SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Gobillot Lori (Last) (First) (Middle) 100 W. FIFTH STREET (Street) TULSA OK 74103 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/25/2023	3. Issuer Name and Ticker or Trading Symbol ONEOK INC /NEW/ [ OKE ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,413(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock-OKE	(2)	(2)(3)	Common Stock	22,561	(2)	D

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger, dated as of May 14, 2023 (the "Merger Agreement"), by and among ONEOK, Inc. ("ONEOK"), Otter Merger Sub LLC, and Magellan Midstream Partners, L.P. ("Magellan"), each unit of Magellan (the "Magellan Unit") issued and outstanding immediately prior to the time of the merger became effective (the "Effective Time"), was converted into the right to receive 0.667 shares of ONEOK common stock (the "ONEOK Common Stock"). On September 25, 2023, the closing price of one share of ONEOK common stock was $66.54.

2. Pursuant to the Merger Agreement, each award of phantom units of Magellan ("Magellan Award") based solely on the passage of time that was outstanding at the Effective Time was assumed by ONEOK and converted, on the same terms and conditions of such Magellan Award, into a restricted stock unit award of ONEOK equal to the product obtained by multiplying (x) the number of Magellan Units underlying the Magellan Award by (y) the Equity Exchange Ratio (as defined in the Merger Agreement) and rounded up or down to the nearest whole share of ONEOK Common Stock. Restricted stock units are convertible into Issuer common stock on a 1-for-1 ratio.

3. The phantom stock becomes payable in cash or common units upon the reporting person's termination of service as a director in accordance with the terms of the Director Deferred Compensation Plan.

Remarks:

Exhibit 24 - Power of Attorney

	By: Pat Cipolla, Attorney-in-Fact For: Lori A. Gobillot	10/04/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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