| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ENTERPRISE PRODUCTS PARTNERS L.P. [ EPD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/16/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 Representing Limited Partnership Interests | 02/16/2024 | M | 56,250 | A | (1) | 1,335,124 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | F | 22,135 | D | $27.25 | 1,312,989 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | M | 62,500 | A | (1) | 1,375,489 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | F | 24,594 | D | $27.25 | 1,350,895 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | M | 66,250 | A | (1) | 1,417,145 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | F | 26,070 | D | $27.25 | 1,391,075 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | M | 75,000 | A | (1) | 1,466,075 | D | |||
| Common Units Representing Limited Partnership Interests | 02/16/2024 | F | 29,513 | D | $27.25 | 1,436,562 | D | |||
| Common Units Representing Limited Partnership Interests | 708,419 | I | By Three Streams Partners, LP(2) | |||||||
| Common Units Representing Limited Partnership Interests | 2,339 | I | By Spouse | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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) | 02/16/2024 | M | 56,250 | (3) | (3) | Common Units | 56,250 | $0 | 0 | D | ||||
| Phantom Units | (1) | 02/16/2024 | M | 62,500 | (4) | (4) | Common Units | 62,500 | $0 | 62,500 | D | ||||
| Phantom Units | (1) | 02/16/2024 | M | 66,250 | (5) | (5) | Common Units | 66,250 | $0 | 132,500 | D | ||||
| Phantom Units | (1) | 02/16/2024 | M | 75,000 | (6) | (6) | Common Units | 75,000 | $0 | 225,000 | D | ||||
| Phantom Units | (1) | (7) | (7) | Common Units | 310,000 | 310,000 | D(8) | ||||||||
| Explanation of Responses: |
| 1. Each phantom unit is the economic equivalent of one EPD common unit. |
| 2. The reporting person disclaims beneficial ownership of issuer common units held by Three Streams Partners, LP except to the extent of his pecuniary interest therein. |
| 3. These phantom units vested in one remaining annual installment on February 16, 2024. The remaining annual installment expired upon vesting and settlement thereof in exchange for an equal number of EPD common units. |
| 4. These phantom units vest in two remaining equal annual installments beginning on February 16, 2024. Each remaining annual installment will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units. |
| 5. These phantom units vest in three remaining equal annual installments beginning on February 16, 2024. Each remaining annual installment will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units. |
| 6. These phantom units vest in four equal annual installments beginning on February 16, 2024. Each annual installment will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units. |
| 7. These phantom units vest in four equal annual installments beginning on February 16, 2025. Each annual installment will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units. |
| 8. The power of attorney under which this form was signed is on file with the Commission. |
| Remarks: |
| Transaction Code M - Exercise or conversion of derivative security exempted pursuant to Rule 16b-3; Transaction Code F - Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3 |
| /s/Jennifer W. Dickson, Attorney-in-Fact on Behalf of W. Randall Fowler | 02/21/2024 | |
| ** 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 Number. | ||