Form 4: Aris Water COO Converts Equity in Merger
Insider Transaction Report (Merger-Related)
Aris Water Solutions' Chief Operating Officer, David Dylan Van Brunt, converted all his Class A Common Stock, RSUs, and PSUs into cash and/or Western Midstream Partners units following a merger.
Summary
- David Dylan Van Brunt, Chief Operating Officer of Aris Water Solutions, Inc. (ARIS), reported changes in beneficial ownership.
- The transactions occurred on October 15, 2025, as a result of a merger agreement entered into on August 6, 2025.
- Van Brunt disposed of 85,656 shares of Class A Common Stock, which were converted into merger consideration.
- He also disposed of 26,779 and 15,361 Performance-Based Restricted Stock Units (PSUs), which were converted into cash.
- For Class A Common Stock, the consideration options included $7.00 in cash plus 0.450 Parent Common Units, or $25.00 in cash, or 0.625 Parent Common Units (default option).
- Restricted Stock Units (RSUs) and PSUs were converted into cash at a rate of $25.00 per share, plus accrued dividend equivalents.
- Performance-based vesting conditions for PSUs were assumed to be achieved at the greater of target level or actual performance through August 13, 2025, or the Effective Time.
- Following these transactions, Van Brunt's beneficial ownership of the reported securities is 0.
Sentiment
Score: 5
Explanation: The sentiment is neutral as this is a mandatory disclosure of a completed transaction by an executive due to a merger, not a discretionary trading decision or a performance update.
Future Outlook
This filing does not provide any forward-looking statements or guidance regarding the company's future outlook, as it reports a completed insider transaction related to a merger.
Industry Context
This filing reflects an insider's equity conversion as part of a corporate merger, a common occurrence in the energy and water solutions sector when companies consolidate or are acquired. The specific terms of the merger consideration would be detailed in the primary merger agreement filings.
Stakeholder Impact
- Shareholders of Aris Water Solutions, Inc. received consideration for their Class A Common Stock as part of the merger, with options for cash and/or Parent Common Units.
- The Chief Operating Officer, David Dylan Van Brunt, converted all his equity holdings (Class A Common Stock, RSUs, and PSUs) into cash and/or Parent Common Units, aligning his interests with the merger's outcome.
Key Dates
| Date | Description |
|---|---|
| 08/06/2025 | Agreement and Plan of Merger entered into by Aris Water Solutions, Inc. and Western Midstream Partners, LP. |
| 08/13/2025 | Date used for calculating actual performance level for Performance-Based Restricted Stock Units. |
| 10/15/2025 | Effective Time of the merger transactions and earliest transaction date for the reported dispositions. |
| 12/31/2025 | Original expiration date for a tranche of Performance-Based Restricted Stock Units. |
| 12/31/2027 | Original expiration date for another tranche of Performance-Based Restricted Stock Units. |
Keywords
Aris Water Solutions, ARIS, Western Midstream Partners, merger, Form 4, insider transaction, beneficial ownership, restricted stock units, performance stock units, executive compensation
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.