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Anadarko Petroleum (APC)

Filed: 3 Jan 20, 9:35pm
SEC Form 4
FORM 4UNITED 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)
HOUSTONTX77046

(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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2019
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
XForm 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)
CodeVAmount(A) or (D)Price
Common Units (Limited Partner Interests)12/31/2019D(1)9,060,641D$0(1)242,136,976(1)ISee 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 Security3. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
OCCIDENTAL PETROLEUM CORP /DE/

(Last)(First)(Middle)
5 GREENWAY PLAZA SUITE 110

(Street)
HOUSTONTX77046

(City)(State)(Zip)
1. Name and Address of Reporting Person*
ANADARKO PETROLEUM CORP

(Last)(First)(Middle)
1201 LAKE ROBBINS DR.

(Street)
THE WOODLANDSTX77380

(City)(State)(Zip)
1. Name and Address of Reporting Person*
WESTERN GAS RESOURCES INC

(Last)(First)(Middle)
1201 LAKE ROBBINS DRIVE

(Street)
THE WOODLANDSTX77380

(City)(State)(Zip)
1. Name and Address of Reporting Person*
APC Midstream Holdings, LLC

(Last)(First)(Middle)
1201 LAKE ROBBINS DRIVE

(Street)
THE WOODLANDSTX77380

(City)(State)(Zip)
1. Name and Address of Reporting Person*
WGR Asset Holding Co LLC

(Last)(First)(Middle)
1201 LAKE ROBBINS DRIVE

(Street)
THE WOODLANDSTX77380

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Kerr-McGee Worldwide Corp

(Last)(First)(Middle)
1201 LAKE ROBBINS DRIVE

(Street)
THE WOODLANDSTX77380

(City)(State)(Zip)
1. Name and Address of Reporting Person*
Anadarko E&P Onshore LLC

(Last)(First)(Middle)
1201 LAKE ROBBINS DRIVE

(Street)
THE WOODLANDSTX77380

(City)(State)(Zip)
Explanation of Responses:
1. On December 31, 2019, the Issuer entered into a partnership interests exchange agreement with Western Gas Resources, Inc. ("WGR") and Western Midstream Holdings, LLC (the "General Partner"), pursuant to which the Issuer cancelled the non-economic general partner interest in the Issuer held by the General Partner and simultaneously issued 9,060,641 general partner units representing a 2.0% economic general partner interest in the Issuer to the General Partner, in exchange for which WGR transferred 9,060,641 Common Units (the "Consideration Units") equal to 2.0% of all issued and outstanding Common Units to the General Partner, and the General Partner then transferred the Consideration Units to the Issuer, which the Issuer cancelled immediately upon receipt.
2. Following the transaction reported herein, 161,319,520 Common Units are held by WGR, 24,771,550 Common Units are held by APC Midstream Holdings, LLC ("AMH"), 38,139,260 Common Units are held by WGR Asset Holding Company LLC ("WGRAH"), 684,922 Common Units are held by Kerr-McGee Worldwide Corporation ("KWC") and 17,221,724 Common Units are held by Anadarko E&P Onshore LLC ("AE&P").
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 is the limited partner of Occidental Permian Ltd. ("OPL") holding 98% of its partnership interests. OPM is the general partner of OPL, owning 2% of its outstanding partnership interests. OPL owns 100% of the outstanding common stock of Baseball Merger Sub 2, Inc. ("BMS").
4. Anadarko Petroleum Corporation ("Anadarko") is a wholly owned subsidiary of BMS. Anadarko owns (i) 100% of Anadarko Holding Company ("AHC"), (ii) directly and indirectly, 100% of the common stock of WGR and Kerr-McGee Corporation ("KMG"), and (iii) indirectly, 100% of the outstanding membership interests in Anadarko Consolidated Holdings LLC ("ACH"). WGR is the sole member of AMH, which is the sole member of WGRAH. KMG and AHC together own 100% of the common stock of KWC. ACH is the sole member of AE&P. Accordingly, Oxy USA, OPM, OOP, OPL, BMS, Anadarko, WGR, AMH, WGRAH, KWC and AE&P 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 Oxy USA, OPM, OOP, OPL and BMS are concurrently filing a Form 4 to report the transactions disclosed herein.
/s/ Nicole E. Clark of Occidental Petroleum Corporation01/03/2020
/s/ Nicole E. Clark of Anadarko Petroleum Corporation01/03/2020
/s/ Nicole E. Clark of Western Gas Resources, Inc.01/03/2020
/s/ Nicole E. Clark of APC Midstream Holdings, LLC01/03/2020
/s/ Nicole E. Clark of WGR Asset Holding Company LLC01/03/2020
/s/ Nicole E. Clark of Kerr-McGee Worldwide Corporation01/03/2020
/s/ Nicole E. Clark of Anadarko E&P Onshore LLC01/03/2020
** Signature of Reporting PersonDate
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