SEC Form 5 · accession 0001181431-15-005190
EP Energy Corp · EPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 31, 2014
Accepted (ET)
Mar 26, 2015 · 4:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001584952
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F6 | Jun 30, 2014 | J | 3,556,387 | — | D | 0 | I | By LLC |
| Class A Common StockF3,F2,F6 | Jun 30, 2014 | G | 3,556,387 | $0.00 | D | 3,556,387 | I | By LLC |
| Class A Common StockF4,F6 | holding | — | — | — | 31,276,726 | I | By LLC | |
| Class A Common StockF5,F6 | holding | — | — | — | 109,991 | I | By partnership |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The securities reported are held directly by AI Energy Holding LLC ("AIEH"). AI Value Holdings, LLC ("AIVH"), as part of a corporate restructuring, distributed its interests in AIEH to its members and no longer beneficially owns any securities of the Issuer.
- F2These securities are held directly by AIEH and are the same securities reported as disposed of by AIVH as described in footnote 1. Each of Access Industries Management, LLC and Mr. Blavatnik may be deemed to beneficially own the shares of common stock formerly held directly by AIEH because Mr. Blavatnik controls Access Industries Management, LLC, which controls AIEH.
- F3Contribution of indirect interest in AIEH. Each of the reporting persons (other than AIVH) may be deemed to continue to beneficially own such interests following such contribution.
- F4The securities reported are held directly by Texas Oil & Gas Holdings LLC ("TOGH"). Access Industries Management, LLC and Mr. Blavatnik may be deemed to beneficially own the shares of common stock held directly by TOGH because Mr. Blavatnik controls Access Industries Management, LLC, which controls Access Industries Holdings LLC, which holds a majority of the outstanding voting interests in RSB Limited, which holds a majority of the outstanding membership interests in TOGH.
- F5The securities reported are held directly by Altep 2014 L.P. ("Altep 2014") and may be deemed to be beneficially owned by Mr. Blavatnik because Mr. Blavatnik controls Access Industries, Inc., which is the general partner of Altep 2014.
- F6Each of the reporting persons disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, if any, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities for purposes of Section 16 or any other purpose.
Remarks
AI Value Holdings, LLC no longer beneficially owns any securities of the issuer and is, therefore, no longer subject to Section 16. The other reporting persons continue to be subject to Section 16.