SEC Form 4 · accession 0001714973-18-000044
Kinder Morgan Canada Ltd · KML
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Davoud Safari
Officer — VP, Trans Mountain Expansion
Period of report
Aug 31, 2018
Accepted (ET)
Sep 5, 2018 · 4:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001714973
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Restricted Voting SharesF1 | Aug 31, 2018 | M | 79,737 | — | A | 79,737 | D | |
| Restricted Voting SharesF2,F3 | Aug 31, 2018 | F | 38,274 | $17.18 | D | 41,463 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitF1,F4 | — | Aug 31, 2018 | M | 79,737 | D | — | — | Restricted Voting Shares | 79,737 | 0 | D |
Explanation of responses
- F1Each restricted share unit represents the right to receive either (i) a number of restricted voting shares equal to the number of vested restricted share units or (ii) an amount in cash equal to the fair market value of the restricted voting shares otherwise issuable. These restricted share units vested and settled in restricted voting shares on August 31, 2018 as a result of the closing of the transactions contemplated by the share and unit purchase agreement, dated May 29, 2018, among Kinder Morgan Cochin ULC, Her Majesty in right of Canada, the issuer and Kinder Morgan, Inc.
- F2Represents shares withheld by the issuer to satisfy tax withholding obligations upon vesting of restricted share units.
- F3Closing price, in Canadian dollars, of the issuer's restricted voting shares on the date of vesting.
- F4The restricted share units were scheduled to vest on the earlier of (i) July 25, 2020 or (ii) the three month anniversary of the in-service date of the Trans Mountain Expansion Project.