Oscar K. Brown
About Oscar K. Brown
Oscar K. Brown is President and Chief Executive Officer of Aris Water Solutions, Inc. (post-merger “Surviving Corporation”) as evidenced by his signature as CEO on Aris’s October 15, 2025 Form 8-K following Western Midstream Partners’ acquisition of Aris . He has served as President and CEO of Western Midstream Holdings, LLC (general partner of Western Midstream Partners, LP, “WES”) since October 28, 2024; he previously served as CFO of FREYR Battery (2022–2024) and as an executive at Occidental Petroleum (2016–2020). He holds a BBA in Finance and Marketing from the University of Texas at Austin, and public disclosures list his year of birth as 1971 . As context for executive performance alignment at Aris, FY 2024 results included Net Income $60.2m and Adjusted EBITDA $211.9m with improved margins and positive free cash flow, before the October 2025 change of control .
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Net Income ($000s) | $43,412 | $60,178 |
| Adjusted Net Income ($000s) | $52,396 | $76,613 |
| Adjusted EBITDA ($000s) | $174,972 | $211,885 |
| Net Cash Provided by Operating Activities ($000s) | $183,873 | $178,876 |
| Free Cash Flow ($000s) | ($29,125) | $72,625 |
| Capital Expenditures ($000s) | $156,394 | $101,085 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Western Midstream Holdings, LLC (General Partner of WES) | President & Chief Executive Officer | Oct 2024–present | Led acquisition of Aris; highlighted strategic fit expanding produced-water network and beneficial reuse capabilities; reaffirmed focus on contract-backed cash flows and capital efficiency . |
| FREYR Battery | Chief Financial Officer | Apr 2022–Jun 2024 | Senior leadership at industrial clean battery company; employment agreement disclosed LTIP structure (options and RSUs) . |
| Occidental Petroleum | Executive (various senior roles) | 2016–2020 | Senior operational/strategic roles at major E&P company . |
| Bank of America Merrill Lynch; Barclays; Lehman Brothers; Credit Suisse First Boston; PNC Bank | Energy investment banking leadership roles | Prior years | 25+ years energy/industrial banking experience across 25 countries . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| WES General Partner Board | Director; former ESG Committee Chair | Aug 2019–present | Board tenure preceded CEO appointment . |
| Plains All American Pipeline (PAA/PAGP) | Designated Board Representative (Occidental) | 2017–2019 | Midstream board experience . |
| Nonprofits (Alley Theatre; Junior Achievement of SE Texas; The Children’s Fund) | Director/Board roles | n/a | Community leadership roles . |
Fixed Compensation
Note: Aris’s April 2025 proxy does not list Mr. Brown among Named Executive Officers (NEOs); his Aris-specific pay was not disclosed. As WES CEO, disclosed terms at appointment included the following:
| Employer | Component | Disclosed Level |
|---|---|---|
| WES (General Partner) | Base salary | $950,000 per year . |
| WES (General Partner) | Special 2024 target cash bonus | $300,000 (32% of salary) . |
Performance Compensation
Aris pay design (for NEOs in FY 2024) emphasizes both time-based RSUs and performance-based PSUs tied to TSR metrics—useful to assess alignment for executives overseeing Aris post-combination.
| Instrument | Metric | Weighting | Target/Payout Structure | Vesting/Performance Period |
|---|---|---|---|---|
| PSUs | Absolute Annualized TSR | 50% | 0–200% of target based on 3-year absolute TSR | Earned at end of year 3; cliff vest at end of 3-year period . |
| PSUs | Relative TSR (vs. Russell 2000) | 50% | 0–200% of target; interim earn 25%/25%/50% by years 1/2/3 for Relative TSR tranche | All PSUs cliff vest at end of 3-year period . |
| RSUs | Time-based | n/a | Fixed units | 1/3 per year on/around each anniversary over 3 years . |
Aris annual bonus metrics for FY 2024 (for NEOs) included Adjusted EBITDA, direct operating expense, environmental, health and safety, and individual performance; payouts were determined against these goals. Mr. Brown did not serve as an Aris NEO in 2024; these metrics indicate the incentive framework used at Aris prior to the merger .
Equity Ownership & Alignment
| Topic | Detail |
|---|---|
| Aris beneficial ownership | Mr. Brown was not listed among directors/NEOs or >5% holders as of March 27, 2025 in Aris’s proxy beneficial ownership table; no Aris ownership was disclosed for him as of that date . |
| Hedging/pledging policy (Aris) | Aris’s Insider Trading Policy prohibits directors and officers from hedging and from purchasing on margin or pledging Company securities as collateral . |
| Stock ownership guidelines (Aris) | NEO ownership guidelines (5x CEO, 3x CFO) and directors (5x retainer); compliance required within 5 years (policy adopted Aug 5, 2022). All NEOs met guidelines as of the proxy; Mr. Brown was not an Aris NEO in FY 2024 . |
Employment Terms
| Aspect | Aris Disclosure | Relevance to Mr. Brown |
|---|---|---|
| Change-in-Control (CIC) severance (Aris Executive CIC Plan) | Tiered multiples: 2.5x or 3.0x of salary + bonus (Tier 2 or Tier 1); COBRA subsidy (18 or 24 months); earn prior-year bonus if unpaid plus prorated current-year bonus; full vesting of unvested RSUs and other awards; PSUs vest at greater of 100% of target or actual through termination; requires release; Ms. Brock Tier 1; Messrs. Zartler/Tompsett Tier 2 . | Discloses Aris NEO treatment at CIC; Mr. Brown’s terms as incoming officer post-closing were not disclosed in Aris filings. He is party to WES employment arrangements as CEO (see Fixed Compensation) . |
| Non-compete/Non-solicit/Clawback (Aris) | Not specifically enumerated for Mr. Brown in Aris filings; Aris maintains clawback and governance frameworks via Committee charters and policies . | Not disclosed for Mr. Brown at Aris. |
| Role transition at closing | At the Effective Time (Oct 15, 2025), all prior Aris directors/officers ceased service; officers of the WES merger sub became initial officers of the Surviving Corporation; Aris 8-K signed by Mr. Brown as President and CEO . | Establishes Mr. Brown’s ARIS executive status from closing. |
Performance & Track Record
- Strategic execution and rationale: WES’s acquisition of Aris expanded produced-water pipelines, disposal and recycling capacity, and enhanced Delaware Basin footprint; Mr. Brown emphasized long-term, contract-backed flow assurance and beneficial reuse expertise in CEO commentary . The transaction closed Oct 15, 2025; Aris became a wholly owned subsidiary of WES .
- Pre-merger Aris operating performance: FY 2024 Adjusted EBITDA rose 21% YoY to $211.9m; free cash flow swung to +$72.6m; Gross and Adjusted Operating Margin per barrel improved; context for operational baseline entering WES ownership .
Compensation Structure Analysis
- Alignment with performance: Aris’s LTIPs are heavily TSR-based (50% Absolute, 50% Relative to Russell 2000) and cliff-vest after 3 years—promoting multi-year value creation. Time-based RSUs vest pro rata over 3 years, balancing retention and alignment .
- Change-in-control economics: Aris’s CIC plan provides significant cash multiples and full equity vesting (PSUs at ≥100% of target), which can create one-time wealth transfer but also mitigate retention risk through defined payouts. These terms applied to Aris NEOs at the time; Mr. Brown’s specific CIC terms at Aris were not disclosed and are governed by WES arrangements .
- Governance safeguards: Aris policies prohibit hedging/pledging, and stock ownership guidelines are meaningful; these reduce misalignment and forced-selling risk among insiders. Mr. Brown’s Aris-specific compliance status was not disclosed pre-closing (he was not an Aris NEO in FY 2024) .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited for Aris directors/officers, reducing alignment risk; no exceptions disclosed .
- Related-party transactions: Aris disclosed ongoing arrangements with ConocoPhillips and others under board oversight; none relate to Mr. Brown personally. Monitoring continues under WES ownership .
- Leadership transition risk: All prior Aris officers ceased service at close; integration execution depends on WES’s team under Mr. Brown. Clear governance shift; no disagreements were reported in the 8-K .
Equity Ownership & Vesting Pressure (Oscar K. Brown specific)
- Aris: No beneficial ownership for Mr. Brown disclosed as of March 27, 2025 (pre-merger record date). No Aris-specific RSU/PSU holdings or vesting schedules for Mr. Brown were disclosed .
- WES: Mr. Brown’s CEO appointment terms disclosed base and special bonus; equity grant details and vesting schedules should be referenced from WES’s subsequent proxy/8-Ks for precision; summary employment terms were disclosed contemporaneously .
Investment Implications
- Incentive alignment: Aris LTIP’s TSR structure and anti-hedging/pledging policies provide strong alignment signals; post-merger, Mr. Brown’s incentive levers are primarily at WES, where cash return discipline and contract-backed volumes dominate the thesis .
- Retention and selling pressure: No Aris-specific ownership disclosures for Mr. Brown and pledging restrictions limit forced selling risk at Aris; any near-term selling pressure (if any) would more likely relate to WES-linked equity and should be monitored via Form 4s at WES (not disclosed in Aris filings) .
- Execution risk: Integration and synergy capture across produced-water, recycling, and disposal systems in the Delaware Basin are key drivers. WES’s balance sheet capacity and distribution policy underpin investor returns; success depends on maintaining MVAs, flow assurance, and capex discipline under Mr. Brown’s leadership .
Block quotes and notable disclosures:
- “We are excited to announce the strategic combination with Aris… The addition of the Aris assets better positions WES to provide enhanced flow assurance… [and] accelerate the research and advancement of [beneficial reuse and desalination] technologies.” — Oscar Brown, WES CEO, Aug 6, 2025 .
- “As a result of the Mergers, the Company and Company OpCo became wholly owned subsidiaries of WES.” — Aris 8-K (Oct 15, 2025) .
Notes:
- Where Mr. Brown’s Aris-specific compensation, equity, or severance terms are not disclosed in Aris filings, details should be sourced from WES filings and proxies; appointment compensation summary is cited above .