OGE ENERGY CORP.·4

Feb 18, 5:17 PM ET

SULTEMEIER WILLIAM H 4

4 · OGE ENERGY CORP. · Filed Feb 18, 2026

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OGE Energy (OGE) GC William Sultemeier Receives Awards; Withheld Shares

What Happened William H. Sultemeier, General Counsel, Corporate Secretary and Chief Compliance Officer of OGE Energy Corp. (OGE), was granted a total of 16,969 shares (two awards: 10,996 and 5,973) on Feb 16, 2026. On the same date, 4,850 shares were surrendered/withheld at $46.64 per share to satisfy a tax liability, a disposition valued at about $226,204. Net new shares from these transactions equal 12,119 (16,969 granted minus 4,850 withheld). The grants include settled performance units and long‑term incentive awards; the withholding appears to be routine tax withholding rather than an open‑market sale.

Key Details

  • Transaction date: 2026-02-16 (Form 4 filed 2026-02-18).
  • Grants: 10,996 shares (F1 — settlement of performance units for 3-year period ending 12/31/2025) and 5,973 shares (F2 — long‑term incentives granted in 2026 but not yet earned). Both recorded as acquisitions at $0.00.
  • Withholding/disposition: 4,850 shares disposed under code F (payment of tax liability) at $46.64/share, total ≈ $226,204.
  • Net increase in holdings from these entries: +12,119 shares.
  • Filing timeliness: Filing appears timely (filed two days after the transaction).
  • Shares owned after the transaction: not specified in the excerpt provided.
  • Footnote: filing notes some shares include dividend reinvestment amounts exempt from reporting under Rule 16a‑11 (F4).

Context The disposition labeled F reflects shares withheld to cover taxes (a common, administrative action) rather than an open‑market sale — not necessarily a bearish signal. The larger item is the awards: one set represents settled performance units (earned for meeting targets), while the other are long‑term incentive grants that may be subject to future vesting/earnout conditions. For retail investors, granted awards increase insider exposure but don’t by themselves indicate intent to buy or sell stock.

Insider Transaction Report

Form 4
Period: 2026-02-16
SULTEMEIER WILLIAM H
GC, Corp. Sec, CCO
Transactions
  • Award

    Common Stock-$.01 par value per share

    [F1]
    2026-02-16+10,99680,719 total
  • Tax Payment

    Common Stock-$.01 par value per share

    2026-02-16$46.64/sh4,850$226,20475,869 total
  • Award

    Common Stock-$.01 par value per share

    [F2]
    2026-02-16+5,97381,842 total
Holdings
  • Stock Equiv Units

    [F3][F4]
    Com Stk
    8,950.592
Footnotes (4)
  • [F1]Settlement of performance units upon determination by compensation committee that specified performance goals have been achieved for the three-year period ending December 31, 2025.
  • [F2]Long term incentives granted in 2026 but not yet earned.
  • [F3]Not Applicable
  • [F4]The total includes shares acquired through the reinvestment of dividends that were exempt from reporting pursuant to Rule 16a-11.
Signature
/s/ William Sultemeier, By Power of Attorney|2026-02-18

Documents

1 file
  • 4
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