0001213900-23-080049.txt : 20230927
0001213900-23-080049.hdr.sgml : 20230927
20230927213757
ACCESSION NUMBER: 0001213900-23-080049
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230925
FILED AS OF DATE: 20230927
DATE AS OF CHANGE: 20230927
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Aaronson Michael
CENTRAL INDEX KEY: 0001498057
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16335
FILM NUMBER: 231285965
MAIL ADDRESS:
STREET 1: 16666 NORTHCHASE DRIVE
CITY: HOUSTON
STATE: TX
ZIP: 77060
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Magellan Midstream Partners, L.P.
CENTRAL INDEX KEY: 0001126975
STANDARD INDUSTRIAL CLASSIFICATION: PIPE LINES (NO NATURAL GAS) [4610]
IRS NUMBER: 731599053
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE WILLIAMS CENTER, MD 28-1
CITY: TULSA
STATE: OK
ZIP: 74172
BUSINESS PHONE: 918 574 7000
MAIL ADDRESS:
STREET 1: ONE WILLIAMS CENTER, MD 28-1
CITY: TULSA
STATE: OK
ZIP: 74172
FORMER COMPANY:
FORMER CONFORMED NAME: MAGELLAN MIDSTREAM PARTNERS, L.P.
DATE OF NAME CHANGE: 20190718
FORMER COMPANY:
FORMER CONFORMED NAME: MAGELLAN MIDSTREAM PARTNERS LP
DATE OF NAME CHANGE: 20030827
FORMER COMPANY:
FORMER CONFORMED NAME: WILLIAMS ENERGY PARTNERS L P
DATE OF NAME CHANGE: 20001024
4
1
ownership.xml
X0508
4
2023-09-25
1
0001126975
Magellan Midstream Partners, L.P.
MMP
0001498057
Aaronson Michael
ONE WILLIAMS CENTER
TULSA
OK
74172
0
1
0
0
Executive Vice President
0
Common Units
2023-09-25
4
D
0
38761
D
0
D
Phantom Units
2023-09-25
4
D
0
41646
D
Common Units
41464
0
D
Phantom Units
2023-09-25
4
D
0
82930
D
Common Units
82930
0
D
Pursuant to the Agreement and Plan of Merger, dated as of May 14, 2023 (the "Merger Agreement"), by and among ONEOK, Inc. ("ONEOK"), Otter Merger Sub LLC, and Magellan Midstream Partners, L.P. ("Magellan"), each unit of Magellan (the "Magellan Unit") issued and outstanding immediately prior to the time of the merger became effective (the "Effective Time"), was converted into the right to receive 0.667 shares of ONEOK common stock (the "ONEOK Common Stock"). On September 25, 2023, the closing price of one share of ONEOK common stock was $66.54.
Pursuant to the Merger Agreement, each award of phantom units of Magellan ("Magellan Award") based solely on the passage of time that was outstanding at the Effective Time was assumed by ONEOK and converted, on the same terms and conditions of such Magellan Award, into a restricted stock unit award of ONEOK equal to the product obtained by multiplying (x) the number of Magellan Units underlying the Magellan Award by (y) the Equity Exchange Ratio (as defined in the Merger Agreement) and rounded up or down to the nearest whole share of ONEOK Common Stock.
Pursuant to the Merger Agreement, each Magellan Award based on performance metrics that was outstanding at the Effective Time was assumed by ONEOK and converted, on the same terms and conditions of such Magellan Award, into a restricted stock unit award of ONEOK equal to the product obtained by multiplying (x) the number of Magellan Units underlying the Magellan Award, assuming achievement of the applicable performance-based vesting condition at the maximum level, by (y) the Equity Exchange Ratio (as defined in the Merger Agreement) and rounded up or down to the nearest whole share of ONEOK Common Stock.
By: Richard Carson, Attorney-in fact for Michael J. Aaronson
2023-09-27