Large owner Occidental Petroleum Corp /De/ disposed of 15,307,402 units of COMMON UNITS (SEC Form 4)
$OXY
Oil & Gas Production
Energy
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Western Midstream Partners, LP [ WES ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/03/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| COMMON UNITS (LIMITED PARTNER INTERESTS) | 02/03/2026 | J(1) | 15,307,402 | D | (1) | 150,374,176 | I | See Footnotes(2)(3)(4) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. On January 16, 2026, Western Gas Resources, Inc. ("WGRI") entered into a Unit Redemption Agreement with the Issuer and the other parties thereto, pursuant to which WGRI transferred and surrendered on February 3, 2026 an aggregate of 15,307,402 common units representing limited partner interests in the Issuer (the "Common Units") to the Issuer in connection with certain amendments to existing operating agreements, as described in the Unit Redemption Agreement. |
| 2. Following the transaction reported herein, WGRI holds 140,912,118 Common Units, APC Midstream Holdings, LLC ("APCMH") holds 457,849 Common Units and Anadarko USH1 Corporation ("AUSHI") holds 9,004,209 Common Units. WGRI also is the sole member of Western Midstream Holdings, LLC, the 2% economic general partner of the Issuer. |
| 3. OXY USA Inc. ("OXY USA") is a wholly owned subsidiary of Occidental Petroleum Corporation ("Occidental"). OXY USA owns 100% of the outstanding common stock of OXY Oil Partners, Inc. ("OOP"). OOP owns 100% of the outstanding common stock of Baseball Merger Sub 2, Inc. ("BMS"). |
| 4. Anadarko Petroleum Corporation ("APC") is a wholly owned subsidiary of BMS. APC owns (i) 100% of Anadarko Holding Company ("AHC") and (ii) indirectly, 100% of the common stock of WGRI and Kerr-McGee Corporation ("KMG"). WGRI is the sole member of APCMH. KMG and AHC together own 100% of the common stock of Kerr-McGee Worldwide Corporation ("KMWW"), and APC and KMWW together indirectly own 100% of the common stock of AUSH1. Accordingly, OXY USA, OOP, BMS, APC, AHC, WGRI, AUSH1, KMG, APCMH and KMWW are all direct or indirect wholly owned subsidiaries of Occidental. |
| Remarks: |
| Due to the limitations of the U.S. Securities and Exchange Commission's electronic filing system, each of WGRI, Anadarko USH1, KMG, APCMH, and KMWW are concurrently filing a Form 4 to report the transaction disclosed herein. |
| /s/ Nicole E. Clark of OXY USA Inc. | 02/05/2026 | |
| /s/ Nicole E. Clark of OXY Oil Partners, Inc. | 02/05/2026 | |
| /s/ Nicole E. Clark of Baseball Merger Sub 2, Inc. | 02/05/2026 | |
| /s/ Nicole E. Clark of Anadarko Petroleum Corporation | 02/05/2026 | |
| /s/ Nicole E. Clark of Anadarko Holding Company | 02/05/2026 | |
| /s/ Nicole E. Clark of Occidental Petroleum Corporation | 02/05/2026 | |
| ** 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 Number. | ||