Filing Details
- Accession Number:
- 0001104659-16-098180
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-02-18 19:05:31
- Reporting Period:
- 2016-02-16
- Filing Date:
- 2016-02-18
- Accepted Time:
- 2016-02-18 19:05:31
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1549922 | Summit Midstream Partners Lp | SMLP | Natural Gas Transmission (4922) | 455200503 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1456360 | Energy Capital Partners Ii, Lp | 51 John F. Kennedy Parkway Suite 1250 Short Hills NJ 07078 | No | No | Yes | No | |
1456364 | Energy Capital Partners Ii-A, Lp | 51 John F. Kennedy Parkway Suite 1250 Short Hills NJ 07078 | No | No | Yes | No | |
1532708 | Energy Capital Partners Ii (Summit Co-Invest), Lp | 51 John F. Kennedy Parkway Suite 1250 Short Hills NJ 07078 | No | No | Yes | No | |
1558915 | Energy Capital Partners Ii, Llc | 51 John F. Kennedy Parkway Suite 1250 Short Hills NJ 07078 | Yes | No | Yes | No | |
1558920 | Energy Capital Partners Ii-B Ip, Lp | 51 John F. Kennedy Parkway Suite 1250 Short Hills NJ 07078 | No | No | Yes | No | |
1558930 | Energy Capital Partners Ii-C (Summit Ip), Lp | 51 John F. Kennedy Parkway Suite 1250 Short Hills NJ 07078 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Units (Limited Partner Interests) | Acquisiton | 2016-02-16 | 24,409,850 | $0.00 | 29,703,421 | No | 4 | C | Indirect | BY: SUMMIT MIDSTREAM PARTNERS HOLDINGS, LLC |
Common Units (Limited Partner Interests) | Acquisiton | 2016-02-16 | 59,025 | $16.18 | 2,299,194 | No | 4 | P | Indirect | BY: SMLP HOLDINGS, LLC |
Common Units (Limited Partner Interests) | Acquisiton | 2016-02-17 | 90,978 | $16.06 | 2,390,172 | No | 4 | P | Indirect | BY: SMLP HOLDINGS, LLC |
Common Units (Limited Partner Interests) | Acquisiton | 2016-02-18 | 60,262 | $15.64 | 2,450,434 | No | 4 | P | Indirect | BY: SMLP HOLDINGS, LLC |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | BY: SUMMIT MIDSTREAM PARTNERS HOLDINGS, LLC |
No | 4 | P | Indirect | BY: SMLP HOLDINGS, LLC |
No | 4 | P | Indirect | BY: SMLP HOLDINGS, LLC |
No | 4 | P | Indirect | BY: SMLP HOLDINGS, LLC |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Units (Limited Partner Interests) | SUBORDINATED UNITS (LIMITED PARTNER INTERESTS) | Disposition | 2016-02-16 | 24,409,850 | $0.00 | 24,409,850 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Indirect |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Common Units (Limited Partner Interests) | 151,160 | Indirect | BY: SUMMIT MIDSTREAM PARTNERS, LLC |
Footnotes
- The subordinated units were converted into common units on a one-for-one basis after the expiration of the subordination period, which occurred on February 16, 2016, pursuant to the Issuer's First Amended and Restated Agreement of Limited Partnership.
- The subordinated units were held by Summit Midstream Partners Holdings, LLC ("SMPH"). The sole member of SMPH is in Summit Midstream Partners, LLC ("Summit"). Energy Capital Partners II, LP and its parallel and co-investment funds (collectively, the "ECP Funds"), hold, in the aggregate, greater than a majority of the membership interests in Summit. Energy Capital Partners II, LLC ("ECP II," and together with the ECP Funds, "ECP") is the general partner of the general partner of each ECP Fund that holds membership interests in Summit and has voting and investment control over the securities held thereby. Accordingly, ECP may be deemed to indirectly beneficially own the 29,703,421 common units now held by SMPH in addition to the 151,160 common units held by Summit, but disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- Certain of the ECP Funds also collectively hold all of the membership interests in SMLP Holdings, LLC (''SMLP Holdings''). Accordingly, ECP II and certain of the ECP Funds may be deemed to indirectly beneficially own the 2,450,434 common units held by SMLP Holdings but disclaim beneficial ownership except to the extent of their pecuniary interest therein.
- Units were purchased pursuant to a 10b5-1 plan entered into on December 15, 2015.
- These common units were purchased in multiple transactions ranging from $15.70 to $16.50, inclusive.
- The price reported in Column 4 is a weighted average price. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the ranges set forth in footnotes 5, 7 and 8.
- These common units were purchased in multiple transactions ranging from $15.77 to $16.41, inclusive.
- These common units were purchased in multiple transactions ranging from $15.28 to $16.05, inclusive.