Business Context and Reporting Period
This Form 8-K Current Report was filed by Western Midstream Partners, LP (WES) on February 10, 2020. The filing reports on corporate governance actions taken by the Board of Directors of Western Midstream Holdings, LLC (the General Partner) regarding executive compensation adjustments and the adoption of new incentive programs effective February 23, 2020.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation structures.
Material Changes
The filing details the following material changes to executive compensation:
- Base Salary Adjustments: Effective February 23, 2020, annual base salaries were adjusted for five named executive officers (WES Officers):
- Michael Ure: $650,000
- Michael Pearl: $455,000
- Craig Collins: $455,000
- Charles Griffie: $405,000
- Robert Bourne: $405,000
- Incentive Compensation Program: A new program was adopted allowing eligible employees to earn annual cash incentives based on performance metrics. Target bonus percentages for 2020 were set as follows:
- Michael Ure: 100% of base salary
- Michael Pearl: 86% of base salary
- Craig Collins: 86% of base salary
- Charles Griffie: 85% of base salary
- Robert Bourne: 81% of base salary
- Phantom Unit Awards: Awards were granted under the 2012 Long-Term Incentive Plan, consisting of Time-Based Awards, Total Unitholder Return (TUR) Awards, and Return on Assets (ROA) Awards. These vest over a three-year period and are settled in WES common units.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, outlook, or management commentary on operational performance. The primary risk disclosed relates to the vesting conditions of the new phantom unit awards, which are contingent upon WES's relative total unitholder return compared to peer companies and average return on assets over a three-year period.
Investor Verification Checklist
- Verify the specific vesting schedules and performance thresholds for the TUR and ROA phantom unit awards in the attached exhibit agreements.
- Confirm the total number of common units subject to the new awards granted to each executive officer.
- Review the full text of the Incentive Compensation Program (Exhibit 10.1) to understand the specific performance metrics used for cash bonuses.
- Note that this filing does not contain updated financial results; refer to the most recent 10-Q or 10-K for financial health metrics.