Hanley Michael C. 4

What Happened Michael C. Hanley, Executive Vice President & Chief Commercial Officer of Enterprise Products Partners L.P. (EPD), had multiple tranches of phantom units vest and convert into EPD common units on February 16, 2026. A total of 36,250 phantom units were settled into common units; 14,267 of those units were withheld to cover tax liabilities, resulting in cash withheld of approximately $524,313 (withholding price reported at $36.75 per unit). The transactions are reported as exercise/conversion of derivative securities (Transaction Code M) with tax-withholding disposals (Transaction Code F).

Key Details

• Transaction date: February 16, 2026; Form filed Feb 18, 2026 (filed within the usual 2-business-day window).
• Units converted (acquired): 8,750 + 10,000 + 9,375 + 8,125 = 36,250 phantom units converted to EPD common units.
• Units withheld for taxes (disposed): 3,444 + 3,935 + 3,690 + 3,198 = 14,267 units; total cash value withheld ≈ $524,313 at $36.75/unit.
• Some conversion entries show $0 proceeds for the derivative disposal lines — these reflect the vesting/settlement of phantom units into common units rather than a cash sale.
• Footnotes indicate these were phantom units (economic equivalent of one common unit) with varying original vesting schedules; settlement occurred upon vesting (see footnotes F1–F7). Power of attorney used to sign the form is on file (F8).
• Transaction codes: M = conversion/exercise of derivative (Rule 16b-3 exempt), F = shares delivered/withheld to pay tax liability.
• Shares owned after transaction: not specified in the provided excerpt of the Form 4.

Context This was a vesting/settlement of phantom equity awards and a cashless-type tax withholding (shares withheld rather than a cash payment) — a routine compensation event rather than an open-market buy or sale. Such conversions increase the insider’s reported equity position net of the withheld shares; they do not by themselves indicate a directional view on the stock.