SEC Form 4 · accession 0001209191-18-032778

Energy Transfer LP · ET

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Kelcy L Warren

Director · 10% Owner

Period of report

May 21, 2018

Accepted (ET)

May 23, 2018 · 8:09 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001276187

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Units^F1	May 21, 2018	C	6,205,936	—	A	32,054,156	D
Common Units^F1,F2	May 21, 2018	C	1,979,529	—	A	10,224,429	I	By: Kelcy Warren Partners II, L.P.
Common Units^F1,F3	May 21, 2018	C	63,577	—	A	328,383	I	By: ET Company, Ltd.
Common Units^F1,F4	May 21, 2018	C	18,991,762	—	A	98,093,962	I	By: Kelcy Warren Partners, L.P.
Common Units^F1,F5	May 21, 2018	C	17,731,670	—	A	91,585,486	I	By: Seven Bridges Holdings, LLC
Common Units^F1	May 21, 2018	C	20,166	—	A	104,166	I	By: Spouse

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series A Convertible Preferred Units^F1	$6.56	May 21, 2018	C	25,848,220	D	—	—	Common Units	6,205,936	D
Series A Convertible Preferred Units^F1,F2	$6.56	May 21, 2018	C	8,244,900	D	—	—	Common Units	1,979,529	I
Series A Convertible Preferred Units^F1	$6.56	May 21, 2018	C	264,806	D	—	—	Common Units	63,577	I
Series A Convertible Preferred Units^F1,F4	$6.56	May 21, 2018	C	79,102,200	D	—	—	Common Units	18,991,762	I
Series A Convertible Preferred Units^F1,F5	$6.56	May 21, 2018	C	73,853,816	D	—	—	Common Units	17,731,670	I
Series A Convertible Preferred Units^F1	$6.56	May 21, 2018	C	84,000	D	—	—	Common Units	20,166	I

Explanation of responses

F1On May 21, 2018 (the "Conversion Date"), the Series A Convertible Preferred Units (the "Convertible Units") representing limited partner interests in Energy Transfer Equity, L.P. (the "Partnership") automatically converted into a number of common units representing limited partner interests in the Partnership ("common units") determined by dividing (a) the Conversion Value (as defined below) on the Conversion Date by (b) $6.56. On the date the Convertible Units were issued, the Conversion Value (as defined below) of each Convertible Unit was zero, and the Conversion Value increased each fiscal quarter since the issuance and prior to the Conversion Date in an amount equal to $0.285 less the cash distribution actually paid with respect to each Convertible Unit for such quarter. As of the Conversion Date, the conversion value of each Convertible Unit is $1.575 (the "Conversion Value").
F2The reported securities are owned directly by Kelcy Warren Partners II, LP, a limited partnership owned by Mr. Warren. Mr. Warren disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F3The reported securities are owned directly by ET Company, Ltd. and include 322,165 units attributable to Mr. Warren's limited partner interest, as well as 6,218 units attributable to Mr. Warren's general partner interest. Mr. Warren disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F4The reported securities are owned directly by Kelcy Warren Partners, LP, a limited partnership owned by Mr. Warren. Mr. Warren disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein
F5The reported securities are owned directly by Seven Bridges Holdings, LLC, a limited liability company owned by Mr. Warren. Mr. Warren disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.