0001575558-19-000004.txt : 20190329 0001575558-19-000004.hdr.sgml : 20190329 20190329183827 ACCESSION NUMBER: 0001575558-19-000004 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190327 FILED AS OF DATE: 20190329 DATE AS OF CHANGE: 20190329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brauchle Gary J CENTRAL INDEX KEY: 0001575558 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37365 FILM NUMBER: 19718230 MAIL ADDRESS: STREET 1: 6640 WEST 143RD STREET, SUITE 200 CITY: OVERLAND PARK STATE: KS ZIP: 66223 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tallgrass Energy, LP CENTRAL INDEX KEY: 0001633651 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4200 W. 115TH STREET, SUITE 350 CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: 913-928-6060 MAIL ADDRESS: STREET 1: 4200 W. 115TH STREET, SUITE 350 CITY: LEAWOOD STATE: KS ZIP: 66211 FORMER COMPANY: FORMER CONFORMED NAME: Tallgrass Energy GP, LP DATE OF NAME CHANGE: 20150211 4 1 wf-form4_155389909245939.xml FORM 4 X0306 4 2019-03-27 0 0001633651 Tallgrass Energy, LP TGE 0001575558 Brauchle Gary J 4200 W. 115TH STREET, SUITE 350 LEAWOOD KS 66211 0 1 0 0 See Remarks Class A Shares 2019-03-27 4 S 0 7457 23.76 D 129193 D Class A Shares 2019-03-27 4 F 0 5943 23.76 D 123250 D Class A Shares 145176.41 I See footnote Class B Shares 545909 I See footnote Units in Tallgrass Equity, LLC Class A Shares 545909.0 545909 I See footnote 13,400 Equity Participation Shares (the "EPSs") held by the Reporting Person vested on March 11, 2019. On March 27, 2019, the Reporting Person entered into a purchase agreement with acquisition vehicles controlled by affiliates of Blackstone Infrastructure Partners (such acquisition vehicles, collectively, the "Sponsor Entities"). Pursuant to the purchase agreement, the Reporting Person agreed to sell to the Sponsor Entities 7,457 Class A Shares of Issuer ("Class A Shares") in a private transaction, which number represents the number of Class A Shares the Reporting Person is entitled to receive as a result of the vesting of EPSs less all Class A Shares withheld to fulfill the Reporting Person's applicable tax withholding obligations. In connection with the vesting and agreement to sell described in footnote 1, the Reporting Person has made an election to withhold 5,943 EPSs to satisfy his tax withholding obligations related to the vesting of the EPSs. This is not an open market sale of securities. The Reporting Person indirectly owns the Class A Shares, Class B Shares of the Issuer ("Class B Shares") and the Units representing limited liability company interests ("Units") in Tallgrass Equity, LLC ("Tallgrass Equity") reported herein under trust agreement dated April 10, 2014, for which the Reporting Person serves as Trustee. The Reporting Person disclaims beneficial ownership of the Class A Shares, Class B Shares and Units reported herein except to the extent of his pecuniary interest therein. Pursuant to the Second Amended and Restated Agreement of Limited Partnership of the Issuer dated July 2, 2018 and the Second Amended and Restated Limited Liability Company Agreement of Tallgrass Equity dated May 12, 2015, the Reporting Person has a right, from time to time, at his sole election, to immediately exchange his Class B Shares and an equivalent number of Units for a like number of Class A Shares. As a result, all Class B Shares and Units owned by the Reporting Person, may be deemed to constitute Class A Shares beneficially owned by him. The Units, collectively with the Class B Shares, constitute derivative securities as described herein. Executive Vice President and Chief Financial Officer /s/ Christopher R. Jones, Attorney-in-Fact 2019-03-29