Rice Energy 2016 Irrevocable Trust 4
4 · EQT RE, LLC · Filed Nov 13, 2017
Insider Transaction Report
Form 4
EQT RE, LLCRICE
Rice Energy 2016 Irrevocable Trust
10% Owner
Transactions
- Other
Common Stock
2017-11-08+1,719,733→ 31,519,733 total - Disposition to Issuer
Common Stock
2017-11-13−31,519,733→ 0 total
Footnotes (3)
- [F1]The Reporting Person was a member of Rice Energy Holdings LLC, a Delaware limited liability company ("Rice Holdings"). On November 8, 2017, Rice Holdings made a pro rata distribution to its members, including 1,719,733 shares of common stock of the Issuer to the Reporting Person. This transaction is exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-9 promulgated thereunder.
- [F2]On November 13, 2017, pursuant to the Agreement and Plan of Merger dated as of June 19, 2017 (the "Merger Agreement"), by and among the Issuer, EQT Corporation ("EQT") and Eagle Merger Sub I, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving entity and as a wholly owned indirect subsidiary of EQT.
- [F3]Pursuant to the Merger Agreement, each share of Issuer common stock issued and outstanding immediately prior to the effective time of the Merger was converted at such time into the right to receive: (A) 0.37 shares of EQT common stock, and (B) $5.30 in cash, without interest.