Enterprise Products Co 4

Research Summary

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Updated

EPD 10% Owner Randa D. Williams Exercises Phantom Units, Withholds 189,667

What Happened

  • Randa D. Williams (reported as a 10% owner) had 482,000 phantom units vest on Feb 16, 2026 and those units were settled in exchange for 482,000 Enterprise Products Partners L.P. (EPD) common units.
  • To cover tax obligations, 189,667 of those common units were withheld/ surrendered at $36.75 per unit, generating $6,970,262 in tax withholding. The net new units added to her holdings from this vesting event were 292,333 units (482,000 vested − 189,667 withheld).
  • This was not an open-market buy or sell for investment purposes: it was a vesting/settlement of phantom units (derivative award) with a share-withholding to satisfy taxes.

Key Details

  • Transaction date: 2026-02-16; Form filed: 2026-02-18 (filed timely).
  • Exercise/settlement code: M (exercise/conversion of derivative/phantom units); Tax/withholding code: F (shares delivered/withheld to pay tax liability).
  • Withheld shares: 189,667 at $36.75 each = $6,970,262 withheld for taxes.
  • Phantom units: 482,000 vested and converted to common units (footnote F15: phantom units expired on vesting and were exchanged for equal number of EPD common units).
  • Shares owned after the transaction are not specified in the excerpt; numerous footnotes indicate many units are held through trusts and affiliates and Ms. Williams disclaims beneficial ownership of certain trust/entity holdings (see F1–F14 and F2/F3 specifics).

Context

  • This was effectively a vesting/settlement event, not a purchase; the withholding of shares to satisfy taxes is a routine, non-market-sale disposition (common in equity compensation).
  • As a reported 10% owner, Ms. Williams has complex holdings via trusts and affiliated entities and disclaims beneficial ownership of many of those holdings except to the extent of any pecuniary interest.
  • Transaction codes: M = exercise/conversion of derivative security; F = delivery/withholding of securities to pay exercise price or tax liability.