0001209191-22-060951.txt : 20221213 0001209191-22-060951.hdr.sgml : 20221213 20221213164805 ACCESSION NUMBER: 0001209191-22-060951 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221209 FILED AS OF DATE: 20221213 DATE AS OF CHANGE: 20221213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sicinski Matthew B. CENTRAL INDEX KEY: 0001911802 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35666 FILM NUMBER: 221460219 MAIL ADDRESS: STREET 1: 910 LOUISIANA STREET, SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Summit Midstream Partners, LP CENTRAL INDEX KEY: 0001549922 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 455200503 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 910 LOUISIANA STREET STREET 2: SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 832-413-4770 MAIL ADDRESS: STREET 1: 910 LOUISIANA STREET STREET 2: SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002 FORMER COMPANY: FORMER CONFORMED NAME: Summit Midstream Partners LP DATE OF NAME CHANGE: 20120514 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-12-09 0 0001549922 Summit Midstream Partners, LP SMLP 0001911802 Sicinski Matthew B. C/O SUMMIT MIDSTREAM PARTNERS, LP 910 LOUISIANA STREET, SUITE 4200 HOUSTON TX 77002 0 1 0 0 See remarks below. Phantom Units 2022-12-09 4 A 0 2023 18.9935 A Common Units 2023 2023 D Phantom Units 2022-12-09 4 A 0 10124 18.9935 A Common Units 10124 10124 D Each phantom unit is the economic equivalent of one common unit. The phantom units have been awarded in connection with a compensation agreement approved by the Compensation Committee of the Board of Directors of Summit Midstream GP, LLC (the "Company") on November 29, 2022, permitting executive officers, to forfeit none, 50% or 100% of each vesting tranche of his or her outstanding retention cash component awards granted in each of 2020, 2021 and 2022 in exchange for phantom units to be granted under the Summit Midstream Partners, LP 2022 Long-Term Incentive Plan (the "Plan"). The phantom units (rounded down to the nearest whole number of units, except in the case of the final vesting date) shall vest on March 15, 2024, subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person will receive distribution equivalent rights ("DERs") for each phantom unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the phantom units. The phantom units and associated DERs do not expire. The phantom units are settled upon vesting in common units (on a one-for-one basis) or in cash, at the discretion of the Issuer. The corresponding number of Phantom Units granted pursuant to the Plan was determined by dividing the cash value of the applicable vesting tranche of the cash retention component award forfeited by such participant by the volume weighted average price of a common unit of the Company during the three trading days ending on and including the date of grant. Due to an oversubscription of the phantom units, the Reporting Person received only 98.54% of the phantom units elected. The price for each Phantom Unit was calculated from the volume weighted average price of a common unit of the Company during the three trading days ending on and including the date of grant. Seventy-five percent and twenty-five percent of the phantom units (rounded down to the nearest whole number of units, except in the case of the final vesting date) shall respectively vest on March 15, 2024 and March 15, 2025, subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person will receive DERs for each phantom unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the phantom units. After giving effect to the transactions reported in this Report, the Reporting Person holds an aggregate 22,053 phantom units. This total includes phantom units from other tranches with different vesting dates. The Reporting Person is Senior Vice President, Chief Accounting Officer of Summit Midstream GP, LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner. /s/ James D. Johnston, Attorney-in-Fact for Matthew B. Sicinski 2022-12-13