SEC Form 4 · accession 0001140361-18-032275

Tortoise Midstream Energy Fund, Inc. · NTG

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

Reporting owner

H Kevin Birzer

Director

Period of report

Jul 10, 2018

Accepted (ET)

Jul 12, 2018 · 4:34 pm 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 Stock^F1,F2	Jul 10, 2018	X	1,823	—	A	7,291	D
Common Stock	holding	—	—		—	252	I	By spouse as custodian of children's accounts

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 10, 2018	X	5,469	D	Jun 19, 2018	Jul 18, 2018	Common Stock	1,823	0	D
Transferable Subscription Rights (Right to Buy)^F1,F2	—	holding	—	—	—	Jun 19, 2018	Jul 18, 2018	Common Stock	84	252	I

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 his 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 subscription rights will expire if they are not exercised by 5:00 p.m. Eastern time on July 18, 2018 (unless otherwise extended).