W. Howard Keenan JR - Oct 15, 2025 Form 4 Insider Report for Aris Water Solutions, Inc. (ARIS)

Role
Director
Signature
/s/ Robert W. Hunt Jr., as Attorney-in-Fact
Stock symbol
ARIS
Transactions as of
Oct 15, 2025
Transactions value $
$0
Form type
4
Date filed
10/15/2025, 09:12 PM
Previous filing
Oct 14, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Keenan W Howard JR Director 9651 KATY FREEWAY, SUITE 400, HOUSTON /s/ Robert W. Hunt Jr., as Attorney-in-Fact 2025-10-15 0001370287

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ARIS Class A Common Stock Disposed to Issuer -34.5K -100% 0 Oct 15, 2025 Direct F1, F2, F3
transaction ARIS Class B Common Stock Disposed to Issuer -9.3M -100% 0 Oct 15, 2025 See Footnote F1, F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ARIS Aris Water Holdings, LLC Units Disposed to Issuer -9.3M -100% 0 Oct 15, 2025 Class A Common Stock 9.3M See Footnote F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

W. Howard Keenan JR is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
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 ("Aris OpCo"), each issued and outstanding share of the Issuer's Class A common stock, par value $0.01 per share ("Issuer Class A Common Stock") and each Aris OpCo Unit and a corresponding share of Issuer Class B common stock, par value $0.01 per share ("Issuer Class B 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 This amount includes 4,426 shares 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 These securities are held directly by Yorktown XI, whose general partner is Yorktown XI Company LP ("Yorktown XI Company"), whose general partner is Yorktown XI Associates LLC ("Yorktown XI Associates"). The Reporting Person is a managing member of Yorktown XI Associates. The Reporting Person, Yorktown XI Company and Yorktown XI Associates are indirect beneficial owners of the reported securities.