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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SUMMIT MIDSTREAM PARTNERS HOLDINGS, LLC C/O SUMMIT MIDSTREAM PARTNERS LP 2100 MCKINNEY AVENUE, SUITE 1250 DALLAS, TX 75201 |
X | X | SEE REMARKS | |
SUMMIT MIDSTREAM PARTNERS, LLC 2100 MCKINNEY AVENUE, SUITE 1250 DALLAS, TX 75201 |
X | X | ||
SUMMIT MIDSTREAM GP, LLC C/O SUMMIT MIDSTREAM PARTNERS, LLC 2100 MCKINNEY AVENUE, SUITE 1250 DALLAS, TX 75201 |
X | |||
ENERGY CAPITAL PARTNERS II, LLC 51 JOHN F. KENNEDY PARKWAY, SUITE 200 SHORT HILLS, NJ 07078 |
X | X | ||
ENERGY CAPITAL PARTNERS II, LP 51 JOHN F. KENNEDY PARKWAY, SUITE 200 SHORT HILLS, NJ 07078 |
X | |||
ENERGY CAPITAL PARTNERS II-A, LP 51 JOHN F. KENNEDY PARKWAY, SUITE 200 SHORT HILLS, NJ 07078 |
X | |||
ENERGY CAPITAL PARTNERS II-B IP, LP 51 JOHN F. KENNEDY PARKWAY, SUITE 200 SHORT HILLS, NJ 07078 |
X | |||
ENERGY CAPITAL PARTNERS II-C (SUMMIT IP), LP 51 JOHN F. KENNEDY PARKWAY, SUITE 200 SHORT HILLS, NJ 07078 |
X | |||
Energy Capital Partners II (Summit Co-Invest), LP 51 JOHN F. KENNEDY PARKWAY, SUITE 200 SHORT HILLS, NJ 07078 |
X |
/s/ Brock M. Degeyter, Senior Vice President, General Counsel and Secretary, Summit Midstream Partners Holdings, LLC | 07/19/2013 | |
**Signature of Reporting Person | Date | |
/s/ Steven J. Newby, President and Chief Executive Officer, Summit Midstream Partners, LLC | 07/19/2013 | |
**Signature of Reporting Person | Date | |
/s/ Steven J. Newby, President and Chief Executive Officer, Summit Midstream GP, LLC | 07/19/2013 | |
**Signature of Reporting Person | Date | |
/s/ Christopher M. Leininger, Deputy General Counsel, Energy Capital Partners II, LLC | 07/19/2013 | |
**Signature of Reporting Person | Date | |
Energy Capital Partners II, LP; By: Energy Capital Partners GP II, LP, its General Partner; By: Energy Capital Partners II, LLC, its General Partner; By: /s/ Christopher M. Leininger, Deputy General Counsel | 07/19/2013 | |
**Signature of Reporting Person | Date | |
Energy Capital Partners II-A, LP; By: Energy Capital Partners GP II, LP, its General Partner; By: Energy Capital Partners II, LLC, its General Partner; By: /s/ Christopher M. Leininger, Deputy General Counsel | 07/19/2013 | |
**Signature of Reporting Person | Date | |
Energy Capital Partners II-B IP, LP; By: Energy Capital Partners GP II, LP, its General Partner; By: Energy Capital Partners II, LLC, its General Partner; By: /s/ Christopher M. Leininger, Deputy General Counsel | 07/19/2013 | |
**Signature of Reporting Person | Date | |
Energy Capital Partners II-C (Summit IP), LP; By: Energy Capital Partners GP II, LP, its General Partner; By: Energy Capital Partners II, LLC, its General Partner; By: /s/ Christopher M. Leininger, Deputy General Counsel | 07/19/2013 | |
**Signature of Reporting Person | Date | |
Energy Capital Partners II (Summit Co-Invest), LP; By: Energy Capital Partners GP II Co-Investment (Summit), LLC, its General Partner; By: Energy Capital Partners II, LLC, its Managing Member; By: /s/ Christopher M. Leininger, Deputy General Counsel | 07/19/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | On June 21, 2013, (a) the Issuer issued to Summit Midstream Partners Holdings, LLC ("SMPH") and SMPH acquired, 3,107,698 common units representing limited partner interests in the Issuer; and (b) the general partner of the Issuer, of which SMPH is the sole owner, acquired 63,422 general partner units. |
Remarks: Energy Capital Partners II, LLC ("ECP"), Energy Capital Partners II, LP ("ECP II"), Energy Capital Partners II-A, LP ("ECP II-A"), Energy Capital Partners II-B IP, LP ("ECP II-B"), Energy Capital Partners II-C (Summit IP), LP ("ECP II-C"), Energy Capital Partners II (Summit Co-Invest), LP ("ECP Summit Co-Invest" and together with ECP II, ECP II-A, ECP II-B and ECP II-C, the "ECP Funds"), collectively hold greater than a majority of the membership interest in Summit Midstream Partners, LLC ("Summit ") and are entitled to elect four of the five directors of Summit. Summit is the sole member of SMPH and as such, may be deemed to have indirect beneficial ownership of the common and subordinated units reported herein. Accordingly, ECP and the ECP Funds may be deemed to indirectly beneficially own the common units and subordinated units held by SMPH but disclaim beneficial ownership except to the extent of their pecuniary interest therein. |