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Filing Details

Accession Number:: 0001209191-20-052660
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-10-01 17:01:02
Reporting Period:: 2020-09-30

Accepted Time:: 2020-10-01 17:01:02
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1061219	Enterprise Products Partners L.p.	EPD	Natural Gas Transmission (4922)	760568219

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1206715	Enterprise Products Co	1100 Louisiana Street Suite 1000 Houston TX 77002	No	No	Yes	No
1246514	Duncan Randa Williams	1100 Louisiana Street Suite 1000 Houston TX 77002	Yes	No	Yes	No
1338290	Epco Holdings, Inc.	1100 Louisiana Street Suite 1000 Houston TX 77002	No	No	Yes	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
Series A Cumulative Convertible Preferred Units	Acquisiton	2020-09-30	15,000	$1,000.00	15,000	No	4	P	Indirect	By Manxome Investors

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Manxome Investors

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Series A Cumulative Convertible Preferred Units	Contingent Obligation to Buy	Disposition	2020-09-30	50,000	$0.00	50,000	$0.00
Series A Cumulative Convertible Preferred Units	Contingent Right to Sell	Acquisiton	2020-09-30	15,000	$0.00	15,000	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
50,000		2026-09-30	No	4	S	Indirect
15,000		2026-09-30	No	4	P	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Units Representing Limited Partnership Interests	70,408,549	Indirect	By EPCO
Common Units Representing Limited Partnership Interests	593,479,815	Indirect	By EPCO Holdings
Common Units Representing Limited Partnership Interests	4,346,154	Indirect	By EPCO Investments
Common Units Representing Limited Partnership Interests	2,834,198	Indirect	By EPD PubCo II
Common Units Representing Limited Partnership Interests	6,400,000	Indirect	By EPD IV
Common Units Representing Limited Partnership Interests	1,600,000	Indirect	By EPCO II
Common Units Representing Limited Partnership Interests	1,111,438	Indirect	By EPD PrivCo I
Common Units Representing Limited Partnership Interests	4,745,718	Indirect	By RDW Family Trust
Common Units Representing Limited Partnership Interests	4,745,718	Indirect	By DGD Family Trust
Common Units Representing Limited Partnership Interests	4,745,718	Indirect	By MDF Family Trust
Common Units Representing Limited Partnership Interests	4,745,718	Indirect	By SDD Family Turst
Common Units Representing Limited Partnership Interests	469,923	Indirect	By RLD Grantor Trust
Common Units Representing Limited Partnership Interests	469,923	Indirect	By DGD Grantor Trust
Common Units Representing Limited Partnership Interests	469,923	Indirect	By MDD Grantor Trust
Common Units Representing Limited Partnership Interests	469,923	Indirect	By SDD Irrevocable Trust
Common Units Representing Limited Partnership Interests	435,337	Indirect	By A&W Ltd.
Common Units Representing Limited Partnership Interests	72,448	Indirect	By Chaswil, Ltd.
Common Units Representing Limited Partnership Interests	9,090	Indirect	By spouse
Common Units Representing Limited Partnership Interests	4,040	Indirect	Jointly with spouse

Footnotes

These Series A Cumulative Convertible Preferred Units ("Preferred Units") are owned directly by Manxome Investors L.P. ("Manxome Investors"). The Preferred Units are convertible into Common Units of the issuer pursuant to and in accordance with the terms and conditions of the issuer's partnership agreement, including a floating conversion ratio based on the market price of the Common Units as of the date of conversion. The number of Preferred Units owned by Manxome Investors may increase from time to time to the extent distributions on the Preferred Units are paid in kind. Ms. Williams serves as a director of the entity manager of Manxome Investors' general partner. Ms. Williams disclaims beneficial ownership of the Preferred Units owned directly by Manxome Investors, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by Enterprise Products Company ("EPCO"). Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over a majority of the outstanding voting stock of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPCO Holdings, Inc. ("EPCO Holdings"), which is a direct wholly owned subsidiary of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Holdings, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPCO Investments L.P. ("EPCO Investments"). EPCO directly owns 100% of the outstanding limited partner interests in EPCO Investments. Ms. Williams serves as an officer and manager of EPCO Investments GP LLC, the general partner of EPCO Investments and an affiliate of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Investments, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPD PubCo Unit II L.P., a Delaware limited partnership ("EPD PubCo II"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PubCo II. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PubCo II. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2023 (or an earlier vesting date), EPD PubCo II will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $66,348,575.18. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PubCo II. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD 2018 Unit IV L.P., a Delaware limited partnership ("EPD IV"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD IV. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD IV. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after December 3, 2023 (or an earlier vesting date), EPD IV will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $172,928,000. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD IV. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPCO Unit II L.P., a Delaware limited partnership ("EPCO II"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPCO II. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPCO II. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after December 3, 2023 (or an earlier vesting date), EPCO II will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $43,232,000. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPCO II. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD PrivCo Unit I L.P., a Delaware limited partnership ("EPD PrivCo I"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PrivCo I. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PrivCo I. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2023 (or an earlier vesting date), EPD PrivCo I will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $26,018,763.58. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PrivCo I. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by The Randa Duncan Williams 2018 Family Trust (the "RDW Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RDW Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Dannine Gale Duncan 2018 Family Trust (the "DGD Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Milane Duncan Frantz 2018 Family Trust (the "MDF Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDF Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Scott D. Duncan 2003 Family Trust (the "SDD Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Randa Lynn Duncan 1990 Grantor Trust (the "RLD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RLD Grantor Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Dannine Gale Duncan 1990 Grantor Trust (the "DGD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Grantor Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Milane Diane Duncan 1990 Grantor Trust (the "MDD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDD Grantor Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Scott Daniel Duncan Irrevocable Trust (the "SDD Irrevocable Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Irrevocable Trust, except to the extent of her pecuniary interest therein.
Includes Common Units that were acquired under the issuer's distribution reinvestment plan.
These Common Units are owned directly by Alkek and Williams, Ltd. ("A&W Ltd."), an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by A&W Ltd., except to the extent of her pecuniary interest therein.
These Common Units are owned directly by Chaswil, Ltd., an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by Chaswil, Ltd., except to the extent of her pecuniary interest therein.
On September 30, 2020, EPCO Holdings entered into a contingent preferred unit purchase agreement with certain holders of the Preferred Units (including Manxome Investors), pursuant to which EPCO Holdings agreed to purchase from each such holder all (or a portion of at least $15 million) of such holder's Preferred Units either (i) for cash at a purchase price of $1,000 per unit (plus accrued and unpaid distributions) upon such holder's election after September 30, 2025 or upon the issuer's dissolution or liquidation or (ii) for a cash purchase price of $1,010 per unit (plus accrued and unpaid distributions) upon such holder's election prior thereto solely in connection with certain change of control or investment grade rating events. As of September 30, 2020, such holders collectively owned an aggregate of 50,000 Preferred Units. The number of Preferred Units owned by such holders may increase from time to time to the extent distributions on the Preferred Units are paid in kind.
The power of attorney under which this form was signed is on file with the Commission.