Statement of Changes in Beneficial Ownership (4)
February 01 2017 - 5:15PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Warren Ellen
|
2. Issuer Name
and
Ticker or Trading Symbol
Atlas Energy Group, LLC
[
ATLS
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
1845 WALNUT STREET, 10TH FLOOR
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/3/2017
|
(Street)
PHILADELPHIA, PA 19103
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Units
|
1/3/2017
|
|
M
|
|
2871
|
A
|
(1)
|
9516
|
D
|
|
Common Units
|
1/30/2017
|
|
M
|
|
25000
|
A
|
(2)
|
34516
|
D
|
|
Common Units
|
1/30/2017
|
|
D
|
|
25000
|
D
|
$0.57
|
9516
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. Code
(Instr. 8)
|
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
6. Date Exercisable and Expiration Date
|
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
|
8. Price of Derivative Security
(Instr. 5)
|
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
|
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
|
11. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Phantom Units
|
(1)
|
1/3/2017
|
|
M
|
|
|
2871
|
(1)
|
(1)
|
Common Units
|
2871
|
(1)
|
5743
|
D
|
|
Phantom Units
|
(2)
|
1/30/2017
|
|
M
|
|
|
25000
|
(2)
|
(2)
|
Common Units
|
25000
|
(2)
|
25000
|
D
|
|
Explanation of Responses:
|
(
1)
|
The reporting person is a participant in Atlas Energy Group, LLC (the "Company") 2015 Long-Term Incentive Plan (the "Plan"). The reporting person received 11,485 phantom units under the Plan on March 2, 2015. Each phantom unit represents the right to receive, upon vesting, either one common unit of the Company or its then fair market value in cash. The reporting person elected to receive common units of the Company in connection with the January 2017 vesting.
|
(
2)
|
The reporting person received 50,000 phantom units under the Plan on January 28, 2016. 50% of the phantom units vested on January 30, 2017 and the reporting person elected to receive cash in connection with the January 2017 vesting.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Warren Ellen
1845 WALNUT STREET
10TH FLOOR
PHILADELPHIA, PA 19103
|
X
|
|
|
|
Signatures
|
Lisa Washington, attorney-in-fact
|
|
2/1/2017
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|