Anadarko Petroleum Form 4 Western Midstream Partners / PETROLEUM CORP /DE/ OCCIDENTAL ownership change

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).

1. Name and Address of Reporting Person^*

OCCIDENTAL PETROLEUM CORP /DE/

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2020

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

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

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON UNITS (LIMITED PARTNER INTERESTS)	09/11/2020		D⁽¹⁾		27,855,398	D	$0⁽¹⁾	214,281,578	I	See Footnotes⁽²⁾⁽³⁾⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

OCCIDENTAL PETROLEUM CORP /DE/

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

OXY USA INC

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Occidental Permian Manager LLC

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

OXY Oil Partners, Inc.

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Baseball Merger Sub 2, Inc.

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ANADARKO PETROLEUM CORP

(Last)

(First)

(Middle)

5 GREENWAY PLAZA, SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

Explanation of Responses:

1. On September 11, 2020, the Issuer entered into a unit redemption agreement with Anadarko Petroleum Corporation ("APC"), pursuant to which the Issuer redeemed and canceled 27,855,398 Common Units (the "Subject Units"), in exchange for the Issuer transferring and assigning its pro rata portion of a 30-year note bearing interest at a fixed annual rate of 6.50% owed by APC to the Issuer (the "APC Note"), with APC canceling and retiring such portion of the APC Note and the principal and accrued interest owed thereunder. In connection with the foregoing transaction: (i) Anadarko E&P Onshore LLC, ("AE&P") transferred 17,221,724 Common Units to Anadarko USH1 Corporation ("Anadarko USH1"), (ii) APC acquired 24,313,701 Common Units from APC Midstream Holdings, LLC ("APCMH"), 684,922 Common Units from Kerr-McGee Worldwide Corporation ("KMWW"), and 2,856,775 Common Units from Anadarko USH1.

2. Following the transaction reported herein, Western Gas Resources, Inc. ("WGR") holds 170,380,161 Common Units, WGR Asset Holding Company LLC ("WGRAH") holds 38,139,260 Common Units, APCMH holds 457,849 Common Units and Anadarko USH1 holds 14,365,949 Common Units. Neither AE&P nor KMWW directly hold any Common Units following the transaction reported herein.

3. Oxy USA Inc. ("Oxy USA") is a wholly owned subsidiary of Occidental Petroleum Corporation ("Occidental"). Oxy USA owns 100% of the outstanding membership interests of Occidental Permian Manager LLC ("OPM") and 100% of the common stock of OXY Oil Partners, Inc. ("OOP"). OOP, OPM and Oxy USA together own 100% of the membership interests of New OPL, LLC ("OPL"). OPL owns 100% of the outstanding common stock of Baseball Merger Sub 2, Inc. ("BMS").

4. 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 WGR and Kerr-McGee Corporation ("KMG"). WGR is the sole member of APCMH, and APCMH is the sole member of WGRAH. KMG and AHC together own 100% of the common stock of KMWW, and APC and KMWW together indirectly own 100% of the common stock of Anadarko USH1. Accordingly, Oxy USA, OPM, OOP, OPL, BMS, APC, AHC, WGR, Anadarko USH1, KMG, APCMH, WGRAH 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 WGR, Anadarko USH1, KMG, ACH, APCMH, KMWW and AE&P are concurrently filing a Form 4 to report the transactions disclosed herein.

	/s/ Nicole E. Clark of Occidental Petroleum Corporation	09/15/2020
	/s/ Nicole E. Clark of Oxy USA Inc.	09/15/2020
	/s/ Nicole E. Clark of Occidental Permian Manager LLC	09/15/2020
	/s/ Nicole E. Clark of OXY Oil Partners, Inc.	09/15/2020
	/s/ Nicole E. Clark of New OPL LLC	09/15/2020
	/s/ Nicole E. Clark of Baseball Merger Sub 2, Inc.	09/15/2020
	/s/ Gina Karathanos of Anadarko Petroleum Corporation	09/15/2020
	/s/ Nicole E. Clark of Anadarko Holding Company	09/15/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Anadarko Petroleum Form 4Western Midstream Partners / PETROLEUM CORP /DE/ OCCIDENTAL ownership change