Why has Gerald B. Smith been appointed to the Board of Directors?

Gerald B. Smith has been appointed to the Board of Directors to bring his extensive experience in investment management and corporate governance to ONEOK. His background with his own investment firm and his previous and current board service with other prominent organizations are expected to add significant value, particularly to the Audit and Corporate Governance Committees.

What is the reason for Gary Parker's departure from the Board?

Gary Parker is resigning from the Board of Directors due to the company's mandatory retirement policy, which requires directors to retire at age 75. Mr. Parker turned 75 in June 2020. The filing explicitly states that his resignation is not due to any disagreement with the company regarding its operations, policies, or practices.

Will the new director, Gerald B. Smith, receive any special compensation?

Mr. Smith will receive compensation for his service on the ONEOK Board in line with the standard compensation for non-management directors, as approved by the Board in February 2020. This compensation will be prorated for his service period from December 2020 through April 2021.

Are there any conflicts of interest or unusual arrangements regarding Gerald B. Smith's appointment?

The filing indicates that there are no arrangements or understandings between Mr. Smith and any other persons that led to his selection as director. Furthermore, he has no direct or indirect interest in any transaction that would require disclosure under SEC regulations.

OKE 8-K: Leadership Changes & Regulation FD

Summary

ONEOK Inc. (OKE) announced a change to its Board of Directors through an 8-K filing on December 15, 2020. The key event is the appointment of Gerald B. Smith as a new director, effective December 15, 2020. Mr. Smith brings extensive financial and investment management experience, having founded Smith, Graham & Company Investment Advisors and holding board positions with notable organizations such as the New York Life Insurance Company and the Federal Reserve Bank of Dallas. His appointment is expected to strengthen the board's expertise, particularly within its Audit and Corporate Governance Committees. Concurrently, Gary Parker will resign from the Board effective December 15, 2020, after a significant 29-year tenure. Mr. Parker's departure is due to the company's mandatory retirement age policy for directors over 75, and it is stated that there are no disagreements between him and the company. This transition represents a refresh of the board with new leadership and expertise.

Key Highlights

1Gerald B. Smith appointed as a new director to the ONEOK Board, effective December 15, 2020.
2Mr. Smith will serve on the Audit and Corporate Governance Committees of the ONEOK Board.
3Mr. Smith is the founder, chairman, and CEO of Smith, Graham & Company Investment Advisors, a global investment management firm.
4Mr. Smith has prior board experience with ONEOK and ONEOK Partners, L.P., and currently serves on boards including New York Life Insurance Company and the Federal Reserve Bank of Dallas.
5Gary Parker resigns from the ONEOK Board effective December 15, 2020, after 29 years of service.
6Mr. Parker's departure is in accordance with the company's policy requiring retirement at age 75.
7The company issued a news release on December 15, 2020, announcing these board changes.

ONEOK INC /NEW/ 8-K Report, Executive Changes (Dec 15, 2020)

Summary

Key Highlights

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