SEC Form 4 · accession 0001209191-16-107301
ENTERPRISE PRODUCTS PARTNERS L P · EPD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randa Duncan Williams
Director · 10% Owner
Period of report
Mar 8, 2016
Accepted (ET)
Mar 9, 2016 · 4:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001061219
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units Representing Limited Partnership InterestsF17 | Mar 8, 2016 | P | 10,000 | $24.00 | A | 10,000 | I | By Chaswil, Ltd. |
| Common Units Representing Limited Partnership InterestsF1 | holding | — | — | — | 548,008,777 | I | By EPCO Holdings | |
| Common Units Representing Limited Partnership InterestsF2,F3 | holding | — | — | — | 2,723,052 | I | By EPD PubCo I | |
| Common Units Representing Limited Partnership InterestsF4,F5 | holding | — | — | — | 2,834,198 | I | By EPD PubCo II | |
| Common Units Representing Limited Partnership InterestsF6,F7 | holding | — | — | — | 1,111,438 | I | By EPD PrivCo I | |
| Common Units Representing Limited Partnership InterestsF8 | holding | — | — | — | 33,708,091 | I | By EPCO Investments | |
| Common Units Representing Limited Partnership InterestsF9 | holding | — | — | — | 1,046,612 | I | By EPCO | |
| Common Units Representing Limited Partnership InterestsF10 | holding | — | — | — | 41,762 | I | By DDLLLC | |
| Common Units Representing Limited Partnership InterestsF11 | holding | — | — | — | 81,688,412 | I | By DFI GP Holdings | |
| Common Units Representing Limited Partnership InterestsF12 | holding | — | — | — | 3,388,831 | I | By RDW Family Trust | |
| Common Units Representing Limited Partnership InterestsF13 | holding | — | — | — | 3,388,831 | I | By DDA Family Trust | |
| Common Units Representing Limited Partnership InterestsF14 | holding | — | — | — | 3,388,831 | I | By MDF Family Trust | |
| Common Units Representing Limited Partnership InterestsF15 | holding | — | — | — | 3,388,831 | I | By SDD Family Trust | |
| Common Units Representing Limited Partnership InterestsF16 | holding | — | — | — | 326,000 | I | By A&W Ltd. | |
| Common Units Representing Limited Partnership Interests | holding | — | — | — | 9,090 | I | By Spouse | |
| Common Units Representing Limited Partnership InterestsF18 | holding | — | — | — | 4,040 | I | Jointly with spouse |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These Common Units are owned directly by EPCO Holdings, Inc. ("EPCO Holdings"), a direct wholly owned subsidiary of Enterprise Products Company ("EPCO"). Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Holdings, except to the extent of her pecuniary interest therein.
- F10These Common Units are owned directly by Dan Duncan LLC ("DDLLC"), which directly owns 100% of the outstanding membership interests of Enterprise Products Holdings LLC, the issuer's general partner. Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over 100% of the membership interests of DDLLC. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by DDLLC, except to the extent of her pecuniary interest therein.
- F11These Common Units are owned directly by DFI GP Holdings, L.P. ("DFI GP Holdings"). DFI Holdings, LLC ("DFI Holdings") is the general partner of DFI GP Holdings, and DDLLC and EPCO Holdings are limited partners of DFI GP Holdings. DFI Holdings is a direct wholly owned subsidiary of DDLLC. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by DFI GP Holdings, except to the extent of her pecuniary interest therein.
- F12These Common Units are owned directly by The Randa Duncan Williams 2003 Family Trust (the "RDW Family Trust"). Ms. Williams does not serve as a trustee of the RDW Family Trust and therefore disclaims beneficial ownership of the Common Units owned directly by the RDW Family Trust.
- F13These Common Units are owned directly by The Dannine Duncan Avara 2003 Family Trust (the "DDA Family Trust"), for which Ms. Williams serves as a trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DDA Family Trust, except to the extent of her pecuniary interest therein.
- F14These Common Units are owned directly by The Milane Duncan Frantz 2003 Family Trust (the "MDF Family Trust"), for which Ms. Williams serves as a 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.
- F15These Common Units are owned directly by The Scott D. Duncan 2003 Family Trust (the "SDD Family Trust"), for which Ms. Williams serves as a 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.
- F16These 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.
- F17These 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.
- F18The power of attorney under which this form was signed is on file with the Commission.
- F2These Common Units are owned directly by EPD PubCo Unit I, L.P., a Delaware limited partnership ("EPD PubCo 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 PubCo 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 PubCo I. The Class A limited partner interest generally entitles the holder to a preferred return of $63,746,647.32 (the fair market value (as defined) of the Common Units calculated as of February 22, 2016) multiplied by 6.6638% divided by 365 or 366 days, as the case may be during such calendar year, from February 22, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
- F3Within 30 days after February 22, 2020 (or an earlier vesting date), EPD PubCo 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 $63,746,647.32 (the fair market value (as defined) of the Common Units calculated as of February 22, 2016), plus any accrued and unpaid Class A preferred return. 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 I. The Class B limited partner interests are subject to forfeiture.
- F4These 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. The Class A limited partner interest generally entitles the holder to a preferred return of $66,348,575.18 (the fair market value (as defined) of the Common Units calculated as of February 22, 2016) multiplied by 6.6638% divided by 365 or 366 days, as the case may be during such calendar year, from February 22, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
- F5Within 30 days after February 22, 2021 (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 (the fair market value (as defined) of the Common Units calculated as of February 22, 2016), plus any accrued and unpaid Class A preferred return. 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.
- F6These 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. The Class A limited partner interest generally entitles the holder to a preferred return of $26,018,763.58 (the fair market value (as defined) of the Common Units calculated as of February 22, 2016) multiplied by 6.6638% divided by 365 or 366 days, as the case may be during such calendar year, from February 22, 2016. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
- F7Within 30 days after February 22, 2021 (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 (the fair market value (as defined) of the Common Units calculated as of February 22, 2016), plus any accrued and unpaid Class A preferred return. 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.
- F8These Common Units are owned directly by EPCO Investments, LLC ("EPCO Investments"),a direct wholly owned subsidiary 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.
- F9These Common Units are owned directly by 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.
Remarks
Transaction Code P - Open market or private purchase of non-derivative or derivative security