OUR LEADERSHIP

ONEOK’s board of directors and management are committed to maintaining strong corporate governance practices that allocate rights and responsibilities among the board, management and investors in a manner that benefits the long-term interest of stakeholders. Corporate governance practices are designed not only to satisfy regulatory and stock exchange requirements but also to provide effective oversight and management of our company.

SUSTAINABLE GOVERNANCE STRUCTURE


  • ONEOK BOARD OF DIRECTORS

    Provides key leadership, oversight and diverse energy industry and business expertise.

    • Nonexecutive board chairman; lead independent director.
    • Independent committee chairs – Audit, Executive Compensation and Corporate Governance.
  • CEO AND EXECUTIVE MANAGEMENT

    Provide overall oversight and responsibility for companywide ESG strategy and implementation.

  • VICE PRESIDENT ENVIRONMENT, SAFETY AND HEALTH AND COMMITTEES

    Oversee development and implementation of sustainability strategy.

    • ESH Leadership Committee.
    • ESG Council.
  • MANAGEMENT AND BUSINESS SEGMENT LEADERS

    Support the integration of ESG policy and strategy into daily operations.

  • EMPLOYEES

    Carry out ONEOK’s business and ESG strategy while serving as the point of contact for key company stakeholders.

BOARD OF DIRECTORS

ONEOK is led by an 11-member board of directors with deep experience and diverse expertise relevant to our company’s strategy, business and industry. Our board has a long-standing commitment to corporate responsibility and sustainability, including safety and health, environmental performance, community leadership, and investment and oversight of public policy engagement.

ONEOK BOARD OF DIRECTORS DEMOGRAPHICS:

  
Independent82%
Women18%
Minority9%
Age 60-6973%
Age > 7027%

CORPORATE GOVERNANCE HIGHLIGHTS

  • Annual elections and majority voting for directors.
  • A commitment to regular board refreshment and a robust director nominee selection process.
  • Long-standing shareholder engagement program.
  • Bylaws provide for proxy access by eligible shareholders.
  • Regular board and committee performance evaluations.
  • Mandatory director retirement age of 75.
  • Regular executive sessions of nonmanagement directors and independent directors.
  • Annual review of ONEOK’s strategic plan.
  • Risk oversight by full board and committees, including a comprehensive annual enterprise risk management process and periodic updates on specific key risks throughout the year.
  • Alignment of executive compensation with total shareholder return, return on invested capital, distributable cash flow per share, and safety and environmental metrics.
  • Annual succession-planning review by independent directors, including succession timing and development plan discussions with CEO and board chairman.

For additional details on corporate governance practices and board membership, see ONEOK’s 2020 Proxy Statement.

RISK MANAGEMENT

ONEOK engages in a comprehensive enterprise risk-management (ERM) process annually to identify and manage risk. Our ERM assessment is designed to facilitate a mutual understanding between our company’s board and management regarding the effectiveness of risk-management practices and capabilities, risk exposure and guidance on when to elevate certain key risks for discussion at the board level.

The program, overseen by our chief financial officer, is a key part of our annual strategic-planning process and is designed to identify, assess, monitor and manage risks that could affect our ability to fulfill business objectives or execute our corporate strategy.

ONEOK’s process involves identifying and assessing a broad range of risks and developing plans to mitigate them. These risks generally relate to the strategic, operational, environmental, financial, regulatory compliance and human resources aspects of our business. The board receives periodic updates on specific key risks throughout the year.

For more detailed information on ONEOK’s risk-management philosophy, see the 2020 Proxy Statement.

TAX GOVERNANCE

ONEOK’s approach to tax prioritizes compliance and risk mitigation. Our overarching tax strategy, including the consideration of tax policy, standards and principles, is overseen by our chief financial officer and is embedded within our company’s business segments and financial planning function. Additionally, members of the ONEOK Board of Directors Audit Committee review tax planning efforts and taxing authority developments.

We engage with multiple tax groups and taxing authorities to monitor legislation and ensure compliance. Our corporate tax activity is based within the U.S. and adheres to applicable laws at the local, state and federal levels.