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Western Midstream Partners 8-K Report, Executive Changes (Feb 18, 2025)

Reports
Leadership Changes
Filing Date
Filed February 18, 2025
Period End
February 18, 2025
Security
WES
In the record · 2016–202610-K1210-Q368-K108

WES filed 12 annual reports (10-K), 36 quarterly reports (10-Q) and 108 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Mar ’19Mar ’19
  2. Leadership change8-K · Sep ’20Sep ’20
  3. Leadership change8-K · Aug ’22Aug ’22
  4. Material agreement8-K · Jun ’26Jun ’26

01—Abstract

Summary

Summary of the 8-K filed February 18, 2025. Cited figures are marked; the original filing is the authoritative source.

On February 18, 2025, Western Midstream Partners, LP (WES) disclosed a Retirement Agreement and General Release with Robert W.

Bourne, Senior Vice President and Chief Commercial Officer of its general partner, Western Midstream Holdings, LLC. Mr. Bourne will remain an employee in an advisor role through his Retirement Date of March 3, 2025, continuing his base salary and remaining eligible for the full 2024 Annual Incentive Plan bonus, subject to performance conditions. After retirement, Mr. Bourne will serve as a consultant for six months beginning March 4, 2025, at a monthly fee of $77,250a.

His retirement benefits, which are conditioned on continued compliance with the agreement and a supplemental general release, include a pro rata 2025 target bonus, pro rata vesting of time-vested equity awards, full (unprorated) eligibility for vesting of outstanding TUR and ROA performance awards subject to performance conditions, a new time-vested award with an estimated value of $2.1 millionb vesting over two years, and new TUR and ROA awards each with a $250 thousand target value. The agreement also provides a 2024 deferred compensation contribution and two years of continued participation in basic life, medical and dental plans. The agreement contains confidentiality, non-solicitation, mutual non-disparagement and non-competition covenants.

Employee non-solicitation, mutual non-disparagement and non-competition covenants run for two years after the Retirement Date, and supplier non-solicitation covenants run for one year. The filing states that the full agreement will be filed as an exhibit to WES's Form 10-Q for the quarter ending March 31, 2025.

02—Key points

Key Highlights

  1. Robert W. Bourne, SVP and Chief Commercial Officer of the general partner, entered into a Retirement Agreement and General Release with WES on February 18, 2025.
  2. Mr. Bourne's Retirement Date is March 3, 2025, and he will serve as an advisor with continued base salary until then.
  3. He is eligible for the full 2024 Annual Incentive Plan bonus through the Retirement Date, subject to achievement of performance conditions.
  4. A six-month consulting engagement begins March 4, 2025, at a monthly rate of $77,250.
  5. Retirement benefits include a new time-vested award with an estimated value of $2.1 million and new TUR and ROA awards with target values of $250 thousand each.
  6. Retirement benefits are conditioned on a Supplemental Release and continued compliance with the agreement.
  7. Covenants include two-year employee non-solicitation, non-disparagement and non-competition terms and a one-year supplier non-solicitation term.

03—Questions

Frequently Asked Questions

  1. Who is leaving, and when does his employment end?

    Robert W. Bourne, Senior Vice President and Chief Commercial Officer of Western Midstream Holdings, LLC, the general partner of WES, will retire with a Retirement Date of March 3, 2025. Until then, he will continue in an advisor role.

  2. What compensation will Mr. Bourne receive during the transition?

    Through the Retirement Date he will continue to receive his current base salary and remain eligible for the full 2024 Annual Incentive Plan bonus, subject to performance conditions. He will continue to participate in WES's employee benefit plans through that date.

  3. Will Mr. Bourne continue to work with WES after retiring?

    Yes. He will be engaged as a consultant for six months beginning March 4, 2025, at a monthly fee of $77,250.

  4. What retirement benefits are conditioned on his agreement?

    Retirement benefits include a pro rata 2025 target bonus, pro rata vesting of time-vested awards, full unprorated eligibility for outstanding TUR and ROA awards subject to performance conditions, a new $2.1 million estimated-value time-vested award, new TUR and ROA awards with $250 thousand target values each, a 2024 deferred compensation contribution, and two years of continued life, medical and dental plan participation. These are subject to continued compliance and a Supplemental Release.

  5. Where can investors find the full terms of the agreement?

    The filing states that the full Retirement Agreement will be filed as an exhibit to WES's Quarterly Report on Form 10-Q for the quarterly period ending March 31, 2025.

04—Continue

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