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Blackstone Management Associates VI L.L.C.

Disclosed activity across 12 companies

Tapewire entity
15460
SEC CIK
0001556089

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
EXPAND ENERGY CorpCHK · Entity 321310% ownerAugust 02, 2022August 08, 2022

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes1,165,899 Reported balance Holding disclosure · report date 2022-08-02 · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · Balance 1,165,899

F1: Reflects securities directly held by BX Vine Intermediate Holdco L.P.

F3: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F4: (Continued from Footnote 3) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F7: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes11,500,000 Reported balance Holding disclosure · report date 2022-08-02 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 11,500,000

F2: Reflects securities directly held by BX Vine ML Holdco L.P. BX Vine ML Holdco GP L.L.C. is the general partner of BX Vine ML Holdco L.P.

F3: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F4: (Continued from Footnote 3) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F7: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

Filing footnotes · ownership attribution and instrument terms

F1: Reflects securities directly held by BX Vine Intermediate Holdco L.P.

F2: Reflects securities directly held by BX Vine ML Holdco L.P. BX Vine ML Holdco GP L.L.C. is the general partner of BX Vine ML Holdco L.P.

F3: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F4: (Continued from Footnote 3) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F7: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3.

Past disclosures · reporting ended (11)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2022-10-05. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2022-10-03 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-10-03 · Disposition to issuer · Disposed 59,040,668 · Balance 0

F1: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F2: These securities are directly held by BCP Summit Holdings L.P. The general partner of BCP Summit Holdings L.P. is BCP Summit Holdings GP L.L.C. The general partner of BCP Summit Holdings GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. ("Blackstone").

F7: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2022-10-03 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2022-10-03 · Disposition to issuer · Disposed 5,434 · Balance 0

F1: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F3: These securities are directly held by BFIP Summit Holdings L.P. The general partner of BFIP Summit Holdings L.P. is BFIP Summit Holdings GP L.L.C. The general partner of BFIP Summit Holdings GP L.L.C. is BCP VI Side-by-Side GP L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. ("Blackstone").

F7: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2022-10-03 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2022-10-03 · Disposition to issuer · Disposed 574,151 · Balance 0

F1: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F4: These securities are directly held by GSO COF Facility LLC.

F6: The collateral manager of GSO COF Facility LLC is Blackstone Alternative Credit Advisors LP. GSO Advisor Holdings L.L.C. is the special limited partner of Blackstone Alternative Credit Advisors LP with the investment and voting power over the securities beneficially owned by Blackstone Alternative Credit Advisors LP. The sole member of GSO Advisor Holdings L.L.C. is Blackstone Holdings I L.P. The general partner of Blackstone Holdings I L.P. is Blackstone Holdings I/II GP L.L.C. The sole member of Blackstone Holdings I/II GP L.L.C. is Blackstone.

F7: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F2: These securities are directly held by BCP Summit Holdings L.P. The general partner of BCP Summit Holdings L.P. is BCP Summit Holdings GP L.L.C. The general partner of BCP Summit Holdings GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F3: These securities are directly held by BFIP Summit Holdings L.P. The general partner of BFIP Summit Holdings L.P. is BFIP Summit Holdings GP L.L.C. The general partner of BFIP Summit Holdings GP L.L.C. is BCP VI Side-by-Side GP L.L.C.

F4: These securities are directly held by GSO COF Facility LLC.

F5: Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. ("Blackstone").

F6: The collateral manager of GSO COF Facility LLC is Blackstone Alternative Credit Advisors LP. GSO Advisor Holdings L.L.C. is the special limited partner of Blackstone Alternative Credit Advisors LP with the investment and voting power over the securities beneficially owned by Blackstone Alternative Credit Advisors LP. The sole member of GSO Advisor Holdings L.L.C. is Blackstone Holdings I L.P. The general partner of Blackstone Holdings I L.P. is Blackstone Holdings I/II GP L.L.C. The sole member of Blackstone Holdings I/II GP L.L.C. is Blackstone.

F7: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Section 16 reporting ended · disclosed 2020-09-29. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common UnitsSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2020-09-24 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2020-09-24 · Other · Disposed 203,240,752 · Balance 0

F1: On September 24, 2020, BX CQP SuperHoldCo Holdings Manager L.L.C., BX CQP Common Holdco Holdings Manager L.L.C. and BX Rockies Platform Co Holdings Manager L.L.C. completed the sale (the "Transaction") of all of the limited liability company interests in BX CQP Target Holdco L.L.C. ("BX CQP Target Holdco") to (i) BIP Chinook Holdco L.L.C., a Delaware limited liability company ("Blackstone Infrastructure Partners"), and (ii) BIF IV Cypress Aggregator (Delaware) LLC ("Brookfield Infrastructure") for an aggregate consideration of $6,503,704,064.00, which may be increased to an aggregate amount of $6,960,995,756.00 based on the satisfaction by the Issuer of certain conditions.

F2: Following the closing of the Transaction, Blackstone Infrastructure Partners and Brookfield Infrastructure directly own 50.01% and 49.99% of the equity interests in BX CQP Target Holdco, respectively, and may be deemed to share beneficial ownership of all of the Common Units that may be deemed to be beneficially owned by BX CQP Target Holdco. As a result of the Transaction, the Reporting Persons do not have a pecuniary interest in and may no longer be deemed to beneficially own the Common Units held of record by BX Rockies Platform Co LLC ("BX Rockies"), Blackstone CQP Common Holdco L.P. ("Blackstone CQP Common Holdco") and Blackstone CQP Holdco LP ("Blackstone CQP Holdco").

F3: Prior to the Transaction, the Reporting Persons were deemed to share beneficial ownership of 2,250,419 Common Units held of record by BX Rockies; 2,011,447 Common Units held of record by Blackstone CQP Common Holdco; and 198,978,886 Common Units held of record by Blackstone CQP Holdco.

Filing footnotes · ownership attribution and instrument terms

F1: On September 24, 2020, BX CQP SuperHoldCo Holdings Manager L.L.C., BX CQP Common Holdco Holdings Manager L.L.C. and BX Rockies Platform Co Holdings Manager L.L.C. completed the sale (the "Transaction") of all of the limited liability company interests in BX CQP Target Holdco L.L.C. ("BX CQP Target Holdco") to (i) BIP Chinook Holdco L.L.C., a Delaware limited liability company ("Blackstone Infrastructure Partners"), and (ii) BIF IV Cypress Aggregator (Delaware) LLC ("Brookfield Infrastructure") for an aggregate consideration of $6,503,704,064.00, which may be increased to an aggregate amount of $6,960,995,756.00 based on the satisfaction by the Issuer of certain conditions.

F2: Following the closing of the Transaction, Blackstone Infrastructure Partners and Brookfield Infrastructure directly own 50.01% and 49.99% of the equity interests in BX CQP Target Holdco, respectively, and may be deemed to share beneficial ownership of all of the Common Units that may be deemed to be beneficially owned by BX CQP Target Holdco. As a result of the Transaction, the Reporting Persons do not have a pecuniary interest in and may no longer be deemed to beneficially own the Common Units held of record by BX Rockies Platform Co LLC ("BX Rockies"), Blackstone CQP Common Holdco L.P. ("Blackstone CQP Common Holdco") and Blackstone CQP Holdco LP ("Blackstone CQP Holdco").

F3: Prior to the Transaction, the Reporting Persons were deemed to share beneficial ownership of 2,250,419 Common Units held of record by BX Rockies; 2,011,447 Common Units held of record by Blackstone CQP Common Holdco; and 198,978,886 Common Units held of record by Blackstone CQP Holdco.

Section 16 reporting ended · disclosed 2019-11-04. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-11-04 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2019-11-04 · Sale · Disposed 6,844,929 · Balance 0

F1: This amount represents the $35.54 sale price per share of the Issuer's common stock, having par value of $0.001 per share (the "Common Stock") received by the Reporting Persons in connection with a secondary block trade which closed on November 4, 2019.

F2: These securities are directly held by Blackstone Capital Partners VI L.P.

F5: The general partner of Blackstone Capital Partners VI L.P. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI-ESC L.P. is BCP VI Side-by-Side GP L.L.C. The sole member of each of BCP VI Side-by-Side GP L.L.C. and BMA VI L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of the Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares reported herein directly or indirectly controlled by it or him, but each (other than the Blackstone Entities to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-11-04 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2019-11-04 · Sale · Disposed 17,137 · Balance 0

F1: This amount represents the $35.54 sale price per share of the Issuer's common stock, having par value of $0.001 per share (the "Common Stock") received by the Reporting Persons in connection with a secondary block trade which closed on November 4, 2019.

F3: These securities are directly held by Blackstone Family Investment Partnership VI-ESC L.P

F5: The general partner of Blackstone Capital Partners VI L.P. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI-ESC L.P. is BCP VI Side-by-Side GP L.L.C. The sole member of each of BCP VI Side-by-Side GP L.L.C. and BMA VI L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of the Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares reported herein directly or indirectly controlled by it or him, but each (other than the Blackstone Entities to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-11-04 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2019-11-04 · Sale · Disposed 2,479 · Balance 0

F1: This amount represents the $35.54 sale price per share of the Issuer's common stock, having par value of $0.001 per share (the "Common Stock") received by the Reporting Persons in connection with a secondary block trade which closed on November 4, 2019.

F4: These securities were directly held by Blackstone Management Partners L.L.C. (collectively with Blackstone Capital Partners VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P., the "Blackstone Entities"), an indirect subsidiary of The Blackstone Group Inc.

F5: The general partner of Blackstone Capital Partners VI L.P. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI-ESC L.P. is BCP VI Side-by-Side GP L.L.C. The sole member of each of BCP VI Side-by-Side GP L.L.C. and BMA VI L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of the Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares reported herein directly or indirectly controlled by it or him, but each (other than the Blackstone Entities to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Filing footnotes · ownership attribution and instrument terms

F1: This amount represents the $35.54 sale price per share of the Issuer's common stock, having par value of $0.001 per share (the "Common Stock") received by the Reporting Persons in connection with a secondary block trade which closed on November 4, 2019.

F2: These securities are directly held by Blackstone Capital Partners VI L.P.

F3: These securities are directly held by Blackstone Family Investment Partnership VI-ESC L.P

F4: These securities were directly held by Blackstone Management Partners L.L.C. (collectively with Blackstone Capital Partners VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P., the "Blackstone Entities"), an indirect subsidiary of The Blackstone Group Inc.

F5: The general partner of Blackstone Capital Partners VI L.P. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI-ESC L.P. is BCP VI Side-by-Side GP L.L.C. The sole member of each of BCP VI Side-by-Side GP L.L.C. and BMA VI L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of the Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares reported herein directly or indirectly controlled by it or him, but each (other than the Blackstone Entities to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Section 16 reporting ended · disclosed 2019-09-23. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes6,826,977 Reported balance After 2019-09-20 transaction · row 1 Holding and transaction disclosures are not merged.
1 source row

Row 1 · 2019-09-20 · Conversion · Acquired 6,817,706 · Balance 6,826,977

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F13: Includes Common Stock delivered by the Issuer to the Partnership on September 20, 2019 representing the shares underlying accrued dividends on the Preferred Stock (12,443 common shares).

F2: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes13,471 Reported balance After 2019-09-20 transaction · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · 2019-09-20 · Conversion · Acquired 13,453 · Balance 13,471

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F13: Includes Common Stock delivered by the Issuer to the Partnership on September 20, 2019 representing the shares underlying accrued dividends on the Preferred Stock (12,443 common shares).

F3: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes2,315,530 Reported balance After 2019-09-20 transaction · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · 2019-09-20 · Conversion · Acquired 2,312,386 · Balance 2,315,530

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F13: Includes Common Stock delivered by the Issuer to the Partnership on September 20, 2019 representing the shares underlying accrued dividends on the Preferred Stock (12,443 common shares).

F4: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes7,978 Reported balance After 2019-09-20 transaction · row 4 Holding and transaction disclosures are not merged.
1 source row

Row 4 · 2019-09-20 · Conversion · Acquired 7,968 · Balance 7,978

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F13: Includes Common Stock delivered by the Issuer to the Partnership on September 20, 2019 representing the shares underlying accrued dividends on the Preferred Stock (12,443 common shares).

F5: These securities are directly held by BTO NCR Holdings - ESC L.P. ("BTO ESC" and, together with NCR Holdco, BCP VI and BTO NCR, the "Partnerships").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes6,795,946 Reported balance After 2019-09-20 transaction · row 5 Holding and transaction disclosures are not merged.
1 source row

Row 5 · 2019-09-20 · Other · Disposed 31,031 · Balance 6,795,946

F14: On September 20, 2019, the Partnerships distributed (the "In-Kind Distribution") 33,990 of the Converted Shares ultimately to certain individuals (including Stephen A. Schwarzman) in respect of their indirect interest in such entities.

F2: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes13,409 Reported balance After 2019-09-20 transaction · row 6 Holding and transaction disclosures are not merged.
1 source row

Row 6 · 2019-09-20 · Other · Disposed 62 · Balance 13,409

F14: On September 20, 2019, the Partnerships distributed (the "In-Kind Distribution") 33,990 of the Converted Shares ultimately to certain individuals (including Stephen A. Schwarzman) in respect of their indirect interest in such entities.

F3: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes2,312,643 Reported balance After 2019-09-20 transaction · row 7 Holding and transaction disclosures are not merged.
1 source row

Row 7 · 2019-09-20 · Other · Disposed 2,887 · Balance 2,312,643

F14: On September 20, 2019, the Partnerships distributed (the "In-Kind Distribution") 33,990 of the Converted Shares ultimately to certain individuals (including Stephen A. Schwarzman) in respect of their indirect interest in such entities.

F4: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes7,968 Reported balance After 2019-09-20 transaction · row 8 Holding and transaction disclosures are not merged.
1 source row

Row 8 · 2019-09-20 · Other · Disposed 10 · Balance 7,968

F14: On September 20, 2019, the Partnerships distributed (the "In-Kind Distribution") 33,990 of the Converted Shares ultimately to certain individuals (including Stephen A. Schwarzman) in respect of their indirect interest in such entities.

F5: These securities are directly held by BTO NCR Holdings - ESC L.P. ("BTO ESC" and, together with NCR Holdco, BCP VI and BTO NCR, the "Partnerships").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 10 Holding and transaction disclosures are not merged.
1 source row

Row 10 · 2019-09-20 · Sale · Disposed 6,795,946 · Balance 0

F16: On September 20, 2019, the Partnerships sold the balance of the Converted Shares held by them (9,129,966 shares) in an underwritten block trade in the open market with a settlement date of September 20, 2019 and at a purchase price to the public per share of $32.75.

F2: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 11 Holding and transaction disclosures are not merged.
1 source row

Row 11 · 2019-09-20 · Sale · Disposed 13,409 · Balance 0

F16: On September 20, 2019, the Partnerships sold the balance of the Converted Shares held by them (9,129,966 shares) in an underwritten block trade in the open market with a settlement date of September 20, 2019 and at a purchase price to the public per share of $32.75.

F3: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 12 Holding and transaction disclosures are not merged.
1 source row

Row 12 · 2019-09-20 · Sale · Disposed 2,312,643 · Balance 0

F16: On September 20, 2019, the Partnerships sold the balance of the Converted Shares held by them (9,129,966 shares) in an underwritten block trade in the open market with a settlement date of September 20, 2019 and at a purchase price to the public per share of $32.75.

F4: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 13 Holding and transaction disclosures are not merged.
1 source row

Row 13 · 2019-09-20 · Sale · Disposed 7,968 · Balance 0

F16: On September 20, 2019, the Partnerships sold the balance of the Converted Shares held by them (9,129,966 shares) in an underwritten block trade in the open market with a settlement date of September 20, 2019 and at a purchase price to the public per share of $32.75.

F5: These securities are directly held by BTO NCR Holdings - ESC L.P. ("BTO ESC" and, together with NCR Holdco, BCP VI and BTO NCR, the "Partnerships").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes17,170 Reported balance Holding disclosure · report date 2019-09-20 · row 9 Holding and transaction disclosures are not merged.
1 source row

Row 9 · Balance 17,170

F15: These securities are directly held by Stephen A. Schwarzman. These shares reflect Common Stock distributed to Stephen A. Schwarzman in the In-Kind Distribution that were previously indirectly beneficially owned by him.

F16: On September 20, 2019, the Partnerships sold the balance of the Converted Shares held by them (9,129,966 shares) in an underwritten block trade in the open market with a settlement date of September 20, 2019 and at a purchase price to the public per share of $32.75.

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

F11: On September 20, 2019, the Issuer repurchased 237,672.8 shares of the Preferred Stock held by the Partnerships for an aggregate purchase price of $302 million in a privately negotiated transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes204,533.24 Reported balance After 2019-09-20 transaction · row 14 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 14 · 2019-09-20 · Sale · Disposed 177,061.76 · Balance 204,533.24

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F11: On September 20, 2019, the Issuer repurchased 237,672.8 shares of the Preferred Stock held by the Partnerships for an aggregate purchase price of $302 million in a privately negotiated transaction.

F2: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes403.6 Reported balance After 2019-09-20 transaction · row 15 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 15 · 2019-09-20 · Sale · Disposed 349.4 · Balance 403.6

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F11: On September 20, 2019, the Issuer repurchased 237,672.8 shares of the Preferred Stock held by the Partnerships for an aggregate purchase price of $302 million in a privately negotiated transaction.

F3: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes69,372.3 Reported balance After 2019-09-20 transaction · row 16 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 16 · 2019-09-20 · Sale · Disposed 60,054.7 · Balance 69,372.3

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F11: On September 20, 2019, the Issuer repurchased 237,672.8 shares of the Preferred Stock held by the Partnerships for an aggregate purchase price of $302 million in a privately negotiated transaction.

F4: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes239.05 Reported balance After 2019-09-20 transaction · row 17 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 17 · 2019-09-20 · Sale · Disposed 206.95 · Balance 239.05

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F11: On September 20, 2019, the Issuer repurchased 237,672.8 shares of the Preferred Stock held by the Partnerships for an aggregate purchase price of $302 million in a privately negotiated transaction.

F5: These securities are directly held by BTO NCR Holdings - ESC L.P. ("BTO ESC" and, together with NCR Holdco, BCP VI and BTO NCR, the "Partnerships").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 18 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 18 · 2019-09-20 · Conversion · Disposed 204,533.24 · Balance 0

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F2: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 19 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 19 · 2019-09-20 · Conversion · Disposed 403.6 · Balance 0

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F3: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 20 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 20 · 2019-09-20 · Conversion · Disposed 69,372.3 · Balance 0

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F4: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Series A Convertible Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2019-09-20 transaction · row 21 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 21 · 2019-09-20 · Conversion · Disposed 239.05 · Balance 0

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F5: These securities are directly held by BTO NCR Holdings - ESC L.P. ("BTO ESC" and, together with NCR Holdco, BCP VI and BTO NCR, the "Partnerships").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

Filing footnotes · ownership attribution and instrument terms

F1: Each share of Series A Convertible Preferred Stock, par value $0.01 per share (the "Preferred Stock"), of NCR Corporation (the "Issuer") may at any time be converted into shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), at a conversion price of $30.00 per share or a conversion rate of 33.333 shares of common stock per share of Preferred Stock, plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date.

F2: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco").

F3: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI").

F4: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR").

F5: These securities are directly held by BTO NCR Holdings - ESC L.P. ("BTO ESC" and, together with NCR Holdco, BCP VI and BTO NCR, the "Partnerships").

F6: The general partner of NCR Holdco is Blackstone NCR Holdco GP L.L.C. The managing member of Blackstone NCR Holdco GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of BCP VI is BCP VI Side-by-Side GP L.L.C. The general partner of each of BTO NCR and BTO ESC is BTO Holdings Manager L.L.C. The managing member of BTO Holdings Manager L.L.C. is Blackstone Tactical Opportunities Associates L.L.C. The sole member of Blackstone Tactical Opportunities Associates L.L.C. is BTOA L.L.C. The sole member of BCP VI Side-by-Side GP L.L.C., and the managing member of BTOA L.L.C. and BMA VI L.L.C., is Blackstone Holdings III L.P.

F7: The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. (f/k/a The Blackstone Group L.P.). The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F9: Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the securities of the Issuer beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each (other than the Partnerships to the extent of their direct holdings) disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F10: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., BCP VI SBS ESC Holdco L.P., BTO NCR Holdings L.P., BTO NCR Holdings - ESC L.P., Blackstone NCR Holdco GP L.L.C., Blackstone Management Associates VI L.L.C., BMA VI L.L.C., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman. As there are more than 10 joint filers for this report, a separate report has been filed for Blackstone Holdings III L.P., BCP VI Side-by-Side GP L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group Inc., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction.

F11: On September 20, 2019, the Issuer repurchased 237,672.8 shares of the Preferred Stock held by the Partnerships for an aggregate purchase price of $302 million in a privately negotiated transaction.

F12: On September 20, 2019, the Partnerships converted into Common Stock the balance of the Preferred Stock held by them (274,548.2 shares) (the "Converted Shares").

F13: Includes Common Stock delivered by the Issuer to the Partnership on September 20, 2019 representing the shares underlying accrued dividends on the Preferred Stock (12,443 common shares).

F14: On September 20, 2019, the Partnerships distributed (the "In-Kind Distribution") 33,990 of the Converted Shares ultimately to certain individuals (including Stephen A. Schwarzman) in respect of their indirect interest in such entities.

F15: These securities are directly held by Stephen A. Schwarzman. These shares reflect Common Stock distributed to Stephen A. Schwarzman in the In-Kind Distribution that were previously indirectly beneficially owned by him.

F16: On September 20, 2019, the Partnerships sold the balance of the Converted Shares held by them (9,129,966 shares) in an underwritten block trade in the open market with a settlement date of September 20, 2019 and at a purchase price to the public per share of $32.75.

Section 16 reporting ended · disclosed 2022-12-29. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class C Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2022-12-29 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-12-29 · Other · Disposed 8,637,727 · Balance 0

F8: On December 29, 2022, pursuant to the Agreement and Plan of Merger, dated as of September 6, 2022 (the "merger agreement"), each share of Class C Common Stock ("Issuer Class C Common Stock") of the Issuer, issued and outstanding was converted into one share of Class C Common Stock of Snapper Merger Sub I, Inc., which was renamed "Sitio Royalties Corp." ("New Sitio"), and the Opco Units were no longer redeemable for Issuer Class A Common Stock and are instead redeemable for Class A Common Stock of New Sitio.

F1: Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

F3: BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class C Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2022-12-29 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2022-12-29 · Other · Disposed 11,400,218 · Balance 0

F8: On December 29, 2022, pursuant to the Agreement and Plan of Merger, dated as of September 6, 2022 (the "merger agreement"), each share of Class C Common Stock ("Issuer Class C Common Stock") of the Issuer, issued and outstanding was converted into one share of Class C Common Stock of Snapper Merger Sub I, Inc., which was renamed "Sitio Royalties Corp." ("New Sitio"), and the Opco Units were no longer redeemable for Issuer Class A Common Stock and are instead redeemable for Class A Common Stock of New Sitio.

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Opco UnitsSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2022-12-29 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2022-12-29 · Other · Disposed 8,637,727 · Balance 0

F6: The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP (f/k/a Falcon Minerals Operating Partnership, LP) ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (f/k/a Falcon Minerals Corporation) (the "Issuer")) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

F7: (Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F8: On December 29, 2022, pursuant to the Agreement and Plan of Merger, dated as of September 6, 2022 (the "merger agreement"), each share of Class C Common Stock ("Issuer Class C Common Stock") of the Issuer, issued and outstanding was converted into one share of Class C Common Stock of Snapper Merger Sub I, Inc., which was renamed "Sitio Royalties Corp." ("New Sitio"), and the Opco Units were no longer redeemable for Issuer Class A Common Stock and are instead redeemable for Class A Common Stock of New Sitio.

F1: Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

F3: BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Opco UnitsSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2022-12-29 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2022-12-29 · Other · Disposed 11,400,218 · Balance 0

F6: The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP (f/k/a Falcon Minerals Operating Partnership, LP) ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (f/k/a Falcon Minerals Corporation) (the "Issuer")) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

F7: (Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F8: On December 29, 2022, pursuant to the Agreement and Plan of Merger, dated as of September 6, 2022 (the "merger agreement"), each share of Class C Common Stock ("Issuer Class C Common Stock") of the Issuer, issued and outstanding was converted into one share of Class C Common Stock of Snapper Merger Sub I, Inc., which was renamed "Sitio Royalties Corp." ("New Sitio"), and the Opco Units were no longer redeemable for Issuer Class A Common Stock and are instead redeemable for Class A Common Stock of New Sitio.

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Consideration Allocation RightsSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2022-12-29 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2022-12-29 · Other · Disposed 57,288 · Balance 0

F9: The Issuer previously granted restricted stock awards (the "Stock Award"), consisting of shares of the Issuer's Class C Common Stock and Opco Units, to its executive officers in an amount equal to 0.5% of the number of shares received by the former holders of the limited liability company interests of DPM HoldCo, LLC (the "DPM Members") (the "Restricted Shares"). Each restricted stock award will vest in equal installments on the first four anniversaries of the applicable date of grant, so long as the executive officer remains continuously employed by the Issuer through each vesting date. To the extent that a restricted stock award is forfeited, the shares of Class C Common Stock and Opco Units subject to such forfeited award will be returned to the Issuer.

F10: (Continued from Footnote 9) In connection with the foregoing, the Issuer and the DPM Members entered into that certain Assignment and Allocation Agreement, dated as of June 7, 2022 (the "Allocation Agreement"), pursuant to which the Issuer agreed that it would re-issue to the DPM Members, on a one-for-one basis, shares of Class C Common Stock and Opco Units to the extent Restricted Shares are forfeited by the original holders thereof, with RRR Aggregator entitled to receive its pro rata portion of any such shares re-issued. The Issuer's obligations under the Stock Awards were assigned to New Sitio in connection with the transactions contemplated by the merger agreement.

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F3: BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP (f/k/a Falcon Minerals Operating Partnership, LP) ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (f/k/a Falcon Minerals Corporation) (the "Issuer")) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

F7: (Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F8: On December 29, 2022, pursuant to the Agreement and Plan of Merger, dated as of September 6, 2022 (the "merger agreement"), each share of Class C Common Stock ("Issuer Class C Common Stock") of the Issuer, issued and outstanding was converted into one share of Class C Common Stock of Snapper Merger Sub I, Inc., which was renamed "Sitio Royalties Corp." ("New Sitio"), and the Opco Units were no longer redeemable for Issuer Class A Common Stock and are instead redeemable for Class A Common Stock of New Sitio.

F9: The Issuer previously granted restricted stock awards (the "Stock Award"), consisting of shares of the Issuer's Class C Common Stock and Opco Units, to its executive officers in an amount equal to 0.5% of the number of shares received by the former holders of the limited liability company interests of DPM HoldCo, LLC (the "DPM Members") (the "Restricted Shares"). Each restricted stock award will vest in equal installments on the first four anniversaries of the applicable date of grant, so long as the executive officer remains continuously employed by the Issuer through each vesting date. To the extent that a restricted stock award is forfeited, the shares of Class C Common Stock and Opco Units subject to such forfeited award will be returned to the Issuer.

F10: (Continued from Footnote 9) In connection with the foregoing, the Issuer and the DPM Members entered into that certain Assignment and Allocation Agreement, dated as of June 7, 2022 (the "Allocation Agreement"), pursuant to which the Issuer agreed that it would re-issue to the DPM Members, on a one-for-one basis, shares of Class C Common Stock and Opco Units to the extent Restricted Shares are forfeited by the original holders thereof, with RRR Aggregator entitled to receive its pro rata portion of any such shares re-issued. The Issuer's obligations under the Stock Awards were assigned to New Sitio in connection with the transactions contemplated by the merger agreement.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Section 16 reporting ended · disclosed 2025-08-21. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class C Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2025-08-19 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2025-08-19 · Other · Disposed 8,637,727 · Balance 0

F8: On August 19, 2025, pursuant to the Agreement and Plan of Merger, dated as of June 2, 2025 (the "merger agreement"), each share of Class C Common Stock of the Issuer issued and outstanding was automatically cancelled and ceased to exist and the Opco Units converted into the right to receive (i) 0.4855 units representing limited liability company interests in Viper Energy Partners LLC and (ii) 0.4855 shares of Class B common stock of Viper Energy, Inc.

F1: Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

F3: BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class C Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2025-08-19 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2025-08-19 · Other · Disposed 11,400,218 · Balance 0

F8: On August 19, 2025, pursuant to the Agreement and Plan of Merger, dated as of June 2, 2025 (the "merger agreement"), each share of Class C Common Stock of the Issuer issued and outstanding was automatically cancelled and ceased to exist and the Opco Units converted into the right to receive (i) 0.4855 units representing limited liability company interests in Viper Energy Partners LLC and (ii) 0.4855 shares of Class B common stock of Viper Energy, Inc.

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Opco UnitsSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2025-08-19 transaction · row 3 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 3 · 2025-08-19 · Other · Disposed 8,637,727 · Balance 0

F6: The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (the "Issuer")) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

F7: (Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F8: On August 19, 2025, pursuant to the Agreement and Plan of Merger, dated as of June 2, 2025 (the "merger agreement"), each share of Class C Common Stock of the Issuer issued and outstanding was automatically cancelled and ceased to exist and the Opco Units converted into the right to receive (i) 0.4855 units representing limited liability company interests in Viper Energy Partners LLC and (ii) 0.4855 shares of Class B common stock of Viper Energy, Inc.

F1: Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

F3: BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Opco UnitsSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2025-08-19 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2025-08-19 · Other · Disposed 11,400,218 · Balance 0

F6: The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (the "Issuer")) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

F7: (Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F8: On August 19, 2025, pursuant to the Agreement and Plan of Merger, dated as of June 2, 2025 (the "merger agreement"), each share of Class C Common Stock of the Issuer issued and outstanding was automatically cancelled and ceased to exist and the Opco Units converted into the right to receive (i) 0.4855 units representing limited liability company interests in Viper Energy Partners LLC and (ii) 0.4855 shares of Class B common stock of Viper Energy, Inc.

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Consideration Allocation RightsSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2025-08-19 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2025-08-19 · Other · Disposed 57,288 · Balance 0

F9: The Issuer previously granted restricted stock awards (the "Stock Award"), consisting of shares of the Issuer's Class C Common Stock and Opco Units, to its executive officers in an amount equal to 0.5% of the number of shares received by the former holders of the limited liability company interests of DPM HoldCo, LLC (the "DPM Members") (the "Restricted Shares"). Each restricted stock award will vest in equal installments on the first four anniversaries of the applicable date of grant, so long as the executive officer remains continuously employed by the Issuer through each vesting date. To the extent that a restricted stock award is forfeited, the shares of Class C Common Stock and Opco Units subject to such forfeited award will be returned to the Issuer.

F10: (Continued from Footnote 9) In connection with the foregoing, the Issuer and the DPM Members entered into that certain Assignment and Allocation Agreement, dated as of June 7, 2022 (the "Allocation Agreement"), pursuant to which the Issuer agreed that it would re-issue to the DPM Members, on a one-for-one basis, shares of Class C Common Stock and Opco Units to the extent Restricted Shares are forfeited by the original holders thereof, with RRR Aggregator entitled to receive its pro rata portion of any such shares re-issued. The Reporting Persons are no longer entitled to receive such securities as all of the Stock Awards vested in connection with the closing of the transactions contemplated by the merger agreement.

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

F2: Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

F3: BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C.

F4: BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

F5: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (the "Issuer")) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

F7: (Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.

F8: On August 19, 2025, pursuant to the Agreement and Plan of Merger, dated as of June 2, 2025 (the "merger agreement"), each share of Class C Common Stock of the Issuer issued and outstanding was automatically cancelled and ceased to exist and the Opco Units converted into the right to receive (i) 0.4855 units representing limited liability company interests in Viper Energy Partners LLC and (ii) 0.4855 shares of Class B common stock of Viper Energy, Inc.

F9: The Issuer previously granted restricted stock awards (the "Stock Award"), consisting of shares of the Issuer's Class C Common Stock and Opco Units, to its executive officers in an amount equal to 0.5% of the number of shares received by the former holders of the limited liability company interests of DPM HoldCo, LLC (the "DPM Members") (the "Restricted Shares"). Each restricted stock award will vest in equal installments on the first four anniversaries of the applicable date of grant, so long as the executive officer remains continuously employed by the Issuer through each vesting date. To the extent that a restricted stock award is forfeited, the shares of Class C Common Stock and Opco Units subject to such forfeited award will be returned to the Issuer.

F10: (Continued from Footnote 9) In connection with the foregoing, the Issuer and the DPM Members entered into that certain Assignment and Allocation Agreement, dated as of June 7, 2022 (the "Allocation Agreement"), pursuant to which the Issuer agreed that it would re-issue to the DPM Members, on a one-for-one basis, shares of Class C Common Stock and Opco Units to the extent Restricted Shares are forfeited by the original holders thereof, with RRR Aggregator entitled to receive its pro rata portion of any such shares re-issued. The Reporting Persons are no longer entitled to receive such securities as all of the Stock Awards vested in connection with the closing of the transactions contemplated by the merger agreement.

F11: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F12: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F13: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Section 16 reporting ended · disclosed 2020-10-15. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes12,277,503 Reported balance After 2020-10-12 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2020-10-12 · Sale · Disposed 6,024,784 · Balance 12,277,503

F1: Reflects securities held directly by Blackstone Capital Partners VI L.P.

F5: The general partner of Blackstone Capital Partners VI L.P. and Blackstone VNT Co-Invest L.P. is Blackstone Management Associates VI L.P. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P is BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F6: The Blackstone Group Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F7: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes3,944,216 Reported balance After 2020-10-12 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2020-10-12 · Sale · Disposed 1,935,494 · Balance 3,944,216

F2: Reflects securities held directly by Blackstone VNT Co-Invest L.P.

F5: The general partner of Blackstone Capital Partners VI L.P. and Blackstone VNT Co-Invest L.P. is Blackstone Management Associates VI L.P. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P is BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F6: The Blackstone Group Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F7: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes6,217 Reported balance After 2020-10-12 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2020-10-12 · Sale · Disposed 3,050 · Balance 6,217

F3: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P.

F5: The general partner of Blackstone Capital Partners VI L.P. and Blackstone VNT Co-Invest L.P. is Blackstone Management Associates VI L.P. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P is BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F6: The Blackstone Group Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F7: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common StockSEC Table I · non-derivativeIndirectSee Footnotes74,732 Reported balance After 2020-10-12 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2020-10-12 · Sale · Disposed 36,672 · Balance 74,732

F4: Reflects securities held directly by Blackstone Family Investment Partnership VI-ESC L.P.

F5: The general partner of Blackstone Capital Partners VI L.P. and Blackstone VNT Co-Invest L.P. is Blackstone Management Associates VI L.P. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P is BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F6: The Blackstone Group Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F7: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: Reflects securities held directly by Blackstone Capital Partners VI L.P.

F2: Reflects securities held directly by Blackstone VNT Co-Invest L.P.

F3: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P.

F4: Reflects securities held directly by Blackstone Family Investment Partnership VI-ESC L.P.

F5: The general partner of Blackstone Capital Partners VI L.P. and Blackstone VNT Co-Invest L.P. is Blackstone Management Associates VI L.P. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C. The general partner of Blackstone Family Investment Partnership VI L.P. and Blackstone Family Investment Partnership VI-ESC L.P is BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F6: The Blackstone Group Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F7: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Section 16 reporting ended · disclosed 2021-11-03. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes18,938,346 Reported balance After 2021-11-01 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2021-11-01 · Conversion · Acquired 17,387,012 · Balance 18,938,346

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F1: Reflects securities directly held by Vine Investment LLC. Vine Oil & Gas Holdings LLC ("Holdings") is the managing member of Vine Investment LLC. Holdings is owned by Blackstone Capital Partners VI-Q L.P. ("BCP VI-Q"), Blackstone Energy Partners Q L.P. ("BEP Q"), Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI"), Blackstone Energy Family Investment Partnership ESC L.P. ("BEFIP ESC") and Blackstone Energy Family Investment Partnership SMD L.P. ("BEFIP SMD"). The general partner of BEFIP ESC is BEP Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F8: Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes18,068,757 Reported balance After 2021-11-01 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2021-11-01 · Conversion · Acquired 16,588,860 · Balance 18,068,757

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F3: Reflects securities directly held by Brix Investment LLC. Brix Investment LLC is owned by B&H Oil and Gas L.L.C ("B&H Oil & Gas"). B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings L.L.C. ("BCP VI SBS Holdings"), Blackstone Energy Partners II Q L.P. ("BEP II Q"), Blackstone Energy Partners II.F Q L.P. ("BEP II.F Q"), Blackstone Energy Family Investment Partnership II-ESC L.P. ("BEFIP II-ESC"), Blackstone Energy Family Investment Partnership II SMD L.P. ("BEFIP II SMD"), BEP II SBS Holdings L.L.C. ("BEP II SBS Holdings") and BTAS Q Holdings L.L.C. ("BTAS Q Holdings"). The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes265,488 Reported balance After 2021-11-01 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2021-11-01 · Conversion · Acquired 242,663 · Balance 265,488

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F5: Reflects securities of the Issuer held directly by Harvest Investment LLC. Harvest Investment LLC is owned by B&H Oil & Gas. B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings, BEP II Q, BEP II.F Q, BEFIP II-ESC, BEFIP II SMD, BEP II SBS Holdings and BTAS Q Holdings. The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C. The general partner of BEFIP II-ESC is BEP II Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2021-11-01 · Other · Disposed 18,938,346 · Balance 0

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F1: Reflects securities directly held by Vine Investment LLC. Vine Oil & Gas Holdings LLC ("Holdings") is the managing member of Vine Investment LLC. Holdings is owned by Blackstone Capital Partners VI-Q L.P. ("BCP VI-Q"), Blackstone Energy Partners Q L.P. ("BEP Q"), Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI"), Blackstone Energy Family Investment Partnership ESC L.P. ("BEFIP ESC") and Blackstone Energy Family Investment Partnership SMD L.P. ("BEFIP SMD"). The general partner of BEFIP ESC is BEP Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F8: Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 5 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 5 · 2021-11-01 · Other · Disposed 10,312,823 · Balance 0

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F2: Reflects securities directly held by Vine Investment II LLC. Vine Investment II LLC is owned by Blackstone Capital Partners VI-Q (Pub) L.P. ("BCP VI AIV"), and Blackstone Energy Partners Q (Pub) L.P. ("BEP AIV").

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F8: Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 6 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 6 · 2021-11-01 · Other · Disposed 18,068,757 · Balance 0

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F3: Reflects securities directly held by Brix Investment LLC. Brix Investment LLC is owned by B&H Oil and Gas L.L.C ("B&H Oil & Gas"). B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings L.L.C. ("BCP VI SBS Holdings"), Blackstone Energy Partners II Q L.P. ("BEP II Q"), Blackstone Energy Partners II.F Q L.P. ("BEP II.F Q"), Blackstone Energy Family Investment Partnership II-ESC L.P. ("BEFIP II-ESC"), Blackstone Energy Family Investment Partnership II SMD L.P. ("BEFIP II SMD"), BEP II SBS Holdings L.L.C. ("BEP II SBS Holdings") and BTAS Q Holdings L.L.C. ("BTAS Q Holdings"). The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 7 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 7 · 2021-11-01 · Other · Disposed 7,129,295 · Balance 0

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F4: Reflects securities directly held by Brix Investment II LLC. Brix Investment II LLC is owned by Blackstone Energy Partners II Q (Pub) L.P. ("BEP II AIV"), Blackstone Energy Partners II.F Q (Pub) L.P. ("BEP II.F AIV") and BCP VI AIV.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 8 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 8 · 2021-11-01 · Other · Disposed 265,488 · Balance 0

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F5: Reflects securities of the Issuer held directly by Harvest Investment LLC. Harvest Investment LLC is owned by B&H Oil & Gas. B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings, BEP II Q, BEP II.F Q, BEFIP II-ESC, BEFIP II SMD, BEP II SBS Holdings and BTAS Q Holdings. The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C. The general partner of BEFIP II-ESC is BEP II Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 9 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 9 · 2021-11-01 · Other · Disposed 104,547 · Balance 0

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F6: Reflects securities directly held by Harvest Investment II LLC. Harvest Investment II LLC is owned by BEP II AIV, BEP II.F AIV and BCP VI AIV.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class B Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 10 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 10 · 2021-11-01 · Other · Disposed 17,387,012 · Balance 0

F15: Each share of Class B Common Stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F1: Reflects securities directly held by Vine Investment LLC. Vine Oil & Gas Holdings LLC ("Holdings") is the managing member of Vine Investment LLC. Holdings is owned by Blackstone Capital Partners VI-Q L.P. ("BCP VI-Q"), Blackstone Energy Partners Q L.P. ("BEP Q"), Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI"), Blackstone Energy Family Investment Partnership ESC L.P. ("BEFIP ESC") and Blackstone Energy Family Investment Partnership SMD L.P. ("BEFIP SMD"). The general partner of BEFIP ESC is BEP Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F8: Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class B Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 11 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 11 · 2021-11-01 · Other · Disposed 16,588,860 · Balance 0

F15: Each share of Class B Common Stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F3: Reflects securities directly held by Brix Investment LLC. Brix Investment LLC is owned by B&H Oil and Gas L.L.C ("B&H Oil & Gas"). B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings L.L.C. ("BCP VI SBS Holdings"), Blackstone Energy Partners II Q L.P. ("BEP II Q"), Blackstone Energy Partners II.F Q L.P. ("BEP II.F Q"), Blackstone Energy Family Investment Partnership II-ESC L.P. ("BEFIP II-ESC"), Blackstone Energy Family Investment Partnership II SMD L.P. ("BEFIP II SMD"), BEP II SBS Holdings L.L.C. ("BEP II SBS Holdings") and BTAS Q Holdings L.L.C. ("BTAS Q Holdings"). The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Class B Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 12 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 12 · 2021-11-01 · Other · Disposed 242,663 · Balance 0

F15: Each share of Class B Common Stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F5: Reflects securities of the Issuer held directly by Harvest Investment LLC. Harvest Investment LLC is owned by B&H Oil & Gas. B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings, BEP II Q, BEP II.F Q, BEFIP II-ESC, BEFIP II SMD, BEP II SBS Holdings and BTAS Q Holdings. The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C. The general partner of BEFIP II-ESC is BEP II Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common Units of Vine Energy Holdings LLCSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 13 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 13 · 2021-11-01 · Conversion · Disposed 17,387,012 · Balance 0

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F1: Reflects securities directly held by Vine Investment LLC. Vine Oil & Gas Holdings LLC ("Holdings") is the managing member of Vine Investment LLC. Holdings is owned by Blackstone Capital Partners VI-Q L.P. ("BCP VI-Q"), Blackstone Energy Partners Q L.P. ("BEP Q"), Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI"), Blackstone Energy Family Investment Partnership ESC L.P. ("BEFIP ESC") and Blackstone Energy Family Investment Partnership SMD L.P. ("BEFIP SMD"). The general partner of BEFIP ESC is BEP Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F8: Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common Units of Vine Energy Holdings LLCSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 14 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 14 · 2021-11-01 · Conversion · Disposed 16,588,860 · Balance 0

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F3: Reflects securities directly held by Brix Investment LLC. Brix Investment LLC is owned by B&H Oil and Gas L.L.C ("B&H Oil & Gas"). B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings L.L.C. ("BCP VI SBS Holdings"), Blackstone Energy Partners II Q L.P. ("BEP II Q"), Blackstone Energy Partners II.F Q L.P. ("BEP II.F Q"), Blackstone Energy Family Investment Partnership II-ESC L.P. ("BEFIP II-ESC"), Blackstone Energy Family Investment Partnership II SMD L.P. ("BEFIP II SMD"), BEP II SBS Holdings L.L.C. ("BEP II SBS Holdings") and BTAS Q Holdings L.L.C. ("BTAS Q Holdings"). The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Common Units of Vine Energy Holdings LLCSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2021-11-01 transaction · row 15 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 15 · 2021-11-01 · Conversion · Disposed 242,663 · Balance 0

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F5: Reflects securities of the Issuer held directly by Harvest Investment LLC. Harvest Investment LLC is owned by B&H Oil & Gas. B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings, BEP II Q, BEP II.F Q, BEFIP II-ESC, BEFIP II SMD, BEP II SBS Holdings and BTAS Q Holdings. The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C. The general partner of BEFIP II-ESC is BEP II Side-by-Side GP L.L.C.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: Reflects securities directly held by Vine Investment LLC. Vine Oil & Gas Holdings LLC ("Holdings") is the managing member of Vine Investment LLC. Holdings is owned by Blackstone Capital Partners VI-Q L.P. ("BCP VI-Q"), Blackstone Energy Partners Q L.P. ("BEP Q"), Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI"), Blackstone Energy Family Investment Partnership ESC L.P. ("BEFIP ESC") and Blackstone Energy Family Investment Partnership SMD L.P. ("BEFIP SMD"). The general partner of BEFIP ESC is BEP Side-by-Side GP L.L.C.

F2: Reflects securities directly held by Vine Investment II LLC. Vine Investment II LLC is owned by Blackstone Capital Partners VI-Q (Pub) L.P. ("BCP VI AIV"), and Blackstone Energy Partners Q (Pub) L.P. ("BEP AIV").

F3: Reflects securities directly held by Brix Investment LLC. Brix Investment LLC is owned by B&H Oil and Gas L.L.C ("B&H Oil & Gas"). B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings L.L.C. ("BCP VI SBS Holdings"), Blackstone Energy Partners II Q L.P. ("BEP II Q"), Blackstone Energy Partners II.F Q L.P. ("BEP II.F Q"), Blackstone Energy Family Investment Partnership II-ESC L.P. ("BEFIP II-ESC"), Blackstone Energy Family Investment Partnership II SMD L.P. ("BEFIP II SMD"), BEP II SBS Holdings L.L.C. ("BEP II SBS Holdings") and BTAS Q Holdings L.L.C. ("BTAS Q Holdings"). The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C.

F4: Reflects securities directly held by Brix Investment II LLC. Brix Investment II LLC is owned by Blackstone Energy Partners II Q (Pub) L.P. ("BEP II AIV"), Blackstone Energy Partners II.F Q (Pub) L.P. ("BEP II.F AIV") and BCP VI AIV.

F5: Reflects securities of the Issuer held directly by Harvest Investment LLC. Harvest Investment LLC is owned by B&H Oil & Gas. B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings, BEP II Q, BEP II.F Q, BEFIP II-ESC, BEFIP II SMD, BEP II SBS Holdings and BTAS Q Holdings. The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C. The general partner of BEFIP II-ESC is BEP II Side-by-Side GP L.L.C.

F6: Reflects securities directly held by Harvest Investment II LLC. Harvest Investment II LLC is owned by BEP II AIV, BEP II.F AIV and BCP VI AIV.

F7: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F8: Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

F9: Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

F10: Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F11: Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

F12: BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

F13: Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

F14: Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F15: Each share of Class B Common Stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.

F16: On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

F17: (Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

F18: Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

F19: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F20: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F21: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Section 16 reporting ended · disclosed 2023-04-20. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common UnitsSEC Table I · non-derivativeIndirectSee Footnotes7,002,347 Last balance in matching sequence After 2023-04-18 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2023-04-18 · Sale · Disposed 110,400 · Balance 8,702,347

F1: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.40 to $30.455, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2: Reflects Common Units held directly by BX SWT ML Holdco LLC. BX Guidon Topco LLC is the sole member of BX SWT ML Holdco LLC.

F3: The controlling membership interests of BX Guidon Topco LLC are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F4: (continued from Footnote 3) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F7: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Row 2 · 2023-04-18 · Sale · Disposed 1,700,000 · Balance 7,002,347

F2: Reflects Common Units held directly by BX SWT ML Holdco LLC. BX Guidon Topco LLC is the sole member of BX SWT ML Holdco LLC.

F3: The controlling membership interests of BX Guidon Topco LLC are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F4: (continued from Footnote 3) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F7: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Filing footnotes · ownership attribution and instrument terms

F1: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.40 to $30.455, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2: Reflects Common Units held directly by BX SWT ML Holdco LLC. BX Guidon Topco LLC is the sole member of BX SWT ML Holdco LLC.

F3: The controlling membership interests of BX Guidon Topco LLC are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F4: (continued from Footnote 3) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F6: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F7: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Section 16 reporting ended · disclosed 2023-03-14. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2023-03-10 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2023-03-10 · Sale · Disposed 89,889,464 · Balance 0

F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash.

F2: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member.

F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2023-03-10 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2023-03-10 · Sale · Disposed 9,995,784 · Balance 0

F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash.

F3: Reflects securities held directly by BCP Voyager Holdings LP.

F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2023-03-10 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2023-03-10 · Sale · Disposed 4,216 · Balance 0

F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash.

F4: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P.

F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Filing footnotes · ownership attribution and instrument terms

F1: The Issuer was acquired by NRG Energy, Inc. ("NRG") pursuant to an Agreement and Plan of Merger dated as of December 6, 2022, pursuant to which each share of Class A Common Stock (other than shares held by the Issuer, NRG or any of their respective wholly-owned subsidiaries and shares owned by stockholders who have properly made and not withdrawn or lost a demand for appraisal rights) was converted into the right to receive $12.00 in cash.

F2: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member.

F3: Reflects securities held directly by BCP Voyager Holdings LP.

F4: Reflects securities held directly by Blackstone Family Investment Partnership VI L.P.

F5: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

F8: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Section 16 reporting ended · disclosed 2020-10-14. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2020-10-08 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2020-10-08 · Other · Disposed 57,917,967 · Balance 0

F1: Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger").

F2: At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis.

F3: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member.

F4: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Filing footnotes · ownership attribution and instrument terms

F1: Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 6, 2020 (the "Merger Agreement"), by and among the Issuer, Sunrun Inc., a Delaware corporation ("Sunrun"), and Viking Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Sunrun ("Merger Sub"), whereby Merger Sub merged with and into the Issuer with the Issuer surviving the merger as an indirect, wholly-owned subsidiary of Sunrun (the "Merger").

F2: At the effective time of the Merger, each share of Issuer Common Stock (except for certain specified shares), converted into the right to receive 0.55 fully paid and nonassessable shares of Sunrun common stock, less any applicable withholding taxes (the "Merger Consideration"). In connection with the Merger, 313 Acquisition LLC distributed its rights to the Merger Consideration to the members of 313 Acquisition LLC in redemption of such members' interests in 313 Acquisition LLC, and the Merger Consideration will be issued directly by Sunrun to such members on a pro rata basis.

F3: Reflects shares of Common Stock directly held by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P. ("BCP VI"), as managing member.

F4: Blackstone Management Associates VI L.L.C. is the general partner of BCP VI. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group Inc. The sole holder of Class C common stock of The Blackstone Group Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F5: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
October 03, 2022 Filed Oct 5, 2022 20:30 UTC Change Healthcare Inc. CHNG · Entity 15437 Disposition to issuerCommon Stock 574,151 $25.75 $14,784,388.25
Disclosure

SEC source: 0000899243-22-032996 · doc4.xml · nonDerivative · entry 3

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

BCP VI Side-By-Side GP L.L.C. · CIK 0001556088 · 10% owner

Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner

Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner

Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F1 · price: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F4 · ownership.nature: These securities are directly held by GSO COF Facility LLC.

F6 · ownership.nature: The collateral manager of GSO COF Facility LLC is Blackstone Alternative Credit Advisors LP. GSO Advisor Holdings L.L.C. is the special limited partner of Blackstone Alternative Credit Advisors LP with the investment and voting power over the securities beneficially owned by Blackstone Alternative Credit Advisors LP. The sole member of GSO Advisor Holdings L.L.C. is Blackstone Holdings I L.P. The general partner of Blackstone Holdings I L.P. is Blackstone Holdings I/II GP L.L.C. The sole member of Blackstone Holdings I/II GP L.L.C. is Blackstone.

F7 · ownership.nature: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Read SEC document
October 03, 2022 Filed Oct 5, 2022 20:30 UTC Change Healthcare Inc. CHNG · Entity 15437 Disposition to issuerCommon Stock 5,434 $25.75 $139,925.50
Disclosure

SEC source: 0000899243-22-032996 · doc4.xml · nonDerivative · entry 2

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

BCP VI Side-By-Side GP L.L.C. · CIK 0001556088 · 10% owner

Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner

Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner

Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F1 · price: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F3 · ownership.nature: These securities are directly held by BFIP Summit Holdings L.P. The general partner of BFIP Summit Holdings L.P. is BFIP Summit Holdings GP L.L.C. The general partner of BFIP Summit Holdings GP L.L.C. is BCP VI Side-by-Side GP L.L.C.

F5 · ownership.nature: Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. ("Blackstone").

F7 · ownership.nature: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Read SEC document
October 03, 2022 Filed Oct 5, 2022 20:30 UTC Change Healthcare Inc. CHNG · Entity 15437 Disposition to issuerCommon Stock 59,040,668 $25.75 $1,520,297,201.00
Disclosure

SEC source: 0000899243-22-032996 · doc4.xml · nonDerivative · entry 1

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

BCP VI Side-By-Side GP L.L.C. · CIK 0001556088 · 10% owner

Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner

Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner

Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F1 · price: On October 3, 2022, UnitedHealth Group Incorporated ("UnitedHealth Group") acquired Change Healthcare Inc. (the "Issuer") pursuant to that certain Agreement and Plan of Merger dated as of January 5, 2021 (the "Merger Agreement") by and among the Issuer, UnitedHealth Group and Cambridge Merger Sub Inc., a wholly owned subsidiary of UnitedHealth Group ("Merger Sub"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of UnitedHealth Group. At the effective time of the Merger, each issued and outstanding share of common stock, par value $0.001 per share, of the Issuer (other than certain excluded shares) automatically converted into the right to receive $25.75 per share in cash, without interest and less any applicable withholding tax.

F2 · ownership.nature: These securities are directly held by BCP Summit Holdings L.P. The general partner of BCP Summit Holdings L.P. is BCP Summit Holdings GP L.L.C. The general partner of BCP Summit Holdings GP L.L.C. is Blackstone Management Associates VI L.L.C. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

F5 · ownership.nature: Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. ("Blackstone").

F7 · ownership.nature: The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

F9 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F10 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Read SEC document
August 25, 2022 Filed Aug 29, 2022 19:24 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 7,200 $32.68 $235,321.20
Disclosure

SEC source: 0000899243-22-030008 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 862,800

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $32.50 to $32.805, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
August 24, 2022 Filed Aug 25, 2022 21:14 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 28,993 $32.63 $946,015.50
Disclosure

SEC source: 0000899243-22-029783 · doc4.xml · nonDerivative · entry 3

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 870,000

F10 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $32.50 to $32.925, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
August 23, 2022 Filed Aug 25, 2022 21:14 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 5,179 $33.66 $174,310.64
Disclosure

SEC source: 0000899243-22-029783 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 898,993

F9 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $33.50 to $33.75, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
August 23, 2022 Filed Aug 25, 2022 21:14 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 36,321 $32.84 $1,192,799.80
Disclosure

SEC source: 0000899243-22-029783 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 904,172

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $32.50 to $33.47, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
June 08, 2022 Filed Jun 10, 2022 19:22 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 50,000 $35.39 $1,769,360.00
Disclosure

SEC source: 0000899243-22-022015 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 940,493

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $35.00 to $35.83, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
June 07, 2022 Filed Jun 8, 2022 21:36 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 80,000 $35.32 $2,825,528.00
Disclosure

SEC source: 0000899243-22-021543 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 990,493

F9 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $35.00 to $35.58, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
June 06, 2022 Filed Jun 8, 2022 21:36 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 6,692 $35.05 $234,537.87
Disclosure

SEC source: 0000899243-22-021543 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,070,493

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $35.01 to $35.115, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
June 03, 2022 Filed Jun 6, 2022 21:48 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 75,000 $34.41 $2,580,525.00
Disclosure

SEC source: 0000899243-22-021288 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,077,185

F9 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $34.00 to $34.835, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
June 02, 2022 Filed Jun 6, 2022 21:48 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 9,550 $34.02 $324,847.07
Disclosure

SEC source: 0000899243-22-021288 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,152,185

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $34.00 to $34.09, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

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June 01, 2022 Filed Jun 3, 2022 21:00 UTC Vivint Smart Home, Inc. VVNT · Entity 15378 OtherClass A Common Stock 149,385 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-22-021003 · doc4.xml · nonDerivative · entry 1

313 Acquisition LLC · CIK 0001562390 · 10% owner

Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner

Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner

Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner

Blackstone Inc. · CIK 0001393818 · 10% owner

Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner

SCHWARZMAN STEPHEN A · CIK 0001070844 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 89,889,464

F1 · kind: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member.

F1 · price: Reflects a distribution of shares of Class A Common Stock by 313 Acquisition LLC to a member in connection with the redemption of interests in 313 Acquisition LLC by such member.

F2 · ownership.nature: Reflects securities held directly by 313 Acquisition LLC. 313 Acquisition LLC is managed by a board of managers and Blackstone Capital Partners VI L.P., as managing member.

F5 · ownership.nature: Blackstone Management Associates VI L.L.C. is the general partner of Blackstone Capital Partners VI L.P. and BCP Voyager Holdings LP. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. BCP VI Side-by-Side GP L.L.C. is the general partner of Blackstone Family Investment Partnership VI L.P. Blackstone Holdings III L.P. is the managing member of BMA VI L.L.C. and the sole member of BCP VI Side-by-Side GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is Blackstone Inc. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Person is the beneficial owner of any securities reported herein.

F7 · ownership.nature: Each of such Reporting Persons may be deemed to beneficially own the shares beneficially owned by 313 Acquisition LLC, but each (other than 313 Acquisition LLC to the extent of its direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

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May 31, 2022 Filed Jun 2, 2022 20:30 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 64,253 $33.21 $2,133,983.49
Disclosure

SEC source: 0000899243-22-020826 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,161,735

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $33.00 to $33.54, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco").

F4 · ownership.nature: The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (continued from footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
May 26, 2022 Filed May 27, 2022 23:39 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 5,045 $101.02 $509,622.19
Disclosure

SEC source: 0000899243-22-020004 · doc4.xml · nonDerivative · entry 3

BX Vine Intermediate Holdco L.P. · CIK 0001924373 · Former 10% Owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · Former 10% Owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · Former 10% Owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · Former 10% Owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · Former 10% Owner

Blackstone EMA II L.L.C. · CIK 0001700375 · Former 10% Owner

Blackstone EMA L.L.C. · CIK 0001713957 · Former 10% Owner

BMA VI L.L.C. · CIK 0001556083 · Former 10% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,165,899

F10 · price: The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions ranging from $101.00 to $101.09, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Intermediate Holdco L.P. after the sales reported herein.

F4 · ownership.nature: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
May 26, 2022 Filed May 27, 2022 23:39 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 140,719 $100.53 $14,146,129.27
Disclosure

SEC source: 0000899243-22-020004 · doc4.xml · nonDerivative · entry 2

BX Vine Intermediate Holdco L.P. · CIK 0001924373 · Former 10% Owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · Former 10% Owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · Former 10% Owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · Former 10% Owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · Former 10% Owner

Blackstone EMA II L.L.C. · CIK 0001700375 · Former 10% Owner

Blackstone EMA L.L.C. · CIK 0001713957 · Former 10% Owner

BMA VI L.L.C. · CIK 0001556083 · Former 10% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,170,944

F9 · price: The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions ranging from $100.00 to $100.9971, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Intermediate Holdco L.P. after the sales reported herein.

F4 · ownership.nature: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
May 25, 2022 Filed May 27, 2022 23:39 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 4,236 $100.11 $424,053.68
Disclosure

SEC source: 0000899243-22-020004 · doc4.xml · nonDerivative · entry 1

BX Vine Intermediate Holdco L.P. · CIK 0001924373 · Former 10% Owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · Former 10% Owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · Former 10% Owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · Former 10% Owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · Former 10% Owner

Blackstone EMA II L.L.C. · CIK 0001700375 · Former 10% Owner

Blackstone EMA L.L.C. · CIK 0001713957 · Former 10% Owner

BMA VI L.L.C. · CIK 0001556083 · Former 10% Owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,311,663

F1 · price: The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock"), of Chesapeake Energy Corporation (the "Issuer") were sold in multiple transactions ranging from $100.04 to $100.23, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Intermediate Holdco L.P. after the sales reported herein.

F4 · ownership.nature: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
May 05, 2022 Filed May 10, 2022 00:47 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 8,700 $95.08 $827,181.21
Disclosure

SEC source: 0000899243-22-017366 · doc4.xml · nonDerivative · entry 1

BX Vine Intermediate Holdco L.P. · CIK 0001924373 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,315,899

F1 · price: The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock"), of Chesapeake Energy Corporation (the "Issuer") were sold in multiple transactions ranging from $95.00 to $95.315, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Intermediate Holdco L.P. after the sales reported herein.

F4 · ownership.nature: BX Vine Intermediate Holdco L.P. is the sole member of BX Vine ML Holdco GP L.L.C. BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine Intermediate Holdco L.P. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 21, 2022 Filed Apr 22, 2022 18:30 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 5,643 $32.13 $181,321.44
Disclosure

SEC source: 0000899243-22-015509 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,525,988

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $32.05 to $32.29, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 20, 2022 Filed Apr 22, 2022 18:30 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 33,000 $31.96 $1,054,699.80
Disclosure

SEC source: 0000899243-22-015509 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,531,631

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $31.58 to $32.16, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 19, 2022 Filed Apr 20, 2022 21:44 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 20,000 $31.37 $627,498.00
Disclosure

SEC source: 0000899243-22-015258 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,564,631

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $31.12 to $31.725, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 21, 2022 01:34 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 4,223 $97.29 $410,839.62
Disclosure

SEC source: 0000899243-22-015253 · doc4.xml · nonDerivative · entry 6

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,156,830

F10 · price: The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions ranging from $97.00 to $97.50, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F3 · ownership.nature: Reflects securities directly held by BX Vine (PUB) Aggregator L.P. ("BX Vine (PUB) Aggregator") after the sales reported herein.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 21, 2022 01:34 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 41,787 $96.37 $4,027,121.84
Disclosure

SEC source: 0000899243-22-015253 · doc4.xml · nonDerivative · entry 5

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,161,053

F9 · price: The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions ranging from $96.00 to $96.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F3 · ownership.nature: Reflects securities directly held by BX Vine (PUB) Aggregator L.P. ("BX Vine (PUB) Aggregator") after the sales reported herein.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 21, 2022 01:34 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 14,306 $95.60 $1,367,670.77
Disclosure

SEC source: 0000899243-22-015253 · doc4.xml · nonDerivative · entry 4

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,202,840

F1 · price: The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock"), of Chesapeake Energy Corporation (the "Issuer") were sold in multiple transactions ranging from $95.00 to $95.995, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F3 · ownership.nature: Reflects securities directly held by BX Vine (PUB) Aggregator L.P. ("BX Vine (PUB) Aggregator") after the sales reported herein.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 21, 2022 01:34 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 8,805 $97.29 $856,604.99
Disclosure

SEC source: 0000899243-22-015253 · doc4.xml · nonDerivative · entry 3

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,667,769

F10 · price: The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions ranging from $97.00 to $97.50, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Oil & Gas Aggregator L.P. ("BX Vine Oil & Gas Aggregator") after the sales reported herein.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 21, 2022 01:34 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 87,132 $96.37 $8,397,137.38
Disclosure

SEC source: 0000899243-22-015253 · doc4.xml · nonDerivative · entry 2

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,676,574

F9 · price: The price reported in Column 4 is a weighted average price. These shares of Common Stock of the Issuer were sold in multiple transactions ranging from $96.00 to $96.99, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Oil & Gas Aggregator L.P. ("BX Vine Oil & Gas Aggregator") after the sales reported herein.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 21, 2022 01:34 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 29,832 $95.60 $2,851,975.00
Disclosure

SEC source: 0000899243-22-015253 · doc4.xml · nonDerivative · entry 1

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,763,706

F1 · price: The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock"), of Chesapeake Energy Corporation (the "Issuer") were sold in multiple transactions ranging from $95.00 to $95.995, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Oil & Gas Aggregator L.P. ("BX Vine Oil & Gas Aggregator") after the sales reported herein.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 18, 2022 Filed Apr 20, 2022 21:44 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 38,000 $31.85 $1,210,110.00
Disclosure

SEC source: 0000899243-22-015258 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,584,631

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $31.45 to $32.0825, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 14, 2022 Filed Apr 19, 2022 01:56 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 2,258 $95.05 $214,629.00
Disclosure

SEC source: 0000899243-22-015027 · doc4.xml · nonDerivative · entry 2

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,217,146

F1 · price: The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock"), of Chesapeake Energy Corporation (the "Issuer") were sold in multiple transactions ranging from $95.00 to $95.20, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F3 · ownership.nature: Reflects securities directly held by BX Vine (PUB) Aggregator L.P. ("BX Vine (PUB) Aggregator") after the sales reported herein. In a prior Form 3, the number of shares of Common Stock of the Issuer directly held by BX Vine (PUB) Aggregator was inadvertently disclosed as 4,219,405. The number of shares of Common Stock of the Issuer actually directly held by BX Vine (PUB) Aggregator prior to the transaction reported herein was 4,219,404.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 14, 2022 Filed Apr 19, 2022 01:56 UTC EXPAND ENERGY Corp CHK · Entity 3213 SaleCommon Stock 4,707 $95.05 $447,413.06
Disclosure

SEC source: 0000899243-22-015027 · doc4.xml · nonDerivative · entry 1

BX VINE (PUB) AGGREGATOR L.P. · CIK 0001891444 · 10% owner

BX VINE OIL & GAS AGGREGATOR L.P. · CIK 0001891473 · 10% owner

BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C. · CIK 0001891440 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,793,538

F1 · price: The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock"), of Chesapeake Energy Corporation (the "Issuer") were sold in multiple transactions ranging from $95.00 to $95.20, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects securities directly held by BX Vine Oil & Gas Aggregator L.P. ("BX Vine Oil & Gas Aggregator") after the sales reported herein. In a prior Form 3, the number of shares of Common Stock of the Issuer directly held by BX Vine Oil & Gas Aggregator was inadvertently disclosed as 8,798,248. The number of shares of Common Stock of the Issuer actually directly held by BX Vine Oil & Gas Aggregator prior to the transaction reported herein was 8,798,245.

F4 · ownership.nature: BCP VI/BEP II/BEP Holdings Manager L.L.C. is the general partner of BX Vine (PUB) Aggregator and BX Vine Oil & Gas Aggregator. The controlling interests of BCP VI/BEP II/BEP Holdings Manager L.L.C. are held by its managing members Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA II L.L.C., Blackstone EMA L.L.C. and BMA VI L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F5 · ownership.nature: (Continued from Footnote 4) Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F6 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F7 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F8 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 14, 2022 Filed Apr 18, 2022 20:59 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 32,000 $31.55 $1,009,715.20
Disclosure

SEC source: 0000899243-22-015007 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,622,631

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $31.19 to $31.89, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 13, 2022 Filed Apr 14, 2022 17:01 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 32,000 $31.24 $999,664.00
Disclosure

SEC source: 0000899243-22-014814 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,654,631

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $31.03 to $31.38, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 12, 2022 Filed Apr 14, 2022 17:01 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 2,168 $31.09 $67,412.88
Disclosure

SEC source: 0000899243-22-014814 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,686,631

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $31.01 to $31.16, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 08, 2022 Filed Apr 11, 2022 17:39 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 40,000 $31.38 $1,255,188.00
Disclosure

SEC source: 0000899243-22-014453 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,688,799

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $31.19 to $31.65, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 07, 2022 Filed Apr 11, 2022 17:39 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 15,000 $31.24 $468,648.00
Disclosure

SEC source: 0000899243-22-014453 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,728,799

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $31.00 to $31.80, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 06, 2022 Filed Apr 7, 2022 18:13 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 75,000 $31.19 $2,339,167.50
Disclosure

SEC source: 0000899243-22-014300 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,743,799

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units representing limited partner interests in the Issuer were sold in multiple transactions ranging from $30.80 to $31.44, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 05, 2022 Filed Apr 7, 2022 18:13 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 48,000 $30.80 $1,478,184.00
Disclosure

SEC source: 0000899243-22-014300 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,818,799

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.645 to $31.005, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: Reflects Common Units held directly by BX Guidon Topco LLC, a Delaware limited liability company ("BX Guidon Topco"). The controlling membership interests of BX Guidon Topco are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
April 01, 2022 Filed Apr 5, 2022 19:36 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 6,200 $30.06 $186,376.34
Disclosure

SEC source: 0000899243-22-013895 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,866,799

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.00 to $30.185, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 25, 2022 Filed Mar 29, 2022 20:25 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 45,000 $31.31 $1,408,774.50
Disclosure

SEC source: 0000899243-22-012720 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,872,999

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.62 to $31.58, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 21, 2022 Filed Mar 23, 2022 17:46 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 16,496 $30.07 $496,087.51
Disclosure

SEC source: 0000899243-22-011955 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,917,999

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.05 to $30.15, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 17, 2022 Filed Mar 21, 2022 21:41 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 20,000 $29.67 $593,402.00
Disclosure

SEC source: 0000899243-22-011753 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,934,495

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $29.50 to $29.81, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 08, 2022 Filed Mar 10, 2022 18:04 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 13,139 $30.07 $395,047.69
Disclosure

SEC source: 0000899243-22-010555 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,954,495

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $30.005 to $30.150, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.stone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 07, 2022 Filed Mar 8, 2022 21:04 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 1,230 $30.69 $37,745.99
Disclosure

SEC source: 0000899243-22-010049 · doc4.xml · nonDerivative · entry 3

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,967,634

F8 · price: The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $30.60 to $30.76, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 07, 2022 Filed Mar 8, 2022 21:04 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 21,363 $30.09 $642,801.99
Disclosure

SEC source: 0000899243-22-010049 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,968,864

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $29.60 to $30.59, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 04, 2022 Filed Mar 8, 2022 21:04 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 125,336 $29.92 $3,750,165.92
Disclosure

SEC source: 0000899243-22-010049 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 12,990,227

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $29.56 to $30.15, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 03, 2022 Filed Mar 4, 2022 18:06 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 8,664 $29.55 $256,010.80
Disclosure

SEC source: 0000899243-22-009470 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,115,563

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $29.50 to $29.66, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 02, 2022 Filed Mar 4, 2022 18:06 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 80,000 $29.89 $2,391,480.00
Disclosure

SEC source: 0000899243-22-009470 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,124,227

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $29.56 to $30.29, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
March 01, 2022 Filed Mar 2, 2022 19:09 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 65,000 $29.70 $1,930,311.50
Disclosure

SEC source: 0000899243-22-008733 · doc4.xml · nonDerivative · entry 3

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,204,227

F8 · price: The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $29.50 to $30.28, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Read SEC document
February 28, 2022 Filed Mar 2, 2022 19:09 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 19,202 $29.57 $567,787.78
Disclosure

SEC source: 0000899243-22-008733 · doc4.xml · nonDerivative · entry 2

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,269,227

F7 · price: The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $29.485 to $29.74, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

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February 28, 2022 Filed Mar 2, 2022 19:09 UTC VNOM Sub, Inc. VNOM · Entity 15365 SaleCommon Units 190,798 $29.36 $5,602,268.12
Disclosure

SEC source: 0000899243-22-008733 · doc4.xml · nonDerivative · entry 1

BX Guidon Topco LLC · CIK 0001847743 · 10% owner

Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner

Blackstone Energy Management Associates II L.L.C. · CIK 0001700376 · 10% owner

BMA VI L.L.C. · CIK 0001556083 · 10% owner

Blackstone EMA II L.L.C. · CIK 0001700375 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,288,429

F1 · price: The price reported in Column 4 is a weighted average price. These common units ("Common Units") representing limited partner interests in Viper Energy Partners LP (the "Issuer") were sold in multiple transactions ranging from $28.49 to $29.48, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price in the range set forth in this footnote.

F2 · ownership.nature: The controlling membership interests of BX Guidon Topco LLC, a Delaware limited liability company are held by Blackstone Management Associates VI L.L.C. and Blackstone Energy Management Associates II L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P.

F3 · ownership.nature: (continued from footnote 2) Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

F4 · ownership.nature: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F5 · ownership.nature: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.

F6 · ownership.nature: Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.