Western Midstream Operating, LP 8-K

What Happened
Western Midstream Operating, LP (via subsidiary Delaware Basin Midstream LLC) announced on Jan. 16, 2026 an amendment to its Delaware Basin gas gathering agreement with Anadarko E&P Onshore LLC (Occidental). The amendment replaces the prior cost‑of‑service gathering fee with a fixed‑fee structure, adds a minimum volume commitment through the end of 2027, and changes the process for certain dedication‑related acreage transfers and releases. In connection with these changes (and an agreement with a ConocoPhillips subsidiary to gather/process volumes already on DBM’s system), Western Midstream Partners, LP (WES) and Occidental subsidiaries entered a Unit Redemption Agreement that provides for WES to receive and redeem ~15.3 million WES common units on Feb. 3, 2026. After the transactions, Occidental will indirectly hold 37.2% of WES’s outstanding common units. The transactions were reviewed and approved by WES’s GP Special Committee and the full board.

Key Details

• Amendment dated Jan. 16, 2026 to the gas gathering agreement originally effective Jan. 1, 2018.
• Fee change: cost‑of‑service → fixed‑fee; new minimum volume commitment through 2027.
• Unit Redemption Agreement provides for transfer and redemption of ~15.3 million WES common units on Feb. 3, 2026.
• Occidental to indirectly hold 37.2% of WES common units following the redemption; Special Committee and board approved the deals.
• Press release announcing these transactions filed Jan. 20, 2026 (Exhibit 99.1).

Why It Matters
For investors, the gathering agreement change may affect the predictability of DBM/WES cash flows: a fixed‑fee structure and minimum volumes can stabilize revenues compared with a cost‑of‑service approach. The unit redemption reduces outstanding WES common units and increases Occidental’s indirect ownership to 37.2%, which could affect governance influence at WES. These are material commercial and governance changes disclosed in the 8‑K; review the filed amendment and Unit Redemption Agreement (Exhibits) for full terms.