0001209191-21-008522.txt : 20210208
0001209191-21-008522.hdr.sgml : 20210208
20210208170203
ACCESSION NUMBER: 0001209191-21-008522
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20210204
FILED AS OF DATE: 20210208
DATE AS OF CHANGE: 20210208
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WILLIAMS RANDA DUNCAN
CENTRAL INDEX KEY: 0001246514
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14323
FILM NUMBER: 21602276
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Enterprise Products Co
CENTRAL INDEX KEY: 0001206715
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14323
FILM NUMBER: 21602277
BUSINESS ADDRESS:
STREET 1: 1100 LOUISIANA STREET
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: (713)281-6500
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA STREET
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER NAME:
FORMER CONFORMED NAME: EPCO, Inc.
DATE OF NAME CHANGE: 20050420
FORMER NAME:
FORMER CONFORMED NAME: ENTERPRISE PRODUCTS CO
DATE OF NAME CHANGE: 20021121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EPCO Holdings, Inc.
CENTRAL INDEX KEY: 0001338290
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14323
FILM NUMBER: 21602278
BUSINESS ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: (713)381-6500
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ENTERPRISE PRODUCTS PARTNERS L.P.
CENTRAL INDEX KEY: 0001061219
STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922]
IRS NUMBER: 760568219
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 7133816500
MAIL ADDRESS:
STREET 1: 1100 LOUISIANA 10TH FLOOR
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER COMPANY:
FORMER CONFORMED NAME: ENTERPRISE PRODUCTS PARTNERS L P
DATE OF NAME CHANGE: 19980518
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-02-04
0
0001061219
ENTERPRISE PRODUCTS PARTNERS L.P.
EPD
0001246514
WILLIAMS RANDA DUNCAN
1100 LOUISIANA STREET
SUITE 1000
HOUSTON
TX
77002
1
0
1
0
0001206715
Enterprise Products Co
1100 LOUISIANA STREET
SUITE 1000
HOUSTON
TX
77002
0
0
1
0
0001338290
EPCO Holdings, Inc.
1100 LOUISIANA STREET
SUITE 1000
HOUSTON
TX
77002
0
0
1
0
Series A Cumulative Convertible Preferred Units
15138
I
By Manxome Investors
Common Units Representing Limited Partnership Interests
74754703
I
By EPCO
Common Units Representing Limited Partnership Interests
593479815
I
By EPCO Holdings
Common Units Representing Limited Partnership Interests
2834198
I
By EPD PubCo II
Common Units Representing Limited Partnership Interests
6400000
I
By EPD IV
Common Units Representing Limited Partnership Interests
1600000
I
By EPCO II
Common Units Representing Limited Partnership Interests
1111438
I
By EPD PrivCo I
Common Units Representing Limited Partnership Interests
4745718
I
By RDW Family Trust
Common Units Representing Limited Partnership Interests
4745718
I
By DGD Family Trust
Common Units Representing Limited Partnership Interests
4745718
I
By MDF Family Trust
Common Units Representing Limited Partnership Interests
4745718
I
By SDD Family Trust
Common Units Representing Limited Partnership Interests
469923
I
By RLD Grantor Trust
Common Units Representing Limited Partnership Interests
469923
I
By DGD Grantor Trust
Common Units Representing Limited Partnership Interests
469923
I
By MDD Grantor Trust
Common Units Representing Limited Partnership Interests
469923
I
By SDD Irrevocable Trust
Common Units Representing Limited Partnership Interests
445866
I
By A&W Ltd.
Common Units Representing Limited Partnership Interests
74200
I
By Chaswil, Ltd.
Common Units Representing Limited Partnership Interests
9090
I
By Spouse
Common Units Representing Limited Partnership Interests
4040
I
Jointly with Spouse
Phantom Units
Common Units
300000
300000
D
Phantom Units
Common Units
335000
335000
D
Phantom Units
Common Units
370000
370000
D
Phantom Units
Common Units
400000
400000
D
Phantom Units
2021-02-04
4
A
0
450000
0.00
A
Common Units
450000
450000
D
These Preferred Units are owned directly by Manxome Investors L.P. ("Manxome Investors"). The Preferred Units are convertible into Common Units of the issuer pursuant to and in accordance with the terms and conditions of the issuer's partnership agreement, including a floating conversion ratio based on the market price of the Common Units as of the date of conversion. The number of Preferred Units owned by Manxome Investors may increase from time to time to the extent distributions on the Preferred Units are paid in kind. Ms. Williams serves as a director of the entity manager of Manxome Investors' general partner. Ms. Williams disclaims beneficial ownership of the Preferred Units owned directly by Manxome Investors, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by Enterprise Products Company ("EPCO"). Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over a majority of the outstanding voting stock of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPCO Holdings, Inc. ("EPCO Holdings"), which is a direct wholly owned subsidiary of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Holdings, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by EPD PubCo Unit II L.P., a Delaware limited partnership ("EPD PubCo II"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PubCo II. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PubCo II. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2023 (or an earlier vesting date), EPD PubCo II will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $66,348,575.18. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PubCo II. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD 2018 Unit IV L.P., a Delaware limited partnership ("EPD IV"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD IV. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD IV. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after December 3, 2023 (or an earlier vesting date), EPD IV will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $172,928,000. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD IV. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPCO Unit II L.P., a Delaware limited partnership ("EPCO II"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPCO II. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPCO II. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after December 3, 2023 (or an earlier vesting date), EPCO II will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $43,232,000. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPCO II. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by EPD PrivCo Unit I L.P., a Delaware limited partnership ("EPD PrivCo I"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD PrivCo I. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD PrivCo I. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
Within 30 days after February 22, 2023 (or an earlier vesting date), EPD PrivCo I will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $26,018,763.58. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD PrivCo I. The Class B limited partner interests are subject to forfeiture.
These Common Units are owned directly by The Randa Duncan Williams 2018 Family Trust (the "RDW Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RDW Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Dannine Gale Duncan 2018 Family Trust (the "DGD Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Milane Duncan Frantz 2018 Family Trust (the "MDF Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDF Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Scott D. Duncan 2003 Family Trust (the "SDD Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Family Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Randa Lynn Duncan 1990 Grantor Trust (the "RLD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RLD Grantor Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Dannine Gale Duncan 1990 Grantor Trust (the "DGD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Grantor Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Milane Diane Duncan 1990 Grantor Trust (the "MDD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDD Grantor Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by The Scott Daniel Duncan Irrevocable Trust (the "SDD Irrevocable Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Irrevocable Trust, except to the extent of her pecuniary interest therein.
These Common Units are owned directly by Alkek and Williams, Ltd. ("A&W Ltd."), an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by A&W Ltd., except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
These Common Units are owned directly by Chaswil, Ltd., an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by Chaswil, Ltd., except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
Each phantom unit is the economic equivalent of one Enterprise Products Partners L.P. ("EPD") common unit.
These phantom units vest on February 16, 2021. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
These phantom units vest on February 16, 2022. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
These phantom units vest on February 16, 2023. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
These phantom units vest on February 16, 2024. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
These phantom units vest on February 16, 2025. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
The power of attorney under which this form was signed is attached.
Transaction Code A - Grant, award or other acquisition pursuant to Rule 16b-3(d)
/s/Jennifer W. Dickson, Attorney-in-Fact on behalf of Randa Duncan Williams and Assistant Secretary of EPCO and EPCO Holdings
2021-02-08
EX-24.4_960889
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
KNOW ALL PERSONS BY THIS DOCUMENT: That Randa Duncan Williams has made,
constituted, and appointed, and by this document does make, constitute, and
appoint CHRISTOPHER S. WADE and JENNIFER W. DICKSON, of the County of Harris,
State of Texas, whose signatures are:
/s/Christopher S. Wade
Christopher S. Wade, Attorney-in-Fact
/s/Jennifer W. Dickson
Jennifer W. Dickson, Attorney-in-Fact
or any of them, signing singly, its true and lawful attorney-in-fact, and in its
name, place, and stead to:
1. Execute, deliver and file on behalf of the undersigned, in the undersigned's
capacity as a director and/or officer of Enterprise Products Holdings LLC, the
sole general partner of Enterprise Products Partners L.P., (the "Company") any
U.S. Securities and Exchange Commission Form 3, 4 and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder
with respect to holdings of or trading in securities issued by the Company;
2. Do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5
and timely file such form or any amendment thereto with the United States
Securities and Exchange Commission and any stock exchange or similar authority;
and
3. Take any other action of any type whatsoever in connection with or in
furtherance of the matters described in paragraphs 1 and 2 above which in the
opinion of its attorney-in-fact may be of benefit to, and in the best interest
of, or legally required by, the undersigned.
Giving and granting to each such attorney-in-fact full power and authority to do
and perform every act necessary and proper to be done in the exercise of the
foregoing powers as fully as it might or could do if personally present, with
full power of substitution and revocation, hereby ratifying and confirming all
that such attorney-in-fact, or such attorney-in-fact's substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that each
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.
This Power of Attorney shall remain in effect until the undersigned is no longer
required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of
and transactions in securities issued by the Company, unless revoked by the
undersigned in a signed writing delivered to each of the foregoing
attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 9th day of November, 2020.
/s/Randa Duncan Williams
Randa Duncan Williams