0001678693-18-000004.txt : 20181019
0001678693-18-000004.hdr.sgml : 20181019
20181019180646
ACCESSION NUMBER: 0001678693-18-000004
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181019
FILED AS OF DATE: 20181019
DATE AS OF CHANGE: 20181019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jones Christopher R.
CENTRAL INDEX KEY: 0001678693
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37365
FILM NUMBER: 181131266
MAIL ADDRESS:
STREET 1: 4200 W. 115TH STREET, SUITE 350
CITY: LEAWOOD
STATE: KS
ZIP: 66211
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_153998678754850.xml
FORM 4
X0306
4
2018-10-19
0
0001633651
Tallgrass Energy, LP
TGE
0001678693
Jones Christopher R.
4200 W. 115TH STREET, SUITE 350
LEAWOOD
KS
66211
0
1
0
0
See Remarks
Class A Shares
2018-10-19
4
A
0
180000
0
A
465230
D
TEGP Tracking Units in Tallgrass KC, LLC
Class A Shares
311948.0
311948
D
Represents 180,000 unvested Equity Participation Shares ("EPSs") granted to the Reporting Person, which will vest on the earliest date on or after November 1, 2022, on which the average compounded annual distribution growth rate for regular quarterly Issuer distributions, based upon the regular quarterly distribution paid by the Issuer on or immediately prior to, such date is at least 5% over an annualized distribution rate of $1.99 per Class A Share, as determined by the board of directors of the general partner of the Issuer (the "Board") or such committee thereof appointed by the Board to administer the EPSs (the "$1.99 Distribution Hurdle Date"). If the $1.99 Distribution Hurdle Date has not occurred by October 19, 2025, the 180,000 EPSs described in this footnote 1 will expire and terminate and no vesting will occur.
Includes 418,200 unvested EPSs granted to the Reporting Person, of which (i) 35,000 will vest on May 12, 2019, (ii) 5,800 will vest on May 13, 2019, (iii) 4,000 will vest on November 1, 2019, (iv) 13,400 will vest on January 1, 2020, (v) 180,000 will vest in accordance with the terms described in footnote 3, and (vi) 180,000 will vest in accordance with the terms described in footnote 1.
180,000 unvested EPSs granted to the Reporting Person will vest on the earliest date on or after April 1, 2021 on which the average compounded annual distribution growth rate for regular quarterly Issuer distributions, based upon the regular quarterly distribution paid by the Issuer on, or immediately prior to, such date is at least 5% over an annualized distribution rate of $1.67 per Class A Share, as determined by the Board or such committee thereof appointed by the Board to administer the EPSs (the "$1.67 Distribution Hurdle Date"). If the $1.67 Distribution Hurdle Date has not occurred by August 2, 2024, the 180,000 EPSs described in this footnote 3 will expire and terminate and no vesting will occur.
Pursuant to the limited liability company agreement of Tallgrass KC, LLC, a private Delaware limited liability company ("Tallgrass KC"), at any time and from time to time, the Reporting Person may exchange his TEGP Tracking Units in Tallgrass KC ("TEGP Tracking Units") for an equivalent number of Class A Shares of the Issuer. As a result, the Reporting Person may be deemed to beneficially own the Class A Shares receivable upon exercise of such exchange right.
The TEGP Tracking Units constitute derivative securities as described herein.
Executive Vice President, General Counsel and Secretary
/s/ Christopher R. Jones
2018-10-19