Current Report

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 
(Date of report)
August 6, 2009
 
(Date of earliest event reported)
August 4, 2009

ONEOK, Inc.
(Exact name of registrant as specified in its charter)

Oklahoma
 
001-13643
 
73-1520922
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)

100 West Fifth Street; Tulsa, OK
(Address of principal executive offices)

74103
(Zip code)

(918) 588-7000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

[] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers .
 
On August 4, 2009, we expanded our Board of Directors from 11 to 12 members, and Gerald B. Smith was elected to the Board to fill this additional position. All of our current directors continue as members of our Board.

Mr. Smith will also serve as a member of our Audit and Compensation Committees.

Since 1994, Mr. Smith has served as a director and as a member of the Audit Committee of ONEOK Partners GP, L.L.C., our wholly-owned subsidiary and the sole general partner of ONEOK Partners, L.P.  Mr. Smith is founder, chairman and chief executive officer of Smith, Graham & Company Investment Advisors, a global investment management firm.  Mr. Smith is a member of the Board of Directors of the Charles Schwab Family of Funds, where he serves as chairman of the investment oversight committee.  He is also lead independent director and deputy chairman of Cooper Industries and a former director of the Fund Management Board of Robeco Group, Rorento, N.V. (Netherlands) and Pennzoil Corporation.

For his service on our Board and the above-referenced Board committees, Mr. Smith will receive the currently effective annual cash retainer paid to members of our Board for their service in 2009/2010 in the amount of $60,000, pro-rated for the period of time from his appointment to our Board to our next scheduled annual shareholders meeting.  Mr. Smith will also receive the currently effective stock retainer of 2,000 shares of our common stock paid to members of our Board for their service in 2009/2010 similarly pro-rated, which shares shall be issued pursuant to our Equity Compensation Plan, as amended.  As a non-management director, Mr. Smith will be reimbursed for his expenses related to his attendance at Board and committee meetings.
 
Item 9.01                  Financial Statements and Exhibits .
 
Exhibit Number
 
                              Description
99.1
 
News release of ONEOK, Inc. dated August 5, 2009, announcing a director appointment.
 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

     
ONEOK, Inc.
 
Date:
 
August 6, 2009
 
By:
 
/s/ Curtis L. Dinan                                           
     
Curtis L. Dinan
Senior Vice President,
Chief Financial Officer and
Treasurer
 
 
-3-
 
 
 
Exhibit 99.1
 
 
 
August 5, 2009
 
Analyst Contact:
Dan Harrison
     
918-588-7950
   
Media Contact:
Megan Washbourne
     
918-588-7572
 
Gerald Smith Elected to ONEOK Board of Directors

TULSA, Okla. – Aug. 5, 2009 – The board of directors of ONEOK, Inc. (NYSE: OKE) today elected Gerald B. Smith as a director, effective immediately.  Smith joins 11 other ONEOK directors on the board.
 
Smith, 58, is founder, chairman and chief executive officer of Smith, Graham & Company Investment Advisors, a global investment management firm with offices in Houston, Texas, and New York City.  He is and will continue to be a director of ONEOK Partners GP, the sole general partner of ONEOK Partners, L.P. and a wholly owned subsidiary of ONEOK, Inc., which owns 45.1 percent of the partnership.
 
“Our board and shareholders will benefit from Gerald’s business acumen, financial experience and proven leadership skills,” said David Kyle, ONEOK chairman.  “We look forward to his contributions to the ONEOK board.”
 
Smith is also a member of the board of directors of the Charles Schwab Family of Funds, where he serves as chairman of the investment oversight committee.  He is lead independent director and deputy chairman of Cooper Industries and a former director of the Fund Management Board of Robeco Group, Rorento, N.V. (Netherlands) and Pennzoil Corporation.  Smith earned a bachelor’s of business administration degree in finance from Texas Southern University.

 
ONEOK, Inc. (NYSE: OKE) is a diversified energy company.  We are the general partner and own 45.1 percent of ONEOK Partners, L.P. (NYSE: OKS), one of the largest publicly traded master limited partnerships, which is a leader in the gathering, processing, storage and transportation of natural gas in the U.S. and owns one of the nation’s premier natural gas liquids (NGL) systems, connecting NGL supply in the Mid-Continent and Rocky Mountain regions with key market centers.  ONEOK is among the largest natural gas distributors in the United States, serving more than two million customers in Oklahoma, Kansas and Texas.  Our energy services operation focuses primarily on marketing natural gas and related services throughout the U.S.  ONEOK is a Fortune 500 company.
 
For information about ONEOK, Inc., visit the Web site: www.oneok.com .
 
OKE-G

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