SEC Form 4 · accession 0001513965-15-000039
American Midstream Partners, LP · AMID
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin J. Sullivan
Officer — Executive Vice President
Period of report
Feb 27, 2015
Accepted (ET)
Mar 4, 2015 · 11:35 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001513965
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units (limited partner interests)F1,F2 | holding | — | — | — | 661,743 | I | Units held by Costar Midstream Energy LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom unitsF3,F4,F5 | — | Feb 27, 2015 | A | 9,771 | A | — | — | Common Units (limited partner interests) | 9,771 | 9,771 | D |
Explanation of responses
- F1Of the 661,743 units held by Costar Midstream Energy LLC, 237,341 are currently being held in escrow and a subject to forfeiture to satisfy claims arising as a result of breaches of certain representations and warranties contained in that certain Purchase and Sale Agreement, dated as of October 13, 2014, by and between Costar Midstream Energy LLC, Energy Spectrum Partners VI LP and American Midstream, LLC.
- F2Mr. Sullivan is a member of Costar Midstream Energy LLC but disclaims beneficial ownership of such units except to the extent of his pecuniary interest therein.
- F3The phantom units are settled upon vesting in common units (on a one for one basis) or cash, at the discretion of the Issuer.
- F425% of the phantom units vest of each of the first four anniversaries of February 23, 2015.
- F5The phantom units do not expire.