X0206 3/A 2020-09-07 2020-09-17 0 0001362705 Sanchez Midstream Partners LP SNMP 0001824033 SP Common Equity Subsidiary LLC 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001823864 SP Common Equity LLC 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001231922 SANCHEZ ANTONIO R III 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 1 0 1 0 0001060529 SANCHEZ ANTONIO R JR 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001638306 Sanchez Patricio D. 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 0001638428 Sanchez Eduardo Augusto 1360 POST OAK BOULEVARD, SUITE 2400 HOUSTON TX 77056 0 0 1 0 Common Units 4650439 D Pursuant to the terms and provisions of that certain Contribution and Exchange Agreement, by and among SP Common Equity LLC ("SPCE"), SP Capital Holdings, LLC ("SP Capital") and Stonepeak Catarina Holdings, LLC ("Stonepeak Catarina"), dated as of September 7, 2020 (the "Agreement"), Antonio R. Sanchez, Jr. and certain affiliates of Antonio R. Sanchez, Jr. (collectively, the "Sanchez Holders") irrevocably committed to contribute an aggregate of 4,650,439 Common Units to SP Common Equity Subsidiary LLC ("SPCE Sub") as partial consideration for units representing membership interests in SPCE. This amount includes 140,647 Common Units that are subject to vesting. SPCE Sub is a wholly owned subsidiary of SPCE. However, pursuant to the terms of the Agreement, upon completion of the contribution of Common Units by the Sanchez Holders to SPCE Sub, Stonepeak Catarina will become the sole member of SPCE Sub, and each of SP Capital and SPCE will have the right to certain cash receipts from the Class C Preferred Units and Common Units beneficially owned by Stonepeak Catarina (including Common Units irrevocably contributed to SPCE Sub). Stonepeak Catarina and its direct and indirect control persons separately filed a Form 4 on September 9, 2020, to report their acquisition of indirect beneficial ownership of the Common Units irrevocably committed to SPCE Sub by the Sanchez Holders on September 7, 2020. Each of Antonio R. Sanchez, Jr., Antonio R. Sanchez, III, Patricio D. Sanchez and Eduardo A. Sanchez are managing members of SPCE and share voting and dispositive power over the securities controlled by SPCE. SPCE is the sole member of SPCE Sub. Exhibit List: Exhibit 24.1 - Power of Attorney, Exhibit 24.2 - Power of Attorney and Exhibit 24.3 - Power of Attorney. This amendment is being filed solely to attach as exhibits the Powers of Attorney for Antonio R. Sanchez, Jr., Patricio D. Sanchez and Eduardo A. Sanchez, respectively. /s/ Antonio R. Sanchez, III, Attorney in fact of each natural person Reporting Owner, Managing Member of each non-natural person Reporting Owner 2020-09-17