Initial Statement of Beneficial Ownership (3)
October 05 2020 - 9:34AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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CHEVRON CORP |
2. Date of Event Requiring Statement (MM/DD/YYYY)
10/5/2020
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3. Issuer Name and Ticker or Trading Symbol
Noble Midstream Partners LP [NBLX]
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(Last)
(First)
(Middle)
6001 BOLLINGER CANYON ROAD |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Street)
SAN RAMON, CA 94583
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Units Representing Limited Partner Interests | 56447616 | I | See Footnote (1)(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | On October 5, 2020, pursuant to the terms of the Agreement and Plan of Merger, dated July 20, 2020, by and among Noble Energy, Inc. ("Noble"), Chevron Corporation ("Chevron") and Chelsea Merger Sub Inc., a direct, wholly-owned subsidiary of Chevron ("Merger Subsidiary"), Chevron completed its previously announced acquisition of Noble, the indirect general partner and majority unitholder of the Issuer, through the merger of Merger Subsidiary with and into Noble (the "Merger"), with Noble surviving and continuing as the surviving corporation in the Merger. As a result of the Merger, Noble became a direct, wholly-owned subsidiary of Chevron. |
(2) | This Form 3 is filed jointly by (1) Chevron, a 100% owner of Noble Energy, Inc., (2) Noble, a 100% owner of NBL Midstream, LLC ("NBL Midstream"), and (3) NBL Midstream, a wholly owned indirect subsidiary of Noble and owner of all the membership interests of Noble Midstream GP LLC, the general partner of the Issuer. Chevron, as the 100% owner of Noble, and Noble, as the 100% owner of NBL Midstream, are deemed to indirectly beneficially own the securities held by NBL Midstream. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
CHEVRON CORP 6001 BOLLINGER CANYON ROAD SAN RAMON, CA 94583 | X | X |
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NOBLE ENERGY INC 1001 NOBLE ENERGY WAY HOUSTON, TX 77070 | X | X |
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NBL Midstream, LLC 1001 ENERGY WAY HOUSTON, TX 77070 | X | X |
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Signatures
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/s/ Christine L. Cavallo, Assistant Secretary, on behalf of Chevron Corporation | | 10/5/2020 |
**Signature of Reporting Person | Date |
/s/ Kari H. Endries, Vice President and Secretary, on behalf of Noble Energy, Inc. | | 10/5/2020 |
**Signature of Reporting Person | Date |
/s/ Aaron G. Carlson, Vice President, on behalf of NBL Midstream, LLC | | 10/5/2020 |
**Signature of Reporting Person | Date |
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