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Filing Details

Accession Number:: 0001104659-19-014958
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-03-14 21:32:41
Reporting Period:: 2019-03-12

Accepted Time:: 2019-03-14 21:32:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1623925	Antero Midstream Corp	AM	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1477679	N. Michael Kennedy	1615 Wynkoop Street Denver CO 80202	See Remarks	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Shares Representing Limited Partner Interests	Disposition	2019-03-12	27,774	$0.00	0	No	4	D	Direct
Common Stock	Acquisiton	2019-03-12	27,774	$0.00	27,774	No	4	A	Direct
Common Stock	Acquisiton	2019-03-12	22,846	$0.00	50,620	No	4	A	Direct
Common Stock	Acquisiton	2019-03-12	704,016	$0.00	754,636	No	4	A	Direct
Common Stock	Acquisiton	2019-03-12	39,886	$0.00	794,522	No	4	A	Direct
Common Stock	Disposition	2019-03-13	182,521	$12.39	612,001	No	4	S	Direct
Common Stock	Disposition	2019-03-14	27,479	$12.86	584,522	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	D	Direct
No	4	A	Direct
No	4	A	Direct
No	4	A	Direct
No	4	A	Direct
No	4	S	Direct
No	4	S	Direct

Footnotes

On March 12, 2019, in connection with the conversion of Antero Midstream GP LP ("AMGP") from a limited partnership to a corporation named Antero Midstream Corporation ("New AM") under the laws of the State of Delaware, each common share representing limited partnership interests of AMGP was converted into one share of common stock of New AM ("New AM Common Stock").
Received in exchange for 20,256 common units representing limited partnership interests ("AM Common Units") of Antero Midstream Partners LP ("AM") pursuant to the Simplification Agreement (the "Simplification Agreement"), dated as of October 9, 2018, by and among New AM, AM and certain of their affiliates. Pursuant to the Simplification Agreement, holders of AM Common Units (other than Antero Resources Corporation) received, in exchange for each AM Common Unit held, (i) $3.415 in cash without interest and 1.6350 shares of New AM Common Stock ("New AM Common Stock"), (ii) 1.8926 shares of New AM Common Stock, or (iii) $10.1364 in cash and 1.1279 shares of New AM Common Stock.
Pursuant to the Simplification Agreement, each outstanding Series B Unit representing limited liability company interests ("Series B Units") in Antero IDR Holdings LLC was exchanged for 176.0041 shares of New AM Common Stock (the "Series B Exchange Shares"). The Series B Exchange Shares will be subject to the same vesting conditions to which the Series B Units were subject, with two-thirds fully vested and one-third, 234,613 shares of New AM Common Stock, scheduled to vest at December 31, 2019.
Pursuant to the Simplification Agreement, each phantom unit issued by Antero Midstream Partners LP ("Phantom Unit") was converted into the right to receive 1.8926 restricted stock units (the "RSUs"), each settleable in one share of New AM Common Stock. The RSUs will be subject to the following vesting schedule: (i) 15,593 RSUs will vest as to one half on each of April 15, 2019 and April 15, 2020; and (ii) 24,293 RSUs will vest as to one third on each of April 15, 2019, April 15, 2020 and April 15, 2021.
The price reported in Column 4 is a weighted average price. These shares of New AM Common Stock were sold in multiple transactions at prices ranging from $12.25 to $12.72, inclusive. The Reporting Person undertakes to provide to New AM, any security holder of New AM, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of New AM Common Stock sold at each separate price within the ranges set forth above in footnotes (5) and (6) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares of New AM Common Stock were sold in multiple transactions at prices ranging from $12.41 to $13.16, inclusive.