SEC Form 4 · accession 0001558304-15-000034
Summit Midstream Partners, LP · SMLP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
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 | Dec 15, 2015 | P | 68,364 | $15.86 | A | 143,641 | D | |
| Common Units (Limited Partner Interests)F2 | Dec 15, 2015 | P | 7,519 | $16.59 | A | 151,160 | D | |
| Common Units (Limited Partner Interests) | holding | — | — | — | 5,293,571 | I | BY: SUMMIT MIDSTREAM PARTNERS HOLDINGS, LLC |
Table II — derivative securities
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions ranging from $15.21 to $16.17, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the range set forth above.
- F2The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions ranging from $16.24 to $16.90, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the range set forth above.
Remarks
Energy Capital Partners II, LLC ("ECP"), Energy Capital Partners II, LP ("ECP II"), Energy Capital Partners II-A, LP ("ECP II-A"), Energy Capital Partners II-B IP, LP ("ECP II-B"), Energy Capital Partners II-C (Summit IP), LP ("ECP II-C"), Energy Capital Partners II (Summit Co-Invest), LP ("ECP Summit Co-Invest" and together with ECP II, ECP II-A, ECP II-B and ECP II-C, the "ECP Funds"), collectively hold greater than a majority of the membership interest in Summit Midstream Partners, LLC ("Summit") and are entitled to elect five of the five directors of Summit. Summit is the sole member of Summit Midstream Partners Holdings, LLC ("SMPH") and as such, may be deemed to have indirect beneficial ownership of the 5,293,571 common units held by SMPH in addition to the 151,160 common units held directly. Accordingly, ECP and the ECP Funds may be deemed to indirectly beneficially own the 5,444,731 common units held by Summit and SMPH but disclaim beneficial ownership except to the extent of their pecuniary interest therein.