0001104659-18-068564.txt : 20181114 0001104659-18-068564.hdr.sgml : 20181114 20181114200457 ACCESSION NUMBER: 0001104659-18-068564 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181112 FILED AS OF DATE: 20181114 DATE AS OF CHANGE: 20181114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PETRELLI CHARLENE CENTRAL INDEX KEY: 0001240751 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38629 FILM NUMBER: 181185732 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE, SUITE 1700 STREET 2: C/O EQT CORPORATION CITY: PITTSBURGH STATE: PA ZIP: 15222 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Equitrans Midstream Corp CENTRAL INDEX KEY: 0001747009 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 830516635 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 625 LIBERTY AVENUE STREET 2: SUITE 2000 CITY: PITTSBURGH STATE: PA ZIP: 15222 BUSINESS PHONE: (412) 553-5700 MAIL ADDRESS: STREET 1: 625 LIBERTY AVENUE STREET 2: SUITE 2000 CITY: PITTSBURGH STATE: PA ZIP: 15222 FORMER COMPANY: FORMER CONFORMED NAME: EQT Midstream SpinCo, Inc. DATE OF NAME CHANGE: 20180717 4 1 a4.xml 4 X0306 4 2018-11-12 0 0001747009 Equitrans Midstream Corp ETRN 0001240751 PETRELLI CHARLENE 625 LIBERTY AVENUE, SUITE 2000 PITTSBURGH PA 15222 0 1 0 0 Sr VP & Chief Admin Officer Common Stock 2018-11-12 4 J 0 28731 0 A 28731 D Common Stock 2018-11-12 4 A 0 6650 0 A 35381 D Common Stock 2018-11-12 4 J 0 16038 0 A 16038 I By Savings Plan Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2022-01-01 Common Stock 0 D Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2023-01-01 Common Stock 0 D Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2024-01-01 Common Stock 0 D Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2025-01-01 Common Stock 0 D Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2019-01-01 2026-01-01 Common Stock 0 D Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2020-01-01 2027-01-01 Common Stock 0 D Employee Stock Option (Right to Buy) 2018-11-12 4 A 0 0 0 A 2021-01-01 2028-01-01 Common Stock 0 D In connection with the spin-off of Equitrans Midstream Corporation (ETRN) from EQT Corporation (EQT) on November 12, 2018, for each share of EQT common stock held by the Reporting Person immediately prior to the spin-off, the Reporting Person received 0.8 shares of ETRN common stock in whole shares, with partial shares paid in cash, in an exempt transaction pursuant to Rule 16a-9 of the Securities Exchange Act of 1934, as amended. In connection with the spin-off of ETRN from EQT, for each share of EQT restricted stock held by the Reporting Person immediately prior to the spin-off, the Reporting Person received 0.8 shares of ETRN restricted stock pursuant to the Employee Matters Agreement between ETRN and EQT. 2,819 shares of restricted stock vest on January 1, 2020, which is the third anniversary of the original grant date of the corresponding award from EQT. The remaining 3,831 shares of restricted stock vest on January 1, 2021, which is the third anniversary of the original grant date of the corresponding award from EQT. In connection with the spin-off of ETRN from EQT, for each share of EQT common stock held through the EQT Corporation Employee Savings Plan (Savings Plan) immediately prior to the spin-off, 0.8 shares of ETRN common stock were distributed to the Savings Plan in an exempt transaction pursuant to Rule 16a-9 of the Securities Exchange Act of 1934, as amended. In connection with the spin-off of ETRN from EQT, for each outstanding EQT stock option award held by the Reporting Person immediately prior to the spin-off, the Reporting Person received a stock option award from ETRN. The number of underlying shares and exercise price of each ETRN stock option award will be calculated in a manner intended to preserve the aggregate intrinsic value of the original EQT stock option award (based in part on the volume weighted average per-share price of ETRN's common stock during each of the first ten full NYSE trading sessions commencing November 13, 2018). Once the exercise price and number of underlying shares has been determined in respect of each grant, an amended Form 4 will be filed disclosing such information. The option has vested as to all shares subject to the grant. /s/ Tobin M. Nelson, Attorney-in-Fact for Charlene Petrelli 2018-11-14