WESTERN GAS PARTNERS, LP (NYSE:WES) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
his positions as President and Chief Executive Officer of our
general partner. Mr. Sinclair also resigned as a member of the
board of directors of our general partner. Mr. Sinclairs
resignation was not the result of any disagreement with us or our
general partner. He will continue to provide services to us and
our general partner in the future as a Senior Advisor.
general partner announced that it had appointed Mr. Benjamin M.
Fink to be President and Chief Executive Officer of our general
partner. In addition, Anadarko Petroleum Corporation (Anadarko)
announced that it has promoted Mr. Fink to Senior Vice President
for Anadarko. Mr. Fink has served as the Senior Vice President
and Chief Financial Officer of our general partner since May
2009, and will continue to serve as the principal financial and
accounting officer of our general partner until a successor is
appointed. Mr. Fink was also appointed to the board of directors
of our general partner on February 13, 2017.
general partner announced that Mr. Craig W. Collins had been
appointed Senior Vice President and Chief Operating Officer of
our general partner. Anadarko also announced that Mr. Collins had
been appointed Vice President Midstream for Anadarko. Mr.
Collins, age 44, previously served as Director, Midstream
Engineering for Anadarko from July 2016 to February 2017, during
which time he was responsible for the engineering and
construction of midstream infrastructure for Anadarko and Western
Gas Partners, LP. He joined the Anadarko midstream organization
in November 2010, where he led commercial development activities
in the Eagleford shale, and was promoted to General Manager in
June 2013, with commercial responsibilities for midstream assets
located in Texas, New Mexico, Kansas, Louisiana, and
Pennsylvania. Since joining Anadarko in 2003, Mr. Collins has
also held positions of increasing responsibility in Treasury and
partner announced that Mr. Philip H. Peacock had been promoted to
Senior Vice President, General Counsel and Corporate Secretary of
our general partner.
allocable to us by Anadarko includes: (i) an annual base salary
of approximately $418,000; (ii) a bonus target opportunity under
Anadarkos annual incentive program equal to 80% of his base
salary; and (iii) a $675,000 equity award under Anadarkos 2012
Omnibus Incentive Compensation Plan (the Omnibus Plan) based on
Anadarkos closing stock price on February 13, 2017, with such
value delivered 40% in performance units, 35% in stock options
and 25% in restricted stock units. Mr. Fink will receive no
additional compensation for serving on the board of directors of
our general partner. The expected portion of Mr. Collins
compensation that will be allocable to us by Anadarko includes:
(i) an annual base salary of approximately $165,000; (ii) a bonus
target opportunity under Anadarkos annual incentive program equal
to 65% of his base salary; and (iii) a $500,000 equity award
under the Omnibus Plan based on Anadarkos closing stock price on
February 13, 2017, with such value delivered 40% in performance
units, 35% in stock options and 25% in restricted stock units. In
addition, in connection with his appointment as Anadarkos Vice
President >Midstream, Mr. Collins will enter into a key
employee change of control agreement with Anadarko that is
standard for similarly situated officers at Anadarko. The
performance period for Mr. Finks and Mr. Collins performance
units will be January 1, 2017 through December 31, 2019. Mr.
Finks and Mr. Collins stock options and restricted stock units
will vest in one-third increments over three years, beginning on
February 13, 2018.
future equity awards under our and Anadarkos compensation
programs, as described under the heading Executive Compensation
>Compensation Discussion and Analysis >Elements of
compensation in our Form 10-K for the year ended December 31,
2015, as filed with the Securities and Exchange Commission on
February 25, 2016 (the 2015 Form 10-K). Messrs. Fink, Collins and
Peacock are also eligible to participate in Anadarkos other
benefits, including welfare and retirement benefits, severance
benefits and change of control benefits, compensation programs,
and other benefits on the same basis as other eligible Anadarko
employees, and we will bear the expenses related to the portion
of such benefits allocable to us. Other than as described herein,
there is no arrangement or understanding between Messrs. Fink,
Collins or Peacock and any other person to which he was selected
as an officer and director of our general partner.
issued a press release regarding the matters referenced above. A
copy of this release is attached hereto as Exhibit 99.1.
Press Release of Western Gas Partners, LP and Western
Gas Equity Partners, LP issued February 13, 2017.
About WESTERN GAS PARTNERS, LP (NYSE:WES)
Western Gas Partners, LP is a master limited partnership (MLP) that acquires, owns, develops and operates midstream energy assets. The Company is engaged in the business of gathering, processing, compressing, treating and transporting natural gas, condensate, natural gas liquids (NGLs) and crude oil for Anadarko Petroleum Corporation (Anadarko), as well as third-party producers and customers. It operates in the segment of gathering, processing, compressing, treating and transporting Anadarko and third-party natural gas, condensate, NGLs and crude oil in the United States. Its operations and activities are managed by its general partner, which is indirectly controlled by Anadarko through Western Gas Equity Partners, LP (WGP). Anadarko is an independent oil and gas exploration and production company. The Company’s assets and investments are located in the Rocky Mountains (Colorado, Utah and Wyoming), the Mid-Continent (Kansas and Oklahoma), North-central Pennsylvania and Texas. WESTERN GAS PARTNERS, LP (NYSE:WES) Recent Trading Information
WESTERN GAS PARTNERS, LP (NYSE:WES) closed its last trading session down -0.44 at 65.31 with 191,034 shares trading hands.