∎		Corporate Governance Guidelines; Williams Code of Business Conduct; and Charters for the Audit Committee, the Compensation and Management Development Committee, the Nominating and Governance Committee, and the Environmental, Health and Safety Committee. The Williams Companies, Inc. – 2020 Proxy Statement        6     CORPORATE GOVERNANCE AND BOARD MATTERS       ∎ Williams Code of Business Conduct; and ∎ Charters for the Audit Committee, the Compensation and Management Development Committee, the Governance and Sustainability Committee, and the Environmental, Health and Safety Committee. If you prefer to receive printed copies of these documents, please send a written request to our Corporate Secretary at The Williams Companies, Inc., One Williams Center, MD 47, Tulsa, Oklahoma 74172. Prohibition on Employee, Officer and Director HedgingPROHIBITION ON EMPLOYEE, OFFICER AND DIRECTOR HEDGING As part of our Williams Policy on Securities Trading, we prohibit employees, (including officers)including officers, and directors (“Covered Persons”) (i) from engaging in short sales of any Williams securities, or (ii) from engaging in hedging transactions or speculative transactions involving any Williams securities, including but not limited to option contracts, puts, calls, straddles, collars, hedges, swaps, forward contracts, exchange funds, or any transactions that hedge or offset, or are designed to hedge or offset, any decrease in the market value of any Williams securities. Williams securities include, without limitation, common stock, debt, options for common stock, and any other derivative ornon-derivative securities that Williams may issue from time to time, as well as derivative securities relating to the stock of Williams that are not issued by Williams or a subsidiary, such as exchange-traded put or call options, or swaps. Williams securities also include equity awards or stock options granted as compensation under any of Williams’ compensation or benefit plans. The restrictions in our Williams Policy on Securities Trading applicable to Covered Persons also apply to Covered Persons’ family members, others living in Covered Persons’ households, and entities that are directed by or subject to Covered Persons’ influence or control. Environmental, Social,POLITICAL ADVOCACY AND CONTRIBUTIONS We participate in the political process, including contributing to public policy discussions, through the lobbying efforts of our Government Affairs and Governance (ESG) Matters DuringOutreach department and trade associations. Political contributions that support the last severaladvancement of the company’s interests are also made with both corporate contributions and contributions from WILLCO PAC, Williams’ political action committee. WILLCO PAC is an independent, nonpartisan entity that raises voluntary contributions from eligible Williams employees to support candidates for congressional and state offices where permitted by law. The WILLCO PAC does not make contributions to Presidential candidates. Both WILLCO PAC’s giving and our corporate political giving include bipartisan contributions to federal and state campaign committees and candidates for elected office. For two consecutive years, we have significantly enhanced our ESGWilliams has been recognized as a Trendsetter Company in political disclosure practices and accountability by the CPA-Zicklin Index which benchmarks the political disclosure and accountability policies and practices including voluntarily increasingfor election-related spending of leading U.S. public disclosure of our environmental impact through ourcompanies. The Governance and Sustainability Report, which we published in June 2019, and filing with the CDP (formerly the Carbon Disclosure Project). We have also recently hired a leader who will be dedicated to coordinating ESG activities and overseeing our internal ESG reporting teams. Oversight forCommittee annually reviews the Company’s ESG efforts resides with the Board and its committees. In particular, the Nominating and Governance Committee has oversight and guidance responsibility for ensuring that the Board, its respective committees, and management are devoting adequate attention to ESG matters. It accomplishes this task through assigning directors to committees where their experience can be most effectively utilized, by reviewing and developing committee charters, through Board and committee evaluations, and by receiving periodic management reports on ESG topics. The Nominating and Governance Committee also recommends to the Board which committees should have oversight of specific responsibilities and other matters. In turn, the Board committees execute oversight for the Company’s ESG program based upon their respective areas of expertise and responsibility. These responsibilities are described in detail below and elsewhere in this proxy statement, but examples include the following: the Environmental, Health and Safety Committee has oversight for environmental and safety matters, and ensuring the proper focus and resources are being devoted by management to these areas; the Compensation and Management Development Committee addresses social issues such as management diversity and ensuring the Company has a pay for performance culture; and the Nominating and Governance Committee has direct responsibility for governance matters, such as director selection, in addition to its broader ESG oversight responsibility.political contributions. Our ESG philosophy is to focus our efforts in areas that are significant to the long-term sustainability of our business. We believe this focus best serves all stakeholders, including stockholders, employees, and the communities where we do business. For example, we previously engaged an outside vendor to assist us with an enterprise-wide materiality assessment to determine which ESG topics have the most impact to the Company. The Company then focused its’ efforts to address such ESG topics. During 2019, we utilized internal steering and execution teams to focus on sustainability reporting regarding such ESG topics. Those teams developed an ongoing reporting process which enhances our transparency to stakeholders. The result of such teams’ efforts was the creation of our Sustainability Report which is available on our website. We expect to annually review and issue updated sustainability reports. Among other matters, our Sustainability Report addresses matters relating to environmental stewardship (including climate change, methane reduction initiatives, and greenhouse gas emissions), safety, community engagement, and ethics and integrity. As discussed below and elsewhere in this   The Williams Companies, Inc. – 2020 Proxy Statement        7          CORPORATE GOVERNANCE AND BOARD MATTERS    7             For more than a century, we have worked to make life better for our country, our partner communities, and our workforce by fueling the American dream. We continue to consider stakeholders in our everyday actions, and we approach issues surrounding sustainability with the mindset that, while our core competencies include the safe gathering and transportation of natural gas, our business is about people: our customers, our employees and our communities.   Goal: 56% absolute reduction in company-wide proxy statement, we already have many standards, structures, and initiatives that address ESG matters. Accordingly, we view the preparation of our Sustainability Report to be an evolution of the initiatives we previously undertook and an opportunity to continue to identify areas for further focus. A description of certain facets of ourESG-relatedgreenhouse gas emissions by 2030 initiatives, programs, and actions follows on the next page.   Jennifer H., Project Analyst II, Tulsa, Okla. The Williams Companies, Inc. – 2020 Proxy Statement        8   COMMITMENT TO SUSTAINABILITY During the last several years, we have significantly enhanced our ESG policies and practices including voluntarily increasing public disclosure of our environmental impact through our annual sustainability reports, which are available at www.williams.com, and filing with the CDP (formerly the Carbon Disclosure Project). We have a member of management who is dedicated to coordinating ESG activities and overseeing our internal ESG reporting teams. Oversight for the Company’s ESG efforts resides with the Board and its committees. In particular, the Governance and Sustainability Committee has oversight and guidance responsibility for ensuring that the Board, its respective committees, and management are devoting adequate attention to ESG matters. It accomplishes this task through assigning directors to committees where their experience can be most effectively utilized, by reviewing and developing committee charters, through Board and committee evaluations, and by receiving periodic management reports on ESG topics. The Governance and Sustainability Committee also recommends to the Board which committees should have oversight of specific responsibilities and other matters. In turn, the Board committees execute oversight for elements of the Company’s ESG program based upon their respective areas of expertise and responsibility. These responsibilities are described in detail elsewhere in this proxy statement.         CORPORATE GOVERNANCE AND BOARD MATTERSOur ESG philosophy is to focus our efforts in areas that are significant to the long-term sustainability of our business. We believe this focus best serves all stakeholders, including stockholders, employees, and the communities where we do business. We use an external consulting firm to assist us with enterprise-wide materiality assessments and preparation of ESG reporting. During 2020, we continued utilizing internal steering and execution teams to focus on our sustainability reporting. The result of such teams’ efforts was the creation of our 2019 Sustainability Report which, along with our prior sustainability report, is available on our website. We expect to continue annually issuing updated sustainability reports. Among other matters, our 2019 Sustainability Report addresses matters relating to environmental stewardship (including climate change, methane reduction initiatives, and greenhouse gas emissions), safety, community engagement, and ethics and integrity. A description of certain facets of our ESG-related initiatives, programs, and actions follows on the next page.   For additional information about our ESG performance and related matters, please see our sustainability reports available on our website www.williams.com, the contents of which are expressly not incorporated herein by reference.     “Sustainability grounded in sensibility is nothing new at Williams. We’ve worked to create value responsibly since our humble beginnings more than 100 years ago.”       8   Alan Armstrong President and CEO, Williams      Environmental, Health & SafetyWILLIAMS 2021 PROXY STATEMENT         •   ENVIRONMENTAL, HEALTH & SAFETY ∎ Our Board-level Environmental, Health and Safety (“EH&S”) Committee is charged with oversight of EH&S matters and is committed to keeping Williams operating safely, reliably, and in a way that avoids, minimizes, and helps mitigate environmental impact.   •   ∎ Our EH&S Policy requires not only that we meet or exceed applicable EH&S laws and regulations, but also facilitates a full and open discussion to address responsible standards and practices where laws and regulations do not exist. •  We developed the Williams Integrated Management System which defines how we manage and reduce physical risk to our assets, the environment, and people.   •   ∎ We have a Pipeline Integrity Management Plan that identifies additional safety procedures that we implement on liquid and gas transmission pipelines where a pipeline spill might have significant adverse impacts. ∎ In August we announced our climate commitment, setting a near-term goal of a 56% absolute reduction from 2005 levels in company-wide greenhouse gas emissions by 2030 and putting the company on a positive trajectory to be net zero carbon emissions by 2050. – By setting a near-term goal for 2030, we plan to leverage our natural gas-focused strategy and technology that is available today to focus on immediate opportunities to reduce emissions, scale renewables and build a clean energy economy — while looking forward and anticipating future innovations and technologies. Corporate Sustainability Focus Areas Environmental, Health & Safety   •  Williams takes an active role and focus on employee safety, maintaining strong ethical practices, and establishing healthful working conditions. Social We are committed to being a good corporate citizen and we strive to create better outcomes for our people, our customers, our employees, and our communities. Governance Strong corporate governance is embedded in our ESG strategy. We believe that good corporate governance is essential to the long-term success of the Company. – To reach our 2030 target, we are pursuing common sense methane emissions reduction opportunities through leak detection and repair, work practice improvements, and evaluating equipment upgrades on a site-specific basis. – Our long-term path to net zero by 2050 includes preparing for future breakthrough technologies in carbon capture, synthetic gas and hydrogen as a fuel source. ∎ We are a member of Our Nation’s Energy Future Coalition, Inc. (“ONE Future”) which has a collective membership target to reduce methane emissions in the natural gas supply chain to 1% by 2025. Williams has committed to the ONE Future 2025 methane intensity goals for industry sectors of 0.08% for Gathering and Boosting, 0.11%0.18% for Processing, and 0.31% for Transmission and Storage. – At the end of 2019 we were exceeding anticipated progress toward the ONE Future greenhouse gas reduction goal with methane emissions of 0.035% in Gathering and Boosting, 0.017% in Processing and 0.032% in Transmission and Storage. KEY CLIMATE COMMITMENT DRIVERS As a midstream industry leader, we believe we can successfully sustain and evolve our business as the world moves to a low carbon future, while also helping our customers and stakeholders meet their climate goals. 9             •∎   While designing, constructing, and operating our pipeline system, we demonstrate our commitment to protecting environmentally and culturally sensitive areas by:   –   Conducting environmental assessments and archaeological surveys;   –   Using environmentally sensitive construction techniques;   –   Siting pipelines along existing rights of way, roadways, or utility corridors if feasible;   –   Maintaining an open dialogue with neighboring communities; and   –   Conducting our operations in a manner that protects human health and the environment.        Social“Williams is focused on sustainable operations including ready-now solutions to address climate change and by setting a near-term goal for 2030, we will leverage our natural gas-focused strategy and today’s technologies to focus on immediate opportunities to reduce emissions in and around our business.”   •  – Alan Armstrong President and CEO ∎ Our scores amongst four of the most relevant and influential ESG ratings and rankings firms in 2020 reflected widespread recognition of our enhanced sustainability efforts. We earned a B rating from the CDP, higher than the Oil & Gas Storage and Transportation sector C average and North America regional D average. We were recently added to the Dow Jones North America Sustainable Index and DJSI ranked us in the top 7% in our peer group. Sustainalytics ranked us in the top 3% in our peer group. MSCI assigned us a stable rating of BB. SOCIAL ∎ We position ourselves as an employer of choice by offering industry competitive compensation, including a comprehensive benefits package to provide for the health and welfare and retirement needs of our employees.   •   ∎ We have policies and standards demonstrating respect for the dignity of the individual:   – –  Our Code of Business Conduct provides a comprehensive resource governing ethical concerns, employee privacy and workplace matters, legal compliance, and other matters.   – –  Our Equal Employment Opportunity Policy commits us to fairly treating all employees and candidates, without regard to characteristics having no bearing on job performance.   – –  Our Prohibition of Workplace Discrimination and Harassment Policy addresses many forms of unwanted attention, including sexual harassment.   – –  Our Human Rights Policy Statement commits us to respect principles aimed at promoting, protecting, and supporting all internationally recognized human rights and to avoid complicity in human rights abuses.   •  We capture critical metrics regarding workplace/human capital management, as well as other metrics and investments, in the Performance Data Table included in our Sustainability Report available on our website. •   ∎ Our Community RelationsCorporate Social Responsibility Team implements our community giving strategy including our matching gifts program, which matches employee, board member, and retiree contributions to eligiblenon-profit organizations, and the homegrown giving grants program, in which grants are made to any eligiblenon-profit organization in communities where Williams employees are involved. GOVERNANCE ∎   Governance We fervently believe in good corporate governance. Please see our disclosures in“Corporate Governance and Board Matters – Corporate Governance”Governance” above.   The Williams Companies, Inc. – 2020 Proxy Statement        9           10          CORPORATE GOVERNANCE AND BOARD MATTERS     WILLIAMS 2021 PROXY STATEMENT           Board and Committee Structure and MeetingsBOARD AND COMMITTEE STRUCTURE AND MEETINGS Board Meetings Directors actively participate in Board and committee meetings. Meeting materials are distributed in advance of each regular Board meeting so that directors can prepare for meeting discussions. The full Board met seven times in 2019.2020. Each director serving on the Board during 2020 attended at least 75100 percent of the aggregate of the2020 Board and applicable committee meetings held in 2019.during their time of Board service. Board Committees The Board has four standing committees: Audit, Compensation and Management Development, NominatingGovernance and Governance,Sustainability, and Environmental, Health and Safety. Each standing committee has a charter adopted by the Board. Each committee chair gives a committee report to the full Board at each regular Board meeting. The Board annually elects each committee’s members and chair annually.chair. Each committee has authority to retain, approve fees for, and terminate advisors as it deems necessary to assist in the fulfillment of its responsibilities. The chart below shows the current composition of the committees and the number of committee meetings held in 2019.2020.               Director     Audit      Compensation  and Management Development   Nominating   and Governance   Environmental, Health, and Safety           Alan S. Armstrong               Stephen W. Bergstrom (Chairman of the Board)                 Nancy K. Buese                 Stephen I. Chazen                 Charles I. Cogut                 Kathleen B. Cooper*                 Michael A. Creel                 Vicki L. Fuller                 Peter A. Ragauss                 Scott D. Sheffield                 Murray D. Smith                 William H. Spence                 Number of meetings in 2019   8   4   4   4     Committee Chair       Committee Member     DIRECTOR       AUDIT       COMPENSATION     AND MANAGEMENT     DEVELOPMENT       GOVERNANCE AND     SUSTAINABILITY       ENVIRONMENTAL,     HEALTH, AND SAFETY Alan S. Armstrong                 Stephen W. Bergstrom (Chairman of the Board)             Nancy K. Buese             Stephen I. Chazen             Charles I. Cogut             Michael A. Creel             Stacey H. Doré             Vicki L. Fuller             Peter A. Ragauss             Rose M. Robeson             Scott D. Sheffield             Murray D. Smith             William H. Spence             Number of meetings in 2020   8   5   4   4   * Dr. Cooper has reached   Committee Chair   Committee Member Note: Ms. Robeson was elected to the Board’s mandatory retirement ageBoard in December 2020 and will not be standing for reelection atMs. Doré was elected to the Board in January of 2021. Accordingly, neither director participated in any of the 2020 Annual Meeting of Stockholders. Board or committee meetings.   The Williams Companies, Inc. – 2020 Proxy Statement        10          CORPORATE GOVERNANCE AND BOARD MATTERS     11         AUDIT COMMITTEE Responsibilities The Board has a separately designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Audit Committee:   ∎   Responsibilities The Board has a separately designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Exchange Act. The Audit Committee: •  appoints, evaluates, and approves the compensation of our independent registered public accounting firm;   •   ∎ assists the Board in fulfilling its responsibilities for generally overseeing Williams’ financial reporting processes and the audit of Williams’ financial statements, including the integrity of Williams’ financial statements, Williams’ compliance with legal and regulatory requirements, and risk assessment and risk management;   •   ∎ reviews the qualifications and independence of the independent registered public accounting firm; •   ∎ reviews the performance of Williams’ internal audit function and the independent registered public accounting firm;   •   ∎ reviews Williams’ earnings releases;   •   ∎ oversees investigations into complaints concerning financial matters;   •   ∎ reviews with the General Counsel, and/or the Chief Ethics & Compliance Officer as needed, any actual and alleged violations of the Code of Business Conduct;   •   ∎ reviews annually its charter and performance; and   •   ∎ prepares the Report of the Audit Committee for inclusion in the annual proxy statement.   Independence Requirements The Board has determined that Stephen I. Chazen, Charles I. Cogut, Michael A. Creel, Stacey H. Doré, Vicki L. Fuller, and Peter A. Ragauss, and William H. Spence, comprising all current members of the Audit Committee, meet the heightened independence requirements under the NYSE’s rules for persons serving on audit committees. Financial Literacy, Experts The Board has determined that:   ∎ •  all the members of the Audit Committee are “financially literate” as defined by the NYSE rules; and   ∎ •  all members of the Audit Committee, except for Charles I. Cogut and Stacey H. Doré, qualify as audit committee financial experts as defined by the SEC. No member of the Audit Committee may serve on more than three public company audit committees, including the Company’s Audit Committee, unless the Board determines that such simultaneous service would not impair the ability of such member to effectively serve. As of the date of this proxy statement, no member of the Audit Committee is serving on more than three public company audit committees. No member of the Audit Committee may serve on more than three public company audit committees, including the Company’s Audit Committee, unless the Board determines that such simultaneous service would not impair the ability of such member to effectively serve. As of the date of this proxy statement, no member of the Audit Committee is serving on more than three public company audit committees. The Williams Companies, Inc. – 2020 Proxy Statement        11     CORPORATE GOVERNANCE AND BOARD MATTERS                 12    Responsibilities WILLIAMS 2021 PROXY STATEMENT         ENVIRONMENTAL, HEALTH AND SAFETY COMMITTEE Responsibilities The Environmental, Health and Safety Committee:   •   ∎ oversees, considers, and evaluates EH&S matters and engages directly with management and its advisors, who fromtime-to-time provide reports, analyses, and other information as may be requested by the Committee;   •   ∎ provides oversight for the Company’s EH&S processes including ensuring compliance with applicable legal and regulatory requirements and evaluation of ways to address EH&S matters as part of the Company’s business operations and strategy; •   ∎ oversees management’s monitoring and enforcement of the Company’s policies to protect the health and safety of employees, contractors, customers, the public, and the environment;   •   ∎ reviews, monitors, and reports to the Board on the Company’s performance and activities related to EH&S matters;   •   ∎ to the extent deemed advisable by the Committee, engages independent advisors to serve the Committee’s needs;   •   ∎ makes recommendations to the Board regarding actions to be taken with respect to EH&S matters; and   •   ∎ reviews annually its charter and performance.

David C., Operations Technician III, Rocky Mountain Midstream, Longmont, Colo.

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