SEC Form 4 · accession 0001104659-15-038706
EQGP Holdings, LP · EQGP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
EQT Corp
10% Owner
EQT Investments Holdings, LLC
10% Owner
EQT Gathering Holdings, LLC
10% Owner
EQT Production Co
10% Owner
Period of report
May 15, 2015
Accepted (ET)
May 15, 2015 · 4:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001632933
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | May 15, 2015 | J | 266,165,000 | — | A | 266,165,000 | I | FN |
| Common UnitsF2,F3 | May 15, 2015 | J | 26,450,000 | $27.00 | D | 239,715,000 | I | FN |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to a recapitalization in connection with the initial public offering of the Issuer's common units, 99.9% of the outstanding limited partner interests of the Issuer were converted into 265,899,000 common units of the Issuer held by EQT Gathering Holdings, LLC (Gathering Holdings), and the remaining 0.1% of the outstanding limited partner interests of the Issuer were converted into 266,000 common units of the Issuer held by EQT GP Corporation.
- F2This Form 4 is being filed jointly by EQT Corporation (EQT), EQT Investments Holdings, LLC (Investments Holdings), EQT Production Company (EQT Production) and Gathering Holdings. The common units of the Issuer are owned directly by Gathering Holdings and EQT GP Corporation. Gathering Holdings is the sole stockholder of EQT GP Corporation. EQT Production directly owns 100% of the outstanding membership interests of Gathering Holdings. Investments Holdings is the sole stockholder of EQT Production. EQT directly owns 100% of the outstanding membership interests of Investments Holdings. EQT, Investments Holdings, EQT Production and Gathering Holdings may therefore be deemed to beneficially own securities of the Issuer owned directly by EQT GP Corporation and Gathering Holdings.
- F3On May 15, 2015, Gathering Holdings sold 26,450,000 common units of the Issuer to the public in connection with the initial public offering of the Issuer at a price of $27.00 per common unit.