarily consists of: • Higher marketing sales activities primarily at the West segment primarily related to the DJ Basin Acquisitions and Transmission & Gulf of America segment primarily related to the Discovery Acquisition, as previously discussed; partially offset by lower marketing sales activities related to NGLs at the Gas & NGL Marketing Services segment, primarily related to activity associated with the sale certain liquids pipelines, as previously discussed.
The Product sales and service revenues – commodity consideration increase primarily consists of: • Higher marketing sales activities primarily at the West segment primarily related to the DJ Basin Acquisitions and Transmission, Power & Gulf segment primarily related to the Discovery Acquisition; partially offset by lower marketing sales activities related to NGLs at the Gas & NGL Marketing Services segment, primarily related to activity associated with the sale certain liquids pipelines.
Transmission & Gulf of America Deepwater Whale Project In August 2021, Williams reached an agreement with two third-parties to provide offshore natural gas gathering and crude oil transportation services as well as onshore natural gas processing services.
Deepwater Whale Project In August 2021, Williams reached an agreement with two third parties to provide offshore natural gas gathering and crude oil transportation services as well as onshore natural gas processing services.
As rate-regulated entities, Transco’s and NWP’s management has determined that it is appropriate to apply the accounting prescribed by ASC 980 and, accordingly, the accompanying financial statements include the effects of the types of transactions described above that result from regulatory accounting requirements.
Management has determined that for its rate-regulated entities, it is appropriate to apply the accounting prescribed by ASC 980 and, accordingly, the accompanying financial statements include the effects of the types of transactions described above that result from regulatory accounting requirements.
Transco plans to place the project into service as early as the fourth quarter of 2025, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 64 Mdth/d.
Transco plans to place the project into service as early as the fourth quarter of 2027, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 400 Mdth ⁄ d.
NWP plans to place the project into service as early as the second quarter of 2026, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 98 Mdth/d.
Transco plans to place the project into service as early as the second quarter of 2026, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 115 Mdth/d.
A downgrade of its credit ratings might increase Williams’ future cost of borrowing and, if ratings were to fall below investment-grade, could require it to provide additional collateral to third parties, negatively impacting Williams’ available liquidity. 85 Table of Contents Management’s Discussion and Analysis (Continued) Sources (Uses) of Cash The following table summarizes the sources (uses) of cash and cash equivalents for each of the periods presented in the Williams Consolidated Statement of Cash Flows: Cash Flow Year Ended December 31, Category 2024 2023 2022 (Millions) Sources of cash and cash equivalents: Net cash provided (used) by operating activities Operating $ 4,974 $ 5,938 $ 4,889 Proceeds from long-term debt (Note 13) Financing 3,594 2,755 1,755 Proceeds from sale of business ( Note 3 ) Investing — 346 — Proceeds from dispositions of equity-method investments (Note 3) Investing 161 — — Proceeds from commercial paper – net Financing — 372 345 Uses of cash and cash equivalents: Payments of long-term debt Financing (2,946) (634) (2,876) Purchases of businesses, net of cash acquired ( Note 3 ) Investing (2,244) (1,568) (933) Common dividends paid Financing (2,316) (2,179) (2,071) Capital expenditures Investing (2,573) (2,516) (2,253) Dividends and distributions paid to noncontrolling interests Financing (242) (213) (204) Payments of commercial paper – net Financing (269) — — Purchases of and contributions to equity-method investments Investing (114) (141) (166) Purchases of treasury stock Financing — (130) (9) Other sources / (uses) – net Financing and Investing (115) (32) (5) Increase (decrease) in cash and cash equivalents $ (2,090) $ 1,998 $ (1,528) Operating activities The factors that determine Williams’ operating activities are largely the same as those that affect Net income (loss) , with the exception of noncash items such as Depreciation and amortization , Provision (benefit) for deferred income taxes , Equity (earnings) losses , Net unrealized (gain) loss from commodity derivative instruments , Gain on sale of business, Gain on disposition of equity-method investments, Gain on remeasurement of equity-method investments , Inventory write-downs, and Amortization of stock-based awards.
A downgrade of its credit ratings might increase Williams’ future cost of borrowing and, if ratings were to fall below investment-grade, could require it to provide additional collateral to third parties, negatively impacting Williams’ available liquidity. 85 Table of Contents Management’s Discussion and Analysis (Continued) Sources (Uses) of Cash The following table summarizes the sources (uses) of cash and cash equivalents for each of the periods presented in Williams’ Consolidated Statement of Cash Flows: Cash Flow Year Ended December 31, Category 2025 2024 2023 (Millions) Sources of cash and cash equivalents: Net cash provided (used) by operating activities Operating $ 5,898 $ 4,974 $ 5,938 Proceeds from long-term debt (Note 13) Financing 4,940 3,594 2,755 Proceeds from commercial paper – net Financing 245 — 372 Proceeds from dispositions of equity-method investments (Note 8) Investing — 161 — Proceeds from sale of business ( Note 3 ) Investing — — 346 Uses of cash and cash equivalents: Capital expenditures Investing (4,893) (2,573) (2,516) Common dividends paid Financing (2,442) (2,316) (2,179) Payments of long-term debt Financing (2,827) (2,946) (634) Purchases of and contributions to equity-method investments Investing (511) (114) (141) Dividends and distributions paid to noncontrolling interests Financing (259) (242) (213) Purchases of businesses, net of cash acquired ( Note 3 ) Investing (1) (2,244) (1,568) Payments of commercial paper – net Financing — (269) — Purchases of treasury stock Financing — — (130) Other sources / (uses) – net Financing and Investing (147) (115) (32) Increase (decrease) in cash and cash equivalents $ 3 $ (2,090) $ 1,998 Operating activities The factors that determine Williams’ operating activities are largely the same as those that affect Net income (loss) , with the exception of noncash items such as Depreciation, depletion, and amortization , Provision (benefit) for deferred income taxes , Equity (earnings) losses , Net unrealized (gain) loss from commodity derivative instruments , Gain on sale of business , Impairment or write-off of certain assets , Gain on disposition of equity-method investments , Gain on remeasurement of equity-method investments , Inventory write-downs, and Amortization of stock-based awards.
Texas to Louisiana Energy Pathway In January 2024, Transco 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.
This project was placed into service in July 2025. Texas to Louisiana Energy Pathway In January 2024, Transco 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.
Williams’ potential material internal and external sources and uses of liquidity are as follows: Sources: Cash and cash equivalents on hand Cash generated from operations Distributions from equity-method investees Utilization of the credit facility and/or commercial paper program Cash proceeds from issuance of debt and/or equity securities Proceeds from asset monetizations Uses: Working capital requirements Capital and investment expenditures Product costs Gas & NGL Marketing Services payments for transportation and storage capacity and gas supply Other operating costs including human capital expenses Quarterly dividends to shareholders Repayments of borrowings under the credit facility and/or commercial paper program Debt service payments, including payments of long-term debt Distributions to noncontrolling interests Share repurchase program As of December 31, 2024, Williams has approximately $24.7 billion of long-term debt due after one year.
Williams’ potential material internal and external sources and uses of liquidity are as follows: 83 Table of Contents Management’s Discussion and Analysis (Continued) Sources: Cash and cash equivalents on hand Cash generated from operations Distributions from equity-method investees Utilization of the credit facility and/or commercial paper program Cash proceeds from issuance of debt and/or equity securities Proceeds from asset monetizations Uses: Working capital requirements Capital and investment expenditures Product costs Gas & NGL Marketing Services payments for transportation and storage capacity and gas supply Other operating costs including human capital expenses Quarterly dividends to shareholders Repayments of borrowings under the credit facility and/or commercial paper program Debt service payments, including payments of long-term debt Distributions to noncontrolling interests Share repurchase program As of December 31, 2025, Williams had $27.3 billion of long-term debt due after one year.
Electric power costs are recovered from our customers through transportation rates and are offset in Operating and maintenance expenses resulting in no net impact on our results of operations; • A $14 million increase in Natural gas storage service revenues primarily due to an increase in rates and an additional billing day; • A $19 million decrease in Natural gas product sales due to lower pricing offset by higher cash-out volumes, which directly offsets in Natural gas product costs resulting in no net impact on our results of operations; • A $10 million decrease in Other service revenues primarily due to park and loan services.
Electric power costs are recovered from Transco’s customers through transportation rates and are offset in Operating and maintenance expenses resulting in no net impact on Transco’s results of operations. • An increase in Natural gas storage service revenues primarily due to an increase in rates. • An increase in Natural gas product sales due to higher cash-out pricing, partially offset by lower volumes, which directly offsets in Natural gas product costs resulting in no net impact on our results of operations. • An increase in Other service revenues due to higher park and loan services.
Net unrealized gain (loss) from commodity derivative instruments within Segment revenues and Net processing commodity expenses . The change from 2022 is primarily due to a change in forward commodity prices relative to Williams’ hedge positions in 2023 compared to 2022.
Net unrealized gain (loss) from commodity derivative instruments within Segment revenues and Net processing commodity expenses changed from 2023 primarily due to a change in forward commodity prices relative to hedge positions in 2024 compared to 2023.
The project is expected to increase capacity by 105 Mdth/d. Alabama Georgia Connector In March 2024, Transco 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 from Transco’s Station 85 pooling point in Alabama to customers in Georgia.
Transco placed the project into service in November 2025, increasing Transco’s capacity by 105 Mdth/d. Alabama Georgia Connector In March 2024, Transco 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 from Transco’s Station 85 pooling point in Alabama to customers in Georgia.
Further discussion of the results is found in this report in the Results of Operations. Recent Developments Transco FERC Rate Case Filing On August 30, 2024, Transco filed a general rate case with the FERC for an overall increase in rates.
Further discussion of the results is found in this report in the Results of Operations. Recent Developments Transco FERC Rate Case Filing On August 30, 2024, Transco filed a general rate case with the FERC for an overall increase in rates and to comply with the terms of the settlement of its prior rate case.
Net gain (loss) from commodity derivatives includes realized and unrealized gains and losses from derivative instruments reflected within Total revenues primarily in the Gas & NGL Marketing Services and West segments, and at Other (see Note 17 – Commodity Derivatives).
Net gain (loss) from commodity derivatives includes realized and unrealized gains and losses from derivative instruments reflected within Total revenues primarily in the Gas & NGL Marketing Services segment, as well as upstream operations at Other (see Note 17 – Commodity Derivatives).
Net natural gas marketing sales were impacted by higher storage costs; partially offset by • Lower system management gas sales primarily at the Transmission & Gulf of America segment; • Lower product sales from upstream operations; partially offset by higher volumes from the November 2024 Crowheart Acquisition at Other (See Note 3 – Acquisitions and Divestitures); • Lower equity NGL sales and commodity consideration revenues associated with NGL production activity primarily at the West segment; partially offset by higher activity in the Transmission & Gulf of America segment primarily due to the Discovery Acquisition, as previously discussed.
Net natural gas marketing sales were impacted by higher storage costs; partially offset by • Lower system management gas sales primarily at the Transmission, Power & Gulf segment; • Lower product sales from upstream operations; partially offset by higher volumes from the November 2024 Crowheart Acquisition at Other; • Lower equity NGL sales and commodity consideration revenues associated with NGL production activity primarily at the West segment; partially offset by higher activity in the Transmission, Power & Gulf segment primarily due to the Discovery Acquisition.
The project expands existing Gulf of America offshore infrastructure connecting to a third-party offshore lateral pipeline from the Shenandoah platform to Discovery’s existing Keathley Canyon Connector pipeline, adds onshore processing facilities at Larose, Louisiana to handle the expected rich Shenandoah production, and the natural gas liquids will be fractionated and marketed at Discovery’s Paradis plant in Louisiana.
The project expands the existing Gulf of America offshore infrastructure connecting to a third-party offshore lateral pipeline from the Shenandoah platform to Discovery’s existing Keathley Canyon Connector pipeline, adds onshore processing 57 Table of Contents Management’s Discussion and Analysis (Continued) facilities at Larose, Louisiana to handle the expected rich Shenandoah production, and the natural gas liquids are now fractionated and marketed at Discovery’s Paradis plant in Louisiana.
The increase in Interest expense was primarily due to Williams’ 2023 and 2024 debt issuances, and imputed interest on deferred consideration obligations related to the DJ Basin and Gulf Coast Storage Acquisitions, as previously discussed, partially offset by 2023 and 2024 debt retirements (see Note 13 – Debt and Banking Arrangements).
The increase in Interest expense was primarily due to Williams’ 2023 and 2024 debt issuances, and imputed interest on deferred consideration obligations related to the DJ Basin and Gulf Coast Storage Acquisitions, partially offset by 2023 and 2024 debt retirements.
Northeast G&P Year Ended December 31, 2024 2023 2022 (Millions) Service revenues $ 1,913 $ 1,896 $ 1,654 Product sales and service revenues – commodity consideration (1) 112 137 148 Segment revenues 2,025 2,033 1,802 Product costs and net processing commodity expenses (1) (88) (125) (138) Other segment costs and expenses (581) (566) (522) Proportional Modified EBITDA of equity-method investments 602 574 654 Northeast G&P Modified EBITDA $ 1,958 $ 1,916 $ 1,796 Commodity margins $ 24 $ 12 $ 10 (1) Included as a component of Commodity margins . 2024 vs. 2023 Northeast G&P Modified EBITDA increased primarily due to higher Proportional Modified EBITDA of equity-method investments , higher Service revenues , and higher Commodity margins , partially offset by higher Other segment costs and expenses.
Northeast G&P Year Ended December 31, 2025 2024 2023 (Millions) Service revenues $ 1,995 $ 1,913 $ 1,896 Product sales and service revenues – commodity consideration (1) 173 112 137 Segment revenues 2,168 2,025 2,033 Product costs and net processing commodity expenses (1) (149) (88) (125) Other segment costs and expenses (631) (581) (566) Proportional Modified EBITDA of equity-method investments 640 602 574 Northeast G&P Modified EBITDA $ 2,028 $ 1,958 $ 1,916 Commodity margins $ 24 $ 24 $ 12 (1) Included as a component of Commodity margins . 2025 vs. 2024 Northeast G&P Modified EBITDA increased primarily due to higher Service revenues and higher Proportional Modified EBITDA of equity-method investments , partially offset by higher Other segment costs and expenses.
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.
Expansion Project Updates Expansion projects placed into service for the current year are described below. Ongoing major expansion projects are discussed later in Company Outlook.
In addition to growth capital and investment expenditures, Williams also remains committed to projects that maintain its assets for safe and reliable operations, as well as projects that reduce emissions, and meet legal, regulatory, and/or contractual commitments. 59 Table of Contents Management’s Discussion and Analysis (Continued) Potential risks and obstacles that could impact the execution of Williams’ plan include: • A global recession, which could result in downturns in financial markets and commodity prices, as well as impact demand for natural gas and related products; • Opposition to, and regulations affecting, our infrastructure projects, including the risk of delay or denial in permits and approvals needed for our projects; • Counterparty credit and performance risk; • Unexpected significant increases in capital expenditures or delays in capital project execution, including increases from inflation or delays caused by supply chain disruptions; • Unexpected changes in customer drilling and production activities, which could negatively impact gathering and processing volumes; • Lower than anticipated demand for natural gas and natural gas products which could result in lower-than-expected volumes, energy commodity prices, and margins; • General economic, financial markets, or industry downturns, including increased inflation, interest rates, or tariffs; • Physical damages to facilities, including damage to offshore facilities by weather-related events; • Other risks set forth under Part I, Item 1A.
Potential risks and obstacles that could impact the execution of Williams’ plan include: • A global recession, which could result in downturns in financial markets and commodity prices, as well as impact demand for natural gas and related products; • Opposition to, and regulations affecting, our infrastructure projects, including the risk of delay or denial in permits and approvals needed for our projects; • Counterparty credit and performance risk; • Unexpected significant increases in capital expenditures or delays in capital project execution, including increases from inflation or delays caused by supply chain disruptions; • Unexpected changes in customer drilling and production activities, which could negatively impact gathering and processing volumes; • Lower than anticipated demand for natural gas and natural gas products which could result in lower-than-expected volumes, energy commodity prices, and margins; • General economic, financial markets, or industry downturns, including increased inflation, interest rates, or tariffs; • Physical damages to facilities, including damage to offshore facilities by weather-related events; • Other risks set forth under Part I, Item 1A.
Modified EBITDA should not be considered in isolation or as a substitute for a measure of performance prepared in accordance with GAAP. 69 Table of Contents Management’s Discussion and Analysis (Continued) Transmission & Gulf of America Year Ended December 31, 2024 2023 2022 (Millions) Service revenues $ 4,246 $ 3,858 $ 3,579 Product sales and service revenues – commodity consideration (1) 382 290 468 Net realized gain (loss) from commodity derivatives (1) — 2 — Segment revenues 4,628 4,150 4,047 Product costs and net processing commodity expenses (1) (329) (259) (425) Other segment costs and expenses (1,199) (1,157) (1,141) Gain on sale of business — 129 — Proportional Modified EBITDA of equity-method investments 173 205 193 Transmission & Gulf of America Modified EBITDA $ 3,273 $ 3,068 $ 2,674 Commodity margins $ 53 $ 33 $ 43 _______________ (1) Included as a component of Commodity margins . 2024 vs. 2023 Transmission & Gulf of America Modified EBITDA increased primarily due to higher Service revenues, partially offset by the absence of a Gain on sale of business, higher Other segment costs and expenses, and lower Proportional Modified EBITDA of equity-method investments.
Modified EBITDA should not be considered in isolation or as a substitute for a measure of performance prepared in accordance with GAAP. 68 Table of Contents Management’s Discussion and Analysis (Continued) Transmission , Power & Gulf Year Ended December 31, 2025 2024 2023 (Millions) Service revenues $ 4,826 $ 4,246 $ 3,858 Product sales and service revenues – commodity consideration (1) 616 382 290 Net realized gain (loss) from commodity derivatives (1) 1 — 2 Segment revenues 5,443 4,628 4,150 Product costs and net processing commodity expenses (1) (549) (329) (259) Other segment costs and expenses (1,321) (1,199) (1,157) Gain on sale of business — — 129 Proportional Modified EBITDA of equity-method investments 147 173 205 Transmission, Power & Gulf Modified EBITDA $ 3,720 $ 3,273 $ 3,068 Commodity margins $ 68 $ 53 $ 33 _______________ (1) Included as a component of Commodity margins . 2025 vs. 2024 Transmission, Power & Gulf Modified EBITDA increased primarily due to higher Service revenues, partially offset by higher Other segment costs and expenses.
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 capacity contracts, which are not recognized until the underlying transaction occurs. 66 Table of Contents Management’s Discussion and Analysis (Continued) The Product costs and net processing commodity expenses increase primarily consists of: • Higher marketing activities primarily at the West segment primarily related to the DJ Basin Acquisitions and Transmission & Gulf of America segment primarily related to the Discovery Acquisition, as previously discussed; partially offset by lower marketing activities primarily related to NGLs at the Gas & NGL Marketing Services segment; partially offset by • Lower shrink natural gas purchases and commodity consideration costs associated with Williams’ equity NGL production activities primarily at the West segment.
However, the unrealized fair value measurement gains and losses on the derivatives are generally offset by valuation changes in the economic value of the underlying production or transportation and storage capacity contracts, which are not recognized until the underlying transaction occurs. 65 Table of Contents Management’s Discussion and Analysis (Continued) The Product costs and net processing commodity expenses increase primarily consists of: • Higher shrink natural gas purchases and commodity consideration costs associated with Williams’ equity NGL production activities primarily due to the Discovery Acquisition at the Transmission, Power & Gulf segment; • Higher cash-out activity primarily at the Transmission, Power & Gulf segment; partially offset by • Lower marketing activities primarily related to NGL’s at the Gas & NGL Marketing Services segment.
Selling, general, and administrative expenses increased primarily due to employee-related costs, including the impact of a change in a practice related to payroll timing, partially offset by lower acquisition and transition-related costs associated with the MountainWest Acquisition (see Note 3 – Acquisitions and Divestitures).
(Sequent) in 2021. 67 Table of Contents Management’s Discussion and Analysis (Continued) General and administrative expenses increased primarily due to employee-related costs, including the impact of a change in a practice related to payroll timing, partially offset by lower acquisition and transition-related costs associated with the MountainWest Acquisition (see Note 3 – Acquisitions and Divestitures).
Southeast Supply Enhancement In October 2024, Transco filed a certificate application with the FERC for the project, which involves an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Virginia to delivery points in Virginia, North Carolina, South Carolina, Georgia, and Alabama.
Southeast Supply Enhancement In January 2026, Transco 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 from receipt points in Virginia to delivery points in Virginia, North Carolina, South Carolina, Georgia, and Alabama.
Consistent with the manner in which Williams’ chief operating decision maker evaluates performance and allocates resources, Williams’ operations are conducted, managed, and presented within the following reportable segments: Transmission & Gulf of America, Northeast G&P, West, and Gas & NGL Marketing Services. All remaining business activities, including upstream operations, certain new energy ventures, and corporate activities, are included in Other.
Consistent with the manner in which Williams’ CODM evaluates performance and allocates resources, Williams’ operations are conducted, managed, and presented within the following reportable segments: Transmission, Power & Gulf; Northeast G&P; West; and Gas & NGL Marketing Services. All remaining business activities, including upstream operations and corporate activities, are included in Other.
Other income (expense) – net increased resulting from various increased expenses incurred in 2024. 80 Table of Contents Management’s Discussion and Analysis (Continued) NWP Year Ended December 31, 2024 $ Change from 2023* % Change from 2023* 2023 (Millions) Revenues: Natural gas transportation service revenues $ 416 $ +1 — % $ 415 Natural gas storage service revenues 15 — — % 15 Other service revenues 13 +3 +30 % 10 Total revenues 444 440 Costs and expenses: Operating and maintenance expenses 95 -7 -8 % 88 Selling, general, and administrative expenses 51 — — % 51 Depreciation and amortization expenses 111 — — % 111 Taxes, other than income taxes 14 -2 -17 % 12 Other (income) expense - net (18) +2 +13 % (16) Total costs and expenses 253 246 Operating income (loss) 191 -3 -2 % 194 Interest expense (28) — — % (28) Allowance for equity and borrowed funds used during construction (AFUDC) 10 +6 +150 % 4 Other income (expense) – net 7 -3 -30 % 10 Net income (loss) $ 180 $ — — % $ 180 _______ * + = Favorable change; - = Unfavorable change; NM = A percentage calculation is not meaningful due to a change in signs, a zero-value denominator, or a percentage change greater than 200. 2024 vs. 2023 Variances due to changes in natural gas prices and transportation volumes have little impact on revenues, because under our rate design methodology, the majority of overall cost of service is recovered through firm capacity reservation charges in our transportation rates.
Allowance for equity and borrowed funds used during construction (AFUDC) decreased as a result of lower capital expenditures. 80 Table of Contents Management’s Discussion and Analysis (Continued) NWP - Results of Operations Year Ended December 31, 2025 $ Change from 2024* % Change from 2024* 2024 (Millions) Revenues: Natural gas transportation service revenues $ 434 $ +18 +4 % $ 416 Natural gas storage service revenues 15 — — % 15 Other service revenues 9 -4 -31 % 13 Total revenues 458 444 Costs and expenses: Operating and maintenance expenses 96 -1 -1 % 95 Depreciation and amortization expenses 117 -6 -5 % 111 General and administrative expenses 49 +2 +4 % 51 Taxes, other than income taxes 15 -1 -7 % 14 Other (income) expense - net (13) -5 -28 % (18) Total costs and expenses 264 253 Operating income (loss) 194 +3 +2 % 191 Interest expense (28) — — % (28) Allowance for equity and borrowed funds used during construction (AFUDC) 9 -1 -10 % 10 Other income (expense) – net 6 -1 -14 % 7 Net income (loss) $ 181 $ +1 +1 % $ 180 _______ * + = Favorable change; - = Unfavorable change; NM = A percentage calculation is not meaningful due to a change in signs, a zero-value denominator, or a percentage change greater than 200. 2025 vs. 2024 Variances due to changes in natural gas prices and transportation volumes have little impact on revenues because, under our rate design methodology, the majority of overall cost of service is recovered through firm capacity reservation charges in NWP’s transportation rates.
In 2025, Williams’ operating results are expected to benefit from the continued growth in the Transmission & Gulf of America segment, primarily reflecting the impacts of numerous expansion projects at Transco and the Gulf of America.
In 2026, Williams’ operating results are expected to benefit from the continued growth in the Transmission, Power & Gulf segment, primarily reflecting the impacts of the Socrates Power Innovation project, as well as numerous expansion projects at Transco and the Gulf of America.
Williams believes that accomplishing these goals will position us to deliver safe, reliable, clean energy services to its customers and an attractive return to shareholders. Williams’ business plan for 2025 includes a continued focus on earnings and cash flow growth.
Williams believes that accomplishing these goals will position it 58 Table of Contents Management’s Discussion and Analysis (Continued) to deliver safe, reliable, clean energy services to its customers and an attractive return to shareholders. Williams’ business plan for 2026 includes a continued focus on earnings and cash flow growth.
MountainWest plans to place the project into service as early as the fourth quarter of 2025, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 325 Mdth/d.
Transco plans to place the project into service as early as the third quarter of 2030, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 689 Mdth/d.
West Louisiana Energy Gateway In August 2024, Williams began construction activities on new natural gas gathering assets which are expected to gather 1.8 Bcf/d of natural gas produced in the Haynesville Shale basin for delivery to premium markets, including Transco, industrial markets, and growing LNG export demand along the Gulf Coast.
Louisiana Energy Gateway In August 2024, Williams began construction activities on new natural gas gathering assets in the Haynesville Shale basin to increase delivery of natural gas to premium markets, including Transco, industrial markets, and growing LNG export demand along the Gulf Coast.
If, for any reason, either Transco or NWP ceases to meet the criteria for application of regulatory accounting treatment for all or part of our operations, the regulatory assets and liabilities related to those portions ceasing to meet such criteria would be eliminated from the Balance Sheet and included in the Statement of Net Income for the period in which the discontinuance of regulatory accounting treatment occurs and can be estimated, unless otherwise required to be recorded under other provisions of U.S. generally accepted accounting principles.
If, for any reason, any of Williams’ regulated interstate natural gas pipelines, including Transco or NWP, ceases to meet the criteria for application of regulatory accounting treatment for all or part of its operations, the regulatory assets and liabilities related to those portions ceasing to meet such criteria would be eliminated from the respective 62 Table of Contents Management’s Discussion and Analysis (Continued) balance sheet and included in the respective statement of income for the period in which the discontinuance of regulatory accounting treatment occurs and can be estimated, unless otherwise required to be recorded under other provisions of U.S. generally accepted accounting principles.
Williams available liquidity is as follows: December 31, 2024 (Millions) Cash and cash equivalents $ 60 Capacity available under Williams’ $3.75 billion credit facility, less amounts outstanding under Williams’ $3.5 billion commercial paper program (1) 3,295 $ 3,355 __________ (1) In managing its available liquidity, Williams does not expect a maximum outstanding amount in excess of the capacity of its credit facility inclusive of any outstanding amounts under its commercial paper program.
Williams’ available liquidity is as follows: December 31, 2025 (Millions) Cash and cash equivalents $ 63 Capacity available under Williams’ $3,750 million credit facility, less amounts outstanding under Williams’ $3,500 million commercial paper program (1) 3,050 $ 3,113 __________ (1) In managing its available liquidity, Williams does not expect a maximum outstanding amount in excess of the capacity of its credit facility inclusive of any outstanding amounts under its commercial paper program.
Other (income) expense – net within Operating income (loss) includes lower project feasibility costs at our Transmission & Gulf of America segment; partially offset by the absence of a 2023 gain related to a contract settlement.
Gain on sale of business reflects a gain from the sale of certain liquids pipelines in the Transmission, Power & Gulf segment in 2023. Other (income) expense – net within Operating income (loss) includes lower project feasibility costs at our Transmission, Power & Gulf segment; partially offset by the absence of a 2023 gain related to a contract settlement.
Management’s Discussion and Analysis of Financial Condition and Results of Operations Combined Management’s Discussion and Analysis of Financial Condition and Results of Operations Page General 56 Company Outlook 59 Critical Accounting Estimates 62 Results of Operations 65 Williams 65 Transco 78 N WP 81 Management ’ s Discussion and Analysis of Financial Condition and Liquidity 83 General Williams is an energy company committed to being the leader in providing infrastructure that safely delivers natural gas products to reliably fuel the clean energy economy.
Management’s Discussion and Analysis of Financial Condition and Results of Operations Combined Management’s Discussion and Analysis of Financial Condition and Results of Operations Page General 55 Company Outlook 58 Results of Operations 64 Williams 64 Transco 78 NWP 81 Management’s Discussion and Analysis of Financial Condition and Liquidity 83 General Williams is an energy company committed to being the leader in providing infrastructure that safely delivers natural gas products to reliably fuel the clean energy economy.
These expenditures were funded primarily by $4.974 billion of cash provided by operating activities. Williams ended the year with $60 million of Cash and cash equivalents . See also the following section titled Sources (Uses) of Cash .
These expenditures were funded primarily by $5.9 billion of cash provided by operating activities and $2.4 billion of net borrowing activity in 2025. Williams ended the year with $63 million of Cash and cash equivalents . See also the following section titled Sources (Uses) of Cash .
They expect to fund these capital expenditures with cash from operations . Liquidity Williams expects to have sufficient liquidity to manage its businesses in 2025 based on forecasted levels of cash flow from operations and other sources of liquidity.
Liquidity Williams expects to have sufficient liquidity to manage its businesses in 2026 based on forecasted levels of cash flow from operations and other sources of liquidity.
Income (loss) from discontinued operations in 2023 includes a pre-tax charge of $125 million to increase the accrued liability associated with our Alaska refinery contamination litigation, partially offset by the related income tax effect.
Income (loss) from discontinued operations in 2023 includes a pre-tax charge of $125 million to increase the accrued liability associated with the Alaska refinery contamination litigation, partially offset by the related income tax effect (see Note 1 – Description of Business, Basis of Presentation, and Summary of Significant Accounting Policies).
Williams seeks to maintain a strong financial position and liquidity, as well as manage a diversified portfolio of safe, clean, and reliable energy infrastructure assets that continue to serve key growth markets and supply basins in the United States. Williams’ growth capital and investment expenditures in 2025 are expected to range from $1.65 billion to $1.95 billion, excluding acquisitions.
Williams seeks to maintain a strong financial position and liquidity, as well as manage a diversified portfolio of safe, clean, and reliable energy infrastructure assets that continue to serve key growth markets and supply basins in the United States.
This project is expected to go into service in the third quarter of 2025. Haynesville Gathering Expansion In February 2023, Williams announced its agreement with a third party to facilitate natural gas production growth in the Haynesville Shale basin. Williams is constructing a greenfield gathering system in support of the third party’s 26,000-acre dedication.
West Haynesville Gathering Expansion In February 2023, Williams announced its agreement with a third party to facilitate natural gas production growth in the Haynesville Shale basin for the construction of a greenfield gathering system in support of a 26,000-acre dedication.
Unless indicated otherwise, the following discussion and analysis of results of operations and financial condition and liquidity relates to Williams’ current continuing operations and should be read in conjunction with the financial statements and notes thereto included in Part II, Item 8 of this report. Dividends In December 2024, Williams paid a regular quarterly dividend of $0.4750 per share.
Unless indicated otherwise, the following discussion and analysis of results of operations and financial condition and liquidity relates to Williams’ current continuing operations and should be read in conjunction with the financial statements and combined notes thereto included in Part II, Item 8. Financial Statements and Supplementary Data of this report.
West Year Ended December 31, 2024 2023 2022 (Millions) Service revenues $ 1,718 $ 1,502 $ 1,542 Product sales and service revenues – commodity consideration (1) 947 544 1,023 Net realized gain (loss) from commodity derivatives relating to service revenues 10 82 (1) Net realized gain (loss) from commodity derivatives relating to product sales (1) (6) 7 (3) Net realized gain (loss) from commodity derivatives 4 89 (4) Segment revenues 2,669 2,135 2,561 Product costs and net processing commodity expenses (1) (844) (517) (918) Other segment costs and expenses (645) (542) (564) Proportional Modified EBITDA of equity-method investments 132 162 132 West Modified EBITDA $ 1,312 $ 1,238 $ 1,211 Commodity margins $ 97 $ 34 $ 102 ________________ (1) Included as a component of Commodity margins . 2024 vs. 2023 West Modified EBITDA increased primarily due higher Service revenues and Commodity margins, partially offset by higher Other segment costs and expenses, an unfavorable change in Net realized gain (loss) from commodity derivatives relating to service revenues, and lower Proportional Modified EBITDA of equity-method investments.
West Year Ended December 31, 2025 2024 2023 (Millions) Service revenues $ 1,851 $ 1,718 $ 1,502 Product sales and service revenues – commodity consideration (1) 992 947 544 Net realized gain (loss) from commodity derivatives relating to service revenues 2 10 82 Net realized gain (loss) from commodity derivatives relating to product sales (1) 2 (6) 7 Net realized gain (loss) from commodity derivatives 4 4 89 Segment revenues 2,847 2,669 2,135 Product costs and net processing commodity expenses (1) (876) (844) (517) Other segment costs and expenses (663) (645) (532) Impairment or write-off of certain assets (212) — (10) Proportional Modified EBITDA of equity-method investments 142 132 162 West Modified EBITDA $ 1,238 $ 1,312 $ 1,238 Commodity margins $ 118 $ 97 $ 34 ________________ (1) Included as a component of Commodity margins . 2025 vs. 2024 West Modified EBITDA decreased primarily due to the 2025 Impairment or write-off of certain assets, partially offset by higher Service revenues.
As of December 31, 2024, Williams had a working capital deficit of $2.651 billion, including cash and cash equivalents and long-term debt due within one year.
As of December 31, 2025, Williams had a working capital deficit of $2.9 billion, including cash and cash equivalents and long-term debt due within one year. As discussed above, Williams issued $2.8 billion of long-term debt in January 2026.
Williams’ Net cash provided (used) by operating activities for the year ended December 31, 2024, decreased from the same period in 2023 primarily due to unfavorable changes in margin requirements, lower operating income (excluding non-cash items previously discussed), and unfavorable changes in net operating working capital.
Williams’ Net cash provided (used) by operating activities in 2024 decreased from 2023 primarily due to unfavorable changes in margin requirements, lower operating income (excluding noncash items previously discussed), and unfavorable changes in net operating working capital. 86 Table of Contents
The project expands its existing Western Gulf of America offshore infrastructure via a 26-mile gas lateral pipeline from the 57 Table of Contents Management’s Discussion and Analysis (Continued) Whale platform to the existing Perdido gas pipeline and adds a new 124-mile oil pipeline from the Whale platform to Williams’ existing junction platform.
The project expands its existing Western Gulf of America offshore infrastructure via a 26-mile gas lateral pipeline from the Whale platform to the existing Perdido gas pipeline and adds a new 124-mile oil pipeline from the Whale platform to Williams’ existing junction platform. This project was placed into service in January 2025.
Company Outlook Williams’ strategy is to provide a large-scale, reliable, and clean energy infrastructure designed to maximize the opportunities created by the vast supply of natural gas and natural gas products that exists in the United States.
This project was placed into service in July and August 2025, increasing natural gas gathering capacity by 1.8 Bcf/d. Company Outlook Williams’ strategy is to provide a large-scale, reliable, and clean energy infrastructure designed to maximize the opportunities created by the vast supply of natural gas and natural gas products that exists in the United States.
Other Year Ended December 31, 2024 2023 2022 (Millions) Service revenues $ 15 $ 16 $ 24 Product sales (1) 420 442 706 Net realized gain (loss) from derivative instruments (1) 35 47 (104) Net unrealized gain (loss) from derivative instruments (26) 1 25 Net gain (loss) from commodity derivatives 9 48 (79) Net revenues from upstream operations, corporate, and other business activities. 444 506 651 Other costs and expenses (209) (197) (217) Net gain from Energy Transfer litigation judgment — 534 — Proportional Modified EBITDA of equity-method investments 2 (2) — Modified EBITDA from upstream operations, corporate, and other business activities $ 237 $ 841 $ 434 Net realized product sales $ 455 $ 489 $ 602 ________________ (1) Included as a component of Net realized product sales . 77 Table of Contents Management’s Discussion and Analysis (Continued) 2024 vs. 2023 Modified EBITDA from upstream operations, corporate, and other business activities decreased primarily due to: • A $34 million decrease in Net realized product sales from upstream operations primarily due to lower volumes and lower net realized commodity prices associated with Williams’ South Mansfield production in the Haynesville Shale region, and lower net realized commodity prices associated with Williams’ Wamsutter region.
Other Year Ended December 31, 2025 2024 2023 (Millions) Service revenues $ 16 $ 15 $ 16 Product sales (1) 580 420 442 Net realized gain (loss) from derivative instruments (1) 36 35 47 Net unrealized gain (loss) from derivative instruments 10 (26) 1 Net gain (loss) from commodity derivatives 46 9 48 Net revenues from upstream operations, corporate, and other business activities. 642 444 506 Other costs and expenses (266) (209) (197) Net gain from Energy Transfer litigation judgment — — 534 Proportional Modified EBITDA of equity-method investments — 2 (2) Modified EBITDA from upstream operations, corporate, and other business activities $ 376 $ 237 $ 841 Net realized product sales $ 616 $ 455 $ 489 ________________ (1) Included as a component of Net realized product sales . 76 Table of Contents Management’s Discussion and Analysis (Continued) 2025 vs. 2024 Modified EBITDA from upstream operations, corporate, and other business activities increased primarily due to: • A $161 million increase in Net realized product sales from upstream operations consisting of a $143 million increase at the Wamsutter region and an $18 million increase at the Haynesville Shale region.
The project is expected to provide 364 Mdth/d of new firm transportation service through a combination of increasing capacity, converting interruptible capacity to firm, and utilizing existing capacity. 60 Table of Contents Management’s Discussion and Analysis (Continued) Southeast Energy Connector In November 2023, Transco 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 from receipt points in Mississippi and Alabama to a delivery point in Alabama.
Southeast Energy Connector In November 2023, Transco 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 from receipt points in Mississippi and Alabama to a delivery point in Alabama. Transco placed the project into service in April 2025, increasing Transco’s capacity by 150 Mdth/d.
Proportional Modified EBITDA of equity-method investments decreased primarily due to lower proportional results as RMM was consolidated related to the DJ Basin Acquisitions, as previously discussed, partially offset by higher volumes and higher commodity prices at OPPL. 2023 vs. 2022 West Modified EBITDA increased primarily due to a favorable change in Net realized gain (loss) from commodity derivatives relating to service revenues, higher Proportional Modified EBITDA of equity-method investments, and lower Other segment costs and expenses, partially offset by lower Commodity margins and Service revenues.
Proportional Modified EBITDA of equity-method investments increased primarily due to higher rates and volumes at OPPL. 2024 vs. 2023 West Modified EBITDA increased primarily due higher Service revenues and Commodity margins, partially offset by higher Other segment costs and expenses, an unfavorable change in Net realized gain (loss) from commodity derivatives relating to service revenues, and lower Proportional Modified EBITDA of equity-method investments.
On January 28, 2025, Williams’ board of directors approved a regular quarterly dividend of $0.5000 per share payable on March 31, 2025. Registrations In February 2024, Williams filed a shelf registration statement as a well-known seasoned issuer.
On January 27, 2026, Williams’ board of directors approved a regular quarterly dividend of $0.525 per share payable on March 30, 2026. 84 Table of Contents Management’s Discussion and Analysis (Continued) Registrations In February 2024, Williams filed a shelf registration statement as a well-known seasoned issuer.
On January 28, 2025, Williams’ board of directors approved a regular quarterly dividend of $0.5000 per share payable on March 31, 2025. Overview of Year Ended December 31, 2024 Net income (loss) attributable to The Williams Companies, Inc. for the year ended December 31, 2024, decreased $954 million compared to the year ended December 31, 2023.
On January 27, 2026, Williams’ board of directors approved a regular quarterly dividend of $0.525 per share payable on March 30, 2026. 55 Table of Contents Management’s Discussion and Analysis (Continued) Overview of Year Ended December 31, 2025 Net income (loss) attributable to The Williams Companies, Inc. for the year ended December 31, 2025, increased $393 million compared to the year ended December 31, 2024.
These increases are partially offset by a modest increase in expenses and lower expected Eagle Ford results in our West segment related to minimum volume commitment reductions.
These increases are partially offset by the divestiture of the South Mansfield upstream joint venture, and lower expected Eagle Ford results in our West segment related to minimum volume commitment reductions.
Note 19 – Segment Disclosures includes a reconciliation of this non-GAAP measure to Income (loss) before income taxes from continuing operations . Management uses Modified EBITDA because it is an accepted financial indicator used by investors to compare company performance. In addition, management believes that this measure provides investors an enhanced perspective of the operating performance of Williams’ assets.
Period-Over-Period Operating Results – Williams’ Segments Williams’ CODM evaluates segment operating performance based upon Modified EBITDA . Note 19 – Segment Disclosures includes a reconciliation of this non-GAAP measure to Income (loss) before income taxes . Management uses Modified EBITDA because it is an accepted financial indicator used by investors to compare company performance.
Gillis West Transco plans to file the prior notice application for the project with the FERC in 2025, which involves an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Louisiana to delivery points in Texas.
Risk Factors. 59 Table of Contents Management’s Discussion and Analysis (Continued) Expansion Projects Williams’ ongoing major expansion projects include the following: Transmission, Power & Gulf Gillis West Transco plans to file a prior notice application with the FERC in 2026 for the project, which involves an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity from receipt points in Louisiana to delivery points in Texas.
Commonwealth Energy Connector In November 2023, Transco 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. Transco plans to place the project into service as early as the fourth quarter of 2025, assuming timely receipt of all necessary regulatory approvals.
The project involves an expansion of Transco’s existing natural gas transmission system to provide incremental firm transportation capacity from Transco’s main line near existing Station 115 to an existing power plant in Georgia. Transco plans to place the project into service as early as the fourth quarter of 2029, assuming timely receipt of all necessary regulatory approvals.
The decrease in its natural gas marketing margins also includes $9 million of lower natural gas storage marketing margins primarily driven by higher storage fees and less favorable realized derivative gains, partially offset by a favorable change of $14 million in lower cost or net realizable value inventory adjustment; • A $20 million decrease in Williams’ NGL marketing margins including an unfavorable change in net realized gains and losses on sale of inventory in 2024 compared to 2023 driven by unfavorable changes in non-ethane prices. 76 Table of Contents Management’s Discussion and Analysis (Continued) The change in Net unrealized gain (loss) from commodity derivative instruments within Segment revenues and Net processing commodity expenses relates to derivative contracts that are not designated as hedges for accounting purposes.
The decrease in natural gas marketing margins also includes $9 million of lower natural gas storage marketing margins primarily driven by higher storage fees and less favorable realized derivative gains, partially offset by a favorable change of $14 million in lower cost or net realizable value inventory adjustment; • A $20 million decrease in NGL marketing margins including an unfavorable change in net realized gains and losses on sale of inventory in 2024 compared to 2023 driven by unfavorable changes in non-ethane prices.
Proportional Modified EBITDA of equity-method investments decreased primarily due to lower proportional results as Discovery was consolidated, as previously discussed. 2023 vs. 2022 Transmission & Gulf of America Modified EBITDA increased primarily due to higher Service revenues and a Gain on sale of business.
Proportional Modified EBITDA of equity-method investments decreased primarily due to lower proportional results as Discovery was consolidated following its August 2024 acquisition. 2024 vs. 2023 Transmission, Power & Gulf Modified EBITDA increased primarily due to higher Service revenues, partially offset by the absence of a Gain on sale of business, higher Other segment costs and expenses, and lower Proportional Modified EBITDA of equity-method investments.
Critical Accounting Estimates Preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions.
This project is expected to be placed into service in the third quarter of 2027. Critical Accounting Estimates Preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions.
NWP plans to file the certificate application with the FERC in 2025. NWP plans to place the project in service during the fourth quarter of 2027, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 83 Mdth/d.
The Wild Trail project is fully subscribed by an affiliate of NWP. NWP plans to place the project into service during the fourth quarter of 2027, assuming timely receipt of all necessary regulatory approvals. The project is expected to increase capacity by 83 Mdth/d. Kelso-Beaver Reliability In November 2025, NWP received approval from the FERC for the project.
Provision (benefit) for income taxes changed unfavorably primarily due to higher pre-tax income, the absence of a benefit related to the release of valuation allowances on deferred income tax assets in 2022, a lower benefit associated with decreases in the Williams’ estimate of the state deferred income tax rate in both periods, and the absence of 2022 federal income tax settlements.
Provision (benefit) for income taxes changed unfavorably primarily due to higher pre-tax income and the absence of a benefit associated with a decrease in the estimate of the state deferred income tax rate in 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

16 edited+3 added−1 removed5 unchanged
Biggest changeSee Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for the methods used in determining the fair value of Williams’ long-term debt. 2025 2026 2027 2028 2029 Thereafter Total Fair Value December 31, 2024 (Millions) Long-term debt, including current portion: Fixed rate $ 1,720 $ 2,345 $ 1,994 $ 1,445 $ 1,600 $ 17,618 $ 26,722 $ 25,830 Weighted-average interest rate 5.1 % 5.1 % 5.0 % 5.1 % 5.1 % 5.2 % Commercial paper (1) $ 455 $ — $ — $ — $ — $ — $ 455 $ 455 2024 2025 2026 2027 2028 Thereafter Total Fair Value December 31, 2023 (Millions) Long-term debt, including current portion: Fixed rate $ 2,338 $ 2,263 $ 2,345 $ 1,993 $ 1,445 $ 15,583 $ 25,967 $ 25,553 Weighted-average interest rate 4.9 % 5.0 % 5.1 % 5.0 % 5.1 % 5.1 % Commercial paper (1) $ 725 $ — $ — $ — $ — $ — $ 725 $ 725 __________________ (1) The weighted-average interest rate for commercial paper as of December 31, 2024 and 2023 was 4.6 percent and 5.6 percent, respectively. 88 Table of Contents Transco At December 31, 2024 and 2023, Transco’s debt portfolio included only fixed rate debt, which mitigates the impact of fluctuations in interest rates.
Biggest changeSee Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for the methods used in determining the fair value of Williams’ long-term debt. 2026 2027 2028 2029 2030 Thereafter Total Fair Value December 31, 2025 (Millions) Long-term debt, including current portion: Fixed rate $ 1,345 $ 1,994 $ 1,446 $ 1,600 $ 2,504 $ 19,817 $ 28,706 $ 28,379 Weighted-average interest rate 5.0 % 5.1 % 5.1 % 5.1 % 5.2 % 5.1 % Variable rate (1) $ — $ — $ 250 $ — $ — $ — $ 250 $ 250 Commercial paper (2) $ 700 $ — $ — $ — $ — $ — $ 700 $ 700 2025 2026 2027 2028 2029 Thereafter Total Fair Value December 31, 2024 (Millions) Long-term debt, including current portion: Fixed rate $ 1,720 $ 2,345 $ 1,994 $ 1,445 $ 1,600 $ 17,618 $ 26,722 $ 25,830 Weighted-average interest rate 5.1 % 5.1 % 5 % 5.1 % 5.1 % 5.2 % Commercial paper (2) $ 455 $ — $ — $ — $ — $ — $ 455 $ 455 __________________ (1) The weighted-average interest rate for the $250 million NWP term loan as of December 31, 2025 was approximately 4.69 percent.
The tables exclude unamortized debt issuance costs and net unamortized debt premium (discount) as disclosed in Note 13 – Debt and Banking Arrangements.
The tables exclude unamortized debt issuance costs and net unamortized debt premium (discount) as disclosed in Note 13 – Debt and Banking Arrangements.
The tables exclude unamortized debt issuance costs and net unamortized debt premium (discount) as disclosed in Note 13 – Debt and Banking Arrangements.
The tables exclude unamortized debt issuance costs and net unamortized debt premium (discount) as disclosed in Note 13 – Debt and Banking Arrangements.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk Interest Rate Risk Williams Williams’ current interest rate risk exposure, inclusive of subsidiaries, is related primarily to its debt portfolio. The debt portfolio is primarily comprised of fixed rate debt, which mitigates the impact of fluctuations in interest rates.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk Interest Rate Risk Williams’ current interest rate risk exposure, inclusive of subsidiaries, is related primarily to its debt portfolio. The debt portfolio is primarily comprised of fixed rate debt, which mitigates the impact of fluctuations in interest rates.
See Note 17 – Commodity Derivatives for the amount of change in fair value recognized in Williams’ Consolidated Statement of Income. (2) Commodity derivative assets and liabilities exclude $288 million of net cash collateral in Level 1. (3) Commodity derivative assets and liabilities exclude $2 million of net cash collateral in Level 1.
See Note 17 – Commodity Derivatives for the amount of change in fair value recognized in Williams’ Consolidated Statement of Income. (2) Commodity derivative assets and liabilities exclude $189 million of net cash collateral in Level 1. (3) Commodity derivative assets and liabilities exclude $288 million of net cash collateral in Level 1.
Williams may utilize interest rate derivative instruments to hedge interest rate risk associated with future debt issuances (see Note 13 – Debt and Banking Arrangements). The tables below provide information by maturity date about the interest rate risk-sensitive instruments as of December 31, 2024 and 2023.
Williams may utilize interest rate derivative instruments to hedge interest rate risk associated with future debt issuances (see Note 13 – Debt and Banking Arrangements). The tables below provide information by maturity date about the interest rate risk-sensitive instruments as of December 31, 2025 and 2024.
Any borrowings under the credit facility would be at a variable interest rate and would expose it to the risk of increasing interest rates. The following tables provide Transco’s information by maturity date about the interest rate risk-sensitive instruments, as of December 31, 2024 and 2023.
Any borrowings under the credit facility would be at a variable interest rate and would expose it to the risk of increasing interest rates. The following tables provide Transco’s information by maturity date about the interest rate risk-sensitive instruments, as of December 31, 2025 and 2024.
Any borrowings under the credit facility would be at a variable interest rate and would expose it to the risk of increasing interest rates. The following tables provide NWP’s information by maturity date about the interest rate risk-sensitive instruments, as of December 31, 2024 and 2023.
Any borrowings under the credit facility would be at a variable interest rate and would further expose it to the risk of increasing interest rates. The following tables provide NWP’s information by maturity date about the interest rate risk-sensitive instruments, as of December 31, 2025 and 2024.
Williams had the following VaRs for the period shown: Year Ended December 31, 2024 Year Ended December 31, 2023 (Millions) Average $ 3 $ 6 High $ 15 $ 13 Low $ 1 $ 4 91 Table of Contents Williams’ non-trading portfolio primarily consists of commodity derivatives that hedge Williams’ upstream business and certain gathering and processing contracts.
Williams had the following VaRs for the period shown: Year Ended December 31, 2025 Year Ended December 31, 2024 (Millions) Average $ 9 $ 3 High 18 15 Low 4 1 Williams’ non-trading portfolio primarily consists of commodity derivatives that hedge Williams’ upstream business and certain gathering and processing contracts.
The VaR associated with these commodity derivatives was $8 million at December 31, 2024 and $3 million at December 31, 2023. Williams had the following VaRs for the period shown: Year Ended December 31, 2024 Year Ended December 31, 2023 (Millions) Average $ 5 $ 4 High $ 8 $ 8 Low $ 3 $ 2 92 Table of Contents
The VaR associated with these commodity derivatives was $2 million at December 31, 2025 and $8 million at December 31, 2024. Williams had the following VaRs for the period shown: Year Ended December 31, 2025 Year Ended December 31, 2024 (Millions) Average $ 7 $ 5 High 18 8 Low 1 3 91 Table of Contents
See Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for the methods used in determining the fair value of Transco’s long-term debt. 2025 2026 2027 2028 2029 Thereafter Total Fair Value December 31, 2024 (Millions) Long-term debt, excluding other financing obligation: Fixed rate $ — $ 1,208 $ — $ 400 $ — $ 2,575 $ 4,183 $ 3,858 Weighted-average interest rate 5.2 % 4.8 % 4.2 % 4.2 % 4.2 % 4.5 % Other financing obligations, including current portion: Fixed rate $ 35 $ 37 $ 41 $ 45 $ 50 $ 878 $ 1,086 $ 1,418 Weighted-average interest rate 9.2 % 9.2 % 9.2 % 9.2 % 9.2 % 9.3 % 2024 2025 2026 2027 2028 Thereafter Total Fair Value December 31, 2023 (Millions) Long-term debt, excluding other financing obligation: Fixed rate $ — $ — $ 1,208 $ — $ 400 $ 2,575 $ 4,183 $ 3,948 Weighted-average interest rate 5.2 % 5.2 % 4.4 % 4.2 % 4.2 % 4.4 % Other financing obligations, including current portion: Fixed rate $ 32 $ 35 $ 37 $ 41 $ 45 $ 926 $ 1,116 $ 1,490 Weighted-average interest rate 9.2 % 9.2 % 9.2 % 9.2 % 9.2 % 9.3 % 89 Table of Contents NWP At December 31, 2024 and 2023, NWP’s debt portfolio included only fixed rate debt, which mitigates the impact of fluctuations in interest rates.
See Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for the methods used in determining the fair value of Transco’s long-term debt. 2026 2027 2028 2029 2030 Thereafter Total Fair Value December 31, 2025 (Millions) Long-term debt, excluding other financing obligation: Fixed rate $ 208 $ — $ 400 $ — $ 700 $ 3,575 $ 4,883 $ 4,620 Weighted-average interest rate 4.4 % 4.3 % 4.4 % 4.4 % 4.5 % 4.9 % Other financing obligations, including current portion: Fixed rate $ 38 $ 42 $ 46 $ 50 $ 54 $ 825 $ 1,055 $ 1,321 Weighted-average interest rate 9.1 % 9.1 % 9.1 % 9.1 % 9.1 % 9.2 % 2025 2026 2027 2028 2029 Thereafter Total Fair Value December 31, 2024 (Millions) Long-term debt, excluding other financing obligation: Fixed rate $ — $ 1,208 $ — $ 400 $ — $ 2,575 $ 4,183 $ 3,858 Weighted-average interest rate 5.2 % 4.8 % 4.2 % 4.2 % 4.2 % 4.5 % Other financing obligations, including current portion: Fixed rate $ 35 $ 37 $ 41 $ 45 $ 50 $ 878 $ 1,086 $ 1,418 Weighted-average interest rate 9.2 % 9.2 % 9.2 % 9.2 % 9.2 % 9.3 % 88 Table of Contents NWP At December 31, 2025 and 2024, NWP’s debt portfolio included fixed rate debt and 2025 also included a variable-rate term loan.
The fair value measurements and maturities of Williams’ commodity derivative assets (liabilities) at December 31, 2024 and 2023, were as follows: Total Fair Value Maturity Fair Value Measurements Level (1) 2025 2026 - 2027 2028 - 2029+ (Millions) Level 1 (2) $ (105) $ (41) $ (56) $ (8) Level 2 (287) (97) (112) (78) Level 3 48 11 8 29 Fair value of contracts outstanding at December 31, 2024 $ (344) $ (127) $ (160) $ (57) 90 Table of Contents Total Fair Value Maturity Fair Value Measurements Level (1) 2024 2025 - 2026 2027 - 2028+ (Millions) Level 1 (3) $ 138 $ 110 $ 33 $ (5) Level 2 (166) 14 (71) (109) Level 3 53 2 16 35 Fair value of contracts outstanding at December 31, 2023 $ 25 $ 126 $ (22) $ (79) _______________ (1) See Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for discussion of valuation techniques by level within the fair value hierarchy.
These economic hedges are not designated for hedge accounting treatment. 89 Table of Contents The fair value measurements and maturities of Williams’ commodity derivative assets (liabilities) at December 31, 2025 and 2024, were as follows: Total Fair Value Maturity Fair Value Measurements Level (1) 2026 2027 - 2028 2029 - 2030+ (Millions) Level 1 (2) $ (66) $ 7 $ (51) $ (22) Level 2 (112) (6) (71) (35) Level 3 (15) (42) (35) 62 Fair value of contracts outstanding at December 31, 2025 $ (193) $ (41) $ (157) $ 5 Total Fair Value Maturity Fair Value Measurements Level (1) 2025 2026 - 2027 2028 - 2029+ (Millions) Level 1 (3) $ (105) $ (41) $ (56) $ (8) Level 2 (287) (97) (112) (78) Level 3 48 11 8 29 Fair value of contracts outstanding at December 31, 2024 $ (344) $ (127) $ (160) $ (57) _______________ (1) See Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for discussion of valuation techniques by level within the fair value hierarchy.
Williams is also exposed to commodity prices through the upstream business and certain gathering and processing contracts. Williams uses derivative instruments to lock in forward sales prices on a portion of expected future production and to lock in NGL margin on a portion of commodity-exposed gathering and processing volumes. These economic hedges are not designated for hedge accounting treatment.
Williams uses derivative instruments to lock in forward sales prices on a portion of expected future production and to lock in NGL margin on a portion of commodity-exposed gathering and processing volumes.
See Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for the methods used in determining the fair value of NWP’s long-term debt. 2025 2026 2027 2028 2029 Thereafter Total Fair Value December 31, 2024 (Millions) Long-term debt, including current portion: Fixed rate $ 85 $ — $ 500 $ — $ — $ — $ 585 $ 573 Weighted-average interest rate 4.2 % 4.0 % — % — % — % — % 2024 2025 2026 2027 2028 Thereafter Total Fair Value December 31, 2023 (Millions) Long-term debt: Fixed rate $ — $ 85 $ — $ 500 $ — $ — $ 585 $ 581 Weighted-average interest rate 4.5 % 4.2 % 4.0 % — % — % — % Commodity Price Risk Williams is exposed to commodity price risk through its natural gas and NGL marketing activities, including contracts to purchase, sell, transport, and store product.
See Note 16 – Fair Value Measurements, Guarantees, and Concentration of Credit Risk for the methods used in determining the fair value of NWP’s long-term debt. 2026 2027 2028 2029 2030 Thereafter Total Fair Value December 31, 2025 (Millions) Long-term debt, including current portion: Fixed rate $ — $ 500 $ — $ — $ — $ — $ 500 $ 497 Weighted-average interest rate 4.0 % — % — % — % — % — % Variable rate (1) $ — $ — $ 250 $ — $ — $ — $ 250 $ 250 2025 2026 2027 2028 2029 Thereafter Total Fair Value December 31, 2024 (Millions) Long-term debt: Fixed rate $ 85 $ — $ 500 $ — $ — $ — $ 585 $ 573 Weighted-average interest rate 4.2 % 4.0 % — % — % — % — % __________________ (1) The weighted-average interest rate for the $250 million NWP term loan as of December 31, 2025 was approximately 4.69 percent.
Williams employs daily risk testing, using both VaR and stress testing, to evaluate the risk of its positions. Williams actively monitors open commodity marketing positions and the resulting VaR and maintain a relatively small risk exposure as total buy volume is close to sell volume, with minimal open natural gas price risk.
Williams actively monitors open commodity marketing positions and the resulting VaR and maintains a relatively small risk exposure as total buy volume is close to sell volume, with minimal open natural gas price risk. 90 Table of Contents The VaR associated with Williams’ integrated natural gas trading operations was $11 million at December 31, 2025 and $4 million at December 31, 2024.
Williams routinely manages this risk with a variety of exchange-traded and OTC energy contracts such as forward contracts, futures contracts, and basis swaps, as well as physical transactions. Although many of the contracts used to manage commodity exposure are derivative instruments, these economic hedges are not designated or do not qualify for hedge accounting treatment.
Although many of the contracts used to manage commodity exposure are derivative instruments, these economic hedges are not designated or do not qualify for hedge accounting treatment. Williams is also exposed to commodity prices through the upstream business and certain gathering and processing contracts.
Removed
The VaR associated with Williams’ integrated natural gas trading operations was $4 million at December 31, 2024 and $9 million at December 31, 2023.
Added
(2) The weighted-average interest rate for commercial paper as of December 31, 2025 and 2024 was 3.85 percent and 4.6 percent, respectively. 87 Table of Contents Transco At December 31, 2025 and 2024, Transco’s debt portfolio included only fixed rate debt, which mitigates the impact of fluctuations in interest rates.
Added
Commodity Price Risk Williams is exposed to commodity price risk through its natural gas and NGL marketing activities, including contracts to purchase, sell, transport, and store product. Williams routinely manages this risk with a variety of exchange-traded and OTC energy contracts such as forward contracts, futures contracts, and basis swaps, as well as physical transactions.
Added
Williams employs daily risk testing, using both VaR and stress testing, to evaluate the risk of its positions.

Other WMB 10-K year-over-year comparisons