SEC Form 4 · accession 0001140361-18-032225
Tortoise Midstream Energy Fund, Inc. · NTG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shobana Gopal
Officer — Vice President
Period of report
Jul 11, 2018
Accepted (ET)
Jul 12, 2018 · 11:05 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490286
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jul 11, 2018 | X | 240 | — | A | 958 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Transferable Subscription Rights (Right to Buy)F1,F2 | — | Jul 11, 2018 | X | 720 | D | Jun 19, 2018 | Jul 18, 2018 | Common Stock | 240 | 0 | D |
Explanation of responses
- F1On June 7, 2018, Tortoise MLP Fund, Inc. (the "Fund") announced the terms of a pro rata offering of transferable rights (the "Rights") to holders of the Fund's common shares, as of the record date of June 19, 2018 ("Record Date Shareholder"), entitling the holders of such rights to subscribe for up to an aggregate of 15,802,094 of the Fund's common shares. Record Date Shareholders received one Right for each outstanding whole common share held on the record date. The Rights entitle their holders to purchase one new common share for every three Rights held; however, any Record Date Stockholder who owns fewer than three common shares as of the Record Date will be entitled to subscribe for one common share. The subscription price per common share is an estimated $16.54 (the "basic subscription privilege").
- F2The Rights Offering also includes an oversubscription privilege, which will entitle holders who fully exercise their basic subscription privilege the right to purchase, at an estimated price of $16.54 per common share, additional common shares of the Fund, subject to availability and pro rata allocation of shares among Record Date Shareholders exercising such oversubscription privilege. The reporting person exercised her basic subscription privilege and oversubscription privilege, and expects to participate in the Fund's allocation of available shares at the close of the subscription period. The reporting person exercised her basic subscription privilege in full. The subscription rights will expire if they are not exercised by 5:00 p.m. Eastern time on July 18, 2018 (unless otherwise extended).
- F3Includes 176.513 shares acquired under the Tortoise MLP Fund, Inc. dividend reinvestment plan.