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

Aris Water Solutions CEO Amanda M. Brock converted her equity holdings into cash and Western Midstream Partners units following the merger agreement.

Summary

• Amanda M. Brock, President and CEO, and Director of Aris Water Solutions, Inc. (ARIS), reported changes in her beneficial ownership.
• The changes occurred on October 15, 2025, as a result of the effective time of the merger transactions contemplated by an Agreement and Plan of Merger entered into on August 6, 2025, with Western Midstream Partners, LP ('Parent').
• Each share of Issuer Class A common stock and each Aris OpCo Unit with a corresponding share of Issuer Class B common stock was converted into the right to receive one of the following forms of consideration, based on election: (i) $7.00 in cash and 0.450 Parent Common Units, (ii) $25.00 in cash, or (iii) 0.625 Parent Common Units ('Common Unit Election Consideration').
• In the event of a failure to timely deliver an election, the Common Unit Election Consideration (0.625 Parent Common Units) was received.
• Issuer RSU Awards held by the Reporting Person were converted into cash equal to the total number of shares subject to the award multiplied by $25.00, plus any accrued but unpaid cash-based dividend equivalents.
• Issuer PSU Awards were converted into cash equal to the total number of shares subject to the award (assuming performance achieved at the greater of target or actual performance through August 13, 2025, and the Effective Time) multiplied by $25.00, plus any accrued but unpaid dividend equivalents.
• Following these transactions, Amanda M. Brock beneficially owns 0 shares of Class A Common Stock, 0 shares of Class B Common Stock, 0 Aris Water Holdings, LLC Units, and 0 Performance-Based Restricted Stock Units.

Sentiment

Score: 7

Explanation: The filing reports the completion of a merger, which typically provides a clear exit strategy and liquidity for shareholders. The multiple consideration options and favorable conversion terms for equity awards (e.g., $25.00 for RSUs/PSUs) suggest a positive outcome for the reporting person's holdings, despite the cessation of direct ownership in Aris Water Solutions.

Positives

• The merger provides a clear exit strategy and liquidity for Aris Water Solutions shareholders, including the CEO.
• Shareholders had multiple election options for consideration, including cash and/or units in Western Midstream Partners, LP, allowing for flexibility.
• Performance-based restricted stock units (PSUs) and time-vesting restricted stock units (RSUs) were converted to cash at a fixed value of $25.00 per share, with PSUs assuming favorable performance conditions.

Negatives

• The reporting person no longer holds direct beneficial ownership in Aris Water Solutions, Inc. equity securities, indicating the cessation of independent equity in Aris.
• The value of any Parent Common Units received as part of the merger consideration is subject to the market fluctuations of Western Midstream Partners, LP.

Risks

• The value of the Western Midstream Partners, LP common units received as part of the merger consideration is subject to market fluctuations.

Future Outlook

The filing details the completed conversion of equity holdings as a result of a merger, indicating the cessation of Aris Water Solutions, Inc. as an independent entity for the reporting person's equity. The future outlook for former Aris shareholders now depends on the performance of Western Midstream Partners, LP for those who elected unit consideration.

Industry Context

This transaction reflects ongoing consolidation within the energy and water solutions sector, particularly in the midstream and oilfield services space. Mergers like this aim to achieve economies of scale, expand operational footprints, and potentially enhance shareholder value through combined assets and synergies. Western Midstream Partners, LP's acquisition of Aris Water Solutions, Inc. suggests a strategic move to integrate water management services, which are critical for oil and gas operations, into its broader midstream infrastructure.

Comparison to Industry Standards

• The merger consideration of $25.00 per share for cash-only election and for RSU/PSU conversions provides a specific valuation benchmark for Aris Water Solutions, Inc. at the time of the merger.
• Without specific comparable transaction data within this filing, a detailed assessment against global benchmarks or specific comparable companies, projects, and results is not possible.

Stakeholder Impact

• Shareholders: Aris Water Solutions shareholders received cash and/or Western Midstream Partners units, fundamentally changing their investment.
• Management: The reporting person, as CEO, converted her equity, indicating a change in her direct equity interest in the acquired entity.

Next Steps

• The filing indicates the completion of the merger and conversion of securities. No further actions or milestones for Aris Water Solutions, Inc. are mentioned in this specific Form 4, as the company's equity has been converted.

Key Dates

Keywords

Aris Water Solutions, ARIS, Western Midstream Partners, Merger, Acquisition, SEC Form 4, Beneficial Ownership, Equity Conversion, Restricted Stock Units, Performance Stock Units, Corporate Action