0000899243-20-011061.txt : 20200421 0000899243-20-011061.hdr.sgml : 20200421 20200421163430 ACCESSION NUMBER: 0000899243-20-011061 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: Watkins Gary D. CENTRAL INDEX KEY: 0001605194 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37365 FILM NUMBER: 20805560 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 0 0001633651 Tallgrass Energy, LP TGE 0001605194 Watkins Gary D. 4200 W. 115TH STREET, SUITE 350 LEAWOOD KS 66211 0 1 0 0 See Remarks Class A Shares 2020-04-17 4 D 0 74044 22.45 D 185000 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, (i) 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 and (ii) as further described in the Merger Agreement, each equity participation share in the Issuer (an "EPS") held by the Reporting Person immediately prior to the Merger continued to remain outstanding, subject to the terms and conditions (including with respect to vesting and forfeiture) applicable to such award immediately prior to the Effective Time, provided that any performance-based vesting conditions were waived as of the Effective Time and such EPSs will be settled at the time provided in the applicable award agreement in an amount of cash per EPS equal to the "Fair Market Value" (as defined in the Tallgrass MLP GP, LLC Long-Term Incentive Plan) of a Class A Share on the date of settlement. Consists of (i) 35,000 EPSs which will vest on November 1, 2022, (ii) 75,000 EPSs which will vest on October 31, 2023, and (iii) 75,000 EPSs which will vest on October 31, 2024. Executive Vice President, Chief Financial Officer and Chief Accounting Officer /s/Christopher R. Jones, Attorney-in-Fact 2020-04-21