Form 4: Aris Water CCO Converts Equity in Western Midstream Merger

Aris Water Solutions' Chief Commercial Officer, Nicholas A. Patterson, converted his Class A common stock and restricted stock units into Western Midstream Partners units and cash following the merger.

Summary

• Nicholas A. Patterson, Chief Commercial Officer of Aris Water Solutions, Inc., reported changes in his beneficial ownership following the merger with Western Midstream Partners, LP.
• The transaction date for these changes was October 15, 2025, coinciding with the effective time of the merger.
• Patterson disposed of 55,689 shares of Aris Water Solutions Class A Common Stock.
• He also disposed of 42,374 and 4,621 Performance-Based Restricted Stock Units (PSUs) in Aris Water Solutions.
• The merger agreement, entered into on August 6, 2025, provided Aris Class A Common Stock holders with election options including $7.00 in cash plus 0.450 Parent Common Units, $25.00 in cash, or 0.625 Parent Common Units.
• Issuer RSU Awards and Issuer PSU Awards were converted into time-based awards covering Parent Common Units at a ratio of 0.625 Parent Common Units per underlying Aris Class A Common Stock share.
• Performance-based vesting conditions for PSUs were deemed earned based on the greater of target level performance or actual performance measured through August 13, 2025, and the Effective Time.

Sentiment

Score: 8

Explanation: The filing details the successful completion of a merger transaction, where the reporting person's equity holdings were converted into cash and units of the acquiring entity. The favorable treatment of performance-based restricted stock units, deemed earned at the greater of target or actual performance, indicates a positive outcome for the executive.

Positives

• The merger provides a clear liquidity event and defined exit for Aris Water Solutions shareholders.
• Performance-based restricted stock units were converted into time-based awards, with performance conditions deemed earned at the greater of target or actual performance, ensuring value realization for the executive.

Negatives

• NA

Risks

• NA

Future Outlook

Converted restricted stock units and performance-based restricted stock units will continue to vest as time-based awards in Western Midstream Partners, LP, subject to their original time-based vesting and forfeiture conditions.

Industry Context

The merger of Aris Water Solutions, a water management provider for the energy industry, into Western Midstream Partners, LP, a midstream energy company, reflects ongoing consolidation within the energy services sector. This move likely aims to integrate water infrastructure and services directly into midstream operations, potentially enhancing operational efficiencies and cost synergies for the combined entity.

Stakeholder Impact

• Shareholders (Aris Water Solutions): Received consideration (cash and/or Parent Common Units) for their shares, indicating a liquidity event and the conclusion of their investment in Aris.
• Employees (Aris Water Solutions, specifically management like Patterson): Equity awards converted into awards of the acquiring company, maintaining an incentive structure and continuity of employment (implied by continued vesting).
• Western Midstream Partners, LP: Successfully completed an acquisition, potentially expanding its asset base and service offerings.

Next Steps

• Continued time-based vesting of converted restricted stock units and performance-based restricted stock units in Western Midstream Partners, LP.

Key Dates

Keywords

Aris Water Solutions, ARIS, Western Midstream Partners, WES, Merger, Acquisition, Form 4, Insider Transaction, Beneficial Ownership, Restricted Stock Units, Performance Stock Units, Equity Conversion