Williams : 2024 Williams Annual Report Final (bookmarked)

Published: 2025-03-19 13:25:05 ET WMB

2024 Annual Report

EXPERIENCE POWERS US

WilliamsVision,MissionandCoreValues

Vision

As the world demands reliable, low-cost, low-carbon energy, Williams will be there with

the best transport, storage and delivery solutions. We make clean energy happen by being the best-in-class operator of the critical infrastructure that supports a clean energy future.

Mission

Williams is committed to being the leader in providing infrastructure that safely delivers natural gas products to reliably fuel the clean energy economy.

At Williams, We Are

Forward-Looking Statements: Any statements included in this 2024 Annual Report that are

Table of Contents

not historical facts, including, without limitation, statements regarding future market trends

Stockholder Letter

and anticipated operations are forward-looking statements within the meaning of applicable

securities law. Such statements are subject to numerous risks and uncertainties beyond

Directors and Officers

our control and our actual results may differ materially from our forward-looking statements.

Form 10-K

Additional information concerning factors that may influence our results can be found in the

Form 10-K under the heading "Part I, Item 1A. Risk Factors."

ALAN S. ARMSTRONG

PRESIDENT AND CHIEF EXECUTIVE OFFICER

Dear Shareholders:

In 2024, we saw demand for long- term capacity on our pipeline systems surge to unprecedented levels, due to the continued growth in domestic power generation demand, LNG exports and industrial re-shoring

Natural gas is clean, affordable, and reliable, making it the preferred energy solution for a variety of customers and applications.

Our conviction in these fundamentals has been foundational to our strategy for more than a decade, and now these same fundamentals are driving the financial strength of our business and supporting a large portfolio of fully contracted, high-return growth projects over the next five years and beyond.

TRACK RECORD OF FINANCIAL STRENGTH AND GROWTH

Executing our strategy to connect the best supplies of natural gas with

the best markets, Williams transported record contracted volumes across our nationwide transmission network in 2024, delivering consistent earnings growth each quarter. Adjusted EBITDA reached a full-year record, marking a significant increase

from 2023.

With pipeline expansions coming online and newly integrated storage assets contributing, we exceeded earnings guidance for the year and have now met or surpassed analyst expectations for 36 consecutive quarters. We maintained a healthy balance sheet and returned over $2.3 billion in dividends to shareholders, continuing our more than 50-year tradition of paying dividends every quarter.

We continue to deliver shareholder value, as evidenced by our 5% compound annual growth rate (CAGR) on our dividend and annualized total shareholder return CAGR of nearly 30% over the last five years. Looking ahead, we maintain our long-standing commitment to shareholder returns, and consequently, have increased our dividend by 5.3%.

2024 Annual Report

The Williams Companies, Inc.

The turbine-powered Compressor Station 505 in Branchburg, New Jersey was completed in 2024 as part of the Regional Energy Access expansion project.

STRONG EXECUTION WITH LONG RUNWAY AHEAD

To meet the growing demand for natural gas, our teams continue to execute a comprehensive portfolio of projects in a safe and environmentally responsible manner. In 2024, we placed projects in service across the Northeast, Eastern Seaboard, and the West. Notably, we brought Transco's Regional Energy Access expansion online ahead

of schedule and commissioned Transco's Southside Reliability Enhancement as natural gas demand hit record highs with the onset of winter.

We placed six projects into service during the year and announced an additional six new projects. In total, we have 14 high-return transmission projects in execution today, including nearly 2.9 billion cubic feet per day (Bcf/d) of expansions on Transco coming online over the next few years.

Additionally, we are constructing the Louisiana Energy Gateway gathering project to move Haynesville basin gas to rapidly growing Southeast and Gulf Coast demand. In the Deepwater Gulf of America, we commissioned large-scale facilities to receive production from Chevron's Anchor field and Shell's Whale field and the ramp up in production in 2025 will be a major driver for 2025 earnings growth.

We also closed our acquisition and integrated a portfolio of underground natural gas storage facilities in Louisiana and Mississippi, with a total capacity of 118 Bcf, 230 miles of gas transmission pipeline, and 30 pipeline interconnects to attractive markets, including LNG exports and connections to our Transco system, the nation's largest natural gas transmission network.

POSITIONED FOR EMERGING OPPORTUNITIES

As markets expand for U.S. natural gas, Williams is focused on developing pragmatic solutions to further decarbonize the value chain. We are modernizing facilities with high-efficiency electric-drive compression and using satellites and other technology to enhance transparency in our emissions profile, driving continuous improvement.

We are also constructing a 1,400- acre solar facility in Lakeland, Florida, repurposing a decommissioned phosphate mine from our legacy real estate holdings.

With the proliferation of data center prospects across our footprint, we have established a Power Innovation team focused on delivering turnkey power generation solutions for hyper- scalers. Leveraging our extensive pipeline infrastructure, gas supply and project management expertise,

Williams is well-positioned to provide clean, affordable, and reliable power generation with speed to market as a primary attribute.

As energy needs evolve, we remain committed to operating our business sustainably with strong governance, environmental performance and transparency. This commitment was recently recognized by the Dow Jones Best-in-Class Index and S&P Global's Corporate Sustainability Assessment. Williams also achieved an 'A-'

score on the 2024 CDP Climate Change Questionnaire.

I appreciate the dedication of our employees over the past year, and I am confident we will deliver in 2025. As natural gas fundamentals continue to strengthen, we are excited to be at the center of this incredible story, powering America with our pipelines and driving success for our customers and shareholders.

Alan S. Armstrong

President and Chief Executive Officer March 19, 2025

The Williams Companies, Inc.

2024 Annual Report

D I R E C T O R S A N D O F F I C E R S

DIRECTORS

ALAN S. ARMSTRONG

Tulsa, Oklahoma

President and Chief

Executive Officer, Williams.

Director since 2011.

STEPHEN W. BERGSTROM The Woodlands, Texas Retired Board Chair, President and Chief Executive Officer American Midstream Partners, GP, LLC. Chairman; Director since 2016.

MICHAEL A. CREEL

The Woodlands, Texas

Retired Director and

Chief Executive Officer,

Enterprise Products Partners L.P.

Director since 2016.

STACEY H. DORÉ Dallas, Texas Executive Vice President

of Public Affairs and Chief Strategy and Sustainability Officer, Vistra Corp. Director since 2021.

CARRI A. LOCKHART

Fulshear, Texas

Retired Executive Vice President, Technology, Digital & Innovation, Equinor. Director since 2023.

RICHARD E. MUNCRIEF Edmond, Oklahoma Retired Director, President and Chief Executive Officer, Devon Energy Corporation Director since 2022.

PETER A. RAGAUSS

Houston, Texas

Retired Senior Vice President and Chief Financial Officer, Baker Hughes Company. Director since 2016.

ROSE M. ROBESON

Centennial, Colorado Retired Group Vice President and Chief Financial Officer, DCP Midstream LLC. Director since 2020.

SCOTT D. SHEFFIELD Irving, Texas Retired Director

and Chief Executive Officer,

Pioneer Natural Resources Company. Director since 2016.

MURRAY D. SMITH Calgary, Alberta, Canada President,

Murray D. Smith and Associates and Former Minister of Energy for Alberta, Canada.

Director since 2012.

WILLIAM H. SPENCE Bethlehem, Pennsylvania Retired Board Chair, President, and Chief Executive Officer, PPL Corporation.

Director since 2016.

JESSE J. TYSON

The Woodlands, Texas. Retired President

and Chief Executive Officer, ExxonMobil Inter-Americas. Director since 2022.

SENIOR OFFICERS

ALAN S. ARMSTRONG

President and Chief

Executive Officer

MICHEAL G. DUNN

Executive Vice President

and Chief Operating Officer

CHAD J. ZAMARIN

Executive Vice President of

Corporate Strategic Development

LARRY C. LARSEN

Senior Vice President -

Gathering & Processing

ERIC J. ORMOND

Senior Vice President -

Project Execution

DEBBIE L. PICKLE

Senior Vice President and

Chief Human Resources Officer

JOHN D. PORTER

Senior Vice President and

Chief Financial Officer

CHAD A. TEPLY

Senior Vice President -

Transmission and Gulf of America

T. LANE WILSON

Senior Vice President

and General Counsel

BOARD COMMITTEES

Audit Committee

Michael A. Creel

Stacey H. Doré

Peter A. Ragauss

Rose M. Robeson (Chair)

Jesse J. Tyson

Compensation & Management Development Committee

Stephen W. Bergstrom

Carri A. Lockhart

Richard E. Muncrief

Scott D. Sheffield

Murray D. Smith

William H. Spence (Chair)

Environmental, Health & Safety Committee

Michael A. Creel (Chair)

Carri A. Lockhart

Richard E. Muncrief

Rose M. Robeson

Scott D. Sheffield

Murray D. Smith

Governance & Sustainability Committee

Stephen W. Bergstrom

Stacey H. Doré (Chair)

Peter A. Ragauss

William H. Spence

Jesse J. Tyson

2024 Annual Report

The Williams Companies, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

TRANSITION REPORT PURSUANT

☐

TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from

The Williams Companies, Inc.

Transcontinental Gas Pipe Line Company, LLC

Northwest Pipeline LLC

(Exact Name of Registrant as Specified in Its Charter)

Commission file number:

State or Other Jurisdiction of

IRS Employer Identification No.:

Incorporation or Organization:

The Williams Companies, Inc.

1-4174

Delaware

73-0569878

Transcontinental Gas Pipe Line Company, LLC

1-7584

Delaware

74-1079400

Northwest Pipeline LLC

1-7414

Delaware

26-1157701

Address of Principal Executive Offices:

Zip Code:

Registrant's Telephone Number,

Including Area Code:

The Williams Companies, Inc.

One Williams Center, Tulsa, Oklahoma

74172

800-945-5426 (800-WILLIAMS)

Transcontinental Gas Pipe Line Company, LLC

2800 Post Oak Boulevard, Houston, Texas

77056

713-215-2000

Northwest Pipeline LLC

One Williams Center, Tulsa, Oklahoma

74172

800-945-5426

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

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

The Williams Companies, Inc.

Common Stock, $1.00 par value

WMB

New York Stock Exchange

Transcontinental Gas Pipe Line Company, LLC

None

Northwest Pipeline LLC

None

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

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

The Williams Companies, Inc.

Yes

☑

☐

Transcontinental Gas Pipe Line Company, LLC

Yes

☐

☑

Northwest Pipeline LLC

Yes

☐

☑

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

The Williams Companies, Inc.

Yes

☐

☑

Transcontinental Gas Pipe Line Company, LLC

Yes

☐

☑

Northwest Pipeline LLC

Yes

☐

☑

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

The Williams Companies, Inc.

Yes

☑

☐

Transcontinental Gas Pipe Line Company, LLC

Yes

☑

☐

Northwest Pipeline LLC

Yes

☑

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

The Williams Companies, Inc.

Yes

☑

☐

Transcontinental Gas Pipe Line Company, LLC

Yes

☑

☐

Northwest Pipeline LLC

Yes

☑

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

The Williams Companies, Inc.

Large accelerated

☑

Accelerated filer

☐

Non-accelerated

☐

Smaller reporting

☐

Emerging growth

☐

filer

company

Transcontinental Gas Pipe Line Company, LLC

Large accelerated

☐

Accelerated filer

☐

Non-accelerated

☑

Smaller reporting

☐

Emerging growth

☐

filer

company

Northwest Pipeline LLC

Large accelerated

☐

Accelerated filer

☐

Non-accelerated

☑

Smaller reporting

☐

Emerging growth

☐

filer

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.

The Williams Companies, Inc.

☐

Transcontinental Gas Pipe Line Company, LLC

☐

Northwest Pipeline LLC

☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

The Williams Companies, Inc.

☑

Transcontinental Gas Pipe Line Company, LLC

☐

Northwest Pipeline LLC

☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

The Williams Companies, Inc.

☑

Transcontinental Gas Pipe Line Company, LLC

☐

Northwest Pipeline LLC

☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

The Williams Companies, Inc.

☐

Transcontinental Gas Pipe Line Company, LLC

☐

Northwest Pipeline LLC

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

The Williams Companies, Inc.

Yes

☐

☑

Transcontinental Gas Pipe Line Company, LLC

Yes

☐

☑

Northwest Pipeline LLC

Yes

☐

☑

The aggregate market value of the voting and nonvoting common equity held by nonaffiliates computed by reference to the price at which the common equity was last sold as of the last business day of the registrant's most recently completed second quarter was approximately:

The Williams Companies, Inc.

$49,974,668,630

Transcontinental Gas Pipe Line Company, LLC

None

Northwest Pipeline LLC

None

The number of shares outstanding of the registrant's common stock outstanding at February 20, 2025 was:

The Williams Companies, Inc.

1,219,369,295

Transcontinental Gas Pipe Line Company, LLC

None

Northwest Pipeline LLC

None

DOCUMENTS INCORPORATED BY REFERENCE

The Williams Companies, Inc.

Portions of the Williams' Definitive Proxy Statement for the Williams' Annual Meeting of Stockholders to be held on

April 29, 2025, are incorporated into Part III, as specifically set forth in Part III.

Transcontinental Gas Pipe Line Company, LLC

None

Northwest Pipeline LLC

None

Both Transcontinental Gas Pipe Line Company, LLC and Northwest Pipeline LLC meet the conditions set forth in General Instructions I(1)(a) and (b) of Form 10-K and is therefore filing this Form 10-K with the reduced disclosure format specified in General Instructions I(2)(b), (c), and (d) of Form 10-K.

This combined Form 10-K is separately filed by The Williams Companies, Inc., Transcontinental Gas Pipe Line Company, LLC, and Northwest Pipeline LLC. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf. Each registrant makes no representation as to information relating to the other registrants.

FORM 10-K

TABLE OF CONTENTS

Page

PART I

Item 1.

Business

Item 1A.

Risk Factors

Item 1B.

Unresolved Staff Comments

Item 1C.

Cybersecurity

Item 2.

Properties

Item 3.

Legal Proceedings

Item 4.

Mine Safety Disclosures

Information About Williams' Executive Officers

PART II

Item 5.

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases

of Equity Securities

Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Item 8.

Financial Statements and Supplementary Data

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

193

Item 9A.

Controls and Procedures

193

Item 9B.

Other Information

198

Item 9C.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

198

PART III

Item 10.

Directors, Executive Officers and Corporate Governance

198

Item 11.

Executive Compensation

199

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder

199

Matters

Item 13.

Certain Relationships and Related Transactions, and Director Independence

199

Item 14.

Principal Accountant Fees and Services

199

PART IV

Item 15.

Exhibits and Financial Statement Schedules

201

Item 16.

Form 10-K Summary

213

Disclaimer

The Williams Companies Inc. published this content on March 19, 2025, and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on March 19, 2025 at 17:24:06.709.