SEC Form 4 · accession 0001104659-18-065755
Equitrans Midstream Corp · ETRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
EQT Corp
10% Owner
Period of report
Nov 1, 2018
Accepted (ET)
Nov 2, 2018 · 4:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001747009
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 1, 2018 | J | 203,669,360 | $0.00 | D | 50,599,504 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On October 26, 2018, EQT Corporation (EQT) reported that it owned 100 shares of common stock, without par value (Common Stock) of Equitrans Midstream Corporation (the Issuer), which at the time was all of the issued and outstanding shares of Common Stock. Pursuant to a plan of separation approved by the board of directors of EQT, EQT will make a pro-rata distribution to its shareholders of record as of the close of business on November 1, 2018, of 80.1% of the outstanding Common Stock (the Distribution). In anticipation of the Distribution, which is expected to occur at 11:59 p.m. Eastern Time on November 12, 2018 (the Distribution Date), on November 1, 2018, all 100 shares of Common Stock held by EQT were recapitalized into 254,268,864 shares of Common Stock, which represents all of the issued and outstanding shares of Common Stock as of November 1, 2018.
- F2On the Distribution Date, EQT will distribute, subject to the conditions set forth in the Separation and Distribution Agreement by and among EQT, ETRN and, solely for purposes of Section 2.13 therein, EQT Production Company, 203,669,360 of these shares of Common Stock to EQT's shareholders of record as of the close of business on November 1, 2018. EQT will retain the remaining 50,599,504 shares of Common Stock.