0001209191-23-019931.txt : 20230317
0001209191-23-019931.hdr.sgml : 20230317
20230317203355
ACCESSION NUMBER: 0001209191-23-019931
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230315
FILED AS OF DATE: 20230317
DATE AS OF CHANGE: 20230317
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deneke J Heath
CENTRAL INDEX KEY: 0001555671
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35666
FILM NUMBER: 23744669
BUSINESS ADDRESS:
BUSINESS PHONE: 832-519-2203
MAIL ADDRESS:
STREET 1: 700 LOUISIANA STREET
STREET 2: SUITE 2550
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
2023-03-15
0
0001549922
Summit Midstream Partners, LP
SMLP
0001555671
Deneke J Heath
C/O SUMMIT MIDSTREAM PARTNERS, LP
910 LOUISIANA STREET, SUITE 4200
HOUSTON
TX
77002
1
1
0
0
See remarks below.
Common Units
2023-03-15
4
M
0
36294
A
133454
D
Common Units
2023-03-15
4
F
0
14282
16.00
D
119172
D
Common Units
2023-03-15
4
M
0
25000
A
144172
D
Common Units
2023-03-15
4
F
0
9838
16.00
D
134334
D
Common Units
2023-03-15
4
M
0
17934
A
152268
D
Common Units
2023-03-15
4
F
0
7058
16.00
D
145210
D
Common Units
2023-03-15
4
M
0
6556
A
151766
D
Common Units
2023-03-15
4
F
0
2580
16.00
D
149186
D
Common Units
2023-03-15
4
M
0
19456
A
168642
D
Common Units
2023-03-15
4
F
0
7656
16.00
D
160986
D
Common Units
2023-03-15
4
M
0
25993
A
186979
D
Common Units
2023-03-15
4
F
0
10229
16.00
D
176750
D
Phantom Units
2023-03-15
4
A
0
90045
0.00
A
Common Units
90045
90045
D
Phantom Units
2023-03-15
4
A
0
60030
0.00
A
Common Units
60030
60030
D
Phantom Units
2023-03-15
4
M
0
36294
0.00
D
Common Units
36294
0
D
Phantom Units
2023-03-15
4
M
0
25000
0.00
D
Common Units
25000
25000
D
Phantom Units
2023-03-15
4
M
0
17934
0.00
D
Common Units
17934
35868
D
Phantom Units
2023-03-15
4
M
0
6556
0.00
D
Common Units
6556
0
D
Phantom Units
2023-03-15
4
M
0
19456
0.00
D
Common Units
19456
19456
D
Phantom Units
2023-03-15
4
M
0
25993
0.00
D
Common Units
25993
103973
D
Each phantom unit is the economic equivalent of one common unit.
On November 9, 2020, the Issuer effected a 1-for-15 reverse unit split (the "Reverse Unit Split"). Pursuant to the Reverse Unit Split, common unitholders received one common unit for every 15 common units owned at the close of business on November 9, 2020. All fractional units created by the Reverse Unit Split were rounded to the nearest whole unit. The common units began trading on a split-adjusted basis on November 10, 2020. After giving effect to the Reverse Unit Split, the number of issued and outstanding common units decreased to 3,774,992.
Common units being withheld to pay tax liability.
One-third of the phantom units (rounded down to the nearest whole number of units, except in the case of the final vesting date) shall vest on each of
the first, second and third anniversaries of the March 15, 2023 Reference Date, 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 phantom units shall vest if and to the extent that the phantom units are earned during the performance period from January 1, 2023 through December 31, 2025, which will depend on whether the performance criteria are achieved as determined by the committee as soon as reasonably practicable, but no later than Friday, March 6, 2026. The vesting of the phantom units is 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.
The final one-third of the phantom units (rounded down to the nearest whole number of units, except in the case of the final vesting date) subject to the original award agreement vested on March 15, 2023, on the third anniversary of the March 15, 2020 reference date. The Reporting Person received 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.
One-third of the phantom units subject to the original award agreement vested on March 15, 2023, with the final one-third of the phantom units
subject to vesting on the third anniversary of the March 15, 2021 reference date, subject to continued employment. The Reporting Person received
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.
One-third of the phantom units subject to the original award agreement vested on March 15, 2023, with the remaining phantom units subject to
vesting on the second and third anniversaries of the March 15, 2022 reference date, subject to continued employment. The Reporting Person
received 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 (rounded down to the nearest whole number of units) vested on March 15, 2023, subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person received DERs for each phantom unit, if applicable, providing for payment on the vesting date of a lump sum of cash equal to any accrued distributions from and after the grant date of the phantom units.
One-half of the phantom units (rounded down to the nearest whole number of units, except in the case of the final vesting date) vested on March 15, 2023, and the other half shall vest on March 15, 2024, subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person received 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.
Twenty percent of the phantom units (rounded down to the nearest whole number of units, except in the case of the final vesting date) vested on March 15, 2023 and sixty percent and twenty percent of the phantom unites shall respectively vest on the second and third anniversaries of the March 15, 2022, the reference date, subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person received 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 334,372 phantom units. This total includes phantom units from other tranches with different vesting dates.
The Reporting Person is President and Chief Executive 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 J. Heath Deneke
2023-03-17