SEC Form 4 · accession 0001209191-15-038292
Regency Energy Partners LP · RGP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas E Long
Officer — EVP & Chief Financial Officer
Period of report
Apr 30, 2015
Accepted (ET)
May 4, 2015 · 12:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001338613
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | Apr 30, 2015 | M | 7,700 | — | A | 40,057 | D | |
| Common UnitsF4 | Apr 30, 2015 | F | 2,107 | $22.35 | D | 37,950 | D | |
| Common UnitsF5 | Apr 30, 2015 | D | 37,950 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Units with DERF1,F2,F6 | — | Apr 30, 2015 | M | 3,000 | D | — | — | Common Units | 3,000 | 0 | D |
| Phantom Units with DERF1,F2,F6 | — | Apr 30, 2015 | M | 4,700 | D | — | — | Common Units | 4,700 | 0 | D |
| Phantom Units with DERF7,F6 | — | Apr 30, 2015 | D | 9,000 | D | — | — | Common Units | 9,000 | 0 | D |
| Phantom Units with DERF7,F6 | — | Apr 30, 2015 | D | 25,000 | D | — | — | Common Units | 25,000 | 0 | D |
| Phantom Units with DERF7,F6 | — | Apr 30, 2015 | D | 26,333 | D | — | — | Common Units | 26,333 | 0 | D |
| Phantom Units with DERF7,F6 | — | Apr 30, 2015 | D | 33,100 | D | — | — | Common Units | 33,100 | 0 | D |
Explanation of responses
- F1Immediately prior to the merger of a wholly owned subsidiary of Energy Transfer Partners, L.P. ("ETP") with and into Regency Energy Partners LP ("RGP") effective on April 30, 2015 (the "Merger"), 7,700 of the reporting person's Phantom Units vested in full in accordance with the reporting person's December 1, 2010 and December 17, 2010 Phantom Unit awards, and an equal number of RGP common units were deemed issued in settlement thereof.
- F2Each Phantom Unit is the economic equivalent of one common unit representing a limited partner interest in RGP.
- F3Common Units withheld to cover taxes payable upon vesting of Phantom Units reported in Table II.
- F4Closing price for the Issuer's common units on April 28, 2015, the date used to calculate awards.
- F5Disposition in connection with the Merger. On April 29, 2015, the last trading day for the RGP common units, the closing price of the RGP common units was $23.47 per unit and the closing price of ETP's common units was $55.30 per unit. Each RGP common unit outstanding, and each common unit deemed issued and outstanding pursuant to the reported vestings was converted into the right to receive 0.4124 ETP common units (the "Merger Consideration").
- F6Not applicable.
- F7Each Phantom Unit is the economic equivalent of one common unit representing a limited partner interest in RGP. Pursuant to the Merger, each of the reporting person's Phantom Unit awards granted on December 21, 2011, December 17, 2012, January 3, 2014 and December 19, 2014 was converted into the right to receive an award of phantom units relating to ETP common units based on the Merger Consideration.