8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 14, 2024

The Williams Companies, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-4174	73-0569878
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Williams Center
Tulsa, Oklahoma	74172-0172
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: 800-945-5426 (800-WILLIAMS)

NOT APPLICABLE

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 par value	WMB	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition

On February 14, 2024, The Williams Companies, Inc. (the "Company") issued a press release announcing its financial results for the quarter and year ended December 31, 2023. A copy of the press release and accompanying financial highlights and operating statistics and reconciliation schedules are furnished herewith as Exhibit 99.1 and are incorporated herein in their entirety by reference.

The press release and accompanying financial highlights and operating statistics and reconciliation schedules are being furnished pursuant to Item 2.02, Results of Operations and Financial Condition. The information furnished is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits

(a)    None

(b)    None

(c)    None

(d)    Exhibits.

Exhibit No.	Description
99.1	Press release of the Company dated February 14, 2024, publicly announcing the Company's financial results, with Non-GAAP Reconciliations, Financial Highlights, and Operating Statistics, for the quarter and year ended December 31, 2023.
104	Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			THE WILLIAMS COMPANIES, INC.
			(Registrant)
Dated:	February 14, 2024	By:	/s/ JOHN D. PORTER
			John D. Porter
			Senior Vice President and Chief Financial Officer (Principal Financial Officer)

EX-99.1

Exhibit 99.1

News Release Williams (NYSE: WMB) One Williams Center Tulsa, OK 74172 800-Williams www.williams.com

DATE: Wednesday, February 14, 2024

MEDIA CONTACT:	INVESTOR CONTACTS:
media@williams.com (800) 945-8723	Danilo Juvane (918) 573-5075	Caroline Sardella (918) 230-9992

Williams Delivers Another Year of Record Results;

Company to host Analyst Day event today starting at 8:30 a.m. ET

TULSA, Okla. – Williams (NYSE: WMB) today announced its unaudited financial results for the three and 12 months ended December 31, 2023.

Continued strength in base business drives higher financial results

•GAAP net income of $3.273 billion, or $2.68 per diluted share (EPS) – up 60% vs. 2022

•Adjusted net income of $2.334 billion, or $1.91 per diluted share (Adj. EPS) – up 5% vs. 2022

•Adjusted EBITDA of $6.779 billion – up $361 million or 6% vs. 2022

•Cash flow from operations (CFFO) of $6.055 billion – up $1.166 billion or 24% vs. 2022

•Available funds from operations (AFFO) of $5.213 billion – up $295 million or 6% vs. 2022

•Dividend coverage ratio of 2.39x (AFFO basis)

•Record gathering volumes of nearly 18 Bcf/d and contracted transmission capacity of 32.3 Bcf/d – up 6% and 32%, respectively, from 2022

•Adjusted EBITDA guidance range of $6.8 billion to $7.1 billion in 2024 and $7.2 billion to $7.6 billion in 2025, yielding an expected 5-year CAGR of 8%

•Ended year with 3.58x leverage ratio

•Raised dividend by 6.1% to $1.90 annualized; hit 50 consecutive years of dividend payments

Transmission projects driving additional business growth in 2024-25; strategic acquisitions add highly contracted take-or-pay transmission and fee-based storage assets

•Pre-filed FERC application for Transco's 1.6 Bcf/d Southeast Supply Enhancement 1Q 2024

•Received FERC certificates for Transco's Commonwealth Energy Connectors, Southside Reliability Enhancement, Southeast Energy Connector and Texas to Louisiana Energy Pathway

•Placed Transco's Carolina Market Link in service in 1Q 2024

•Placed phase one of Transco's Regional Energy Access expansion in service in 4Q 2023 ahead of schedule with remainder expected by 4Q 2024

•Completed Cardinal and Susquehanna gathering & processing expansions in 4Q 2023

•Acquired 115-Bcf natural gas storage portfolio, positioning Williams as the largest storage owner on the Gulf Coast as storage spreads and natural gas volatility continue to expand

•Optimized DJ Basin position with transactions to enhance natural gas and NGL value chain

•Added more than 8 Bcf/d of transmission capacity and 56 Bcf of gas storage with MountainWest acquisition in the Rockies serving western markets

1

CEO Perspective

Alan Armstrong, president and chief executive officer, made the following comments:

“Our natural gas-focused strategy delivered excellent financial results again in 2023 with contracted transmission capacity, gathering volumes and Adjusted EBITDA surpassing previous highs, demonstrating our ability to grow despite low natural gas prices. We expect this strong performance to continue in 2024 and have set our Adjusted EBITDA guidance midpoint at $6.95 billion, paving the way for what we anticipate will be a breakout year in 2025 as several large fee-based projects come online.

"In addition to outstanding financial results in 2023, we acquired strategic natural gas transmission, gathering and storage assets in the Rockies and on the Gulf Coast, enhancing our footprint in key areas and adding highly contracted take-or-pay transmission and fee-based storage assets to our business. We also continue to expand our existing infrastructure with 18 high-return projects in execution, including approximately 3.1 Bcf/d of expansions on Transco coming online over the next few years. I’m extremely proud of our teams for their commitment to best-in-class project execution in what has become a complex and challenging permitting environment for energy infrastructure of all types."

Armstrong added, “Looking ahead, Williams is excited to provide additional natural gas solutions to support the reliability of the U.S. power sector as it faces growing regional demand driven in large part by the emergence of new, large-scale data centers that are accelerating throughout our key markets. With the buildout of electrification and renewables, as well as previously permitted LNG export growth, Williams will be there to provide additional natural gas baseload to ensure reliability. Our infrastructure today is vital to meeting the energy needs of tomorrow. Natural gas is an immediate and scalable climate solution to reduce global emissions and serve the growing need for energy security, while creating long-term value for our shareholders.”

Williams Summary Financial Information	4Q				Full Year
Amounts in millions, except ratios and per-share amounts. Per share amounts are reported on a diluted basis. Net income amounts are from continuing operations attributable to The Williams Companies, Inc. available to common stockholders.	2023		2022		2023		2022
GAAP Measures
Net Income	$1,146		$668		$3,273		$2,046
Net Income Per Share	$0.94		$0.55		$2.68		$1.67
Cash Flow From Operations	$1,930		$1,219		$6,055		$4,889
Non-GAAP Measures (1)
Adjusted EBITDA	$1,721		$1,774		$6,779		$6,418
Adjusted Net Income	$588		$653		$2,334		$2,228
Adjusted Earnings Per Share	$0.48		$0.53		$1.91		$1.82
Available Funds from Operations	$1,323		$1,357		$5,213		$4,918
Dividend Coverage Ratio	2.43	x	2.62	x	2.39	x	2.37	x
Other
Debt-to-Adjusted EBITDA at Quarter End (2)	3.58	x	3.55	x
Capital Investments (Excluding Acquisitions) (3) (4)	$666		$876		$2,711		$2,147
(1) Schedules reconciling Adjusted Net Income, Adjusted EBITDA, Available Funds from Operations and Dividend Coverage Ratio (non-GAAP measures) to the most comparable GAAP measure are available at www.williams.com and as an attachment to this news release.
(2) Does not represent leverage ratios measured for WMB credit agreement compliance or leverage ratios as calculated by the major credit ratings agencies. Debt is net of cash on hand, and Adjusted EBITDA reflects the sum of the last four quarters.
(3) Capital Investments include increases to property, plant, and equipment (growth & maintenance capital),purchases of and contributions to equity-method investments and purchases of other long-term investments.
(4) Fourth-quarter and full-year 2023 capital excludes $544 million for the DJ Basin acquisitions, which closed in November 2023. Full-year 2023 capital excludes $1.024 billion for the acquisition of MountainWest Pipeline Holding company, which closed February 14, 2023. Full-year 2022 capital excludes $424 million for the purchase of NorTex Midstream, which closed August 31, 2022. Full-year 2022 capital also excludes $933 million for purchase of the Trace Midstream Haynesville gathering assets, which closed April 29, 2022.

2

GAAP Measures

Fourth-quarter 2023 net income increased by $478 million compared to the prior year driven by a $534 million gain related to the net cash received from the favorable resolution of litigation with Energy Transfer. The improvement also reflects a favorable change of $147 million in net unrealized gains/losses on commodity derivatives and higher service revenues driven by recent acquisitions and expansion projects. These improvements were partially offset by lower gas marketing margins reflecting the absence of favorable severe winter weather impacts in the prior year, lower results from our upstream business, and higher depreciation and operating expenses resulting from acquisitions. The income tax provision increased $114 million primarily due to higher pretax income.

Full-year 2023 net income increased $1.2 billion compared to the prior year reflecting a favorable change of $909 million in net unrealized gains/losses on commodity derivatives, the previously described $534 million net litigation gain, and higher service revenues driven by recent acquisitions, expansion projects, and increased Northeast G&P volumes and rates. The improvement also included a $129 million gain on the sale of the Bayou Ethane system in 2023, partially offset by lower results from our upstream business, and higher depreciation and operating expenses resulting from acquisitions. The income tax provision increased $580 million primarily due to higher pretax income and the absence of $134 million benefit associated with the release of valuation allowances on deferred income tax assets and federal income tax settlements recorded in the prior year, and a lower benefit associated with decreases in our estimate of the state deferred income tax rate in both periods. The 2023 period also reported a loss from discontinued operations associated with an adverse legal ruling involving former refinery operations.

Cash flow from operations for the fourth quarter increased compared to the prior year primarily due to $534 million of net cash received related to the favorable Energy Transfer litigation outcome and favorable net changes in working capital. Full-year cash flow from operations increased compared to the prior year reflecting similar drivers, as well as favorable changes in derivative margin requirements partially offset by lower distributions from certain equity-method investments.

Non-GAAP Measures

Fourth-quarter 2023 Adjusted EBITDA decreased by $53 million from the prior year, driven by the previously described higher service revenues, more than offset by lower gas marketing margins, reduced upstream results and higher operating costs. Full-year 2023 Adjusted EBITDA increased by $361 million over the prior year, driven by the previously described higher service revenues, partially offset by reduced upstream results and higher operating costs.

Fourth-quarter 2023 Adjusted Net Income decreased by $65 million compared to the prior year, driven by the previously described impacts to net income, adjusted primarily to remove the net litigation gain, net unrealized gains/losses on commodity derivatives, and the related tax effects of these adjustments. Full-year Adjusted Net Income increased by $106 million over the prior year driven by the previously described impacts to net income from continuing operations, adjusted primarily for the litigation gain, net unrealized gains/losses on commodity derivatives, the gain on the sale of the Bayou Ethane system, amortization of certain assets from the Sequent acquisition, and the related tax effects of these adjustments as well as excluding the impact of the previously described prior year favorable income tax benefits.

Fourth-quarter 2023 Available Funds From Operations (AFFO) decreased slightly by $34 million compared to the prior year primarily due to lower operating results exclusive of noncash items. Full-year 2023 AFFO increased by $295 million primarily reflecting higher results from continuing operations exclusive of non-cash items partially offset by lower distributions from certain equity method investments.

Business Segment Results & Form 10-K

3

Williams' operations are comprised of the following reportable segments: Transmission & Gulf of Mexico, Northeast G&P, West and Gas & NGL Marketing Services, as well as Other. For more information, see the company's 2023 Form 10-K.

	Fourth Quarter						Full Year
Amounts in millions	Modified EBITDA			Adjusted EBITDA			Modified EBITDA			Adjusted EBITDA
	4Q 2023	4Q 2022	Change	4Q 2023	4Q 2022	Change	2023	2022	Change	2023	2022	Change
Transmission & Gulf of Mexico	$741	$687	$54	$752	$700	$52	$3,068	$2,674	$394	$2,982	$2,720	$262
Northeast G&P	477	464	13	485	464	21	1,916	1,796	120	1,955	1,796	159
West	307	326	(19)	323	326	(3)	1,238	1,211	27	1,236	1,219	17
Gas & NGL Marketing Services	272	209	63	69	149	(80)	950	(40)	990	300	258	42
Other	645	150	495	92	135	(43)	841	434	407	306	425	(119)
Total	$2,442	$1,836	$606	$1,721	$1,774	($53)	$8,013	$6,075	$1,938	$6,779	$6,418	$361
Note: Williams uses Modified EBITDA for its segment reporting. Definitions of Modified EBITDA and Adjusted EBITDA and schedules reconciling to net income are included in this news release.

Transmission & Gulf of Mexico

Fourth-quarter 2023 Modified and Adjusted EBITDA improved compared to the prior year driven by the MountainWest acquisition. Modified EBITDA for full-year 2023 was further impacted by the gain on the sale of the Bayou Ethane system, benefits from the NorTex acquisition and expansion projects, increased benefit of allowance for equity funds used during construction, and one-time MountainWest acquisition and transition costs, while 2022 included a loss related to Eminence storage cavern abandonments and a regulatory charge associated with Transco’s deferred state income tax rate. The gain on sale, MountainWest acquisition and transition costs, Eminence abandonment costs, and Transco’s regulatory charge are all excluded from Adjusted EBITDA.

Northeast G&P

Fourth-quarter and full-year 2023 Modified and Adjusted EBITDA improved reflecting increased rates and volumes driven by the Ohio Valley, Cardinal, and Susquehanna operations. For our joint ventures, the full-year benefits of higher volumes and rates at Marcellus South and higher volumes at Blue Racer were more than offset by lower rates and volumes at Laurel Mountain Midstream and Bradford compared to the prior year. Modified EBITDA for full-year 2023 also reflects our share of a loss contingency accrual at Aux Sable which is excluded from Adjusted EBITDA.

West

Fourth-quarter 2023 Modified and Adjusted EBITDA decreased compared to the prior year primarily reflecting lower NYMEX-based rates in the Barnett partially offset by benefits from the DJ Basin Acquisitions. Full-year Modified and Adjusted EBITDA improved compared to the prior year driven by benefits from the DJ Basin and Trace Midstream Acquisitions and higher volumes at our Overland Pass joint venture. Favorable changes in operating and administrative costs were more than offset by lower processing margins reflecting a short-term gas price spike at Opal early in the year and severe weather impacts and lower service revenues reflecting lower NYMEX-based rates in the Barnett partially offset by favorable changes in realized gains on natural gas hedges and higher Haynesville volumes.

Gas & NGL Marketing Services

Fourth-quarter 2023 Modified EBITDA improved from the prior year primarily reflecting a $142 million net favorable change in unrealized gains/losses on commodity derivatives partially offset by lower gas marketing margins reflecting the absence of favorable severe winter weather impacts in the prior year. Full-year 2023 Modified EBITDA improved from the prior year primarily reflecting a $933 million net favorable change in unrealized gains/losses on commodity derivatives and higher commodity marketing margins reflecting reduced levels of inventory write-downs partially offset by the previously discussed lower gas marketing margins. The unrealized gains/losses on commodity derivatives are excluded from Adjusted EBITDA.

Other

4

Fourth-quarter and full-year 2023 Modified EBITDA increased compared to the prior year primarily reflecting the $534 million gain from the net cash received from the favorable resolution of our litigation with Energy Transfer, partially offset by lower results from our upstream business driven by lower prices, partially offset by higher production volumes. The full-year comparison also reflects a $24 million unfavorable change in unrealized gains/losses on commodity derivatives. Adjusted EBITDA for both comparative periods was lower and excludes the favorable litigation gain and the effects of changes in unrealized gains/losses on commodity derivatives.

Financial Guidance

The company expects 2024 Adjusted EBITDA between $6.8 billion and $7.1 billion. The company also expects 2024 growth capex between $1.45 billion and $1.75 billion and maintenance capex between $1.1 billion and $1.3 billion, which includes capital of $350 million based on midpoint for emissions reduction and modernization initiatives. For 2025, the company expects Adjusted EBITDA between $7.2 billion and $7.6 billion with growth capex between $1.65 billion and $1.95 billion and maintenance capex between $750 million and $850 million, which includes capital of $100 million based on midpoint for emissions reduction and modernization initiatives. Williams anticipates a leverage ratio midpoint for 2024 of 3.85x and has increased the dividend by 6.1% on an annualized basis to $1.90 in 2024 from $1.79 in 2023.

Williams 2024 Analyst Day Scheduled for Today, Materials to be Posted Shortly

Williams is hosting its 2024 Analyst Day event this morning, beginning at 8:30 a.m. Eastern Time (7:30 a.m. Central Time). In addition to discussing 2023 results, Williams' management will give in-depth presentations covering the company's natural gas infrastructure strategy designed to meet growing clean energy demands. These presentations will highlight the company’s efficient operations, disciplined project execution, strong financial position and financial guidance. Presentation slides and earnings materials will be accessible on the Williams’ Investor Relations website shortly.

Participants who wish to view the live presentation can access the webcast here: https://wmb.link/73f

A replay of the 2024 Analyst Day webcast will also be available on the website for at least 90 days following the event.

About Williams

Williams (NYSE: WMB) is a trusted energy industry leader committed to safely, reliably, and responsibly meeting growing energy demand. We use our 33,000-mile pipeline infrastructure to move a third of the nation’s natural gas to where it's needed most, supplying the energy used to heat our homes, cook our food and generate low-carbon electricity. For over a century, we’ve been driven by a passion for doing things the right way. Today, our team of problem solvers is leading the charge into the clean energy future – by powering the global economy while delivering immediate emissions reductions within our natural gas network and investing in new energy technologies. Learn more at www.williams.com.

5

The Williams Companies, Inc.

Consolidated Statement of Income

(Unaudited)

		Year Ended December 31,
		2023		2022		2021
	(Millions, except per-share amounts)
Revenues:
Service revenues		$	7,026	$	6,536	$	6,001
Service revenues – commodity consideration		146		260		238
Product sales		2,779		4,556		4,536
Net gain (loss) from commodity derivatives		956		(387)		(148)
Total revenues		10,907		10,965		10,627
Costs and expenses:
Product costs		1,884		3,369		3,931
Net processing commodity expenses		151		88		101
Operating and maintenance expenses		1,984		1,817		1,548
Depreciation and amortization expenses		2,071		2,009		1,842
Selling, general, and administrative expenses		665		636		558
Gain on sale of business		(129)		—		—
Other (income) expense – net		(30)		28		16
Total costs and expenses		6,596		7,947		7,996
Operating income (loss)		4,311		3,018		2,631
Equity earnings (losses)		589		637		608
Other investing income (loss) – net		108		16		7
Interest expense		(1,236)		(1,147)		(1,179)
Net gain from Energy Transfer litigation judgment		534		—		—
Other income (expense) – net		99		18		6
Income (loss) before income taxes		4,405		2,542		2,073
Less: Provision (benefit) for income taxes		1,005		425		511
Income (loss) from continuing operations		3,400		2,117		1,562
Income (loss) from discontinued operations		(97)		—		—
Net income (loss)		3,303		2,117		1,562
Less: Net income (loss) attributable to noncontrolling interests		124		68		45
Net income (loss) attributable to The Williams Companies, Inc.		3,179		2,049		1,517
Less: Preferred stock dividends		3		3		3
Net income (loss) available to common stockholders		$	3,176	$	2,046	$	1,514
Amounts attributable to The Williams Companies, Inc. available to common stockholders:
Income (loss) from continuing operations		$	3,273	$	2,046	$	1,514
Income (loss) from discontinued operations		(97)		—		—
Net income (loss) available to common stockholders		$	3,176	$	2,046	$	1,514
Basic earnings (loss) per common share:
Income (loss) from continuing operations		$	2.69	$	1.68	$	1.25
Income (loss) from discontinued operations		(.08)		—		—
Net income (loss) available to common stockholders		$	2.61	$	1.68	$	1.25
Weighted-average shares (thousands)		1,217,784		1,218,362		1,215,221
Diluted earnings (loss) per common share:
Income (loss) from continuing operations		$	2.68	$	1.67	$	1.24
Income (loss) from discontinued operations		(.08)		—		—
Net income (loss) available to common stockholders		$	2.60	$	1.67	$	1.24
Weighted-average shares (thousands)		1,222,715		1,222,672		1,218,215

6

The Williams Companies, Inc.

Consolidated Balance Sheet

(Unaudited)

	December 31,
	2023		2022
	(Millions, except per-share amounts)
ASSETS
Current assets:
Cash and cash equivalents	$	2,150	$	152
Trade accounts and other receivables (net of allowance of $3 at December 31, 2023 and $6 at December 31, 2022)	1,655		2,723
Inventories	274		320
Derivative assets	239		323
Other current assets and deferred charges	195		279
Total current assets	4,513		3,797
Investments	4,637		5,065
Property, plant, and equipment – net	34,311		30,889
Intangible assets – net of accumulated amortization	7,593		7,363
Regulatory assets, deferred charges, and other	1,573		1,319
Total assets	$	52,627	$	48,433
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	1,379	$	2,327
Derivative liabilities	105		316
Accrued and other current liabilities	1,284		1,270
Commercial paper	725		350
Long-term debt due within one year	2,337		627
Total current liabilities	5,830		4,890
Long-term debt	23,376		21,927
Deferred income tax liabilities	3,846		2,887
Regulatory liabilities, deferred income, and other	4,684		4,684
Contingent liabilities and commitments
Equity:
Stockholders’ equity:
Preferred stock ($1 par value; 30 million shares authorized at December 31, 2023 and December 31, 2022; 35,000 shares issued at December 31, 2023 and December 31, 2022)	35		35
Common stock ($1 par value; 1,470 million shares authorized at December 31, 2023 and December 31, 2022; 1,256 million shares issued at December 31, 2023 and 1,253 million shares issued at December 31, 2022)	1,256		1,253
Capital in excess of par value	24,578		24,542
Retained deficit	(12,287)		(13,271)
Accumulated other comprehensive income (loss)	—		(24)
Treasury stock, at cost (39 million shares at December 31, 2023 and 35 million shares at December 31, 2022 of common stock)	(1,180)		(1,050)
Total stockholders’ equity	12,402		11,485
Noncontrolling interests in consolidated subsidiaries	2,489		2,560
Total equity	14,891		14,045
Total liabilities and equity	$	52,627	$	48,433

7

The Williams Companies, Inc.

Consolidated Statement of Cash Flows

(Unaudited)

	Year Ended December 31,
	2023		2022		2021
	(Millions)
OPERATING ACTIVITIES:
Net income (loss)	$	3,303	$	2,117	$	1,562
Adjustments to reconcile to net cash provided (used) by operating activities:
Depreciation and amortization	2,071		2,009		1,842
Provision (benefit) for deferred income taxes	951		431		509
Equity (earnings) losses	(589)		(637)		(608)
Distributions from equity-method investees	796		865		757
Net unrealized (gain) loss from commodity derivative instruments	(660)		249		109
Gain on sale of business	(129)		—		—
Inventory write-downs	30		161		15
Amortization of stock-based awards	77		73		81
Cash provided (used) by changes in current assets and liabilities:
Accounts receivable	1,089		(733)		(545)
Inventories	13		(110)		(139)
Other current assets and deferred charges	60		(33)		(63)
Accounts payable	(892)		410		643
Accrued and other current liabilities	(19)		209		58
Changes in current and noncurrent commodity derivative assets and liabilities	200		94		(277)
Other, including changes in noncurrent assets and liabilities	(246)		(216)		1
Net cash provided (used) by operating activities	6,055		4,889		3,945
FINANCING ACTIVITIES:
Proceeds from (payments of) commercial paper – net	372		345		—
Proceeds from long-term debt	2,755		1,755		2,155
Payments of long-term debt	(634)		(2,876)		(894)
Proceeds from issuance of common stock	6		54		9
Purchases of treasury stock	(130)		(9)		—
Common dividends paid	(2,179)		(2,071)		(1,992)
Dividends and distributions paid to noncontrolling interests	(213)		(204)		(187)
Contributions from noncontrolling interests	18		18		9
Payments for debt issuance costs	(23)		(17)		(26)
Other – net	(21)		(37)		(16)
Net cash provided (used) by financing activities	(49)		(3,042)		(942)
INVESTING ACTIVITIES:
Property, plant, and equipment:
Capital expenditures (1)	(2,633)		(2,253)		(1,239)
Dispositions - net	(51)		(30)		(8)
Proceeds from sale of business	346		—		—
Purchases of businesses, net of cash acquired	(1,568)		(933)		(151)
Purchases of and contributions to equity-method investments	(141)		(166)		(115)
Other – net	39		7		48
Net cash provided (used) by investing activities	(4,008)		(3,375)		(1,465)
Increase (decrease) in cash and cash equivalents	1,998		(1,528)		1,538
Cash and cash equivalents at beginning of year	152		1,680		142
Cash and cash equivalents at end of year	$	2,150	$	152	$	1,680
_________
(1)  Increases to property, plant, and equipment	$	(2,564)	$	(2,394)	$	(1,305)
Changes in related accounts payable and accrued liabilities	(69)		141		66
Capital expenditures	$	(2,633)	$	(2,253)	$	(1,239)

8

Transmission & Gulf of Mexico
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Regulated interstate natural gas transportation, storage, and other revenues (1)	$	730	$	717	$	734	$	758	$	2,939	$	774	$	786	$	794	$	822	$	3,176
Gathering, processing, storage and transportation revenues	82		84		99		100		365		100		104		114		100		418
Other fee revenues (1)	5		5		4		7		21		6		8		5		4		23
Commodity margins	15		11		10		7		43		10		8		7		8		33
Net unrealized gain (loss) from derivative instruments	—		—		1		(1)		—		—		—		—		—		—
Operating and administrative costs (1)	(202)		(227)		(238)		(239)		(906)		(254)		(254)		(257)		(270)		(1,035)
Other segment income (expenses) - net (1)	19		17		(22)		5		19		26		31		36		26		119
Gain on sale of business	—		—		—		—		—		—		—		130		(1)		129
Proportional Modified EBITDA of equity-method investments	48		45		50		50		193		53		48		52		52		205
Modified EBITDA	697		652		638		687		2,674		715		731		881		741		3,068
Adjustments	—		—		33		13		46		13		17		(127)		11		(86)
Adjusted EBITDA	$	697	$	652	$	671	$	700	$	2,720	$	728	$	748	$	754	$	752	$	2,982
Statistics for Operated Assets
Natural Gas Transmission (2)
Transcontinental Gas Pipe Line
Avg. daily transportation volumes (MMdth)	15.0		13.5		14.7		14.2		14.4		14.3		13.2		14.0		14.0		13.9
Avg. daily firm reserved capacity (MMdth)	19.3		19.1		19.2		19.3		19.2		19.5		19.4		19.4		19.3		19.4
Northwest Pipeline LLC
Avg. daily transportation volumes (MMdth)	2.8		2.1		2.0		2.9		2.5		3.1		2.3		2.3		2.8		2.6
Avg. daily firm reserved capacity (MMdth)	3.8		3.8		3.8		3.8		3.8		3.8		3.8		3.8		3.8		3.8
MountainWest (3)
Avg. daily transportation volumes (MMdth)	—		—		—		—		—		4.2		3.2		3.8		4.2		3.9
Avg. daily firm reserved capacity (MMdth)	—		—		—		—		—		7.8		7.5		7.5		7.9		7.7
Gulfstream - Non-consolidated
Avg. daily transportation volumes (MMdth)	0.9		1.3		1.4		1.1		1.3		1.0		1.2		1.4		1.1		1.2
Avg. daily firm reserved capacity (MMdth)	1.3		1.3		1.4		1.4		1.4		1.4		1.4		1.4		1.4		1.4
Gathering, Processing, and Crude Oil Transportation
Consolidated (4)
Gathering volumes (Bcf/d)	0.30		0.28		0.29		0.28		0.29		0.28		0.23		0.27		0.27		0.26
Plant inlet natural gas volumes (Bcf/d)	0.48		0.46		0.49		0.46		0.47		0.43		0.40		0.46		0.46		0.44
NGL production (Mbbls/d)	31		31		26		26		28		28		24		28		26		27
NGL equity sales (Mbbls/d)	7		7		4		5		6		7		5		6		5		6
Crude oil transportation volumes (Mbbls/d)	110		124		125		118		119		119		111		134		130		123
Non-consolidated (5)
Gathering volumes (Bcf/d)	0.39		0.37		0.41		0.42		0.40		0.36		0.30		0.36		0.33		0.34
Plant inlet natural gas volumes (Bcf/d)	0.38		0.37		0.41		0.42		0.40		0.36		0.30		0.36		0.33		0.34
NGL production (Mbbls/d)	28		26		29		29		28		28		21		30		28		27
NGL equity sales (Mbbls/d)	8		6		7		10		8		8		3		8		7		7
(1) Excludes certain amounts associated with revenues and operating costs for tracked or reimbursable charges.
(2) Tbtu converted to MMdth at one trillion British thermal units = one million dekatherms.
(3) Includes 100% of the volumes associated with the MountainWest Acquisition transmission assets after the purchase on February 14, 2023, including 100% of the volumes associated with the operated equity-method investment White River Hub, LLC. Average volumes were calculated over the period owned.
(4) Excludes volumes associated with equity-method investments that are not consolidated in our results.
(5) Includes 100% of the volumes associated with operated equity-method investments, including Discovery Producer Services.

9

Northeast G&P
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Gathering, processing, transportation, and fractionation revenues	$	323	$	350	$	354	$	368	$	1,395	$	391	$	431	$	417	$	411	$	1,650
Other fee revenues (1)	27		27		27		46		127		32		27		27		28		114
Commodity margins	6		1		3		—		10		5		(1)		7		1		12
Operating and administrative costs (1)	(85)		(102)		(101)		(97)		(385)		(101)		(101)		(115)		(107)		(424)
Other segment income (expenses) - net	(3)		—		(1)		(1)		(5)		—		—		(1)		(9)		(10)
Proportional Modified EBITDA of equity-method investments	150		174		182		148		654		143		159		119		153		574
Modified EBITDA	418		450		464		464		1,796		470		515		454		477		1,916
Adjustments	—		—		—		—		—		—		—		31		8		39
Adjusted EBITDA	$	418	$	450	$	464	$	464	$	1,796	$	470	$	515	$	485	$	485	$	1,955
Statistics for Operated Assets
Gathering and Processing
Consolidated (2)
Gathering volumes (Bcf/d)	4.03		4.19		4.22		4.31		4.19		4.42		4.61		4.41		4.37		4.45
Plant inlet natural gas volumes (Bcf/d)	1.46		1.70		1.74		1.70		1.65		1.92		1.79		1.93		1.93		1.89
NGL production (Mbbls/d)	110		118		125		127		120		144		135		144		133		139
NGL equity sales (Mbbls/d)	2		1		1		1		1		1		1		—		1		1
Non-consolidated (3)
Gathering volumes (Bcf/d)	6.62		6.76		6.58		6.48		6.61		6.97		7.03		6.83		6.85		6.92
Plant inlet natural gas volumes (Bcf/d)	0.66		0.76		0.66		0.77		0.71		0.77		0.93		0.99		1.01		0.93
NGL production (Mbbls/d)	50		53		45		56		51		54		64		71		69		65
NGL equity sales (Mbbls/d)	4		3		2		2		3		4		5		4		4		4
(1) Excludes certain amounts associated with revenues and operating costs for reimbursable charges.
(2) Includes volumes associated with Susquehanna Supply Hub, the Northeast JV, and Utica Supply Hub, all of which are consolidated.
(3) Includes 100% of the volumes associated with operated equity-method investments, including the Laurel Mountain Midstream partnership and Blue Racer Midstream which we operate effective January 1, 2024; and the Bradford Supply Hub and the Marcellus South Supply Hub within the Appalachia Midstream Services partnership.

10

West
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Net gathering, processing, transportation, storage, and fractionation revenues	$	317	$	360	$	397	$	401	$	1,475	$	382	$	373	$	371	$	397	$	1,523
Other fee revenues (1)	6		6		6		5		23		5		7		4		8		24
Commodity margins	23		25		27		27		102		(24)		18		21		19		34
Operating and administrative costs (1)	(112)		(133)		(128)		(133)		(506)		(115)		(122)		(122)		(144)		(503)
Other segment income (expenses) - net	(1)		(1)		(6)		(7)		(15)		23		(7)		(4)		(14)		(2)
Proportional Modified EBITDA of equity-method investments	27		31		41		33		132		33		43		45		41		162
Modified EBITDA	260		288		337		326		1,211		304		312		315		307		1,238
Adjustments	—		8		—		—		8		(18)		—		—		16		(2)
Adjusted EBITDA	$	260	$	296	$	337	$	326	$	1,219	$	286	$	312	$	315	$	323	$	1,236
Statistics for Operated Assets
Gathering and Processing
Consolidated (2) (4)
Gathering volumes (Bcf/d) (3)	3.47		5.14		5.20		5.50		5.19		5.47		5.51		5.60		6.03		6.02
Plant inlet natural gas volumes (Bcf/d)	1.13		1.14		1.21		1.10		1.15		0.92		1.06		1.12		1.63		1.54
NGL production (Mbbls/d)	47		49		45		32		43		25		40		61		99		91
NGL equity sales (Mbbls/d)	17		18		13		7		14		6		16		22		14		14
Non-consolidated (5)
Gathering volumes (Bcf/d)	0.28		0.28		0.29		0.29		0.29		0.32		0.33		0.33		—		—
Plant inlet natural gas volumes (Bcf/d)	0.27		0.28		0.29		0.29		0.28		0.32		0.32		0.32		—		—
NGL production (Mbbls/d)	31		32		34		32		33		37		38		38		—		—
NGL and Crude Oil Transportation volumes (Mbbls/d) (6)	132		162		189		151		158		161		217		244		250		218
(1) Excludes certain amounts associated with revenues and operating costs for reimbursable charges.
(2) Excludes volumes associated with equity-method investments that are not consolidated in our results.
(3) Includes 100% of the volumes associated with the Trace Acquisition gathering assets after the purchase on April 29, 2022 and the Cureton Acquisition gathering assets after the purchase on November 30, 2023. Average volumes were calculated over the period owned.
(4) Volumes associated with the RMM assets for 4th Qtr 2023 and Year 2023 are presented entirely in the Consolidated section. We acquired the remaining 50 percent of RMM on November 30, 2023.
(5) Includes 100% of the volumes associated with operated equity-method investment Rocky Mountain Midstream through 3rd Qtr 2023.
(6) Includes 100% of the volumes associated with Overland Pass Pipeline Company (and operated equity-method investment), Rocky Mountain Midstream (see Note 4 above) as well as volumes for our consolidated Bluestem pipeline.

11

Gas & NGL Marketing Services
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Commodity margins	$	100	$	23	$	39	$	161	$	323	$	265	$	(2)	$	38	$	88	$	389
Other fee revenues	1		—		1		1		3		1		—		—		—		1
Net unrealized gain (loss) from derivative instruments	(57)		(288)		5		66		(274)		333		94		24		208		659
Operating and administrative costs	(31)		(23)		(24)		(18)		(96)		(32)		(24)		(19)		(24)		(99)
Other segment income (expenses) - net	—		6		(1)		(1)		4		—		—		—		—		—
Modified EBITDA	13		(282)		20		209		(40)		567		68		43		272		950
Adjustments	52		288		18		(60)		298		(336)		(84)		(27)		(203)		(650)
Adjusted EBITDA	$	65	$	6	$	38	$	149	$	258	$	231	$	(16)	$	16	$	69	$	300
Statistics
Product Sales Volumes
Natural Gas (Bcf/d)	7.96		6.66		7.11		7.05		7.20		7.24		6.56		7.31		7.11		7.05
NGLs (Mbbls/d)	246		234		267		254		250		234		239		245		173		223

12

Other
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Service revenues	$	9	$	7	$	6	$	2	$	24	$	3	$	5	$	4	$	4	$	16
Net realized product sales	96		142		180		184		602		120		97		127		145		489
Net unrealized gain (loss) from derivative instruments	(66)		47		29		15		25		(6)		(11)		(1)		19		1
Operating and administrative costs	(33)		(57)		(62)		(59)		(211)		(48)		(54)		(58)		(65)		(225)
Other segment income (expenses) - net	(1)		—		(13)		8		(6)		5		5		10		8		28
Net gain from Energy Transfer litigation judgment	—		—		—		—		—		—		—		—		534		534
Proportional Modified EBITDA of equity-method investments	—		—		—		—		—		—		(1)		(1)		—		(2)
Modified EBITDA	5		139		140		150		434		74		41		81		645		841
Adjustments	66		(47)		(13)		(15)		(9)		6		11		1		(553)		(535)
Adjusted EBITDA	$	71	$	92	$	127	$	135	$	425	$	80	$	52	$	82	$	92	$	306
Statistics
Net Product Sales Volumes
Natural Gas (Bcf/d)	0.12		0.19		0.27		0.31		0.22		0.26		0.29		0.31		0.30		0.29
NGLs (Mbbls/d)	7		7		8		7		7		3		6		9		10		7
Crude Oil (Mbbls/d)	2		3		2		2		2		1		3		5		7		4

13

Capital Expenditures and Investments
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Capital expenditures:
Transmission & Gulf of Mexico	$	125	$	129	$	637	$	358	$	1,249	$	205	$	263	$	382	$	521	$	1,371
Northeast G&P	40		30		52		92		214		99		74		115		71		359
West	61		82		94		226		463		169		197		141		121		628
Other	65		74		58		130		327		72		76		52		75		275
Total (1)	$	291	$	315	$	841	$	806	$	2,253	$	545	$	610	$	690	$	788	$	2,633
Purchases of and contributions to equity-method investments:
Transmission & Gulf of Mexico	$	16	$	26	$	11	$	17	$	70	$	8	$	18	$	6	$	9	$	41
Northeast G&P	32		18		28		8		86		31		12		4		52		99
West	—		—		—		—		—		—		—		1		—		1
Other	8		—		1		1		10		—		—		—		—		—
Total	$	56	$	44	$	40	$	26	$	166	$	39	$	30	$	11	$	61	$	141
Summary:
Transmission & Gulf of Mexico	$	141	$	155	$	648	$	375	$	1,319	$	213	$	281	$	388	$	530	$	1,412
Northeast G&P	72		48		80		100		300		130		86		119		123		458
West	61		82		94		226		463		169		197		142		121		629
Other	73		74		59		131		337		72		76		52		75		275
Total	$	347	$	359	$	881	$	832	$	2,419	$	584	$	640	$	701	$	849	$	2,774
Capital investments:
Increases to property, plant, and equipment	$	260	$	382	$	907	$	845	$	2,394	$	484	$	684	$	792	$	604	$	2,564
Purchases of businesses, net of cash acquired	—		933		—		—		933		1,056		(3)		(29)		544		1,568
Purchases of and contributions to equity-method investments	56		44		40		26		166		39		30		11		61		141
Purchases of other long-term investments	—		3		3		5		11		2		1		2		1		6
Total	$	316	$	1,362	$	950	$	876	$	3,504	$	1,581	$	712	$	776	$	1,210	$	4,279
(1) Increases to property, plant, and equipment	$	260	$	382	$	907	$	845	$	2,394	$	484	$	684	$	792	$	604	$	2,564
Changes in related accounts payable and accrued liabilities	31		(67)		(66)		(39)		(141)		61		(74)		(102)		184		69
Capital expenditures	$	291	$	315	$	841	$	806	$	2,253	$	545	$	610	$	690	$	788	$	2,633
Contributions from noncontrolling interests	$	3	$	5	$	7	$	3	$	18	$	3	$	15	$	—	$	—	$	18
Contributions in aid of construction	$	(3)	$	9	$	2	$	4	$	12	$	11	$	7	$	2	$	8	$	28
Proceeds from sale of business	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	348	$	(2)	$	346
Proceeds from disposition of equity-method investments	$	—	$	—	$	7	$	—	$	7	$	—	$	—	$	—	$	—	$	—

14

Non-GAAP Measures

This news release and accompanying materials may include certain financial measures – adjusted EBITDA, adjusted income (“earnings”), adjusted earnings per share, available funds from operations and dividend coverage ratio – that are non-GAAP financial measures as defined under the rules of the SEC.

Our segment performance measure, modified EBITDA, is defined as net income (loss) before income (loss) from discontinued operations, income tax expense, net interest expense, equity earnings from equity-method investments, other net investing income, impairments of equity investments and goodwill, depreciation and amortization expense, and accretion expense associated with asset retirement obligations for nonregulated operations. We also add our proportional ownership share (based on ownership interest) of modified EBITDA of equity-method investments.

Adjusted EBITDA further excludes items of income or loss that we characterize as unrepresentative of our ongoing operations. Such items are excluded from net income to determine adjusted income and adjusted earnings per share. Management believes this measure provides investors meaningful insight into results from ongoing operations.

Available funds from operations (AFFO) is defined as cash flow from operations excluding the effect of changes in working capital and certain other changes in noncurrent assets and liabilities, reduced by preferred dividends and net distributions to noncontrolling interests. AFFO may be adjusted to exclude certain items that we characterize as unrepresentative of our ongoing operations.

This news release is accompanied by a reconciliation of these non-GAAP financial measures to their nearest GAAP financial measures. Management uses these financial measures because they are accepted financial indicators used by investors to compare company performance. In addition, management believes that these measures provide investors an enhanced perspective of the operating performance of assets and the cash that the business is generating.

Neither adjusted EBITDA, adjusted income, nor available funds from operations are intended to represent cash flows for the period, nor are they presented as an alternative to net income or cash flow from operations. They should not be considered in isolation or as substitutes for a measure of performance prepared in accordance with United States generally accepted accounting principles.

15

Reconciliation of Income (Loss) from Continuing Operations Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income
(UNAUDITED)
	2022										2023
(Dollars in millions, except per-share amounts)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Income (loss) from continuing operations attributable to The Williams Companies, Inc. available to common stockholders	$	379	$	400	$	599	$	668	$	2,046	$	926	$	547	$	654	$	1,146	$	3,273
Income (loss) from continuing operations - diluted earnings (loss) per common share (1)	$	.31	$	.33	$	.49	$	.55	$	1.67	$	.76	$	.45	$	.54	$	.94	$	2.68
Adjustments:
Transmission & Gulf of Mexico
Loss related to Eminence storage cavern abandonments and monitoring	$	—	$	—	$	19	$	12	$	31	$	—	$	—	$	—	$	—	$	—
Regulatory liability charges associated with decrease in Transco’s estimated deferred state income tax rate	—		—		15		—		15		—		—		—		—		—
Net unrealized (gain) loss from derivative instruments	—		—		(1)		1		—		—		—		—		—		—
MountainWest acquisition and transition-related costs	—		—		—		—		—		13		17		3		9		42
Gulf Coast Storage acquisition and transition-related costs	—		—		—		—		—		—		—		—		1		1
Gain on sale of business	—		—		—		—		—		—		—		(130)		1		(129)
Total Transmission & Gulf of Mexico adjustments	—		—		33		13		46		13		17		(127)		11		(86)
Northeast G&P
Accrual for loss contingency	—		—		—		—		—		—		—		—		10		10
Our share of accrual for loss contingency at Aux Sable Liquid    Products LP	—		—		—		—		—		—		—		31		(2)		29
Total Northeast G&P adjustments	—		—		—		—		—		—		—		31		8		39
West
Trace acquisition costs	—		8		—		—		8		—		—		—		—		—
Cureton acquisition and transition-related costs	—		—		—		—		—		—		—		—		6		6
Gain from contract settlement	—		—		—		—		—		(18)		—		—		—		(18)
Impairment of assets held for sale	—		—		—		—		—		—		—		—		10		10
Total West adjustments	—		8		—		—		8		(18)		—		—		16		(2)
Gas & NGL Marketing Services
Amortization of purchase accounting inventory fair value adjustment	15		—		—		—		15		—		—		—		—		—
Impact of volatility on NGL linefill transactions	(20)		—		23		6		9		(3)		10		(3)		5		9
Net unrealized (gain) loss from derivative instruments	57		288		(5)		(66)		274		(333)		(94)		(24)		(208)		(659)
Total Gas & NGL Marketing Services adjustments	52		288		18		(60)		298		(336)		(84)		(27)		(203)		(650)
Other
Regulatory liability charge associated with decrease in Transco’s estimated deferred state income tax rate	—		—		5		—		5		—		—		—		—		—
Net unrealized (gain) loss from derivative instruments	66		(47)		(29)		(15)		(25)		6		11		1		(19)		(1)
Net gain from Energy Transfer litigation judgment	—		—		—		—		—		—		—		—		(534)		(534)
Accrual for loss contingency	—		—		11		—		11		—		—		—		—		—
Total Other adjustments	66		(47)		(13)		(15)		(9)		6		11		1		(553)		(535)
Adjustments included in Modified EBITDA	118		249		38		(62)		343		(335)		(56)		(122)		(721)		(1,234)
Adjustments below Modified EBITDA
Gain on remeasurement of RMM investment	—		—		—		—		—		—		—		—		(30)		(30)
Amortization of intangible assets from Sequent acquisition	42		41		42		42		167		15		14		15		15		59
Depreciation adjustment related to Eminence storage cavern abandonments	—		—		(1)		—		(1)		—		—		—		—		—
	42		41		41		42		166		15		14		15		(15)		29
Total adjustments	160		290		79		(20)		509		(320)		(42)		(107)		(736)		(1,205)
Less tax effect for above items	(40)		(72)		(17)		5		(124)		78		10		25		178		291
Adjustments for tax-related items (2)	—		(134)		(69)		—		(203)		—		—		(25)		—		(25)
Adjusted income from continuing operations available to common stockholders	$	499	$	484	$	592	$	653	$	2,228	$	684	$	515	$	547	$	588	$	2,334
Adjusted income from continuing operations - diluted earnings per common share (1)	$	.41	$	.40	$	.48	$	.53	$	1.82	$	.56	$	.42	$	.45	$	.48	$	1.91
Weighted-average shares - diluted (thousands)	1,221,279		1,222,694		1,222,472		1,224,212		1,222,672		1,225,781		1,219,915		1,220,073		1,221,894		1,221,616
(1) The sum of earnings per share for the quarters may not equal the total earnings per share for the year due to changes in the weighted-average number of common shares outstanding.
(2) The second quarter of 2022 includes adjustments for the reversal of valuation allowance due to the expected utilization of certain deferred income tax assets and previously unrecognized tax benefits from the resolution of certain federal income tax audits. The third quarter of 2022 includes an unfavorable adjustment to reverse the net benefit primarily associated with a significant decrease in our estimated deferred state income tax rate, partially offset by an unfavorable revision to a state net operating loss carryforward. The third quarter of 2023 includes an adjustment associated with a further decrease in our estimated deferred state income tax rate.

16

Reconciliation of "Net Income (Loss)" to “Modified EBITDA” and Non-GAAP “Adjusted EBITDA”
(UNAUDITED)
	2022										2023
(Dollars in millions)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Net income (loss)	$	392	$	407	$	621	$	697	$	2,117	$	957	$	494	$	684	$	1,168	$	3,303
Provision (benefit) for income taxes	118		(45)		96		256		425		284		175		176		370		1,005
Interest expense	286		281		291		289		1,147		294		306		314		322		1,236
Equity (earnings) losses	(136)		(163)		(193)		(145)		(637)		(147)		(160)		(127)		(155)		(589)
Other investing (income) loss - net	(1)		(2)		(1)		(12)		(16)		(8)		(13)		(24)		(63)		(108)
Proportional Modified EBITDA of equity-method investments	225		250		273		231		979		229		249		215		246		939
Depreciation and amortization expenses	498		506		500		505		2,009		506		515		521		529		2,071
Accretion expense associated with asset retirement obligations for nonregulated operations	11		13		12		15		51		15		14		14		16		59
(Income) loss from discontinued operations, net of tax	—		—		—		—		—		—		87		1		9		97
Modified EBITDA	$	1,393	$	1,247	$	1,599	$	1,836	$	6,075	$	2,130	$	1,667	$	1,774	$	2,442	$	8,013
Transmission & Gulf of Mexico	$	697	$	652	$	638	$	687	$	2,674	$	715	$	731	$	881	$	741	$	3,068
Northeast G&P	418		450		464		464		1,796		470		515		454		477		1,916
West	260		288		337		326		1,211		304		312		315		307		1,238
Gas & NGL Marketing Services	13		(282)		20		209		(40)		567		68		43		272		950
Other	5		139		140		150		434		74		41		81		645		841
Total Modified EBITDA	$	1,393	$	1,247	$	1,599	$	1,836	$	6,075	$	2,130	$	1,667	$	1,774	$	2,442	$	8,013
Adjustments (1):
Transmission & Gulf of Mexico	$	—	$	—	$	33	$	13	$	46	$	13	$	17	$	(127)	$	11	$	(86)
Northeast G&P	—		—		—		—		—		—		—		31		8		39
West	—		8		—		—		8		(18)		—		—		16		(2)
Gas & NGL Marketing Services	52		288		18		(60)		298		(336)		(84)		(27)		(203)		(650)
Other	66		(47)		(13)		(15)		(9)		6		11		1		(553)		(535)
Total Adjustments	$	118	$	249	$	38	$	(62)	$	343	$	(335)	$	(56)	$	(122)	$	(721)	$	(1,234)
Adjusted EBITDA:
Transmission & Gulf of Mexico	$	697	$	652	$	671	$	700	$	2,720	$	728	$	748	$	754	$	752	$	2,982
Northeast G&P	418		450		464		464		1,796		470		515		485		485		1,955
West	260		296		337		326		1,219		286		312		315		323		1,236
Gas & NGL Marketing Services	65		6		38		149		258		231		(16)		16		69		300
Other	71		92		127		135		425		80		52		82		92		306
Total Adjusted EBITDA	$	1,511	$	1,496	$	1,637	$	1,774	$	6,418	$	1,795	$	1,611	$	1,652	$	1,721	$	6,779
(1) Adjustments by segment are detailed in the "Reconciliation of Income (Loss) from Continuing Operations Attributable to The Williams Companies, Inc. to Non-GAAP Adjusted Income," which is also included in these materials.

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Reconciliation of Cash Flow from Operating Activities to Non-GAAP Available Funds from Operations (AFFO)
(UNAUDITED)
	2022										2023
(Dollars in millions, except coverage ratios)	1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year		1st Qtr		2nd Qtr		3rd Qtr		4th Qtr		Year
Net cash provided (used) by operating activities	$	1,082	$	1,098	$	1,490	$	1,219	$	4,889	$	1,514	$	1,377	$	1,234	$	1,930	$	6,055
Exclude: Cash (provided) used by changes in:
Accounts receivable	3		794		(125)		61		733		(1,269)		(154)		128		206		(1,089)
Inventories, including write-downs	(178)		177		77		(127)		(51)		(45)		(19)		7		14		(43)
Other current assets and deferred charges	65		(50)		47		(29)		33		4		(28)		29		(65)		(60)
Accounts payable	138		(828)		(53)		333		(410)		1,017		203		(148)		(180)		892
Accrued and other current liabilities	149		(125)		(191)		(42)		(209)		318		(246)		42		(95)		19
Changes in current and noncurrent commodity derivative assets and liabilities	(101)		52		(37)		(8)		(94)		(82)		(37)		(53)		(28)		(200)
Other, including changes in noncurrent assets and liabilities	67		65		73		11		216		40		47		53		106		246
Preferred dividends paid	(1)		—		(1)		(1)		(3)		(1)		—		(1)		(1)		(3)
Dividends and distributions paid to noncontrolling interests	(37)		(58)		(46)		(63)		(204)		(54)		(58)		(62)		(39)		(213)
Contributions from noncontrolling interests	3		5		7		3		18		3		15		—		—		18
Adjustment to exclude litigation-related charges in discontinued operations	—		—		—		—		—		—		115		1		9		125
Adjustment to exclude net gain from Energy Transfer litigation judgment	—		—		—		—		—		—		—		—		(534)		(534)
Available funds from operations	$	1,190	$	1,130	$	1,241	$	1,357	$	4,918	$	1,445	$	1,215	$	1,230	$	1,323	$	5,213
Common dividends paid	$	518	$	517	$	518	$	518	$	2,071	$	546	$	545	$	544	$	544	$	2,179
Coverage ratio:
Available funds from operations divided by Common dividends paid	2.30		2.19		2.40		2.62		2.37		2.65		2.23		2.26		2.43		2.39

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Reconciliation of Net Income (Loss) from Continuing Operations to Modified EBITDA, Non-GAAP Adjusted EBITDA and Cash Flow from Operating Activities to Non-GAAP Available Funds from Operations (AFFO)
	2024 Guidance						2025 Guidance
(Dollars in millions, except per-share amounts and coverage ratio)	Low		Mid		High		Low		Mid		High
Net income (loss) from continuing operations	$	2,094	$	2,219	$	2,344	$	2,373	$	2,523	$	2,673
Provision (benefit) for income taxes	670		695		720		735		785		835
Interest expense			1,380						1,390
Equity (earnings) losses			(535)						(610)
Proportional Modified EBITDA of equity-method investments			895						990
Depreciation and amortization expenses and accretion for asset retirement obligations associated with nonregulated operations			2,270						2,325
Other			(6)						(8)
Modified EBITDA	$	6,768	$	6,918	$	7,068	$	7,195	$	7,395	$	7,595
EBITDA Adjustments			32						5
Adjusted EBITDA	$	6,800	$	6,950	$	7,100	$	7,200	$	7,400	$	7,600
Net income (loss) from continuing operations	$	2,094	$	2,219	$	2,344	$	2,373	$	2,523	$	2,673
Less: Net income (loss) attributable to noncontrolling interests and preferred dividends			115						115
Net income (loss) from continuing operations attributable to The Williams Companies, Inc. available to common stockholders	$	1,979	$	2,104	$	2,229	$	2,258	$	2,408	$	2,558
Adjustments:
Adjustments included in Modified EBITDA (1)			32						5
Adjustments below Modified EBITDA (2)			29						18
Allocation of adjustments to noncontrolling interests			—						—
Total adjustments			61						23
Less tax effect for above items			(15)						(6)
Adjusted income from continuing operations available to common stockholders	$	2,025	$	2,150	$	2,275	$	2,275	$	2,425	$	2,575
Adjusted income from continuing operations - diluted earnings per common share	$	1.65	$	1.76	$	1.86	$	1.85	$	1.97	$	2.10
Weighted-average shares - diluted (millions)			1,224						1,228
Available Funds from Operations (AFFO):
Net cash provided by operating activities (net of changes in working capital, changes in current and noncurrent derivative assets and liabilities, and changes in other, including changes in noncurrent assets and liabilities)	$	5,125	$	5,250	$	5,375	$	5,295	$	5,445	$	5,595
Preferred dividends paid			(3)						(3)
Dividends and distributions paid to noncontrolling interests			(215)						(235)
Contributions from noncontrolling interests			18						18
Available funds from operations (AFFO)	$	4,925	$	5,050	$	5,175	$	5,075	$	5,225	$	5,375
AFFO per common share	$	4.02	$	4.13	$	4.23	$	4.13	$	4.25	$	4.38
Common dividends paid			$	2,320			5%-7% Dividend growth
Coverage Ratio (AFFO/Common dividends paid)	2.12x		2.18x		2.23x				~2.12x
(1) Adjustments reflect transaction and transition costs of acquisitions
(2) Adjustments reflect amortization of intangible assets from Sequent acquisition

19

Forward-Looking Statements

The reports, filings, and other public announcements of The Williams Companies, Inc. (Williams) may contain or incorporate by reference statements that do not directly or exclusively relate to historical facts. Such statements are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). These forward-looking statements relate to anticipated financial performance, management’s plans and objectives for future operations, business prospects, outcomes of regulatory proceedings, market conditions, and other matters. We make these forward-looking statements in reliance on the safe harbor protections provided under the Private Securities Litigation Reform Act of 1995.

All statements, other than statements of historical facts, included in this report that address activities, events, or developments that we expect, believe, or anticipate will exist or may occur in the future, are forward-looking statements. Forward-looking statements can be identified by various forms of words such as “anticipates,” “believes,” “seeks,” “could,” “may,” “should,” “continues,” “estimates,” “expects,” “forecasts,” “intends,” “might,” “goals,” “objectives,” “targets,” “planned,” “potential,” “projects,” “scheduled,” “will,” “assumes,” “guidance,” “outlook,” “in-service date,” or other similar expressions. These forward-looking statements are based on management’s beliefs and assumptions and on information currently available to management and include, among others, statements regarding:

•Levels of dividends to Williams stockholders;

•Future credit ratings of Williams and its affiliates;

•Amounts and nature of future capital expenditures;

•Expansion and growth of our business and operations;

•Expected in-service dates for capital projects;

•Financial condition and liquidity;

•Business strategy;

•Cash flow from operations or results of operations;

•Seasonality of certain business components;

•Natural gas, natural gas liquids, and crude oil prices, supply, and demand;

•Demand for our services.

Forward-looking statements are based on numerous assumptions, uncertainties, and risks that could cause future events or results to be materially different from those stated or implied in this report. Many of the factors that will determine these results are beyond our ability to control or predict. Specific factors that could cause actual results to differ from results contemplated by the forward-looking statements include, among others, the following:

20

•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 our ability and the ability of other energy companies, with whom we conduct or seek to conduct business, to obtain necessary permits and approvals, and our ability to achieve favorable rate proceeding outcomes;

•Our exposure to the credit risk of our customers and counterparties;

•Our ability to acquire new businesses and assets and successfully integrate those operations and assets into existing businesses as well as successfully expand our facilities, and consummate asset sales on acceptable terms;

•Whether we are able to successfully identify, evaluate, and timely execute our capital projects and investment opportunities;

•The strength and financial resources of our competitors and the effects of competition;

•The amount of cash distributions from and capital requirements of our investments and joint ventures in which we participate;

•Whether we will be able to effectively execute our financing plan;

•Increasing scrutiny and changing expectations from stakeholders with respect to our 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 our facilities;

•Acts of terrorism, cybersecurity incidents, and related disruptions;

•Our costs and funding obligations for defined benefit pension plans and other postretirement benefit plans;

•Changes in maintenance and construction costs, as well as our ability to obtain sufficient construction-related inputs, including skilled labor;

•Inflation, interest rates, 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;

21

•The ability of the members of the Organization of Petroleum Exporting Countries 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 including between Israel and Hamas and conflicts involving Iran and its proxy forces;

•Changes in U.S. governmental administration and policies;

•Whether we are able to pay current and expected levels of dividends;

•Additional risks described in our filings with the Securities and Exchange Commission (SEC).

Given the uncertainties and risk factors that could cause our actual results to differ materially from those contained in any forward-looking statement, we caution investors not to unduly rely on our forward-looking statements. We disclaim any obligations to, and do not intend to, update the above list or announce publicly the result of any revisions to any of the forward-looking statements to reflect future events or developments.

In addition to causing our actual results to differ, the factors listed above and referred to below may cause our intentions to change from those statements of intention set forth in this report. Such changes in our intentions may also cause our results to differ. We may change our intentions, at any time and without notice, based upon changes in such factors, our assumptions, or otherwise.

Because forward-looking statements involve risks and uncertainties, we caution that there are important factors, in addition to those listed above, that may cause actual results to differ materially from those contained in the forward-looking statements. For a detailed discussion of those factors, see (a) Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on February 27, 2023, (b) Part II, Item 1A. Risk Factors in subsequent Quarterly Reports on Form 10-Q, and (c) when filed with the SEC, Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023.

###

22

XML

Document and Entity Information	Feb. 14, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 14, 2024
Entity Registrant Name	Williams Companies, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	1-4174
Entity Tax Identification Number	73-0569878
Entity Address, Address Line One	One Williams Center
Entity Address, City or Town	Tulsa
Entity Address, State or Province	OK
Entity Address, Postal Zip Code	74172-0172
City Area Code	800
Local Phone Number	945-5426
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $1.00 par value
Trading Symbol	WMB
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000107263
Amendment Flag	false