4//SEC Filing
Roles Mark B 4
Accession 0001213900-23-080052
CIK 0001126975other
Filed
Sep 26, 8:00 PM ET
Accepted
Sep 27, 9:40 PM ET
Size
11.0 KB
Accession
0001213900-23-080052
Insider Transaction Report
Form 4
Roles Mark B
Senior Vice President
Transactions
- Disposition to Issuer
Common Units
2023-09-25−3,578→ 0 total - Disposition to Issuer
Phantom Units
2023-09-25−22,756→ 0 total→ Common Units (22,756 underlying) - Disposition to Issuer
Phantom Units
2023-09-25−45,516→ 0 total→ Common Units (45,516 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of May 14, 2023 (the "Merger Agreement"), by and among ONEOK, Inc. ("ONEOK"), Otter Merger Sub LLC, and Magellan Midstream Partners, L.P. ("Magellan"), each unit of Magellan (the "Magellan Unit") issued and outstanding immediately prior to the time of the merger became effective (the "Effective Time"), was converted into the right to receive 0.667 shares of ONEOK common stock (the "ONEOK Common Stock"). On September 25, 2023, the closing price of one share of ONEOK common stock was $66.54.
- [F2]Pursuant to the Merger Agreement, each award of phantom units of Magellan ("Magellan Award") based solely on the passage of time that was outstanding at the Effective Time was assumed by ONEOK and converted, on the same terms and conditions of such Magellan Award, into a restricted stock unit award of ONEOK equal to the product obtained by multiplying (x) the number of Magellan Units underlying the Magellan Award by (y) the Equity Exchange Ratio (as defined in the Merger Agreement) and rounded up or down to the nearest whole share of ONEOK Common Stock.
- [F3]Pursuant to the Merger Agreement, each Magellan Award based on performance metrics that was outstanding at the Effective Time was assumed by ONEOK and converted, on the same terms and conditions of such Magellan Award, into a restricted stock unit award of ONEOK equal to the product obtained by multiplying (x) the number of Magellan Units underlying the Magellan Award, assuming achievement of the applicable performance-based vesting condition at the maximum level, by (y) the Equity Exchange Ratio (as defined in the Merger Agreement) and rounded up or down to the nearest whole share of ONEOK Common Stock.
Documents
Issuer
Magellan Midstream Partners, L.P.
CIK 0001126975
Entity typeother
Related Parties
1- filerCIK 0001863518
Filing Metadata
- Form type
- 4
- Filed
- Sep 26, 8:00 PM ET
- Accepted
- Sep 27, 9:40 PM ET
- Size
- 11.0 KB