Occidental Petroleum Form 4 Change in insider ownership

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)
08/14/2024

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)	08/14/2024		S⁽¹⁾		19,500,000	D	$35.75⁽¹⁾	165,681,578	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^*

WESTERN GAS RESOURCES INC

(Last)

(First)

(Middle)

1099 18TH STREET, SUITE 1200

(Street)

DENVER

80202-1955

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

APC Midstream Holdings, LLC

(Last)

(First)

(Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

WGR Asset Holding Co LLC

(Last)

(First)

(Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Kerr-McGee Worldwide Corp

(Last)

(First)

(Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Anadarko USH1 Corp

(Last)

(First)

(Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

KERR MCGEE CORP /DE

(Last)

(First)

(Middle)

5 GREENWAY PLAZA

SUITE 110

(Street)

HOUSTON

77046

(City)

(State)

(Zip)

Explanation of Responses:

1. On August 14, 2024, WGR Asset Holding Company LLC ("WGRAH") and Anadarko USH1 Corporation ("AUSH1") sold 14,139,260 and 5,360,740 common units representing limited partner interests in the Issuer (the "Common Units"), respectively, in an underwritten public offering at a price of $35.75 per Common Unit.

2. Following the transaction reported herein, Western Gas Resources, Inc. ("WGRI") holds 156,219,520 Common Units, APC Midstream Holdings, LLC ("APCMH") holds 457,849 Common Units and 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, KMWW and WGRAH 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 Occidental, OXY USA, OOP, BMS, APC and AHC are concurrently filing a Form 4 to report the transaction disclosed herein.

	/s/ Nicole E. Clark of Western Gas Resources, Inc.	08/16/2024
	/s/ Nicole E. Clark of APC Midstream Holdings, LLC	08/16/2024
	/s/ Nicole E. Clark of WGR Asset Holding Company LLC	08/16/2024
	/s/ Nicole E. Clark of Kerr-McGee Corporation	08/16/2024
	/s/ Nicole E. Clark of Kerr-McGee Worldwide Corporation	08/16/2024
	/s/ Nicole E. Clark of Anadarko USH1 Corporation	08/16/2024
	** 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.

Occidental Petroleum (OXY) Form 4Change in insider ownership