Form 4: WES CFO Shults Reports Significant Equity Transactions

Western Midstream Partners' CFO Kristen S. Shults reported the vesting of various equity awards and the grant of new performance-based units, alongside tax-related dispositions.

Summary

• Kristen S. Shults, SVP & Chief Financial Officer of Western Midstream Partners, LP (WES), reported multiple transactions involving Common Units and derivative securities on February 12, 2026.
• Shults acquired a total of 91,788 Common Units through the conversion/vesting of Phantom Units and Performance Units at a price of $0.
• Concurrently, Shults disposed of 36,165 Common Units at a price of $42.35 to cover tax liabilities associated with the vesting of these awards.
• The net effect of these transactions resulted in an increase of 55,623 beneficially owned Common Units, bringing the total direct beneficial ownership to 143,752 Common Units.
• New grants were reported for 2026 Phantom Units (35,419 units) and 2026 Performance Units (17,710 TUR and 17,710 ROA units), all at a price of $0.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a routine disclosure of executive compensation, reflecting ongoing equity incentives for the CFO, executed under a pre-established Rule 10b5-1 trading plan.

Positives

• Vesting of previously granted equity awards indicates the fulfillment of compensation agreements and potentially the achievement of performance metrics for performance units.
• The grant of new 2026 Phantom Units (35,419 units) and Performance Units (35,420 units total) demonstrates ongoing executive incentive alignment with company performance.
• An increase in the CFO's direct beneficial ownership of Common Units by 55,623 units, totaling 143,752 units, signals continued alignment of executive interests with unitholder value.

Negatives

• The disposition of 36,165 Common Units at $42.35 was solely for tax withholding purposes, which is a common practice but represents a reduction in direct ownership that is not a voluntary sale.

Future Outlook

Phantom Units vest ratably over a three-year period on February 12th of each year and will pay distribution equivalent rights in cash on a current basis. Performance-based units represent the right to receive between 0% and 200% of one WES Common Unit (or cash equivalent) based upon the achievement of pre-established performance metrics over a 3-year performance period. Future vesting events for 2024, 2025, and 2026 Phantom and Performance Units are scheduled through February 12, 2029.

Industry Context

StockSavvy.ai notes that such equity transactions are standard for executive compensation in the midstream energy sector, aligning management incentives with long-term unitholder value.

Stakeholder Impact

• Shareholders/Unitholders: Provides transparency into executive compensation and ownership, showing alignment of management interests with unitholder value through equity incentives. The tax-related dispositions are a routine part of equity compensation.
• Employees: Reflects the company's ongoing use of equity-based compensation plans to incentivize key executives.

Next Steps

• Continued vesting of 2024, 2025, and 2026 Phantom Units on February 12th of each year through 2028.
• Potential payout of 2024, 2025, and 2026 Performance Units based on achievement of pre-established performance metrics over their respective 3-year performance periods, with expiration dates through February 12, 2029.

Key Dates

Keywords

Western Midstream Partners, WES, Form 4, insider transaction, equity awards, phantom units, performance units, CFO, executive compensation, beneficial ownership