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Filing Details

Accession Number:: 0001678693-19-000004
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-03-29 18:42:34
Reporting Period:: 2019-03-27

Accepted Time:: 2019-03-29 18:42:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1633651	Tallgrass Energy Lp	TGE	Natural Gas Transmission (4922)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1678693	R. Christopher Jones	4200 W. 115Th Street, Suite 350 Leawood KS 66211	See Remarks	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Shares	Disposition	2019-03-27	32,388	$23.76	816,092	No	4	S	Direct
Class A Shares	Disposition	2019-03-27	25,812	$23.76	790,280	No	4	F	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	F	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class B Shares	103,983	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Shares	Units in Tallgrass Equity, LLC	$0.00			103,983	103,983	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	103,983	103,983	Indirect

Footnotes

58,200 Equity Participation Shares (the "EPSs") held by the Reporting Person vested on March 11, 2019. On March 27, 2019, the Reporting Person entered into a purchase agreement with acquisition vehicles controlled by affiliates of Blackstone Infrastructure Partners (such acquisition vehicles, collectively, the "Sponsor Entities"). Pursuant to the purchase agreement, the Reporting Person agreed to sell to the Sponsor Entities 32,388 Class A Shares of Issuer ("Class A Shares") in a private transaction, which number represents the number of Class A Shares the Reporting Person is entitled to receive as a result of the vesting of EPSs less all Class A Shares withheld to fulfill the Reporting Person's applicable tax withholding obligations.
In connection with the vesting and agreement to sell described in footnote 1, the Reporting Person has made an election to withhold 25,812 EPSs to satisfy his tax withholding obligations related to the vesting of the EPSs. This is not an open market sale of securities.
The Reporting Person indirectly owns the Class B Shares of the Issuer ("Class B Shares") and the Units representing limited liability company interests ("Units") in Tallgrass Equity, LLC ("Tallgrass Equity") reported herein through the Amended and Restated Christopher R. Jones Revocable Trust under Trust Indenture dated March 6, 2019. The Reporting Person disclaims beneficial ownership of the Class B Shares and Units reported herein except to the extent of his pecuniary interest therein.
Pursuant to the Second Amended and Restated Agreement of Limited Partnership of the Issuer dated July 2, 2018 and the Second Amended and Restated Limited Liability Company Agreement of Tallgrass Equity dated May 12, 2015, the Reporting Person has a right, from time to time, at his sole election, to immediately exchange his Class B Shares and an equivalent number of Units for a like number of Class A Shares. As a result, all Class B Shares and Units owned by the Reporting Person, may be deemed to constitute Class A Shares beneficially owned by him.
The Units, collectively with the Class B Shares, constitute derivative securities as described herein.