SEC Form 4 · accession 0000899243-17-027496
BP Midstream Partners LP · BPMP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
BP Midstream Partners GP LLC
10% Owner
BP Midstream Partners Holdings LLC
10% Owner
BP Pipelines (North America) Inc.
Director · 10% Owner
Period of report
Nov 24, 2017
Accepted (ET)
Nov 28, 2017 · 5:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001708301
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units representing limited partner interestsF1,F2,F3 | Nov 24, 2017 | J | 1,080,642 | — | A | 4,581,177 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is being filed jointly by BP Pipelines (North America) Inc. ("BP Pipelines"), BP Midstream Partners Holdings LLC ("BP Holdco") and BP Midstream GP LLC (the "General Partner"). BP Holdco, a direct wholly owned subsidiary of BP Pipelines, owns all of the membership interests in the General Partner. Accordingly, the General Partner is an indirect wholly owned subsidiary of BP Pipelines.
- F2The General Partner owns the non-economic general partner interest in the Issuer. BP Holdco owns all of the membership interests in the General Partner. BP Pipelines owns all of the membership interests in BP Holdco. Accordingly, BP Pipelines may be deemed to indirectly own the securities of the Issuer directly held by the General Partner, but disclaims beneficial ownership except to the extent of its pecuniary interest therein. BP Pipelines may also be deemed to indirectly own the securities of the Issuer directly held by BP Holdco, but disclaims beneficial ownership except to the extent of its pecuniary interest therein.
- F3Pursuant to the Contribution, Assignment and Assumption Agreement dated as of October 30, 2017 by and among the Issuer, the General Partner, BP Holdco, BP Pipelines and The Standard Oil Company, and in connection and effective with the expiration of the underwriters' option to purchase additional common units on November 24, 2017, BP Holdco obtained 1,080,642 common units.