09/20/2024 | Press release | Distributed by Public on 09/20/2024 15:18
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivate Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Global Infrastructure Investors II, LLC 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK, NY10105 |
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Global Infrastructure GP II, L.P. 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK, NY10105 |
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GIP Blue Holding GP, LLC 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK, NY10105 |
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GIP II Blue Holding, L.P. 1345 AVENUE OF THE AMERICAS, 30TH FLOOR NEW YORK, NY10105 |
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Global Infrastructure Investors II, LLC, By: /s/ Gregg Myers, Chief Financial Officer | 2024-09-20 |
**Signature of Reporting Person | Date |
Global Infrastructure GP II, L.P., By: Global Infrastructure Investors II, LLC, its general partner, By: /s/ Gregg Myers, Chief Financial Officer | 2024-09-20 |
**Signature of Reporting Person | Date |
GIP Blue Holding GP, LLC, By: /s/ William Brilliant, Manager | 2024-09-20 |
**Signature of Reporting Person | Date |
GIP II Blue Holding, L.P., By: GIP Blue Holding GP, LLC, its general partner, By: /s/ William Brilliant, Manager | 2024-09-20 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
(**) | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Reflects the cancellation for no consideration of Class B Shares in connection with the conversion of the Opco Class B Units into Class A Shares. |
(2) | Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the sole member of Hess Midstream GP LLC, which is the general partner of Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is a 50/50 joint venture between Hess Investments North Dakota LLC ("HINDL") and GIP II Blue Holding, L.P. ("Blue Holding"). As such, each of the foregoing entities may be deemed to beneficially own the securities held of record by Hess Midstream GP LP. Each such entity disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein. |
(3) | Represents securities held by Blue Holding. Global Infrastructure Investors II, LLC is the sole general partner of Global Infrastructure GP II, L.P., which is the sole member of GIP Blue Holding GP, LLC, which is the general partner of Blue Holding. As such, each of the foregoing entities may be deemed to beneficially own the securities held of record by Blue Holding. Each such entity disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. |
(4) | The Opco Class B Units may be converted at any time into Class A Shares on a one-to-one basis and have no expiration date. |