ARIS Form 4: Director disposes 34,485 Class A, 9,304,608 Class B
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Aris Water Solutions (ARIS) reported an insider transaction tied to its merger closing. On 10/15/2025, a director disposed of 34,485 shares of Class A Common Stock and 9,304,608 shares of Class B Common Stock, with corresponding Aris Water Holdings, LLC units, at the merger’s effective time. These securities converted into the right to receive consideration elected by the holder: $7.00 in cash plus 0.450 Parent Common Units, or $25.00 in cash, or 0.625 Parent Common Units.
The filing notes 4,426 Class A RSUs were converted into cash at $25.00 per share plus accrued cash-based dividend equivalents. Certain securities were held indirectly through Yorktown XI entities as described in the footnotes.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Keenan W Howard JR
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Aris Water Holdings, LLC Units | 9,304,608 | $0.00 | -- |
| Disposition | Class A Common Stock | 34,485 | $0.00 | -- |
| Disposition | Class B Common Stock | 9,304,608 | $0.00 | -- |
Holdings After Transaction:
Aris Water Holdings, LLC Units — 0 shares (Indirect, See Footnote);
Class A Common Stock — 0 shares (Direct);
Class B Common Stock — 0 shares (Indirect, See Footnote)
Footnotes (1)
- As of the effective time (the "Effective Time") of the transactions contemplated by the Agreement and Plan of Merger entered into on August 6, 2025, by and among the Issuer, Western Midstream Partners, LP ("Parent"), Arrakis OpCo Merger Sub LLC, Arrakis Holdings Inc., Arrakis Unit Merger Sub LLC, Arrakis Cash Merger Sub LLC and Aris Water Holdings, LLC ("Aris OpCo"), each issued and outstanding share of the Issuer's Class A common stock, par value $0.01 per share ("Issuer Class A Common Stock") and each Aris OpCo Unit and a corresponding share of Issuer Class B common stock, par value $0.01 per share ("Issuer Class B Common Stock"), held by the Reporting Person as of immediately prior to the Effective Time, was converted into the right to receive, pursuant to an election made by the Reporting Person, one of the following forms of consideration: cont'd from Footnote 1: (i) $7.00 in cash (without interest) and 0.450 common units representing limited partnership interests in Parent ("Parent Common Units"); (ii) $25.00 in cash (without interest); (iii) 0.625 Parent Common Units ("Common Unit Election Consideration"), or (iv) in the event of the Reporting Person's failure to timely deliver an election, the Common Unit Election Consideration. This amount includes 4,426 shares of Issuer Class A Common Stock subject to awards of time-vesting restricted stock units ("Issuer RSU Awards") held by the Reporting Person. At the Effective Time, each Issuer RSU Award was converted into the right to receive an amount in cash equal to (i) the total number of shares of Issuer Class A Common Stock subject to such Issuer RSU Award, multiplied by (ii) $25.00, plus an additional amount in cash equal to any accrued but unpaid cash-based dividend equivalents. These securities are held directly by Yorktown XI, whose general partner is Yorktown XI Company LP ("Yorktown XI Company"), whose general partner is Yorktown XI Associates LLC ("Yorktown XI Associates"). The Reporting Person is a managing member of Yorktown XI Associates. The Reporting Person, Yorktown XI Company and Yorktown XI Associates are indirect beneficial owners of the reported securities.
