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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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
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 (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Inergy GP, LLC TWO BRUSH CREEK BOULEVARD SUITE 200 KANSAS CITY, MO 64112 |
X | General Partner of NRGY | ||
Inergy Holdings GP, LLC TWO BRUSH CREEK BLVD. SUITE 200 KANSAS CITY, MO 64112 |
General Partner | |||
INERGY HOLDINGS, L.P. TWO BRUSH CREEK BLVD. SUITE 200 KANSAS CITY, MO 64112 |
Parent | |||
INERGY L P TWO BRUSH CREEK BOULEVARD SUITE 200 KANSAS CITY, MO 64112 |
X |
/s/ Judy R. Riddle (attorney-in-fact) for John J. Sherman, President and Chief Executive Officer of Inergy GP, LLC | 12/22/2011 | |
**Signature of Reporting Person | Date | |
/s/ Judy R. Riddle (attorney-in-fact) for John J. Sherman, President and Chief Executive Officer of Inergy GP, LLC on behalf of Inergy, L.P. | 12/22/2011 | |
**Signature of Reporting Person | Date | |
/s/ Judy R. Riddle (attorney-in-fact) for John J. Sherman, President and Chief Executive Officer of Inergy Holdings GP, LLC, on behalf of Inergy Holdings, L.P. | 12/22/2011 | |
**Signature of Reporting Person | Date | |
/s/ Judy R. Riddle (attorney-in-fact) for John J. Sherman, President and Chief Executive Officer of Inergy Holdings GP, LLC | 12/22/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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) | This Form 4 is jointly filed by Inergy, L.P. ("NRGY"), Inergy GP, LLC, Inergy Holdings, L.P. and Inergy Holdings GP, LLC. |
(2) | As of December 21, 2011, (i) Inergy GP, LLC is the general partner of NRGY, (ii) Inergy Holdings, L.P. owns all of the membership interests in Inergy GP, LLC and (iii) Inergy Holdings GP, LLC is the general partner of Inergy Holdings, L.P. Inergy GP, LLC may be deemed to share beneficial ownership of NRGY's interest in the Issuer through its ability to control NRGY. Inergy Holdings, L.P. may be deemed to share beneficial ownership of NRGY's interest in the Issuer through its ability to control Inergy GP, LLC. Inergy Holdings GP, LLC may be deemed to share beneficial ownership of NRGY's interest in the Issuer through its ability to control Inergy Holdings, L.P. |
(3) | Pursuant to the Contribution, Conveyance and Assumption Agreement by and among Inergy GP, LLC, NRGY, Inergy Propane, LLC, MGP GP, LLC, Inergy Midstream Holdings, L.P., NRGM GP, LLC and the Issuer, dated December 21, 2011, NRGY received 55,925,000 Common Units, representing a 75.2 % limited partner interest, in connection with the closing of the initial public offering of the Issuer's Common Units. |
(4) | Inergy GP, LLC, Inergy Holdings, L.P. and Inergy Holdings GP, LLC disclaim beneficial ownership of the reported securities in excess of such entity's pecuniary interest in the securities. |