#### Sustainability Governance
###### g
**BOARD OVERSIGHT**
- Oversees our board composition, for which we consider - Oversees integration of ESG into our corporate strategy
candidates of diverse gender, ethnicity and race
- Reviews our annual sustainability report prior to publication
- Oversees the management of top strategic, operational, financial
and reporting risks, which may include ESG-related risks
**STANDING COMMITTEE ESG-RELATED OVERSIGHT**
**Audit committee** **Environmental, health & safety committee**
- Discusses management policies related to risk assessment and - Reviews and monitors Williams' environmental, health and safety
risk management and steps taken to monitor and control activities, efforts to create a culture of continuous improvement in
exposures, which may include discussion of climate-related risks Williams' environmental, health and safety practices and efforts
to develop and effectively implement environmental, health and
- Oversees the numerical integrity of ESG disclosures in SEC safety systems, programs and policies as well as ESG-related
filings and the sustainability report compensation metrics
**Compensation & management development committee** - Reviews critical incidents regarding the company's assets
- Oversees and approves the executive compensation philosophy, or operations and oversees management's monitoring and
policies and programs that align the interest of our executives enforcement of policies to protect the health and safety
with our shareholders of employees, contractors, customers, the public and
the environment
- Advises on elements of human capital management, including
annual reviews of D&I initiatives, succession planning and - Shares oversight with the compensation and management
management's efforts to increase diverse representation across development committee for employee health and development
recruiting, retention and career development
**Governance & sustainability committee**
- Shares oversight with the environmental, health and safety - Oversees ESG policies and strategy, including matters that may
committee for employee health and development arise due to climate change and energy transition, and reviews
emerging issues, trends, major legislative and regulatory
developments, stakeholder engagement or other public policy
matters related to ESG that may affect business operations,
material financial performance or Williams' reputation
- Receives progress updates on the development of our
sustainability report during regularly scheduled committee meetings
**MANAGEMENT OVERSIGHT**
- Establishes a process to see that accountability for ESG - Oversees the Williams Integrated Management System (WIMS),
performance cascades across the organization which contains operating requirements, project standards and
policies to drive integrated ESG practices into our operations.
- Identifies ESG-related risks and opportunities and creates WIMS applies to all employees, contractors, operations, assets,
processes and procedures to mitigate these risks projects and offices