SEC Form 4 · accession 0001209191-17-042667
ONEOK Partners LP · OKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Inc /new/ Oneok
10% Owner
Period of report
Jun 30, 2017
Accepted (ET)
Jul 3, 2017 · 9:15 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000909281
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | Jun 30, 2017 | P$0 | 171,493,399 | — | A | 107,332,833 | D | |
| Common UnitsF3 | holding | — | — | — | 1,000,000 | I | By subsidiary | |
| Common UnitsF4 | holding | — | — | — | 6,000,000 | I | By subsidiary |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to the Agreement and Plan of Merger dated as of January 31, 2017 (the "Merger Agreement"), by and among ONEOK, Inc. ("ONEOK"), New Holdings Subsidiary, LLC., ONEOK Partners, L.P. ("ONEOK Partners") and ONEOK Partners GP, L.L.C., at the effective time of the merger, all ONEOK Partners common units owned by ONEOK Partners were cancelled, and each outstanding ONEOK Partners common unit not owned by the Reporting Person or ONEOK Partners converted into 0.985 of a share of ONEOK common stock, par value $0.01 per share. As of the effective time of the merger, all common units converted into the right to receive the merger consideration are no longer outstanding and have been automatically cancelled and cease to exist.
- F2Includes 72,988,252 Class B units, all of which are directly held by ONEOK and may be converted into ONEOK Partners common units on a one-for-one basis at ONEOK's option.
- F3These common units are held by ONEOK Partners GP, L.L.C., a wholly-owned subsidiary of the Reporting Person and the sole general partner of ONEOK Partners.
- F4These common units are held by ONEOK Unit Holdings, Inc., a wholly-owned subsidiary of the Reporting Person.