What changed in this filing

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Item 1. Financial Statements

2026-05-06 compared with 2025-11-04 · 196 added, 223 removed, 676 unchanged (38% of the section changed)

3 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

thousands except per-unit amounts 2026 2025

14 unchanged sentences

Long - lived asset and other impairments

11,562 4,651 12,251 6,204

Total operating expenses (2)

1 unchanged sentence

Gain (loss) on divestiture and other, net (3)

( 6,367 ) ( 4,667 )

Operating income (loss) 469,193 409,803

Interest expense ( 113,390 ) ( 97,293 )

Gain (loss) on early extinguishment of debt — — — 5,403

Other income (expense), net 6,730 7,477

18 unchanged sentences

_________________________________________________________________________________________

(1) Total revenues and other includes related-party amounts of $ 586.0 million and $ 1.7 billion for the three and nine months ended September 30, 2025, respectively, and $ 545.2 million and $ 1.6 billion for the three and nine months ended September 30, 2024, respectively.

(2) Total operating expenses includes related-party amounts of $ 3.2 million and $( 16.2 ) million for the three and nine months ended September 30, 2025, respectively, and $( 12.1 ) million and $( 37.7 ) million for the three and nine months ended September 30, 2024, respectively.

(1) Total revenues and other includes related-party amounts of $ 561.5 million and $ 558.4 million for the three months ended March 31, 2026 and 2025, respectively.

(2) Total operating expenses includes related-party amounts of $( 4.6 ) million and $( 12.1 ) million for the three months ended March 31, 2026 and 2025, respectively, all primarily related to changes in imbalance positions.

(3) See Note 6 .

(4) See Note 5 .

See accompanying Notes to Consolidated Financial Statements.

1 unchanged sentence

CONSOLIDATED BALANCE SHEETS

thousands except number of units September 30,

thousands except number of units March 31,

2026 December 31,

33 unchanged sentences

Equity and partners’ capital

Common units ( 381,333,269 and 380,556,643 units issued and outstanding at September 30, 2025, and December 31, 2024, respectively)

Common units ( 393,775,833 and 408,141,366 units issued and outstanding at March 31, 2026, and December 31, 2025, respectively)

3,361,526 4,016,606

General partner units ( 9,060,641 units issued and outstanding at September 30, 2025, and December 31, 2024)

General partner units ( 9,060,641 units issued and outstanding at March 31, 2026, and December 31, 2025)

Total partners’ capital 3,365,791 4,021,230

3 unchanged sentences

________________________________________________________________________________________

(1) Total assets includes related - party amounts of $ 965.4 million and $ 991.1 million as of September 30, 2025, and December 31, 2024, respectively, which includes related - party Accounts receivable, net of $ 412.9 million and $ 401.3 million as of September 30, 2025, and December 31, 2024, respectively.

(2) Total liabilities includes related - party amounts of $ 634.8 million and $ 529.7 million as of September 30, 2025, and December 31, 2024, respectively, which includes related-party Accounts and imbalance payable of $ 32.8 million and $ 20.6 million as of September 30, 2025, and December 31, 2024, respectively.

(1) Total assets includes related - party amounts of $ 926.5 million and $ 946.4 million as of March 31, 2026, and December 31, 2025, respectively, which includes related - party accounts receivable, net of $ 390.5 million and $ 407.9 million as of March 31, 2026, and December 31, 2025, respectively.

(2) Total liabilities includes related - party amounts of $ 1.2 billion and $ 666.9 million as of March 31, 2026, and December 31, 2025, respectively, which includes related-party accounts and imbalance payables of $ 25.0 million and $ 20.6 million as of March 31, 2026, and December 31, 2025, respectively.

See accompanying Notes to Consolidated Financial Statements.

8 unchanged sentences

Net income (loss) 342,390 7,886 8,756 359,032

Distributions to Chipeta noncontrolling interest owner — — ( 2,117 ) ( 2,117 )

Distributions to noncontrolling interest owner of WES Operating — — ( 7,332 ) ( 7,332 )

Distributions to Partnership unitholders ( 371,430 ) ( 8,245 ) — ( 379,675 )

WES unit redemption with Occidental (1)

( 610,000 ) — — ( 610,000 )

Equity-based compensation expense 10,854 — — 10,854

1 unchanged sentence

Balance at March 31, 2026 $ 3,361,526 $ 4,265 $ 141,199 $ 3,506,990

Net income (loss) 333,750 7,930 9,082 350,762

Distributions to noncontrolling interest owner of WES Operating — — ( 7,268 ) ( 7,268 )

Distributions to Partnership unitholders ( 347,008 ) ( 8,245 ) — ( 355,253 )

Equity-based compensation expense 10,713 — — 10,713

Other ( 1,588 ) — 2,500 912

Balance at June 30, 2025 $ 3,179,232 $ 9,730 $ 144,475 $ 3,333,437

Net income (loss) 331,730 7,885 9,257 348,872

Distributions to noncontrolling interest owner of WES Operating — — ( 7,268 ) ( 7,268 )

Distributions to Partnership unitholders ( 347,009 ) ( 8,245 ) — ( 355,254 )

Equity-based compensation expense 10,456 — — 10,456

Other ( 1,607 ) — — ( 1,607 )

Balance at September 30, 2025 $ 3,172,802 $ 9,370 $ 146,464 $ 3,328,636

See accompanying Notes to Consolidated Financial Statements.

WESTERN MIDSTREAM PARTNERS, LP

CONSOLIDATED STATEMENTS OF EQUITY AND PARTNERS’ CAPITAL

________________________________________________________________________________________

(1) See Note 5 .

Partners’ Capital

5 unchanged sentences

Net income (loss) 301,837 7,170 7,545 316,552

Distributions to Chipeta noncontrolling interest owner — — ( 1,085 ) ( 1,085 )

Distributions to noncontrolling interest owner of WES Operating — — ( 6,949 ) ( 6,949 )

3 unchanged sentences

Balance at March 31, 2025 $ 3,183,365 $ 10,045 $ 140,161 $ 3,333,571

Net income (loss) 369,841 8,807 8,916 387,564

Distributions to Chipeta noncontrolling interest owner — — ( 593 ) ( 593 )

Distributions to noncontrolling interest owner of WES Operating — — ( 6,955 ) ( 6,955 )

Distributions to Partnership unitholders ( 332,930 ) ( 7,928 ) — ( 340,858 )

Equity-based compensation expense 10,391 — — 10,391

Other ( 1,831 ) — — ( 1,831 )

Balance at June 30, 2024 $ 3,271,033 $ 12,192 $ 140,784 $ 3,424,009

Net income (loss) 281,772 6,708 7,412 295,892

Distributions to Chipeta noncontrolling interest owner — — ( 550 ) ( 550 )

Distributions to noncontrolling interest owner of WES Operating — — ( 6,956 ) ( 6,956 )

Distributions to Partnership unitholders ( 332,931 ) ( 7,928 ) — ( 340,859 )

Equity-based compensation expense 8,759 — — 8,759

Other ( 2,778 ) — — ( 2,778 )

Balance at September 30, 2024 $ 3,225,855 $ 10,972 $ 140,690 $ 3,377,517

See accompanying Notes to Consolidated Financial Statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended September 30,

Three Months Ended March 31,

thousands 2026 2025

5 unchanged sentences

Non - cash equity - based compensation expense

29,417 28,573

Deferred income taxes 621 1,713

4 unchanged sentences

(Gain) loss on divestiture and other, net (1)

(Gain) loss on early extinguishment of debt — ( 5,403 )

Other ( 4 ) 190

6 unchanged sentences

Capital expenditures ( 235,726 ) ( 142,402 )

Acquisitions from third parties — ( 443 )

Contributions to equity investments – related parties ( 1,768 ) —

Distributions from equity investments in excess of cumulative earnings – related parties 9,889 11,007

1 unchanged sentence

(Increase) decrease in materials and supplies inventory and other ( 7,272 ) ( 9,414 )

Net cash (used in) provided by investing activities ( 476,292 ) 191,153

Net cash used in investing activities ( 234,877 ) ( 140,790 )

Cash flows from financing activities

1 unchanged sentence

Repayments of debt — ( 663,831 )

Commercial paper borrowings (repayments), net — ( 610,312 )

Increase (decrease) in outstanding checks 13,461 ( 113 )

10 unchanged sentences

Interest paid, net of capitalized interest $ 124,776 $ 119,905

Income taxes paid (reimbursements received) 2,301 —

Accrued capital expenditures 97,352 88,894

Income taxes paid (reimbursements received) 3,449 —

WES unit redemption with Occidental (1)

_________________________________________________________________________________________

(1) Includes related-party amounts.

(1) See Note 6 .

See accompanying Notes to Consolidated Financial Statements.

2 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

thousands 2026 2025

17 unchanged sentences

Gain (loss) on divestiture and other, net (3)

( 6,367 ) ( 4,667 )

Operating income (loss) 469,538 409,615

Interest expense ( 113,390 ) ( 97,293 )

Gain (loss) on early extinguishment of debt — — — 5,403

Other income (expense), net 6,640 7,431

5 unchanged sentences

________________________________________________________________________________________

(2) Total operating expenses includes related-party amounts of $ 4.1 million and $( 12.9 ) million for the three and nine months ended September 30, 2025, respectively, and $( 11.2 ) million and $( 34.7 ) million for the three and nine months ended September 30, 2024, respectively.

(1) Total revenues and other includes related-party amounts of $ 561.5 million and $ 558.4 million for the three months ended March 31, 2026 and 2025, respectively.

(2) Total operating expenses includes related-party amounts of $( 3.1 ) million and $( 10.6 ) million for the three months ended March 31, 2026 and 2025, respectively, all primarily related to changes in imbalance positions.

(3) See Note 6 .

See accompanying Notes to Consolidated Financial Statements.

1 unchanged sentence

CONSOLIDATED BALANCE SHEETS

thousands except number of units September 30,

thousands except number of units March 31,

2026 December 31,

33 unchanged sentences

Equity and partners’ capital

Common units ( 318,675,578 units issued and outstanding at September 30, 2025, and December 31, 2024)

Common units ( 404,147,536 and 403,205,667 units issued and outstanding at March 31, 2026, and December 31, 2025, respectively)

2,723,066 3,347,576

Preferred units ( 21,965,846 units issued and outstanding at March 31, 2026, and December 31, 2025)

868,978 868,978

Total partners’ capital 3,592,044 4,216,554

3 unchanged sentences

_________________________________________________________________________________________

(1) Total assets includes related - party amounts of $ 982.2 million and $ 987.4 million as of September 30, 2025, and December 31, 2024, respectively, which includes related - party Accounts receivable, net of $ 433.5 million and $ 401.3 million as of September 30, 2025, and December 31, 2024, respectively.

(2) Total liabilities includes related - party amounts of $ 634.8 million and $ 555.9 million as of September 30, 2025, and December 31, 2024, respectively, which includes related-party Accounts and imbalance payable of $ 32.8 million and $ 46.8 million as of September 30, 2025, and December 31, 2024, respectively.

(1) Total assets includes related - party amounts of $ 932.8 million and $ 943.2 million as of March 31, 2026, and December 31, 2025, respectively, which includes related - party accounts receivable, net of $ 401.4 million and $ 407.9 million as of March 31, 2026, and December 31, 2025, respectively.

(2) Total liabilities includes related - party amounts of $ 1.2 billion and $ 722.3 million as of March 31, 2026, and December 31, 2025, respectively, which includes related-party accounts and imbalance payables of $ 25.0 million and $ 76.0 million as of March 31, 2026, and December 31, 2025, respectively.

See accompanying Notes to Consolidated Financial Statements.

2 unchanged sentences

thousands Common

Units Noncontrolling

Units Preferred Units Noncontrolling

Interest Total

1 unchanged sentence

Net income (loss) 345,787 14,946 1,929 362,662

Distributions to Chipeta noncontrolling interest owner — — ( 2,117 ) ( 2,117 )

Distributions to WES Operating unitholders ( 370,965 ) ( 14,946 ) — ( 385,911 )

Contributions of equity-based compensation from WES 10,668 — — 10,668

Distribution of receivable related to the WES unit redemption with Occidental (1)

( 610,000 ) — — ( 610,000 )

Balance at March 31, 2026 $ 2,723,066 $ 868,978 $ 34,330 $ 3,626,374

Net income (loss) 348,912 2,102 351,014

Distributions to WES Operating unitholders ( 363,290 ) — ( 363,290 )

Contributions of equity-based compensation from WES 10,563 — 10,563

Other — 2,500 2,500

Balance at June 30, 2025 $ 3,371,699 $ 32,320 $ 3,404,019

Net income (loss) 346,848 2,316 349,164

Distributions to WES Operating unitholders ( 363,290 ) — ( 363,290 )

Contributions of equity-based compensation from WES 10,280 — 10,280

Balance at September 30, 2025 $ 3,365,537 $ 34,636 $ 3,400,173

________________________________________________________________________________________

(1) See Note 5 .

thousands Common

3 unchanged sentences

Net income (loss) 315,076 1,242 316,318

Distributions to Chipeta noncontrolling interest owner — ( 1,085 ) ( 1,085 )

Distributions to WES Operating unitholders ( 347,356 ) — ( 347,356 )

1 unchanged sentence

Balance at March 31, 2025 $ 3,375,514 $ 27,718 $ 3,403,232

Net income (loss) 387,259 1,169 388,428

Distributions to Chipeta noncontrolling interest owner — ( 593 ) ( 593 )

Distributions to WES Operating unitholders ( 347,675 ) — ( 347,675 )

Contributions of equity-based compensation from WES 10,247 — 10,247

Balance at June 30, 2024 $ 3,441,525 $ 26,500 $ 3,468,025

Net income (loss) 295,025 1,509 296,534

Distributions to Chipeta noncontrolling interest owner — ( 550 ) ( 550 )

Distributions to WES Operating unitholders ( 347,675 ) — ( 347,675 )

Contributions of equity-based compensation from WES 8,613 — 8,613

Balance at September 30, 2024 $ 3,397,488 $ 27,459 $ 3,424,947

See accompanying Notes to Consolidated Financial Statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended

September 30,

Three Months Ended

thousands 2026 2025

10 unchanged sentences

(Gain) loss on divestiture and other, net (1)

(Gain) loss on early extinguishment of debt — ( 5,403 )

Other ( 4 ) 190

6 unchanged sentences

Capital expenditures ( 235,726 ) ( 142,402 )

Acquisitions from third parties — ( 443 )

Contributions to equity investments – related parties ( 1,768 ) —

Distributions from equity investments in excess of cumulative earnings – related parties 9,889 11,007

1 unchanged sentence

(Increase) decrease in materials and supplies inventory and other ( 7,272 ) ( 9,414 )

Net cash (used in) provided by investing activities ( 476,292 ) 191,153

Net cash used in investing activities ( 234,877 ) ( 140,790 )

Cash flows from financing activities

1 unchanged sentence

Repayments of debt — ( 663,831 )

Commercial paper borrowings (repayments), net — ( 610,312 )

Increase (decrease) in outstanding checks 10,841 ( 118 )

9 unchanged sentences

Interest paid, net of capitalized interest $ 124,776 $ 119,905

Income taxes paid (reimbursements received) 2,301 —

Accrued capital expenditures 97,352 88,894

Income taxes paid (reimbursements received) 3,449 —

Distribution of receivable related to the WES unit redemption with Occidental (1)

________________________________________________________________________________________

(1) Includes related-party amounts.

(1) See Note 6.

See accompanying Notes to Consolidated Financial Statements.

4 unchanged sentences

Western Midstream Operating, LP (together with its subsidiaries, “WES Operating”) is a Delaware limited partnership formed in 2007 to acquire, own, develop, and operate midstream assets.

The Partnership owns, directly and indirectly, a 98.0 % limited partner interest in WES Operating, and directly owns all of the outstanding equity interests of Western Midstream Operating GP, LLC, which holds the entire non - economic general partner interest in WES Operating.

In addition, Occidental owns the Partnership’s general partner and a 2.0 % limited partner interest in WES Operating through its ownership of WGR Asset Holding Company LLC (“WGRAH”).

As of March 31, 2026, the Partnership owns, directly and indirectly, a 98.1 % limited partner interest in WES Operating, and directly owns all of the outstanding equity interests of Western Midstream Operating GP, LLC, which holds the entire non - economic general partner interest in WES Operating.

In addition, Occidental owns the Partnership’s general partner and, as of March 31, 2026, a 1.9 % limited partner interest in WES Operating through its ownership of WGR Asset Holding Company LLC (“WGRAH”).

See Noncontrolling interests below.

For purposes of these consolidated financial statements, the Partnership refers to Western Midstream Partners, LP in its individual capacity or to Western Midstream Partners, LP and its subsidiaries, including Western Midstream Operating GP, LLC and WES Operating, as the context requires.

2 unchanged sentences

“Occidental” refers to Occidental Petroleum Corporation, as the context requires, and its subsidiaries, excluding the general partner.

“Anadarko” refers to Anadarko Petroleum Corporation, which became a wholly owned subsidiary of Occidental as a result of Occidental’s acquisition by merger of Anadarko in 2019.

“Related parties” refers to Occidental (see Note 6 ), the Partnership’s investments accounted for under the equity method of accounting (see Note 7 ), and WES Operating for transactions with the Partnership that eliminate upon consolidation (see Note 6 ).

On October 15, 2025, the Partnership completed its previously announced acquisition of Aris Water Solutions, Inc.

(“Aris”), pursuant to the Agreement and Plan of Merger, dated as of August 6, 2025 (the “Merger Agreement”), by and among the Partnership, Aris, and certain Partnership and Aris subsidiaries.

Also, immediately following the closing of the Aris acquisition, WES Operating and Aris entered into certain post-closing restructuring transactions through which WES Operating issued preferred units to Aris in exchange for Aris’s operating subsidiaries, and WES Operating was the surviving entity in a merger with Aris Water Holdings, LLC, a subsidiary of Aris that was the issuer of its acquired outstanding senior notes (see Note 3 ).

The Partnership is engaged in the business of gathering, compressing, treating, processing, and transporting natural gas;

gathering, stabilizing, and transporting condensate, natural - gas liquids (“NGLs”), and crude oil;

and gathering, transporting, recycling, treating, and disposing of produced water.

and gathering, transporting, recycling, treating, supplying, and disposing of produced water.

In its capacity as a natural - gas processor, the Partnership also buys and sells residue, NGLs, and condensate on behalf of itself and its customers under certain contracts.

As of September 30, 2025, the Partnership’s assets and investments consisted of the following:

As of March 31, 2026, the Partnership’s assets and investments consisted of the following:

Operated Operated

Interests Equity

Interests Non-Operated Interests Equity

Gathering systems

1 unchanged sentence

Processing plants/trains

Produced-water gathering, treating, recycling, and disposal systems 8 — — —

NGLs pipelines 2 — — 4

1 unchanged sentence

Crude - oil pipelines

_________________________________________________________________________________________

(1) Includes the DBM water systems.

These assets and investments are located in Texas, New Mexico, and the Rocky Mountains (Colorado, Utah, and Wyoming).

5 unchanged sentences

All significant intercompany transactions have been eliminated.

The consolidated financial results of WES Operating are included in the Partnership’s consolidated financial statements.

Throughout these notes to consolidated financial statements, and to the extent material, any differences between the consolidated financial results of the Partnership and WES Operating are discussed separately.

The Partnership’s consolidated financial statements differ from those of WES Operating primarily as a result of (i) the presentation of noncontrolling interest ownership (see Noncontrolling interests below), (ii) the elimination of WES Operating GP’s investment in WES Operating with WES Operating GP’s underlying capital account, (iii) the general and administrative expenses incurred by the Partnership, which are separate from, and in addition to, those incurred by WES Operating, (iv) the inclusion of the impact of Partnership equity balances and Partnership distributions, and (v) transactions between the Partnership and WES Operating that eliminate upon consolidation.

Certain information and note disclosures commonly included in annual financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).

1 unchanged sentence

Management believes that the disclosures made are adequate to make the information not misleading.

The consolidated financial results of WES Operating are included in the Partnership’s consolidated financial statements.

The Partnership’s consolidated financial statements differ from those of WES Operating primarily as a result of (i) the presentation of noncontrolling interest ownership (see Noncontrolling interests below), (ii) the elimination of WES Operating GP’s investment in WES Operating with WES Operating GP’s underlying capital account, (iii) the elimination of the preferred unit investment in WES Operating with the Partnership’s underlying preferred capital account (see Note 5 ), (iv) the general and administrative expenses incurred by the Partnership, which are separate from, and in addition to, those incurred by WES Operating, (v) the inclusion of the impact of Partnership equity balances and Partnership distributions, and (vi) transactions between the Partnership and WES Operating that eliminate upon consolidation.

Use of estimates.

5 unchanged sentences

Noncontrolling interests.

The Partnership’s noncontrolling interests in the consolidated financial statements consist of (i) the 25 % third - party interest in Chipeta and (ii) the 2.0 % limited partner interest in WES Operating owned by an Occidental subsidiary.

The Partnership’s noncontrolling interests in the consolidated financial statements consist of (i) the 25 % third - party interest in Chipeta for all periods presented and (ii) the 1.9 %, 1.9 %, and 2.0 % limited partner interest in WES Operating as of March 31, 2026, December 31, 2025, and March 31, 2025, respectively, owned by an Occidental subsidiary.

WES Operating’s noncontrolling interest in the consolidated financial statements consists of the 25 % third - party interest in Chipeta.

As of September 30, 2025, and December 31, 2024, Other current assets includes (i) $ 2.3 million and $ 2.5 million, respectively, of NGLs inventory and (ii) $ 10.6 million and $ 0.6 million, respectively, of materials and supplies inventory that are classified as short term on the consolidated balance sheets.

As of September 30, 2025, and December 31, 2024, Other assets includes (i) $ 3.1 million and $ 5.5 million, respectively, of NGLs line - fill inventory, and (ii) $ 109.5 million and $ 110.3 million, respectively, of materials and supplies inventory that are classified as long term on the consolidated balance sheets.

The Partnership’s operations continue to be organized into a single operating segment, the assets of which gather, compress, treat, process, and transport natural gas;

gather, stabilize, and transport condensate, NGLs, and crude oil;

and gather and dispose of produced water in the United States.

Accounting Standards Update 2023-07, “Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures” was adopted on December 31, 2024, using a retrospective approach with no impact to the consolidated financial statements;

however, the adoption did result in additional disclosure.

See Note 11 .

As of March 31, 2026, and December 31, 2025, other current assets includes (i) $ 0.8 million and $ 2.7 million, respectively, of NGLs inventory and (ii) $ 14.0 million and $ 10.1 million, respectively, of materials and supplies inventory that are classified as short term on the consolidated balance sheets.

As of March 31, 2026, and December 31, 2025, other assets includes (i) $ 4.5 million and $ 3.2 million, respectively, of NGLs line - fill inventory and (ii) $ 141.9 million and $ 131.6 million, respectively, of materials and supplies inventory that are classified as long term on the consolidated balance sheets.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

1 unchanged sentence

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

The Partnership’s operations continue to be organized into a single operating segment, the assets of which gather, compress, treat, process, and transport natural gas;

gather, stabilize, and transport condensate, NGLs, and crude oil;

and gather, transport, recycle, treat, supply and dispose of produced water in the United States.

See Note 11 .

Equity-based compensation.

During the nine months ended September 30, 2025 and 2024, the Partnership issued 776,626 common units and 1,035,444 common units, respectively, under its long-term incentive plans.

Compensation expense was $ 10.5 million and $ 29.4 million for the three and nine months ended September 30, 2025, respectively, and $ 8.8 million and $ 28.6 million for the three and nine months ended September 30, 2024, respectively.

During the three months ended March 31, 2026 and 2025, the Partnership issued 941,869 and 770,505 common units, respectively, under its long-term incentive plans.

Compensation expense was $ 11.0 million and $ 8.2 million for the three months ended March 31, 2026 and 2025, respectively.

New accounting pronouncements not yet adopted.

3 unchanged sentences

The Partnership is assessing the impact of this guidance on its disclosures in the Notes to the Consolidated Financial Statements.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

REVENUE FROM CONTRACTS WITH CUSTOMERS

The following table summarizes revenue from contracts with customers:

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

thousands 2026 2025

7 unchanged sentences

Total revenues and other $ 1,123,579 $ 917,116

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

REVENUE FROM CONTRACTS WITH CUSTOMERS

Contract balances.

Receivables from customers, which are included in Accounts receivable, net on the consolidated balance sheets, were $ 671.4 million and $ 693.9 million as of September 30, 2025, and December 31, 2024, respectively.

Receivables from customers, which are included in accounts receivable, net on the consolidated balance sheets, were $ 807.5 million and $ 737.0 million as of March 31, 2026, and December 31, 2025, respectively.

Contract assets primarily relate to (i) revenue accrued but not yet billed under cost - of - service contracts with fixed and variable fees and (ii) accrued deficiency fees the Partnership expects to charge customers once the related performance periods are completed.

3 unchanged sentences

Additional estimated revenues recognized 7,154

Contract assets balance at September 30, 2025 $ 41,341

Contract assets at September 30, 2025

Contract assets balance at March 31, 2026 $ 16,802

Contract assets at March 31, 2026

Other current assets $ 10,013

1 unchanged sentence

Total contract assets from contracts with customers $ 16,802

_________________________________________________________________________________________

(1) Includes $( 1.8 ) million for the three months ended September 30, 2025.

(2) Includes $ 0.6 million for the three months ended September 30, 2025.

Contract liabilities primarily relate to (i) fixed and variable fees under cost - of - service contracts that are received from customers for which revenue recognition is deferred, (ii) aid - in - construction payments received from customers that must be recognized over the expected period of customer benefit, and (iii) fees that are charged to customers for only a portion of the contract term and must be recognized as revenues over the expected period of customer benefit.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

REVENUE FROM CONTRACTS WITH CUSTOMERS

Contract liabilities primarily relate to (i) consideration received from customers for which revenue recognition is deferred, (ii) aid - in - construction payments received from customers that must be recognized over the expected period of customer benefit, and (iii) fees that are charged to customers for only a portion of the contract term and must be recognized as revenues over the expected period of customer benefit.

The following table summarizes activity related to contract liabilities from contracts with customers:

2 unchanged sentences

Revenues recognized that were included in the contract liability balance at the beginning of the period ( 32,262 )

Contract liabilities balance at September 30, 2025 $ 704,695

Contract liabilities at September 30, 2025

Non-cash consideration received for WES unit redemption from Occidental, net of revenues recognized in the period (1)

Contract liabilities balance at March 31, 2026 $ 1,335,354

Contract liabilities at March 31, 2026

Accrued liabilities $ 185,942

2 unchanged sentences

________________________________________________________________________________________

(1) Includes $ 34.1 million for the three months ended September 30, 2025.

(2) Includes $( 3.0 ) million for the three months ended September 30, 2025.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

REVENUE FROM CONTRACTS WITH CUSTOMERS

(1) See Note 6 .

Transaction price allocated to remaining performance obligations.

Revenues expected to be recognized from certain performance obligations that are unsatisfied (or partially unsatisfied) as of September 30, 2025, are presented in the table below.

Revenues expected to be recognized from certain performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2026, are presented in the table below.

The Partnership applies the optional exemptions in Revenue from Contracts with Customers (Topic 606) and does not disclose consideration for remaining performance obligations with an original expected duration of one year or less or for variable consideration related to unsatisfied (or partially unsatisfied) performance obligations.

5 unchanged sentences

Total $ 7,980,216

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

ACQUISITIONS AND DIVESTITURES

Marcellus Interest systems.

During the second quarter of 2024, the Partnership closed on the sale of its 33.75 % interest in the Marcellus Interest systems for proceeds of $ 206.2 million, resulting in a net gain on sale of $ 63.9 million that was recorded as Gain (loss) on divestiture and other, net in the consolidated statement of operations.

Mont Belvieu JV, Whitethorn LLC, Panola, and Saddlehorn.

During the first quarter of 2024, the Partnership closed on the sale of the following equity investments to third parties:

(i) the 25.00 % interest in Enterprise EF78 LLC, (ii) the 20.00 % interest in Whitethorn Pipeline Company LLC, (iii) the 15.00 % interest in Panola Pipeline Company, LLC, and (iv) the 20.00 % interest in Saddlehorn Pipeline Company, LLC.

The combined proceeds received in the first quarter of 2024 of $ 588.6 million includes $ 5.9 million in pro-rata distributions through closing, resulting in a net gain on sale of $ 239.7 million that was recorded as Gain (loss) on divestiture and other, net in the consolidated statement of operations.

See Note 12 for information related to the acquisition of Aris Water Solutions, Inc.

(“Aris”) that closed on October 15, 2025.

On October 15, 2025, the Partnership closed on the acquisition of Aris by merger in a transaction valued at $ 2.0 billion, including the cash and equity merger consideration, Aris’s outstanding debt of $ 80.0 million in revolving credit facility borrowings that were repaid at closing, and $ 500.0 million in principal amount of senior notes (see Note 9 ).

Based on Aris shareholder consideration elections, the Partnership issued 26.6 million common units and paid $ 415.0 million in cash, funded with borrowings under the commercial paper program, in exchange for all issued and outstanding shares of Aris common stock.

The cash paid to Aris shareholders (net of cash acquired as presented in the table below) was $ 368.6 million for the year ended December 31, 2025.

The Partnership acquired Aris to expand its existing produced-water infrastructure and access additional customers in the area.

The assets acquired, located in Lea and Eddy Counties, New Mexico, and West Texas, include approximately 830 miles of produced-water pipeline, 1,812 MBbls/d of produced-water handling capacity, 1,560 MBbls/d of water recycling capacity, and 625,000 dedicated acres.

The Aris acquisition has been accounted for under the acquisition method of accounting.

The assets acquired and liabilities assumed in the Aris acquisition were recorded in the consolidated balance sheet at their estimated fair values as of the acquisition date.

Results of operations attributable to the Aris acquisition were included in the Partnership’s consolidated statements of operations beginning on the acquisition date in the fourth quarter of 2025.

For the three months ended March 31, 2026, general and administrative expenses in the consolidated statements of operations include acquisition-related transaction costs of $ 0.5 million.

The following is the preliminary acquisition-date fair value for the assets acquired and liabilities assumed in the Aris acquisition.

Measurement period adjustments recorded during the three months ended March 31, 2026, resulted in a $ 5.6 million reduction to goodwill.

The preliminary fair values are subject to change within the measurement period (up to one year from the acquisition date), pending a final determination of the values assigned to tangible and identifiable intangible assets of approximately $ 10.0 million.

Assets acquired:

Cash and cash equivalents $ 46,362

Accounts receivable, net 90,240

Other current assets 9,627

Property, plant, and equipment 1,460,748

Other intangible assets

Other assets 16,706

Total assets acquired 2,265,387

Liabilities assumed:

Accounts payable and accrued liabilities

Other current liabilities 153,173

Long-term debt

Asset retirement obligation 52,020

Other liabilities 94,651

Total liabilities assumed

Net assets acquired $ 1,427,185

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

ACQUISITIONS AND DIVESTITURES

Goodwill recognized in the Aris acquisition relates primarily to enhancing and diversifying the Partnership’s water-asset position, as well as delivering operational synergies, including increasing volumes on its existing processing facilities and increasing revenues on its produced-water systems.

Other intangible assets recognized in the Aris acquisition are related to customer contracts.

The basis for determining the value of these intangible assets is estimated future net cash flows to be derived from acquired customer contracts and relationships, offset with appropriate charges for the use of contributory assets and discounted using a risk-adjusted discount rate.

These intangible assets are being amortized on a straight-line basis over an initial period of 19 years, which represents the estimated term over which the customer contracts are expected to contribute to the Partnership’s cash flows.

The acquisition-date fair values are based on an assessment of the fair value of the assets acquired and liabilities assumed in the Aris acquisition using inputs that are not observable in the market and thus represent Level 3 inputs.

The fair values of the produced-water disposal and recycling systems and related facilities and equipment are based on market and cost approaches.

PARTNERSHIP DISTRIBUTIONS

9 unchanged sentences

June 30 0.910 355,254 August 14, 2025 August 1, 2025

September 30 0.875 340,914 November 14, 2024 November 1, 2024

September 30 0.910 379,521 November 14, 2025 October 31, 2025

December 31 0.910 379,675 February 13, 2026 February 2, 2026

March 31 $ 0.930 $ 374,643 May 15, 2026 May 1, 2026

June 30 0.910 355,254 August 14, 2025 August 1, 2025

September 30 0.910 379,521 November 14, 2025 October 31, 2025

WES Operating partnership distributions.

WES Operating makes quarterly cash distributions to the Partnership and WGRAH, a subsidiary of Occidental, in proportion to their share of limited partner interests in WES Operating.

WES Operating makes quarterly cash distributions to the Partnership and WGRAH, a subsidiary of Occidental, according to the terms of its limited partnership agreement.

WES Operating made and/or declared the following cash distributions to its limited partners for the periods presented:

4 unchanged sentences

June 30 363,290 August 2025

September 30 347,356 November 2024

September 30 391,568 October 2025

December 31 385,911 February 2026

March 31 $ 378,683 May 2026

June 30 363,290 August 2025

September 30 391,568 October 2025

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

2 unchanged sentences

Holdings of Partnership equity.

The Partnership’s common units are listed on the New York Stock Exchange under the ticker symbol “WES.” As of September 30, 2025, Occidental held 165,681,578 common units, representing a 42.4 % limited partner interest in the Partnership, and through its ownership of the general partner, Occidental indirectly held 9,060,641 general partner units, representing a 2.3 % general partner interest in the Partnership.

The Partnership’s common units are listed on the New York Stock Exchange under the ticker symbol “WES.” As of March 31, 2026, Occidental held 150,374,176 common units, representing a 37.3 % limited partner interest in the Partnership, and through its ownership of the general partner, Occidental indirectly held 9,060,641 general partner units, representing a 2.2 % general partner interest in the Partnership.

The public held 243,401,657 common units, representing a 60.5 % limited partner interest in the Partnership.

On October 15, 2025, the Partnership issued common units in connection with the acquisition of Aris.

See Note 12 for additional information.

On January 16, 2026, the Partnership and subsidiaries of Occidental entered into a unit redemption agreement (“Unit Redemption Agreement”) providing for the transfer to, and redemption by, the Partnership on February 3, 2026, of approximately 15.3 million common units of the Partnership (see Note 6 ), valued at $ 610.0 million.

Partnership equity repurchases.

1 unchanged sentence

The common units may be purchased from time to time in the open market at prevailing market prices or in privately negotiated transactions.

During the nine months ended September 30, 2025, the Partnership repurchased no common units.

As of September 30, 2025, the Partnership had an authorized amount of $ 250.0 million remaining under the program.

During the three months ended March 31, 2026, the Partnership repurchased no common units.

As of March 31, 2026, the Partnership had an authorized amount of $ 250.0 million remaining under the program.

Holdings of WES Operating equity.

On October 15, 2025, WES Operating issued preferred units to Aris, a wholly owned subsidiary of the Partnership, in connection with the Aris acquisition (see Note 1) .

As of March 31, 2026, (i) the Partnership, directly and indirectly through its ownership of WES Operating GP, owned a 98.1 % limited partner interest and the entire non - economic general partner interest in WES Operating and (ii) Occidental, through its ownership of WGRAH, owned a 1.9 % limited partner interest in WES Operating, which is reflected as a noncontrolling interest within the consolidated financial statements of the Partnership (see Note 1 ).

Partnership’s net income (loss) per common unit.

2 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

thousands except per-unit amounts 2026 2025

18 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

thousands 2026 2025

12 unchanged sentences

Total operating expenses ( 4,601 ) ( 12,062 )

Gain (loss) on divestiture and other, net 1,366 —

_________________________________________________________________________________________

2 unchanged sentences

Balance sheets

thousands September 30,

thousands March 31,

2026 December 31,

17 unchanged sentences

Statements of cash flows

Nine Months Ended

September 30,

Three Months Ended

thousands 2026 2025

1 unchanged sentence

$ 15,763 $ 23,337

Contributions to equity investments – related parties ( 1,768 ) —

Distributions from equity investments in excess of cumulative earnings – related parties 9,889 11,007

11 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

thousands 2026 2025

4 unchanged sentences

Balance sheets

thousands September 30,

thousands March 31,

2026 December 31,

8 unchanged sentences

Statements of cash flows

Nine Months Ended

September 30,

Three Months Ended

thousands 2026 2025

2 unchanged sentences

_________________________________________________________________________________________

(1) Represents distributions paid to the Partnership and Occidental, through its ownership of WGRAH, pursuant to WES Operating’s partnership agreement.

(1) Represents distributions paid to the Partnership and Occidental, through its ownership of WGRAH, according to the terms of WES Operating’s partnership agreement.

See Note 4 and Note 5.

3 unchanged sentences

Related-party revenues.

Related - party revenues include amounts earned by the Partnership from services provided to Occidental and from the sale of natural gas, condensate, and NGLs to Occidental.

Related - party revenues include amounts earned by the Partnership from services provided to Occidental and from the sale of natural gas, condensate, NGLs, and water solutions volumes to Occidental.

Gathering and processing agreements.

1 unchanged sentence

While Occidental is the contracting counterparty of the Partnership, these arrangements with Occidental include not just Occidental - produced volumes, but also, in some instances, the volumes of other working - interest owners of Occidental who rely on the Partnership’s facilities and infrastructure to bring their volumes to market.

Natural-gas throughput (excluding equity-investment throughput) attributable to production owned or controlled by Occidental was 35 % for both the three and nine months ended September 30, 2025, and 36 % and 34 % for the three and nine months ended September 30, 2024, respectively.

Crude-oil and NGLs throughput (excluding equity-investment throughput) attributable to production owned or controlled by Occidental was 90 % and 91 % for the three and nine months ended September 30, 2025, respectively, and 92 % and 90 % for the three and nine months ended September 30, 2024, respectively.

Produced-water throughput attributable to production owned or controlled by Occidental was 79 % for both the three and nine months ended September 30, 2025, and 78 % and 77 % for the three and nine months ended September 30, 2024, respectively.

The Partnership is currently discussing varying interpretations of certain contractual provisions with Occidental regarding the calculation of the cost - of - service rates under an oil - gathering contract related to the Partnership’s DJ Basin oil - gathering system.

Natural-gas throughput (excluding equity-investment throughput) attributable to production owned or controlled by Occidental was 33 % and 36 % for the three months ended March 31, 2026 and 2025, respectively.

Crude-oil and NGLs throughput (excluding equity-investment throughput) attributable to production owned or controlled by Occidental was 92 % and 91 % for the three months ended March 31, 2026 and 2025, respectively.

Produced-water throughput attributable to production owned or controlled by Occidental was 38 % and 80 % for the three months ended March 31, 2026 and 2025, respectively, which decreased primarily due to the addition of third-party volumes from the Aris acquisition.

The Partnership has discussed varying interpretations of certain contractual provisions with Occidental regarding the calculation of the cost - of - service rates under an oil - gathering contract related to the Partnership’s DJ Basin oil - gathering system.

If such discussions are resolved in a manner adverse to the Partnership, such resolution could have a negative impact on the Partnership’s financial condition and results of operations, including a reduction in rates and a non-cash charge to earnings.

During the first quarter of 2026, Delaware Basin Midstream LLC (“DBM”), a subsidiary of the Partnership, entered into an amendment (the “GGA Amendment”) to its Delaware Basin gas gathering agreement with Anadarko E&P Onshore LLC (“AEP”), a subsidiary of Occidental, to, among other things, (i) replace its cost-of-service-based gathering fee structure with a fixed-fee structure, (ii) add a new minimum-volume commitment through the end of 2027, and (iii) modify the process for certain dedication-related acreage transfers and releases.

On January 16, 2026, and in connection with the GGA Amendment and related transactions, including an agreement between DBM and a subsidiary of ConocoPhillips pursuant to which DBM will gather and process certain volumes of natural gas already existing on the Partnership’s system, and conforming modifications to the terms of the associated processing arrangements between subsidiaries of the Partnership and Occidental, the Partnership and subsidiaries of Occidental also entered into a Unit Redemption Agreement providing for the transfer to, and redemption by, the Partnership on February 3, 2026, of approximately 15.3 million common units of the Partnership, valued at $ 610.0 million.

As of March 31, 2026, Occidental indirectly holds all of the equity interests of the general partner and, following the consummation of the transactions contemplated by the Unit Redemption Agreement, indirectly holds 38.2 % of the Partnership’s outstanding common units.

The Unit Redemption Agreement and the GGA Amendment and related transactions were reviewed and approved by the Special Committee of the Board of Directors of the general partner, consisting entirely of independent members of the Board of Directors, and, based upon the recommendation of the Special Committee, the full Board of Directors.

Marketing services.

Prior to January 1, 2021, Occidental provided marketing-related services to certain of the Partnership’s subsidiaries.

While the Partnership now markets and sells substantially all of its crude oil, residue gas, and NGLs directly to third parties, it does still have some marketing agreements with affiliates of Occidental, the activity for which is reflected in the related-party statements of operations above.

While the Partnership markets and sells substantially all of its crude oil, residue gas, and NGLs directly to third parties, it does still have some marketing agreements with affiliates of Occidental, the activity for which is reflected in the related-party statements of operations above.

Operating leases.

1 unchanged sentence

In addition, the Partnership has operating leases for field offices with Occidental as the lessor.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

RELATED-PARTY TRANSACTIONS

Related-party expenses.

7 unchanged sentences

Most of the administrative and operational services previously provided by Occidental fully transitioned to the Partnership by December 31, 2021, with certain limited transition services remaining in place pursuant to the terms of the Services Agreement.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

RELATED-PARTY TRANSACTIONS

Construction reimbursement agreements and purchases and sales with related parties .

9 unchanged sentences

Occidental was the only customer from which revenues exceeded 10% of consolidated revenues for all periods presented in the consolidated statements of operations.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

EQUITY INVESTMENTS

1 unchanged sentence

thousands Percentage Ownership Interest Balance at December 31, 2025 Equity

income, net Distributions Distributions

Balance at September 30, 2025

Mi Vida 50.00 % $ 42,765 $ 3,794 $ ( 3,872 ) $ ( 7,960 ) $ 34,727

income, net Contributions Distributions Distributions

Balance at March 31, 2026

FRP 33.33 % $ 176,806 $ 8,311 $ — $ ( 8,812 ) $ ( 3,318 ) $ 172,987

Mi Vida 50.00 % 31,741 ( 2,005 ) 1,768 1,979 ( 1,979 ) 31,504

Red Bluff Express 30.00 % 111,795 4,825 — ( 4,825 ) ( 461 ) 111,334

Rendezvous (2)

TEP 20.00 % 170,060 13,914 ( 14,103 ) ( 5,895 ) 163,976

22.00 % 372 ( 171 ) — ( 101 ) ( 100 ) —

TEG 20.00 % 13,935 135 — ( 141 ) ( 154 ) 13,775

TEP 20.00 % 164,034 2,908 — ( 3,090 ) ( 2,996 ) 160,856

White Cliffs 10.00 % 6,176 773 — ( 773 ) ( 881 ) 5,295

2 unchanged sentences

(1) Distributions in excess of cumulative earnings, classified as investing cash flows in the consolidated statements of cash flows, are calculated on an individual - investment basis.

(2) Carrying value reduced to zero as of March 31, 2026, as cumulative equity method losses exceeded our investment balance.

Further losses have been suspended as the Partnership has no obligation to fund losses or provide other financial support.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

3 unchanged sentences

The Partnership WES Operating

thousands September 30,

thousands March 31,

2026 December 31,

2024 September 30,

2025 March 31,

2026 December 31,

4 unchanged sentences

The Partnership WES Operating

thousands September 30,

thousands March 31,

2026 December 31,

2024 September 30,

2025 March 31,

2026 December 31,

8 unchanged sentences

The Partnership WES Operating

thousands September 30,

thousands March 31,

2026 December 31,

2024 September 30,

2025 March 31,

2026 December 31,

8 unchanged sentences

Short-term lease liabilities 67,675 65,295 67,675 65,295

Other 36,342 39,518 33,980 25,272

52,992 86,820 50,146 70,491

Total accrued liabilities $ 497,958 $ 408,375 $ 456,549 $ 326,873

_________________________________________________________________________________________

(1) Includes aid-in-construction reimbursement prepayments, other employee expenses, and Aris-related accruals as of December 31, 2025.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

2 unchanged sentences

The following table presents the outstanding debt:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

thousands Principal Carrying

13 unchanged sentences

(1) Fair value is measured using the market approach and Level 2 fair-value inputs.

(2) As of September 30, 2025, maturity dates range from 2026 to 2050.

(2) As of March 31, 2026, maturity dates range from 2028 to 2050.

Debt activity.

The following table presents the debt activity for the nine months ended September 30, 2025 :

The following table summarizes the debt activity for the period presented:

thousands Carrying Value

Balance at December 31, 2025 $ 8,643,995

Repayment of 3.100 % Senior Notes due 2025

Repayment of 3.950 % Senior Notes due 2025

Finance lease liabilities ( 4,652 )

Balance at September 30, 2025 $ 6,937,353

Balance at March 31, 2026 $ 8,639,774

WES Operating Senior Notes.

In January 2020, WES Operating issued the 4.050 % Senior Notes due 2030 and 5.250 % Senior Notes due 2050.

Including the effects of the issuance prices, underwriting discounts, and interest - rate adjustments, the effective interest rates of the Senior Notes due 2030 and 2050, were 4.169 % and 5.363 %, respectively, at September 30, 2025 and 2024.

Including the effects of the issuance prices, underwriting discounts, and interest - rate adjustments, the effective interest rates of the Senior Notes due 2030 and 2050 were 4.169 % and 5.363 %, respectively, at March 31, 2026 and 2025.

The effective interest rate of these notes is subject to adjustment from time to time due to a change in credit rating.

During the second quarter of 2025, WES Operating retired the total principal amount outstanding of the 3.950 % Senior Notes due 2025 at par value.

During the first quarter of 2025, WES Operating retired the total principal amount outstanding of the 3.100 % Senior Notes due 2025 at par value.

See Debt activity above.

As of September 30, 2025, the 4.650 % Senior Notes due 2026 were classified as long-term debt on the consolidated balance sheet as WES Operating has the ability and intent to refinance these obligations using long-term debt.

During the third quarter of 2024, WES Operating completed the public offering of $ 800.0 million in aggregate principal amount of 5.450 % Senior Notes due 2034.

Net proceeds from the offering were used to repay a portion of the 3.100 % and 3.950 % Senior Notes due 2025, and for general partnership purposes, including the funding of capital expenditures.

In addition, during 2024, WES Operating purchased and retired $ 150.0 million of certain of its senior notes via open-market repurchases with cash from operations.

As of September 30, 2025, WES Operating was in compliance with all covenants under the relevant governing indentures.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

As of March 31, 2026, the 4.650 % Senior Notes due 2026 were classified as short-term debt on the consolidated balance sheet.

Subsequent to March 31, 2026, WES Operating retired the 4.650 % Senior Notes due 2026 with proceeds from the public offerings of $ 1.2 billion in aggregate principal amount of Senior Notes issued in the fourth quarter of 2025.

As of March 31, 2026, WES Operating was in compliance with all covenants under the relevant governing indentures.

Revolving credit facility.

In April 2025, WES Operating exercised an option to extend the maturity date of the RCF from April 2029 to April 2030, for each extending lender.

The non - extending lender’s commitments mature in April 2028 and represent $ 120.0 million out of $ 2.0 billion of total commitments, which are expandable to a maximum of $ 2.5 billion, from all lenders.

As of September 30, 2025, there were no outstanding borrowings, resulting in $ 2.0 billion in effective borrowing capacity under the RCF.

Any outstanding commercial paper borrowings (see below) reduce the effective borrowing capacity under the RCF as WES Operating maintains availability under the RCF as support for its commercial paper program.

As of September 30, 2025 and 2024, the interest rate on any outstanding RCF borrowings was 5.43 % and 6.15 %, respectively.

The facility - fee rate was 0.20 % at September 30, 2025 and 2024.

As of September 30, 2025, WES Operating was in compliance with all covenants under the RCF.

As of March 31, 2026, there were no outstanding borrowings, resulting in $ 2.0 billion in effective borrowing capacity under the RCF.

As of March 31, 2026 and 2025, the interest rate on any outstanding RCF borrowings was 4.96 % and 5.62 %, respectively.

The facility - fee rate was 0.20 % at March 31, 2026 and 2025.

As of March 31, 2026, WES Operating was in compliance with all covenants under the RCF.

Commercial paper program.

In November 2023, WES Operating entered into an unsecured commercial paper program under which it may issue (and have outstanding at any one time) an aggregate principal amount up to $ 2.0 billion.

WES Operating intends to maintain a minimum aggregate available borrowing capacity under the RCF equal to the aggregate amount of outstanding commercial paper borrowings.

The maturities of the notes may vary but may not exceed 397 days.

As of September 30, 2025, there were no outstanding borrowings under the commercial paper program.

As of March 31, 2026, there were no outstanding borrowings under the commercial paper program.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

COMMITMENTS AND CONTINGENCIES

1 unchanged sentence

The Partnership is subject to various environmental-remediation obligations arising from federal, state, and local regulations regarding air and water quality, hazardous and solid waste disposal, and other environmental matters.

As of September 30, 2025, and December 31, 2024, the consolidated balance sheets included $ 2.2 million and $ 4.0 million, respectively, of liabilities for remediation and reclamation obligations.

As of March 31, 2026, and December 31, 2025, the consolidated balance sheets included $ 9.9 million and $ 10.0 million, respectively, of liabilities for remediation and reclamation obligations.

The current portion of these amounts is included in accrued liabilities , and the long-term portion of these amounts is included in other liabilities.

The majority of payments related to these obligations are expected to be made over the next five years.

The majority of payments related to these obligations are expected to be made over the next year.

As of March 31, 2026, and December 31, 2025, the recorded obligations reflect gross amounts and exclude $ 5.9 million and $ 6.5 million, respectively, of anticipated insurance recoveries which are included in accounts receivable, net.

Litigation and legal proceedings.

3 unchanged sentences

The Partnership has payment obligations, or commitments, that include, among other things, a revolving credit facility, other third - party long - term debt, obligations related to the Partnership’s capital spending programs, pipeline and offload commitments, and various operating and finance leases.

The payment obligations related to the Partnership’s capital spending programs, the majority of which is expected to be paid in the next 12 months, primarily relate to expansion, construction, and asset - integrity projects at the DBM water systems, West Texas complex, Powder River Basin complex, and DJ Basin complex.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

6 unchanged sentences

gather, stabilize, and transport condensate, NGLs, and crude oil;

and gather and dispose of produced water.

and gather, transport, recycle, treat, supply, and dispose of produced water.

Performance measures.

10 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

thousands 2026 2025

2 unchanged sentences

Other revenues

183 255 562 957

Total revenues and other

12 unchanged sentences

141,666 73,070

92,743 59,281 240,033 ( 90,394 )

Net income (loss) $ 359,032 $ 316,552

7 unchanged sentences

The CODM uses consolidated total assets as the measure of the Partnership’s single reportable segment assets.

As of September 30, 2025, and December 31, 2024, the consolidated balance sheets included $ 12.1 billion and $ 13.1 billion, respectively, of total assets, which includes $ 510.6 million and $ 541.4 million of assets related to equity investments as of September 30, 2025, and December 31, 2024, respectively.

Capital expenditures for additions to long-lived assets were $ 505.8 million and $ 595.1 million for the nine months ended September 30, 2025 and 2024, respectively.

As of March 31, 2026, and December 31, 2025, the consolidated balance sheets includes $ 14.9 billion and $ 15.0 billion, respectively, of total assets, which includes $ 495.8 million and $ 504.9 million of assets related to equity investments as of March 31, 2026, and December 31, 2025, respectively.

Capital expenditures for additions to long-lived assets were $ 235.7 million and $ 142.4 million for the three months ended March 31, 2026 and 2025, respectively.

WESTERN MIDSTREAM PARTNERS, LP AND WESTERN MIDSTREAM OPERATING, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SUBSEQUENT EVENT

On October 15, 2025, the Partnership closed on the acquisition of Aris by merger in an equity-and-cash transaction valued at $ 1.5 billion, plus Aris’s outstanding debt of approximately $ 500 million of senior notes.

Based on Aris shareholder consideration elections, the Partnership issued approximately 26.6 million common units and paid $ 415.0 million in cash, funded with borrowings under the commercial paper program.

Due to the timing of the closing of the transactions, the initial purchase price accounting was not yet completed at the time of filing.

Aris’s water infrastructure assets, located in Lea and Eddy Counties, New Mexico and West Texas, include approximately 790 miles of produced-water pipeline, 1,800 MBbls/d of produced-water handling capacity, 1,400 MBbls/d of water recycling capacity, and 625,000 dedicated acres.

Brazos Delaware .

On May 6, 2026, the Partnership entered into a definitive agreement pursuant to which the Partnership will acquire all of the outstanding equity interests of Brazos Delaware II, LLC (“Brazos Delaware”) in an equity-and-cash transaction valued at $ 1.6 billion.

Under the terms of the agreement, the Partnership will issue approximately $ 800.0 million in common units of the Partnership and pay cash consideration of approximately $ 800.0 million, subject to customary adjustments, to the seller, Brazos Permian II, LLC, at closing.

The Partnership expects to fund the non-equity portion of the transaction with cash on hand, borrowings under the RCF, and/or commercial paper.

Completion of the transaction is expected to occur in the second quarter of 2026, subject to customary closing conditions and regulatory approvals.

Brazos Delaware is a privately held midstream company that owns a gathering and processing platform in the Texas Delaware Basin, with natural-gas and crude-oil assets spanning Reeves, Ward, Pecos, Winkler, Culberson, and Loving counties.

The assets of Brazos Delaware include approximately 900 miles of pipeline, 460 MMcf/d of nameplate natural-gas processing capacity at the Comanche Processing Complex, and approximately 470,000 dedicated acres under long-term, fixed-fee contracts.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements