Statement of Changes in Beneficial Ownership (4)
November 16 2022 - 4:53PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Green Catherine A. |
2. Issuer Name and Ticker or Trading Symbol
Western Midstream Partners, LP
[
WES
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP & Chief Accounting Officer |
(Last)
(First)
(Middle)
9950 WOODLOCH FOREST DR. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/14/2022 |
(Street)
THE WOODLANDS, TX 77380
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Units representing limited partner interests | 11/14/2022 | | A | | 224 | A | $0 | 13229 | D | |
Common Units representing limited partner interests | 11/14/2022 | | F | | 88 | D | $28.01 | 13141 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
2020 Performance Unit - ROA | (1) | | | | | | | 2/12/2023 | 2/12/2023 | Common Units representing limited partner interests | 3902.0 | | 3902 | D | |
2020 Performance Unit - TUR | (1) | | | | | | | 2/12/2023 | 2/12/2023 | Common Units representing limited partner interests | 3902.0 | | 3902 | D | |
2021 Performance Unit - ROA | (1) | | | | | | | 2/12/2024 | 2/12/2024 | Common Units representing limited partner interests | 6297.0 | | 6297 | D | |
2021 Performance Unit - TUR | (1) | | | | | | | 2/12/2024 | 2/12/2024 | Common Units representing limited partner interests | 6297.0 | | 6297 | D | |
2022 Performance Unit - ROA | (1) | | | | | | | 2/12/2025 | 2/12/2025 | Common Units representing limited partner interests | 6262.0 | | 6262 | D | |
2022 Performance Unit - TUR | (1) | | | | | | | 2/12/2025 | 2/12/2025 | Common Units representing limited partner interests | 6262.0 | | 6262 | D | |
Phantom Units | (2) | | | | | | | (3) | (3) | Common Units representing limited partner interests | 4682.0 | | 4682 | D | |
Phantom Units | (4) | | | | | | | (5) | (5) | Common Units representing limited partner interests | 8396.0 | | 8396 | D | |
Phantom Units | (2) | | | | | | | (6) | (6) | Common Units representing limited partner interests | 12524.0 | | 12524 | D | |
Explanation of Responses: |
(1) | Each performance-based unit represents the right to receive, following vesting, between 0% and 200% of one WES Common Unit based upon the achievement of pre-established performance metrics over a 3-year performance period. |
(2) | Each Phantom Unit is the economic equivalent of one WES Common Unit representing limited partnership interests, and upon vesting, will entitle the holder to receive a common unit or, at the discretion of the Board of Directors of the General Partner, cash equal to the Fair Market Value of a Common Unit. |
(3) | These Phantom Units vest ratably over a three-year period on February 12th of each year, and will pay distribution equivalent rights in the form of WES Common Units on a current basis. |
(4) | Each Phantom Unit is the economic equivalent of one WES Common Unit representing limited partnership interests, and upon vesting, entitled to receive a common unit |
(5) | The phantom units vest in three annual installments beginning one year after the date of grant, and will pay distribution equivalent rights prior to vesting in the form of WES Common Units. |
(6) | These 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Green Catherine A. 9950 WOODLOCH FOREST DR. THE WOODLANDS, TX 77380 |
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| SVP & Chief Accounting Officer |
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Signatures
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/s/ Philip C. Neisel, as attorney-in-fact | | 11/16/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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