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4//SEC Filing

DEHAEMERS DAVID G JR 4

Accession 0001264556-18-000009

CIK 0001633651other

Filed

Oct 31, 8:00 PM ET

Accepted

Nov 1, 6:32 PM ET

Size

10.1 KB

Accession

0001264556-18-000009

Insider Transaction Report

Form 4
Period: 2018-11-01
DEHAEMERS DAVID G JR
DirectorPresident and CEO10% Owner
Transactions
  • Purchase

    Class A Shares

    2018-11-01$21.24/sh+16,777$356,3431,786,319 total(indirect: See Footnote)
Holdings
  • Class B shares

    (indirect: See Footnotes)
    29,697,863
  • Units in Tallgrass Equity, LLC

    (indirect: See Footnotes)
    Class A Shares (29,697,863 underlying)
    29,697,863
Footnotes (6)
  • [F1]The price reported in Column 4 is a weighted average price. The Class A shares were purchased in multiple transactions at prices ranging from $21.20 to $21.30. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Class A shares purchased at each separate price within the range set forth in this footnote.
  • [F2]The Reporting Person indirectly owns the Class A Shares reported herein through the David G. Dehaemers, Jr. Revocable Trust, dated April 26, 2006 (the "Dehaemers Revocable Trust"), for which the reporting person serves as Trustee. The Reporting Person disclaims beneficial ownership of the Class A Shares reported herein except to the extent of his pecuniary interest therein.
  • [F3]Beneficial ownership of 29,416,692 Class B Shares of the Issuer ("Class B Shares") and 29,416,692 Units representing limited liability company interests (the "Units") in Tallgrass Equity, LLC ("Tallgrass Equity") referred to herein is held of record by Tallgrass KC, LLC, a private Delaware limited liability company ("Tallgrass KC") and is being reported hereunder solely because the Reporting Person may be deemed to beneficially own such securities as a result of his status as the sole manager of Tallgrass KC. Beneficial ownership of the remaining 281,171 Class B Shares and 281,171 Units of Tallgrass Equity referred to herein is held of record by the Dehaemers Revocable Trust and is being reported hereunder solely because the Reporting Person may be deemed to beneficially own such securities as a result of his status as the Trustee of the Dehaemers Revocable Trust.
  • [F4]Pursuant to the Second Amended and Restated Agreement of Limited Partnership of the Issuer dated July 1, 2018 and the Second Amended and Restated Limited Liability Company Agreement of Tallgrass Equity dated May 12, 2015, Tallgrass KC and the Dehaemers Revocable Trust each have the right, from time to time, at their sole election, to immediately exchange their Class B Shares and an equivalent number of Units for a like number of Class A Shares, subject to certain thresholds regarding the number of Class B Shares and Units to be exchanged. As a result, the Reporting Person may be deemed to beneficially own the Class A Shares receivable upon exercise by Tallgrass KC or the Dehaemers Revocable Trust as a result of their respective exchange rights.
  • [F5]The Reporting Person disclaims beneficial ownership of the securities held by Tallgrass KC and the Dehaemers Revocable Trust, except to the extent of his pecuniary interest therein.
  • [F6]The Units in Tallgrass Equity, collectively with the Class B Shares, constitute derivative securities as described herein.

Issuer

Tallgrass Energy, LP

CIK 0001633651

Entity typeother

Related Parties

1
  • filerCIK 0001264556

Filing Metadata

Form type
4
Filed
Oct 31, 8:00 PM ET
Accepted
Nov 1, 6:32 PM ET
Size
10.1 KB