Western Midstream (WES) director exercises 3,843 units and receives 3,778 phantom units

Rhea-AI Filing Summary

Western Midstream Partners director Kenneth F. Owen reported compensation-related unit activity involving phantom units and common units. On February 12, 2026, he exercised 3,843 phantom units into 3,843 common units representing limited partner interests at an exercise price of $0, bringing his directly held common units to 41,772.

On the same date, he received a new award of 3,778 phantom units at $0, which are scheduled to vest on February 12, 2027. Each phantom unit is economically equivalent to one WES common unit and, upon vesting, will deliver either a common unit or cash equal to its fair market value, at the general partner board’s discretion.

SEC Form 4

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^*

Owen Kenneth F.

(Last) (First) (Middle)

9950 WOODLOCH FOREST DR.

(Street)

THE WOODLANDS TX 77380

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Western Midstream Partners, LP [ WES ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 representing limited partner interests	02/12/2026		M		3,843	A	$0	41,772	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Phantom Units	(1)	02/12/2026		M			3,843	02/12/2026	02/12/2026	Common Units representing limited partner interests	3,843	$0	0	D
Phantom Units	(1)	02/12/2026		A		3,778		02/12/2027	02/12/2027	Common Units representing limited partner interests	3,778	$0	3,778	D

Explanation of Responses:

1. 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.

Remarks:

	/s/ Philip C. Neisel, as attorney-in-fact	02/13/2026
	** 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).
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FAQ

What insider transactions did director Kenneth F. Owen report at Western Midstream Partners (WES)?

Director Kenneth F. Owen reported exercising 3,843 phantom units into 3,843 WES common units and receiving a new grant of 3,778 phantom units. These transactions occurred on February 12, 2026, as part of his equity-based compensation arrangements with Western Midstream Partners.

How many Western Midstream Partners (WES) common units does Kenneth F. Owen hold after this Form 4?

After the reported transactions, Kenneth F. Owen beneficially owns 41,772 WES common units directly. This reflects the exercise of 3,843 phantom units into common units on February 12, 2026, as disclosed in the Form 4 insider trading report.

What are the key terms of the new phantom unit award reported by WES director Kenneth F. Owen?

Kenneth F. Owen received 3,778 phantom units on February 12, 2026, at an exercise price of $0. These phantom units are scheduled to vest on February 12, 2027 and are economically equivalent to WES common units, settling in units or cash at the board’s discretion.

What does it mean that each phantom unit is economically equivalent to one WES common unit?

Each phantom unit gives the holder the economic value of one WES common unit. Upon vesting, the holder will receive either one common unit or cash equal to the fair market value of a common unit, as determined by the general partner’s board of directors.

Did Kenneth F. Owen buy or sell Western Midstream Partners (WES) units on the open market?

The Form 4 shows a derivative exercise and a grant of phantom units, each at a price of $0, rather than open-market purchases or sales. These transactions reflect equity compensation activity, not traditional market trading in WES units.

When do the newly granted phantom units to WES director Kenneth F. Owen vest?

The 3,778 phantom units granted to Kenneth F. Owen on February 12, 2026 are scheduled to vest on February 12, 2027. Upon vesting, they will settle in either WES common units or cash equal to a unit’s fair market value.