4//SEC Filing
Van Brunt David Dylan 4
Accession 0001193125-25-240624
CIK 0001865187other
Filed
Oct 14, 8:00 PM ET
Accepted
Oct 15, 9:02 PM ET
Size
11.5 KB
Accession
0001193125-25-240624
Insider Transaction Report
Form 4
Van Brunt David Dylan
Chief Operating Officer
Transactions
- Disposition to Issuer
Performance-Based Restricted Stock Units
2025-10-15−26,779→ 0 totalExercise: $25.00Exp: 2025-12-31→ Class A Common Stock (26,779 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2025-10-15−15,361→ 0 totalExercise: $25.00Exp: 2027-12-31→ Class A Common Stock (15,361 underlying) - Disposition to Issuer
Class A Common Stock
2025-10-15−85,656→ 0 total
Footnotes (4)
- [F1]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, each issued and outstanding share of the Issuer's Class A common stock, par value $0.01 per share ("Issuer Class A 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:
- [F2]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.
- [F3]Consists 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.
- [F4]At the Effective Time, each outstanding award of performance-vesting restricted stock units ("Issuer PSU Awards") held by the Reporting Person as of immediately prior to the Effective Time 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 Aris PSU Award (assuming that any performance-based vesting conditions applicable to such Issuer PSU Award were achieved at the greater of (x) the target level of performance and (y) the greater of the actual level of performance through (1) August 13, 2025, and (2) the Effective Time), multiplied by (ii) $25.00, plus an additional amount in cash equal to any accrued but unpaid dividend equivalents.
Documents
Issuer
Aris Water Solutions, Inc.
CIK 0001865187
Entity typeother
Related Parties
1- filerCIK 0001989922
Filing Metadata
- Form type
- 4
- Filed
- Oct 14, 8:00 PM ET
- Accepted
- Oct 15, 9:02 PM ET
- Size
- 11.5 KB