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
Copano Energy, L.L.C. [ CPNO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/14/2007 | ||||||||||||||||||||||||||
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(1) | 02/14/2007 | M | 105,616 | A | (1) | 152,778 | D | |||
Common Units | 170,788 | I | By Copano Partners, L.P.(2) |
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 | ||||||||
Subordinated Units(3) | (3) | 02/14/2007 | M | 105,616 | (3) | (3) | Common Units | 105,616 | $0.00 | 0 | D | ||||
Phantom Units(4) | (5) | 06/12/2007 | A | 3,850 | (6) | (6) | Common Units | 3,850 | $0.00 | 34,750 | D |
Explanation of Responses: |
1. These common units were received in exchange for the subordinated units listed in Table II. The subordinated units were automatically converted into common units on a one-for-one basis upon the determination by the Board of Directors that the Company had met certain financial tests. |
2. The Reporting Person's 1.18% interest in Copano Partners, L.P. is held indirectly through a grantor trust of which he is the sole beneficiary. The Reporting Person is one of four trustees of the trust and shares voting and investment control over the trust assets. |
3. On February 14, 2007, the subordinated units were autormatically converted into common units on a one-for-one basis upon the determination by the Board of Directors that the Company had met certain financial tests. |
4. The phantom units were granted pursuant to the Company's Long-Term Incentive Plan. |
5. The phantom units will be paid in common units, cash or a combination thereof, at the option of the Company, based on the closing price of the common units on the date of vesting. |
6. The phantom units vest annually in five equal installments commencing May 15, 2008 and earlier in the event of the death, disability or retirement of the grantee or a change in control of the Company. |
Remarks: |
The number of common units set forth on this Form 4 reflects a two-for-one common unit split effective March 30, 2007. |
/s/ Matthew J. Assiff | 06/14/2007 | |
** 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. |