0000899243-20-011059.txt : 20200421 0000899243-20-011059.hdr.sgml : 20200421 20200421163102 ACCESSION NUMBER: 0000899243-20-011059 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200417 FILED AS OF DATE: 20200421 DATE AS OF CHANGE: 20200421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cook Roy Nolan CENTRAL INDEX KEY: 0001586999 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37365 FILM NUMBER: 20805513 MAIL ADDRESS: STREET 1: 6640 W. 143RD STREET, SUITE 200 CITY: OVERLAND PARK STATE: KS ZIP: 66223 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tallgrass Energy, LP CENTRAL INDEX KEY: 0001633651 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4200 W. 115TH STREET, SUITE 350 CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: 913-928-6060 MAIL ADDRESS: STREET 1: 4200 W. 115TH STREET, SUITE 350 CITY: LEAWOOD STATE: KS ZIP: 66211 FORMER COMPANY: FORMER CONFORMED NAME: Tallgrass Energy GP, LP DATE OF NAME CHANGE: 20150211 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-04-17 1 0001633651 Tallgrass Energy, LP TGE 0001586999 Cook Roy Nolan 4200 W. 115TH STREET, SUITE 350 LEAWOOD KS 66211 1 0 0 0 Class A Shares 2020-04-17 4 D 0 120165 22.45 D 3000 D Class A Shares 2020-04-21 4 D 0 3000 22.45 D 0 D The Reporting Person ceased to beneficially own the Class A shares representing limited partner interests ("Class A Shares") in the Issuer reported herein at the Effective Time (as defined below) of the merger (the "Merger") of Prairie Private Acquiror LP, a Delaware limited partnership ("Buyer"), with and into the Issuer, with the Issuer surviving the merger and continuing to exist as a Delaware limited partnership. The Merger was effected pursuant to the Agreement and Plan of Merger, dated as of December 16, 2019 (the "Merger Agreement"), by and among the Issuer, Tallgrass Energy GP, LLC, a Delaware limited liability company, Buyer and Prairie Merger Sub LLC, a Delaware limited liability company and wholly-owned subsidiary of Buyer ("Merger Sub"). The Merger closed and was effective at 7:02 a.m., Central Time, on April 17, 2020 (the "Effective Time"). (Continued from Footnote 1) At the Effective Time, each Class A Share held by the Reporting Person immediately prior to the Merger converted into the right to receive $22.45 per Class A Share in cash without any interest thereon. On April 17, 2020, as a result of the transaction described in Footnotes 1 and 2, 3,000 equity participation shares in the Issuer ("EPSs") held by the Reporting Person automatically vested. The vested EPSs were settled with the Reporting Person on April 21, 2020 in an amount of cash per EPS equal to $22.45, the price paid per Class A Share under the Merger Agreement, in accordance with the Tallgrass MLP GP, LLC Long-Term Incentive Plan and the award agreement governing such EPSs. /s/Christopher R. Jones, Attorney-in-Fact 2020-04-21