SEC Form 4/A · accession 0001584746-15-000006
KINDER MORGAN, INC. · KMI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Michael C Morgan
Director
Period of report
Nov 26, 2014
Accepted (ET)
Feb 27, 2015 · 4:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001506307
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class P Common StockF1,F2 | Nov 26, 2014 | A | 61 | — | A | 61 | I | By trust |
| Class P Common StockF1,F3 | Nov 26, 2014 | A | 13,070 | — | A | 13,070 | I | By Portcullis Investments, LP |
| Class P Common StockF4 | holding | — | — | — | 3,500,000 | I | By Portcullis Partners, LP | |
| Class P Common StockF4 | holding | — | — | — | 572,622 | I | By trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Fractional shares of Kinder Morgan Management, LLC ("KMR") that were received as part of quarterly share distributions paid by KMR were maintained by the reporting person's broker in separate accounts. These fractional shares accumulated to approximately one additional KMR share owned in trust and two additional KMR shares owned by Portcullis Investments, LP (a limited partnership of which the reporting person has sole voting and dispositive power). The purpose of this amendment is to include these accumulated fractional shares in the number of whole KMR shares reported in footnotes (2) and (3) as having been exchanged in the KMR merger, and to correct the numbers of shares of Kinder Morgan, Inc. ("KMI") Class P common stock reported as having been received in the KMR merger. The orignial Form reported the KMI shares received as 57 and 13,065 shares, respectively.
- F2Received in exchange for 24 KMR shares in connection with the merger of KMR with a subsidiary of KMI. On November 26, 2014, the last trading day for the KMR shares, the closing price of KMR shares was $104.71 per share, and the closing price of KMI Class P common stock was $42.32 per share.
- F3Received by Portcullis Investments, LP in exchange for 5,260 KMR shares in connection with the merger of KMR with a subsidiary of KMI. On November 26, 2014, the last trading day for the KMR shares, the closing price of KMI shares was $104.71 per share, and the closing price of KMR Class P common stock was $42.32 per share.
- F4In prior reports, the reporting person reported beneficial ownership of 5,174,537 shares of Class P common stock beneficially owned by Portcullis Partners, LP. Subsequently, Portcullis Partners, LP made a pro rata distribution of shares of Class P common stock to its partners. After such distribution, Portcullis Partners, LP beneficially owns 3,500,000 shares, and trusts of which the reporting person has voting and dispositive power beneficially own 572,622 shares.