SEC Form 4 · accession 0001140361-18-033665
Tortoise Midstream Energy Fund, Inc. · NTG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
H Kevin Birzer
Director
Period of report
Jul 24, 2018
Accepted (ET)
Jul 26, 2018 · 4:44 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 StockF1,F2 | Jul 24, 2018 | X | 6,000 | — | A | 13,291 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Oversubscription Privilege (contingent right to buy)F1,F2 | — | Jul 24, 2018 | X | 6,000 | D | Jun 19, 2018 | Jul 18, 2018 | Common Stock | 6,000 | 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 entitled their holders to purchase one new common share for every three Rights held; however, any Record Date Stockholder who owned fewer than three common shares as of the Record Date was entitled to subscribe for one common share. The subscription price per common share was $14.64 (the "basic subscription privilege"). The Rights Offering also included an oversubscription privilege, which entitled holders who fully exercised their basic subscription privilege the right to purchase, at a price of $14.64 per common
- F2On July 10, 2018, the reporting person exercised his basic subscription rights and oversubscription privileges in full to purchase common shares of the Fund issued in the Rights Offering. The reporting person purchased 1,823 common shares of the Fund from the exercise of his basic subscription rights (previously reported in a Form 4 filed on July 12, 2018), plus an additional 6,000 common shares of the Fund pursuant to the oversubscription privileges associated with the reporting person's subscription rights on the basis of the Fund's allocation of common shares, as of the closing of the subscription period. On July 24, 2018, the third-party subscription agent for the Rights Offering determined the allocations to be made to the Record Date Shareholders who exercised their oversubscription privileges.