MIX Paper from responsible sources FSC® C103375 ONEOK 2019 ANNUAL Integrated Reliability. REPORT ONEOK 2019 ANNUAL REPORT 100 West Fifth Street Tulsa, Oklahoma 74103-4298 Post Office Box 871 Tulsa, Oklahoma 74102-0871 www.oneok.com BOARD OF DIRECTORS ONEOK, Inc. (pronounced ONE-OAK) (NYSE: OKE) is a leading midstream service provider and owner of one of the nation's premier natural gas liquids (NGL) systems, Brian L. Derksen Jim W. Mogg connecting NGL supply in the Rocky Mountain, Permian and Mid-Continent regions with key market centers and an extensive network of natural gas gathering, Retired Global Deputy Chief Executive Officer, Deloitte Touche Tohmatsu Limited Retired Chairman, DCP Midstream GP, L.L.C. processing, storage and transportation assets. Dallas, Texas Hydro, Oklahoma Julie H. Edwards Pattye L. Moore ONEOK is a FORTUNE 500 company and is included in the S&P 500. For the latest news about ONEOK, find us on LinkedIn, Facebook, Twitter and Instagram. Former Chief Financial Officer, Southern Union Company; Former Chairman, Red Robin Gourmet Burgers; Former Chief Financial Officer, Frontier Oil Corporation Former President, Sonic Corp. Houston, Texas Broken Arrow, Oklahoma John W. Gibson Gary D. Parker Chairman of the Board and Retired Chief Executive Officer, ONEOK, Inc. President, Moffitt, Parker & Company, Inc. Financial Performance Tulsa, Oklahoma Muskogee, Oklahoma Mark W. Helderman Eduardo A. Rodriguez Retired Managing Director and Co-Portfolio Manager, Sasco Capital Inc. President, Strategic Communications Consulting Group Cleveland, Ohio El Paso, Texas Randall J. Larson Terry K. Spencer Retired Chief Executive Officer, TransMontaigne Partners L.P. President and Chief Executive Officer, ONEOK, Inc. Tucson, Arizona Tulsa, Oklahoma Steven J. Malcolm $1.99 Retired Chairman, President and Chief Executive Officer, The Williams Companies, Inc. $1.30 $1.39 $1.85 $2.45 Tulsa, Oklahoma $1.00 $1.58 $2.58 $1.84 $1.91 Positions and ages as of OFFICERS February 27, 2020 Terry K. Spencer, 60 Sheridan C. Swords, 50 President and Chief Executive Officer Senior Vice President, Natural Gas Liquids 2015 2015 2016 2016 Robert F. Martinovich, 62 Charles M. Kelley, 61 2017 2017 Executive Vice President and Chief Administrative Officer Senior Vice President, Natural Gas 2018 OPERATING INCOME 2018 ADJUSTED EBITDA 2019 (billions of dollars) 2019 (billions of dollars) Walter S. Hulse III, 56 Mary M. Spears, 40 Chief Financial Officer, Treasurer and Executive Vice President, Vice President and Chief Accounting Officer Strategic Planning and Corporate Affairs Eric Grimshaw, 67 Kevin L. Burdick, 55 Vice President, Associate General Counsel and Secretary Executive Vice President and Chief Operating Officer Stephen B. Allen, 46 Senior Vice President, General Counsel and Assistant Secretary TOTAL SHAREHOLDER RETURN* $2.46 $2.72 102% ONEOK $2.43 $3.245 -32% ONEOK Peer Group CORPORATE INFORMATION 5-YEAR 74% S&P 500 Index ANNUAL MEETING CREDIT RATINGS OKE The 2020 annual meeting of shareholders will be held Wednesday, May 20, 2020, S&P Global Ratings BBB (stable) $3.53 at 9 a.m. Central Daylight Time at ONEOK Plaza, 100 West Fifth Street, Tulsa, OK. Moody’s Investors Service Baa3 (positive) 54% ONEOK -13% ONEOK Peer Group AUDITORS INVESTOR RELATIONS 3-YEAR PricewaterhouseCoopers LLP Andrew Ziola, vice president – investor relations and corporate affairs, by phone at 53% S&P 500 Index Two Warren Place 918-588-7683 or by email at [email protected]. 6120 South Yale Avenue, Suite 1850 48% ONEOK Tulsa, OK 74136 Megan Patterson, manager – investor relations, by phone at 918-561-5325 or by 2015 email at [email protected]. 9% ONEOK Peer Group 2016 1-YEAR DIRECT STOCK PURCHASE AND DIVIDEND REINVESTMENT PLAN 2017 ONEOK’s Direct Stock Purchase and Dividend Reinvestment Plan provides investors 31% S&P 500 Index CORPORATE WEBSITE 2018 DIVIDEND the opportunity to purchase shares of common stock without payment of any www.oneok.com 2019 GROWTH brokerage fees or service charges and to reinvest dividends automatically. TRANSFER AGENT, REGISTRAR AND DIVIDEND DISBURSING AGENT EQ Shareowner Services As of Dec. 31, 2019 P.O. Box 64854 *Total return represents share-price appreciation and the reinvestment of dividends. St. Paul, MN 55164-0854 866-235-0232 www.shareowneronline.com LETTER TO OUR INVESTORS Setting a New Standard for Midstream 2019 was an outstanding year of project execution and record-setting safety performance for ONEOK. These results set the stage for strong growth at attractive returns. Our extensive asset position and exceptional financial strength allow us to perform well even in challenging times. In 2018 and 2019, we turned our attention to construction of several significant capital-growth projects. Building an organic growth program of this scale, while maintaining safe and reliable operations of our existing assets, is challenging. It requires focus, dedication and collaboration with all stakeholders, including landowners, public officials, contractors and many others. Thankfully, but not surprisingly, our employees rose to the challenge, completing these projects safely, on time and on budget. These critical projects are expected to significantly increase capacity and demonstrate our ability to grow alongside our customers. For example, Williston Basin producers continue to see improvements through enhanced completion techniques, yielding increased natural gas liquids (NGL) and natural gas volumes delivered to our system. To meet our Williston customers’ needs for additional capacity, ONEOK built the Elk Creek NGL pipeline and two natural gas processing plants – Demicks Lake I and Demicks Lake II. We are also expanding the Bear Creek facility and the Elk Creek Pipeline. This new infrastructure will bring much needed support to our customers as they strive to significantly reduce the amount of natural gas flared in the region. In addition to completing several growth projects in 2019, we also: • Achieved outstanding environment, safety and health (ESH) performance, resulting in the company's lowest incident rates for employee injuries and preventable vehicle accidents in the past 10 years and agency reportable environmental events over the past six years. • Increased volumes of NGL raw feed throughput and natural gas processed across our system each by 7% compared with 2018. • Increased net income and adjusted earnings before interest, taxes, depreciation and amortization (adjusted EBITDA) by 11% and 5%, respectively, compared with 2018. • Announced expansions of our Bear Creek natural gas processing plant and Mid-Continent NGL fractionation facility and infrastructure; an additional 40,000 bpd expansion of our West Texas LPG pipeline; and an extension of our Bakken NGL Pipeline. • Increased dividends paid to $3.53 per share, a 9% increase compared with 2018. • Achieved dividend coverage of 1.38 times. • Ended the year with a strong balance sheet and investment-grade credit ratings. Elk Creek Pipeline Construction in Colorado Mont Belvieu Fractionation1 Facility Construction in Texas Demicks Lake I Natural Gas Processing Plant Construction in North Dakota Our focus in 2020 remains on operating our network of assets in the manner for which ONEOK has a strong reputation – safely, reliably and in an environmentally sustainable way. The anticipated completion of additional growth projects, many in the first quarter 2020, will result in a decrease in capital spending as our strong balance sheet gets even stronger. We expect earnings from our completed projects to drive net income and adjusted EBITDA growth of approximately 16% and 25%, respectively, in 2020 and provide support for continued growth through: • Increased natural gas on our system as a result of new supply and reduced flaring in the Williston Basin. • Increased NGLs from our Rocky Mountain region and Permian Basin operations to the Gulf Coast market center. • Completion of the Arbuckle II Pipeline, MB-4 fractionator and an 80,000 bpd expansion of the West Texas LPG pipeline. We continue to focus on our environmental, social and governance (ESG) practices, and our efforts have been rewarded. In 2019, we were the only U.S. midstream company added to the Dow Jones Sustainability North America Index. In total, we now are listed in 30 ESG-related indexes. We invite you to read our most recent Corporate Sustainability Report for more on these efforts. Of course, our achievements over the past year are attributable to the nearly 3,000 employees across our operations. We thank them for their continued dedication to our company and to the communities where we operate and where they live and work. In 2019, some of our operating areas experienced record-breaking floods. ONEOK and our employees responded with more than $1 million for flood relief efforts, as well as countless hours volunteered by employees. We are proud that they continue to exhibit our core values every day, and especially during the times of greatest need. Thank you to our board of directors for its support as our company evolves to meet the needs of our stakeholders. Our focus in 2020 remains on maintaining our financial strength and safely and successfully completing our capital-growth projects, which are expected to create exceptional value for our stakeholders and investors by building on our strong asset position. And finally, thank you to our investors for your continued trust and investment in ONEOK. You are a part of our reliability story as you continue to invest in ONEOK’s future. John W. Gibson Terry K.