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JPEP JP Energy Partners LP Common Units Representing Limited Partner Interests (delisted)

9.44
0.00 (0.00%)
14 Jun 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
JP Energy Partners LP Common Units Representing Limited Partner Interests (delisted) NYSE:JPEP NYSE Ordinary Share
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 9.44 0.00 01:00:00

Statement of Changes in Beneficial Ownership (4)

09/03/2017 10:26pm

Edgar (US Regulatory)


FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Welch Patrick Joseph
2. Issuer Name and Ticker or Trading Symbol

JP Energy Partners LP [ JPEP ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SEE REMARKS
(Last)          (First)          (Middle)

600 EAST LAS COLINAS BOULEVARD, SUITE 2000
3. Date of Earliest Transaction (MM/DD/YYYY)

3/8/2017
(Street)

IRVING, TX 75039
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON UNITS (LIMITED PARTNER INTERESTS)   3/8/2017     D (1)    21375   D   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
PHANTOM UNITS (WITH DERS)     (2) 3/8/2017     D   (2)       60333      (3)   (2) Common Units   60333     (2) 0   D    
SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)     (4) 3/8/2017     D   (4)       12376      (4)   (4) Common Units   12376     (4) 0   D    

Explanation of Responses:
( 1)  Converted into common units of American Midstream Partners, LP ("AMID") in connection with the merger of the issuer into a wholly-owned subsidiary of AMID effective on March 8, 2017 (the "Merger"). On March 7, 2017, the last trading day of the issuer's common units, the closing price of issuer common units was $9.44 per unit and the closing price of AMID's common units was $16.45 per unit. Each issuer common unit outstanding held by the reporting person was converted into 0.5775 AMID common units at the effective time of the Merger.
( 2)  Each phantom unit is the economic equivalent of one common unit and is accompanied by a distribution equivalent right, entitling the holder to an amount equal to any cash distributions paid on each of the issuer's common units payable in cash. The phantom units and associated dividend equivalent held by the reporting person were converted into the right to receive 0.5775 AMID phantom units and cash, respectively at the effective time of the Merger and are subject to the same terms and conditions as the issuer phantom units.
( 3)  The phantom units will vest in three equal annual installments commencing on each of the first, second and third anniversaries of the grant date.
( 4)  Each subordinated unit is the economic equivalent of one common unit. Each subordinated unit outstanding held by the reporting person was converted into the right to receive 0.5775 AMID common units at the effective time of the Merger.

Remarks:
The Reporting Person was Executive Vice President, Chief Financial Officer and director of JP Energy GP II LLC, the former general partner of the issuer (the "Former General Partner"). The Issuer was managed by the directors and executive officers of the Former General Partner until effectiveness of the Merger.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Welch Patrick Joseph
600 EAST LAS COLINAS BOULEVARD
SUITE 2000
IRVING, TX 75039
X
SEE REMARKS

Signatures
/s/ Patrick J. Welch 3/9/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.

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