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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 | |
EMG NGL HC LLC C/O THE ENERGY & MINERALS GROUP 811 MAIN ST., SUITE 4200 HOUSTON, TX 77002 |
X | |||
NGP Midstream & Resources, L.P. C/O THE ENERGY & MINERALS GROUP 811 MAIN ST., SUITE 4200 HOUSTON, TX 77002 |
X | |||
NGP MR, L.P. C/O THE ENERGY & MINERALS GROUP 811 MAIN ST., SUITE 4200 HOUSTON, TX 77002 |
X | |||
NGP MR GP, LLC C/O THE ENERGY & MINERALS GROUP 811 MAIN ST., SUITE 4200 HOUSTON, TX 77002 |
X | |||
RAYMOND JOHN T C/O THE ENERGY & MINERALS GROUP 811 MAIN ST., SUITE 4200 HOUSTON, TX 77002 |
X | |||
Calvert John G. C/O THE ENERGY & MINERALS GROUP 811 MAIN ST., SUITE 4200 HOUSTON, TX 77002 |
X |
EMG NGL HC, LLC By: NGP Midstream & Resources, L.P., its Member By: NGP MR, LP, its general partner By: NGP MR GP, LLC, its general partner /s/ John T. Raymond John Chief Executive Officer and Managing Partner | 06/07/2013 | |
**Signature of Reporting Person | Date | |
/s/ John G. Calvert Chief Operating Officer and Managing Partner | 06/10/2013 | |
**Signature of Reporting Person | Date | |
NGP Midstream & Resources, L.P. By: NGP MR, LP, its general partner By: NGP MR GP, LLC, its general partner /s/ John T. Raymond Chief Executive Officer and Managing Partner | 06/07/2013 | |
**Signature of Reporting Person | Date | |
/s/ John G. Calvert Chief Operating Officer and Managing Partner | 06/10/2013 | |
**Signature of Reporting Person | Date | |
NGP MR, L.P. By: NGP MR GP, LLC, its general partner /s/ John T. Raymond Chief Executive Officer and Managing Partner | 06/07/2013 | |
**Signature of Reporting Person | Date | |
/s/ John G. Calvert Chief Operating Officer and Managing Partner | 06/10/2013 | |
**Signature of Reporting Person | Date | |
NGP MR GP, LLC /s/ John T. Raymond Chief Executive Officer and Managing Partner | 06/07/2013 | |
**Signature of Reporting Person | Date | |
/s/ John G. Calvert Chief Operating Officer and Managing Partner | 06/10/2013 | |
**Signature of Reporting Person | Date | |
/s/ John T. Raymond | 06/07/2013 | |
**Signature of Reporting Person | Date | |
/s/ John G. Calvert | 06/10/2013 | |
**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). |
Remarks: This Form 4 is being filed jointly by EMG NGL HC, LLC ("EMG NGL HC"), NGP Midstream & Resources, L.P. ("EMG Fund I"), NGP MR, LP ("EMG Fund I GP"), NGP MR GP, LLC ("Ultimate GP"), John T. Raymond and John G. Calvert (collectively, the "Reporting Persons"). Pursuant to the Limited Liability Company Agreement of Ultimate GP, dated February 16, 2007, John T. Raymond, as the Chief Executive Officer and Managing Partner, and John G. Calvert, as the Chief Operating Officer and Managing Partner, are the only officers of Ultimate GP, and they may not be removed nor may additional officers be appointed without unanimous consent of the members of Ultimate GP. Ultimate GP is the general partner of EMG Fund I GP. EMG Fund I GP is the general partner of EMG Fund I. EMG Fund I owns a 65% interest in EMG NGL HC. The Reporting Persons may be deemed members of a "group" for purposes of Section 13(d) of the Exchange Act. The filing of this report and the inclusion of information herein shall not be considered an admission that any Reporting Person is in fact a member of such a "group" or that such Reporting Person has any liability or obligation under Section 16(b) of the Exchange Act in connection with any such "group" or that for purposes of Section 16 or any other purpose, such Reporting Person is the beneficial owner of any securities in which such Reporting Person does not have a pecuniary interest. |