0001104659-19-014961.txt : 20190314 0001104659-19-014961.hdr.sgml : 20190314 20190314213740 ACCESSION NUMBER: 0001104659-19-014961 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190312 FILED AS OF DATE: 20190314 DATE AS OF CHANGE: 20190314 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RADY PAUL M CENTRAL INDEX KEY: 0001234637 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38075 FILM NUMBER: 19682731 MAIL ADDRESS: STREET 1: 1625 17TH STREET CITY: DENVER STATE: CO ZIP: 80202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Antero Midstream Corp CENTRAL INDEX KEY: 0001623925 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 611748605 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1615 WYNKOOP STREET CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: (303) 357-7310 MAIL ADDRESS: STREET 1: 1615 WYNKOOP STREET CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Antero Midstream GP LP DATE OF NAME CHANGE: 20170505 FORMER COMPANY: FORMER CONFORMED NAME: Antero Resources Midstream Management LLC DATE OF NAME CHANGE: 20141031 4 1 a4.xml 4 X0306 4 2019-03-12 0 0001623925 Antero Midstream Corp AM 0001234637 RADY PAUL M 1615 WYNKOOP STREET DENVER CO 80202 1 1 1 0 Chief Executive Officer Common Shares representing limited partner interests 2019-03-12 4 D 0 815798 D 0 D Common Shares representing limited partner interests 2019-03-12 4 D 0 19180821 D 0 I See footnote Common Stock 2019-03-12 4 A 0 815798 A 815798 D Common Stock 2019-03-12 4 A 0 19180821 A 19180821 I See footnote Common Stock 2019-03-12 4 A 0 218984 A 1034782 D Common Stock 2019-03-12 4 A 0 8448196 A 9482978 D Common Stock 2019-03-12 4 A 0 165311 A 9648289 D On March 12, 2019, in connection with the conversion of Antero Midstream GP LP ("AMGP") from a limited partnership to a corporation named Antero Midstream Corporation ("New AM") under the laws of the State of Delaware, each common share representing limited partnership interests of AMGP was converted into one share of common stock of New AM ("New AM Common Stock"). Represents securities held by Mockingbird Investment, LLC ("Mockingbird"). The Reporting Person owns a 3.68% limited liability company interest in Mockingbird, and a trust under his control owns the remaining 96.32%. The Reporting Person disclaims beneficial ownership of all securities held by Mockingbird except to the extent of his pecuniary interest therein. Received in exchange for 194,152 common units representing limited partnership interests ("AM Common Units") of Antero Midstream Partners LP ("AM") pursuant to the Simplification Agreement (the "Simplification Agreement"), dated as of October 9, 2018, by and among the Issuer, AM and certain of their affiliates. Pursuant to the Simplification Agreement, holders of AM Common Units (other than Antero Resources Corporation) received, in exchange for each AM Common Unit held, (i) $3.415 in cash without interest and 1.6350 shares of New AM Common Stock, (ii) 1.8926 shares of New AM Common Stock, or (iii) $10.1364 in cash and 1.1279 shares of New AM Common Stock. Pursuant to the Simplification Agreement, each outstanding Series B Unit representing limited liability company interests ("Series B Units") in Antero IDR Holdings LLC was exchanged for 176.0041 shares of New AM Common Stock (the "Series B Exchange Shares"). The Series B Exchange Shares will be subject to the same vesting conditions to which the Series B Units were subject, with two-thirds fully vested and one-third, 2,816,065 shares of New AM Common Stock, scheduled to vest at December 31, 2019. Pursuant to the Simplification Agreement, each phantom unit issued by Antero Midstream Partners LP ("Phantom Unit") was converted into the right to receive 1.8926 restricted stock units (the "RSUs"), each settleable in one share of New AM Common Stock. The RSUs will be subject to the following vesting schedule: (i) 66,830 RSUs will vest as to one half on each of April 15, 2019 and April 15, 2020; and (ii) 98,481 RSUs will vest as to one third on each of April 15, 2019, April 15, 2020 and April 15, 2021. /s/ Alvyn A. Schopp, as attorney-in-fact for Paul M. Rady 2019-03-14