Statement of Changes in Beneficial Ownership (4)
March 17 2020 - 6:18PM
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
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OMB APPROVAL
OMB Number:
3235-0287
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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
*
Matthews Louise E |
2. Issuer Name and Ticker or Trading Symbol
Summit Midstream Partners, LP
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SMLP
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See remarks below. |
(Last)
(First)
(Middle)
C/O SUMMIT MIDSTREAM PARTNERS, LP, 910 LOUISIANA STREET, SUITE 4200 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2020 |
(Street)
HOUSTON, TX 77002
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Units | 3/15/2020 | | M | | 24703 | A | (1) | 50416 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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) | 3/15/2020 | | M | | | 2962 | (2) | (3) | Common Units | 2962 | $0.00 | 0 | D | |
Distribution Equivalent Rights | $5.5875 | 3/15/2020 | | D | | | 2962 | (2) | (3) | Common Units | 2962 | $0.00 | 0 | D | |
Phantom Units | (1) | 3/15/2020 | | M | | | 4699 | (4) | (3) | Common Units | 4699 | $0.00 | 4699 | D | |
Distribution Equivalent Rights | $3.2875 | 3/15/2020 | | D | | | 4699 | (4) | (3) | Common Units | 4699 | $0.00 | 0 | D | |
Phantom Units | (1) | 3/15/2020 | | M | | | 17042 | (5) | (3) | Common Units | 17042 | $0.00 | 34082 | D | |
Distribution Equivalent Rights | $0.9875 | 3/15/2020 | | D | | | 17042 | (5) | (3) | Common Units | 17042 | $0.00 | 0 | D | |
Explanation of Responses: |
(1) | Each phantom unit is the economic equivalent of one common unit. |
(2) | The final one-third of the phantom units subject to the original award agreement vested on March 15, 2020, on the third anniversary of the March 15, 2017 grant date. The Reporting Person received distribution equivalent rights (DERs) for each phantom unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the phantom units. |
(3) | The phantom units and associated DERs do not expire. The phantom units are settled upon vesting in common units (on a one-for-one basis) or in cash, at the discretion of the Issuer. |
(4) | One-third of the phantom units subject to the original award agreement vested on March 15, 2020, with the final one-third of the phantom units subject to vesting on the third anniversary of the March 15, 2018 grant date, subject to continued employment. The Reporting Person received DERs for each phantom unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the phantom units. |
(5) | One-third of the phantom units subject to the original award agreement vested on March 15, 2020, with the remaining phantom units subject to vesting on the second and third anniversaries of the March 15, 2019 grant date, subject to continued employment. The Reporting Person received DERs for each phantom unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the phantom units. |
Remarks: The Reporting Person is Executive Vice President and Chief Administration Officer of Summit Midstream GP, LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Matthews Louise E C/O SUMMIT MIDSTREAM PARTNERS, LP 910 LOUISIANA STREET, SUITE 4200 HOUSTON, TX 77002 |
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| See remarks below. |
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Signatures
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/s/ Brock M. Degeyter, Attorney-in-Fact for Louise E. Matthews | | 3/17/2020 |
**Signature of Reporting Person | Date |
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