Reported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| EXPAND ENERGY CorpCHK · Entity 3213 | 10% owner | August 02, 2022 | August 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.
EXPAND ENERGY Corp
Report date August 02, 2022 · Filed August 08, 2022
Jointly reported with BX Vine Intermediate Holdco L.P., BCP VI/BEP II/BEP HOLDINGS MANAGER L.L.C., Blackstone Energy Management Associates II L.L.C., Blackstone Energy Management Associates L.L.C., Blackstone Management Associates VI L.L.C., Blackstone EMA II L.L.C., Blackstone EMA L.L.C.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 1,165,899 |
Reported balance
Holding disclosure · report date 2022-08-02 · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 11,500,000 |
Reported balance
Holding disclosure · report date 2022-08-02 · row 2
Holding and transaction disclosures are not merged.
1 source rowRow 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.
Change Healthcare Inc.
Report date October 03, 2022 · Filed October 05, 2022
Jointly reported with Blackstone Management Associates VI 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.
Section 16 reporting ended · disclosed 2022-10-05. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2022-10-03 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2022-10-03 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2022-10-03 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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.
Cheniere Energy Partners, L.P.
Report date September 24, 2020 · Filed September 29, 2020
Jointly reported with BX CQP SuperHoldCo Holdings Manager L.L.C., BX CQP Common Holdco Holdings Manager L.L.C., BX Rockies Platform Co Holdings Manager L.L.C., Blackstone Energy Management Associates L.L.C., Blackstone EMA L.L.C., Blackstone Management Associates VI L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C.
Section 16 reporting ended · disclosed 2020-09-29. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common UnitsSEC Table I · non-derivative | IndirectSee footnotes | 0 |
Reported balance
After 2020-09-24 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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.
Crocs, Inc.
Report date November 04, 2019 · Filed November 04, 2019
Jointly reported with Blackstone Holdings III L.P., Blackstone Capital Partners VI L.P., Blackstone Family Investment Partnership VI ESC L.P., Blackstone Management Associates VI L.L.C., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., Blackstone Inc., Blackstone Group Management L.L.C., SCHWARZMAN STEPHEN A
Section 16 reporting ended · disclosed 2019-11-04. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-04 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-04 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-11-04 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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.
NCR Voyix Corp
Report date September 20, 2019 · Filed September 23, 2019
Jointly reported with Blackstone NCR Holdco L.P., Blackstone 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., BTO Holdings Manager L.L.C., Blackstone Tactical Opportunities Associates L.L.C., BTOA L.L.C.
Section 16 reporting ended · disclosed 2019-09-23. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 6,826,977 |
Reported balance
After 2019-09-20 transaction · row 1
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 13,471 |
Reported balance
After 2019-09-20 transaction · row 2
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 2,315,530 |
Reported balance
After 2019-09-20 transaction · row 3
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 7,978 |
Reported balance
After 2019-09-20 transaction · row 4
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 6,795,946 |
Reported balance
After 2019-09-20 transaction · row 5
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 13,409 |
Reported balance
After 2019-09-20 transaction · row 6
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 2,312,643 |
Reported balance
After 2019-09-20 transaction · row 7
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 7,968 |
Reported balance
After 2019-09-20 transaction · row 8
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 10
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 11
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 12
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 13
Holding and transaction disclosures are not merged.
1 source rowRow 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-derivative | IndirectSee Footnotes | 17,170 |
Reported balance
Holding disclosure · report date 2019-09-20 · row 9
Holding and transaction disclosures are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 204,533.24 |
Reported balance
After 2019-09-20 transaction · row 14
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 403.6 |
Reported balance
After 2019-09-20 transaction · row 15
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 69,372.3 |
Reported balance
After 2019-09-20 transaction · row 16
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 239.05 |
Reported balance
After 2019-09-20 transaction · row 17
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 18
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 19
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 20
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2019-09-20 transaction · row 21
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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.
STR Sub Inc.
Report date December 29, 2022 · Filed December 29, 2022
Jointly reported with BX Royal Aggregator LP, BCP VI/BEP Holdings Manager L.L.C., Blackstone Energy Management Associates L.L.C., Blackstone Management Associates VI L.L.C., Blackstone EMA L.L.C., RRR AGGREGATOR LLC, BX Primexx Topco LLC, BCP VII/BEP II Holdings Manager L.L.C., Blackstone Energy Management Associates II L.L.C.
Section 16 reporting ended · disclosed 2022-12-29. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class C Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2022-12-29 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2022-12-29 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2022-12-29 transaction · row 3
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2022-12-29 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2022-12-29 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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.
Sitio Royalties Corp.
Report date August 19, 2025 · Filed August 21, 2025
Jointly reported with BX Royal Aggregator LP, BCP VI/BEP Holdings Manager L.L.C., Blackstone Energy Management Associates L.L.C., Blackstone Management Associates VI L.L.C., Blackstone EMA L.L.C., RRR AGGREGATOR LLC, BX Primexx Topco LLC, BCP VII/BEP II Holdings Manager L.L.C., Blackstone Energy Management Associates II L.L.C.
Section 16 reporting ended · disclosed 2025-08-21. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class C Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2025-08-19 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2025-08-19 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2025-08-19 transaction · row 3
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2025-08-19 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2025-08-19 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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.
Sunrun Inc.
Report date October 12, 2020 · Filed October 15, 2020
Jointly reported with Blackstone Capital Partners VI L.P., Blackstone VNT Co-Invest, L.P., Blackstone Family Investment Partnership VI L.P., Blackstone Family Investment Partnership VI ESC L.P., Blackstone Management Associates VI L.L.C., BCP VI Side-By-Side GP L.L.C.
Section 16 reporting ended · disclosed 2020-10-15. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 12,277,503 |
Reported balance
After 2020-10-12 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 3,944,216 |
Reported balance
After 2020-10-12 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 6,217 |
Reported balance
After 2020-10-12 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 74,732 |
Reported balance
After 2020-10-12 transaction · row 4
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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.
VINE ENERGY INC.
Report date November 01, 2021 · Filed November 03, 2021
Jointly reported with Blackstone Holdings III GP Management L.L.C., Blackstone Capital Partners VI-Q L.P., Blackstone Management Associates VI L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Family Investment Partnership VI ESC L.P., BCP VI Side-By-Side GP L.L.C., Blackstone Energy Family Investment Partnership ESC L.P., BEP Side-by-Side GP L.L.C.
Section 16 reporting ended · disclosed 2021-11-03. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class A Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 18,938,346 |
Reported balance
After 2021-11-01 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 18,068,757 |
Reported balance
After 2021-11-01 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 265,488 |
Reported balance
After 2021-11-01 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 4
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 5
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 6
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 7
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 8
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 9
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 10
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 11
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 12
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 13
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 14
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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 security | IndirectSee Footnotes | 0 |
Reported balance
After 2021-11-01 transaction · row 15
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 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.
VNOM Sub, Inc.
Report date April 18, 2023 · Filed April 20, 2023
Jointly reported with BX SWT ML Holdco LLC, Blackstone Management Associates VI L.L.C., BX Guidon Topco LLC, Blackstone Energy Management Associates II L.L.C., Blackstone EMA II L.L.C.
Section 16 reporting ended · disclosed 2023-04-20. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common UnitsSEC Table I · non-derivative | IndirectSee Footnotes | 7,002,347 |
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 rowsRow 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.
Vivint Smart Home, Inc.
Report date March 10, 2023 · Filed March 14, 2023
Jointly reported with 313 Acquisition LLC, BCP Voyager Holdings LP, Blackstone Family Investment Partnership VI L.P., BCP VI Side-By-Side GP L.L.C., Blackstone Capital Partners VI L.P., Blackstone Management Associates VI L.L.C.
Section 16 reporting ended · disclosed 2023-03-14. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class A Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2023-03-10 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2023-03-10 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2023-03-10 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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.
Vivint Solar, Inc.
Report date October 08, 2020 · Filed October 14, 2020
Jointly reported with 313 Acquisition LLC, Blackstone Capital Partners VI L.P., Blackstone Management Associates VI L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., Blackstone Inc., Blackstone Group Management L.L.C., SCHWARZMAN STEPHEN A
Section 16 reporting ended · disclosed 2020-10-14. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectSee Footnotes | 0 |
Reported balance
After 2020-10-08 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 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
JSON APIPurchases/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 date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| March 12, 2020 Filed Mar 16, 2020 23:15 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 131,046 | $25.54 | $3,346,626.54 |
DisclosureSEC source: 0000899243-20-008513 · doc4.xml · nonDerivative · entry 1 Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner Blackstone Holdings I/II GP L.L.C. · CIK 0001464695 · 10% owner Blackstone Holdings II L.P. · CIK 0001484870 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 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: 473,139 F12 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.15 to $26.15. The Reporting Persons undertake to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F1 · ownership.nature: Reflects securities held directly by BX Rockies Platform Co LLC. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BX Rockies Platform Co LLC. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of Class C common stock of The Blackstone Group Inc. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F10 · 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. F11 · 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 |
| March 11, 2020 Filed Mar 12, 2020 23:35 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 1,777 | $28.25 | $50,198.83 |
DisclosureSEC source: 0000899243-20-008128 · doc4.xml · nonDerivative · entry 5 Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner Blackstone Holdings I/II GP L.L.C. · CIK 0001464695 · 10% owner Blackstone Holdings II L.P. · CIK 0001484870 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 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: 342,093 F5 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.91 to $28.50. The Reporting Persons undertake to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F6 · ownership.nature: Reflects securities held directly by BX Rockies Platform Co LLC. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BX Rockies Platform Co LLC. F12 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F14 · ownership.nature: The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of Class C common stock of The Blackstone Group Inc. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F15 · 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. F16 · 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 |
| March 11, 2020 Filed Mar 12, 2020 23:35 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 12,554 | $27.47 | $344,902.32 |
DisclosureSEC source: 0000899243-20-008128 · doc4.xml · nonDerivative · entry 4 Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner Blackstone Holdings I/II GP L.L.C. · CIK 0001464695 · 10% owner Blackstone Holdings II L.P. · CIK 0001484870 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 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: 340,316 F4 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.895 to $27.89. The Reporting Persons undertake to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F6 · ownership.nature: Reflects securities held directly by BX Rockies Platform Co LLC. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BX Rockies Platform Co LLC. F12 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F14 · ownership.nature: The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of Class C common stock of The Blackstone Group Inc. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F15 · 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. F16 · 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 |
| March 11, 2020 Filed Mar 14, 2020 00:23 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionClass A Common Stock | 9,542,680 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-008331 · 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 Group 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: 97,732,396 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F1 · price: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F4 · 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. F7 · 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 The Blackstone Group Inc. 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 · 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. F9 · 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 |
| March 10, 2020 Filed Mar 12, 2020 23:35 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 7,567 | $27.91 | $211,194.21 |
DisclosureSEC source: 0000899243-20-008128 · doc4.xml · nonDerivative · entry 3 Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner Blackstone Holdings I/II GP L.L.C. · CIK 0001464695 · 10% owner Blackstone Holdings II L.P. · CIK 0001484870 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 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: 327,762 F3 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.82 to $27.98. The Reporting Persons undertake to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F6 · ownership.nature: Reflects securities held directly by BX Rockies Platform Co LLC. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BX Rockies Platform Co LLC. F12 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F14 · ownership.nature: The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of Class C common stock of The Blackstone Group Inc. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F15 · 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. F16 · 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 |
| March 10, 2020 Filed Mar 12, 2020 23:35 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 1,281 | $26.67 | $34,168.24 |
DisclosureSEC source: 0000899243-20-008128 · doc4.xml · nonDerivative · entry 2 Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner Blackstone Holdings I/II GP L.L.C. · CIK 0001464695 · 10% owner Blackstone Holdings II L.P. · CIK 0001484870 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 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: 320,195 F2 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.66 to $27.38. The Reporting Persons undertake to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F6 · ownership.nature: Reflects securities held directly by BX Rockies Platform Co LLC. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BX Rockies Platform Co LLC. F12 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F14 · ownership.nature: The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of Class C common stock of The Blackstone Group Inc. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F15 · 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. F16 · 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 |
| March 10, 2020 Filed Mar 12, 2020 23:35 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 318,914 | $25.72 | $8,203,488.60 |
DisclosureSEC source: 0000899243-20-008128 · doc4.xml · nonDerivative · entry 1 Blackstone Group Inc · CIK 0001393818 · 10% owner Blackstone Group Management L.L.C. · CIK 0001404071 · 10% owner Blackstone Holdings I/II GP L.L.C. · CIK 0001464695 · 10% owner Blackstone Holdings II L.P. · CIK 0001484870 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Holdings III GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 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: 318,914 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.615 to $26.04. The Reporting Persons undertake to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F6 · ownership.nature: Reflects securities held directly by BX Rockies Platform Co LLC. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BX Rockies Platform Co LLC. F12 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F14 · ownership.nature: The Blackstone Group Inc. is the sole member of each of Blackstone Holdings I/II GP L.L.C. and Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the sole holder of Class C common stock of The Blackstone Group Inc. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F15 · 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. F16 · 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 |
| February 26, 2020 Filed Feb 29, 2020 01:13 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionEarnout Rights · Derivative | 9,538,597 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-006367 · doc4.xml · derivative · entry 4 313 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 Group 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: Direct Disclosed balance after: 19,077,194 Underlying: Class A Common Stock · 9,538,597 shares Expires 2025-01-17 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_price: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · shares: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_date: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · derivative.underlying_shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.underlying_shares: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F2 · balance_after: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · balance_after: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. Read SEC document |
| February 26, 2020 Filed Feb 29, 2020 01:13 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionClass A Common Stock | 9,538,597 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-006367 · 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 Group 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: 88,189,716 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F1 · price: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period (the "$12.50 Condition"), one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-third will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $12.50 Condition was satisfied on February 26, 2020. F4 · 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. F7 · 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 The Blackstone Group Inc. 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 · 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. F9 · 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 |
| February 26, 2020 Filed Mar 14, 2020 00:23 UTC | Vivint Smart Home, Inc. VVNT · Entity 15378 | ConversionEarnout Rights · Derivative | 9,542,472 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-008331 · doc4.xml · derivative · entry 4 313 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 Group 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: 9,542,472 Underlying: Class A Common Stock · 9,542,472 shares Expires 2025-01-17 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_price: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F1 · kind: Pursuant to an Agreement and Plan of Merger, dated effective as of September 15, 2019, as amended by that certain Amendment No. 1 and as otherwise amended from time to time (the "Merger Agreement"), by and among Legacy Vivint Smart Home, Inc. (f/k/a Vivint Smart Home, Inc.) ("Legacy Vivint Smart Home"), Mosaic Acquisition Corp. ("Mosaic") and Maiden Merger Sub, Inc. ("Merger Sub"), Merger Sub merged (the "Merger") with and into Legacy Vivint Smart Home, with Legacy Vivint Smart Home surviving the merger as a wholly owned subsidiary of Mosaic (which subsequently changed its name to "Vivint Smart Home, Inc.", the "Issuer"). The transactions contemplated by the Merger Agreement closed on January 17, 2020. F2 · kind: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · kind: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · shares: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · price: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · price: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.exercise_date: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · derivative.underlying_shares: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · derivative.underlying_shares: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F2 · balance_after: Pursuant to the terms of the Merger Agreement, the stockholders of Legacy Vivint Smart Home at the effective time of the Merger received, among other consideration, certain rights to additional shares of Class A common stock of the Issuer ("Class A Common Stock") upon the achievement of certain milestones as described in the Merger Agreement (the "Earnout Rights"). Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds certain thresholds as discussed below. F3 · balance_after: Of these Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period (the "$15.00 Condition"), and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $17.50 for any 20 trading days within any 30 trading day period (the "$17.50 Condition"). The issuance of such shares are subject to certain adjustments, including pro rata adjustments, set forth in the Merger Agreement. The $15.00 Condition was satisfied on March 11, 2020. F4 · 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. F7 · 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 The Blackstone Group Inc. 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 · 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. F9 · 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 |
| January 17, 2020 Filed Jan 22, 2020 23:44 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | OtherCommon Stock | 4,739,817 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-001698 · 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 Group 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: 69,619,557 F1 · kind: Reflects a distribution of shares of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer") by 313 Acquisition LLC to certain of its members in connection with the redemption of their interests in 313 Acquisition LLC. F1 · price: Reflects a distribution of shares of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer") by 313 Acquisition LLC to certain of its members in connection with the redemption of their interests in 313 Acquisition LLC. F2 · ownership.nature: 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. F3 · ownership.nature: 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. (f/k/a The Blackstone Group L.P.). 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. F4 · 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. Read SEC document |
| November 04, 2019 Filed Nov 4, 2019 21:31 UTC | Crocs, Inc. CROX · Entity 3843 | SaleCommon Stock | 2,479 | $35.54 | $88,103.66 |
DisclosureSEC source: 0000899243-19-026565 · doc4.xml · nonDerivative · entry 3 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group 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: 0 F1 · price: 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 · ownership.nature: 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 · ownership.nature: 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 · 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 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. Read SEC document |
| November 04, 2019 Filed Nov 4, 2019 21:31 UTC | Crocs, Inc. CROX · Entity 3843 | SaleCommon Stock | 17,137 | $35.54 | $609,048.98 |
DisclosureSEC source: 0000899243-19-026565 · doc4.xml · nonDerivative · entry 2 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group 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: 0 F1 · price: 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 · ownership.nature: These securities are directly held by Blackstone Family Investment Partnership VI-ESC L.P F5 · ownership.nature: 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 · 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 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. Read SEC document |
| November 04, 2019 Filed Nov 4, 2019 21:31 UTC | Crocs, Inc. CROX · Entity 3843 | SaleCommon Stock | 6,844,929 | $35.54 | $243,268,776.66 |
DisclosureSEC source: 0000899243-19-026565 · doc4.xml · nonDerivative · entry 1 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group 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: 0 F1 · price: 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 · ownership.nature: These securities are directly held by Blackstone Capital Partners VI L.P. F5 · ownership.nature: 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 · 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 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionSeries A Convertible Preferred Stock · Derivative | 239.05 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 21 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 Underlying: Common Stock · Not disclosed shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: 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 · kind: 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 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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. F5 · ownership.nature: 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 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionSeries A Convertible Preferred Stock · Derivative | 69,372.3 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 20 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 Underlying: Common Stock · Not disclosed shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: 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 · kind: 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 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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. F4 · ownership.nature: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionSeries A Convertible Preferred Stock · Derivative | 403.6 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 19 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 Underlying: Common Stock · Not disclosed shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: 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 · kind: 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 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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. F3 · ownership.nature: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionSeries A Convertible Preferred Stock · Derivative | 204,533.24 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 18 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 Underlying: Common Stock · Not disclosed shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: 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 · kind: 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 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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 · ownership.nature: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleSeries A Convertible Preferred Stock · Derivative | 206.95 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 17 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 239.05 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · derivative.exercise_price: 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 · kind: 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. F11 · price: 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. F1 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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. F5 · ownership.nature: 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 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleSeries A Convertible Preferred Stock · Derivative | 60,054.7 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 16 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 69,372.3 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · derivative.exercise_price: 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 · kind: 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. F11 · price: 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. F1 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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. F4 · ownership.nature: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleSeries A Convertible Preferred Stock · Derivative | 349.4 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 15 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 403.6 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · derivative.exercise_price: 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 · kind: 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. F11 · price: 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. F1 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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. F3 · ownership.nature: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleSeries A Convertible Preferred Stock · Derivative | 177,061.76 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · derivative · entry 14 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 204,533.24 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · derivative.exercise_price: 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 · kind: 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. F11 · price: 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. F1 · derivative.exercise_date: 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. F1 · derivative.expiration_date: 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. F1 · derivative.underlying_shares: 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 · ownership.nature: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleCommon Stock | 7,968 | $32.75 | $260,952.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 13 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 F16 · kind: 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 · ownership.nature: 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 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleCommon Stock | 2,312,643 | $32.75 | $75,739,058.25 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 12 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 F16 · kind: 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 · ownership.nature: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleCommon Stock | 13,409 | $32.75 | $439,144.75 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 11 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 F16 · kind: 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 · ownership.nature: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | SaleCommon Stock | 6,795,946 | $32.75 | $222,567,231.50 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 10 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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 F16 · kind: 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 · ownership.nature: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | OtherCommon Stock | 10 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 8 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 7,968 F14 · kind: 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 · ownership.nature: 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 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | OtherCommon Stock | 2,887 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 7 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 2,312,643 F14 · kind: 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 · ownership.nature: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | OtherCommon Stock | 62 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 6 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 13,409 F14 · kind: 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 · ownership.nature: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | OtherCommon Stock | 31,031 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 5 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 6,795,946 F14 · kind: 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 · ownership.nature: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionCommon Stock | 7,968 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 4 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 7,978 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F12 · kind: 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 · shares: 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. F1 · price: 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 · balance_after: 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 · ownership.nature: 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 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionCommon Stock | 2,312,386 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 3 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 2,315,530 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F12 · kind: 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 · shares: 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. F1 · price: 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 · balance_after: 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 · ownership.nature: These securities are directly held by BTO NCR Holdings L.P. ("BTO NCR"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionCommon Stock | 13,453 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 2 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 13,471 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F12 · kind: 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 · shares: 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. F1 · price: 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 · balance_after: 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 · ownership.nature: These securities are directly held by BCP VI SBS ESC Holdco L.P. ("BCP VI"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| September 20, 2019 Filed Sep 23, 2019 22:43 UTC | NCR Voyix Corp NCR · Entity 293 | ConversionCommon Stock | 6,817,706 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-024062 · doc4.xml · nonDerivative · entry 1 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 6,826,977 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F12 · kind: 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 · shares: 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. F1 · price: 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 · balance_after: 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 · ownership.nature: These securities are directly held by Blackstone NCR Holdco L.P. ("NCR Holdco"). F6 · ownership.nature: 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 · ownership.nature: 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 · 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. F9 · ownership.nature: 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 · ownership.nature: 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. Read SEC document |
| December 04, 2018 Filed Dec 6, 2018 23:18 UTC | Vivint Solar, Inc. VSLR · Entity 15759 | SaleCommon Stock | 8,000,000 | $5.20 | $41,580,000.00 |
DisclosureSEC source: 0000899243-18-030301 · 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 Group L.P. · 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: 74,359,374 F1 · price: This amount represents the $5.50 public offering price per share of Common Stock, par value $0.01 per share ("Common Stock"), of Vivint Solar, Inc. (the "Issuer"), less the underwriting discount of $0.3025 per share of Common Stock. F2 · ownership.nature: 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. F3 · ownership.nature: 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 L.P. The general partner of The Blackstone Group L.P. 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: 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. Read SEC document |
| December 02, 2018 Filed Dec 4, 2018 21:45 UTC | Crocs, Inc. CROX · Entity 3843 | ConversionSeries A Convertible Preferred Stock · Derivative | 248.5 | $0.00 Strike: $14.50 | $0.00 |
DisclosureSEC source: 0000899243-18-030053 · doc4.xml · derivative · entry 6 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · 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: 0 Underlying: Common Stock · 17,137.9268 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F1 · kind: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F2 · derivative.exercise_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F2 · derivative.expiration_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F4 · ownership.nature: These securities are directly held by BFIP VI. F5 · ownership.nature: The general partner of BCP VI 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 BFIP VI 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 L.P. The general partner of The Blackstone Group L.P. 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 such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares 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 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. Read SEC document |
| December 02, 2018 Filed Dec 4, 2018 21:45 UTC | Crocs, Inc. CROX · Entity 3843 | SaleSeries A Convertible Preferred Stock · Derivative | 248.5 | Not disclosed Strike: $14.50 | Not disclosed |
DisclosureSEC source: 0000899243-18-030053 · doc4.xml · derivative · entry 5 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · 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: 248.5 Underlying: Common Stock · 17,137.9268 shares Expires not disclosed F2 · derivative.exercise_price: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F1 · kind: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F1 · price: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F2 · derivative.exercise_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F2 · derivative.expiration_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F4 · ownership.nature: These securities are directly held by BFIP VI. F5 · ownership.nature: The general partner of BCP VI 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 BFIP VI 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 L.P. The general partner of The Blackstone Group L.P. 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 such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares 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 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. Read SEC document |
| December 02, 2018 Filed Dec 4, 2018 21:45 UTC | Crocs, Inc. CROX · Entity 3843 | ConversionSeries A Convertible Preferred Stock · Derivative | 99,251.5 | $0.00 Strike: $14.50 | $0.00 |
DisclosureSEC source: 0000899243-18-030053 · doc4.xml · derivative · entry 4 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · 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: 0 Underlying: Common Stock · 6,844,929.3233 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · derivative.exercise_price: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F1 · kind: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F2 · derivative.exercise_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F2 · derivative.expiration_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F3 · ownership.nature: These securities are directly held by BCP VI. F5 · ownership.nature: The general partner of BCP VI 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 BFIP VI 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 L.P. The general partner of The Blackstone Group L.P. 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 such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares 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 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. Read SEC document |
| December 02, 2018 Filed Dec 4, 2018 21:45 UTC | Crocs, Inc. CROX · Entity 3843 | SaleSeries A Convertible Preferred Stock · Derivative | 99,251.5 | Not disclosed Strike: $14.50 | Not disclosed |
DisclosureSEC source: 0000899243-18-030053 · doc4.xml · derivative · entry 3 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · 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: 99,251.5 Underlying: Common Stock · 6,844,929.3233 shares Expires not disclosed F2 · derivative.exercise_price: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F1 · kind: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F1 · price: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F2 · derivative.exercise_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F2 · derivative.expiration_date: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F3 · ownership.nature: These securities are directly held by BCP VI. F5 · ownership.nature: The general partner of BCP VI 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 BFIP VI 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 L.P. The general partner of The Blackstone Group L.P. 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 such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares 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 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. Read SEC document |
| December 02, 2018 Filed Dec 4, 2018 21:45 UTC | Crocs, Inc. CROX · Entity 3843 | ConversionCommon Stock | 17,137 | $14.50 | $248,486.50 |
DisclosureSEC source: 0000899243-18-030053 · doc4.xml · nonDerivative · entry 2 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · 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: 17,137 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F2 · shares: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F2 · price: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F4 · ownership.nature: These securities are directly held by BFIP VI. F5 · ownership.nature: The general partner of BCP VI 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 BFIP VI 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 L.P. The general partner of The Blackstone Group L.P. 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 such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares 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 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. Read SEC document |
| December 02, 2018 Filed Dec 4, 2018 21:45 UTC | Crocs, Inc. CROX · Entity 3843 | ConversionCommon Stock | 6,844,929 | $14.50 | $99,251,470.50 |
DisclosureSEC source: 0000899243-18-030053 · doc4.xml · nonDerivative · entry 1 Blackstone Holdings III L.P. · CIK 0001404073 · 10% owner Blackstone Capital Partners VI L.P. · CIK 0001443881 · 10% owner Blackstone Family Investment Partnership VI ESC L.P. · CIK 0001555906 · 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 GP L.P. · CIK 0001478809 · 10% owner Blackstone Holdings III GP Management L.L.C. · CIK 0001478815 · 10% owner Blackstone Group L.P. · 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: 6,844,929 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On December 2, 2018, (a) Blackstone Capital Partners VI L.P. ("BCP VI") agreed to sell 99,251.5 shares of the Issuer's Series A Convertible Preferred Stock, par value $0.001 per share (the "Preferred Stock") to the Issuer for an aggregate price of $182,348,917.17 and convert 99,251.5 shares of Preferred Stock into shares of Issuer common stock, having par value of $0.001 per share (the "Common Stock"), and (b) Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI", together with BCP VI, the "Partnerships") agreed to sell 248.5 shares of Preferred Stock for an aggregate price of $456,554.37 and convert 248.5 shares of Preferred Stock into Common Stock. These transactions are expected to close on December 5, 2018. F2 · shares: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F2 · price: The number of shares of Common Stock deliverable upon conversion of each share of Preferred Stock is equal to 68.9655 shares, subject to customary anti-dilution and other adjustments. The Preferred Stock was convertible at any time and had no expiration date. The Issuer could mandatorily convert the Preferred Stock into Common Stock after January 27, 2017, if certain conditions were met. Fractional shares are to be paid in cash upon settlement. F3 · ownership.nature: These securities are directly held by BCP VI. F5 · ownership.nature: The general partner of BCP VI 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 BFIP VI 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 L.P. The general partner of The Blackstone Group L.P. 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 such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares 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 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. Read SEC document |
| December 29, 2017 Filed Jan 2, 2018 16:30 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 231,288 | $29.49 | $6,820,197.42 |
DisclosureSEC source: 0000899243-18-000078 · doc4.xml · nonDerivative · entry 2 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 2,011,447 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on December 28, 2017 and December 29, 2017 at prices ranging from $29.35 to $29.75 and $29.22 to$29.80, respectively. The reporting person undertakes to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 |
| December 28, 2017 Filed Jan 2, 2018 16:30 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 228,535 | $29.63 | $6,772,543.31 |
DisclosureSEC source: 0000899243-18-000078 · doc4.xml · nonDerivative · entry 1 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 1,780,159 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on December 28, 2017 and December 29, 2017 at prices ranging from $29.35 to $29.75 and $29.22 to$29.80, respectively. The reporting person undertakes to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 |
| December 27, 2017 Filed Dec 28, 2017 18:14 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 308,766 | $29.09 | $8,982,898.36 |
DisclosureSEC source: 0000899243-17-029685 · doc4.xml · nonDerivative · entry 2 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 1,551,624 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on December 26, 2017 and December 27, 2017 at prices ranging from $28.455 to $28.82 and $28.74 to $29.29, respectively. The reporting person undertakes to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 |
| December 26, 2017 Filed Dec 28, 2017 18:14 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 25,466 | $28.61 | $728,679.03 |
DisclosureSEC source: 0000899243-17-029685 · doc4.xml · nonDerivative · entry 1 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 1,242,858 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on December 26, 2017 and December 27, 2017 at prices ranging from $28.455 to $28.82 and $28.74 to $29.29, respectively. The reporting person undertakes to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 |
| December 22, 2017 Filed Dec 26, 2017 18:41 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 73,247 | $28.04 | $2,054,190.14 |
DisclosureSEC source: 0000899243-17-029560 · doc4.xml · nonDerivative · entry 2 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 1,217,392 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on December 21, 2017 and December 22, 2017 at prices ranging from $27.655 to $28.15 and $27.67 to $28.25, respectively. The reporting person undertakes to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 |
| December 21, 2017 Filed Dec 26, 2017 18:41 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | PurchaseCommon Units | 42,976 | $27.85 | $1,196,933.17 |
DisclosureSEC source: 0000899243-17-029560 · doc4.xml · nonDerivative · entry 1 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 1,144,145 F1 · price: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions on December 21, 2017 and December 22, 2017 at prices ranging from $27.655 to $28.15 and $27.67 to $28.25, respectively. The reporting person undertakes to provide Cheniere Energy Partners, L.P. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Common Holdco L.P. Blackstone CQP Common Holdco GP LLC is the general partner of Blackstone CQP Common Holdco L.P. Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of Blackstone CQP Common Holdco GP LLC. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 02, 2017 Filed Aug 4, 2017 16:50 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | ConversionClass B Units · Derivative | 100,000,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-17-019778 · doc4.xml · derivative · entry 6 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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 Underlying: Common Units · 198,978,886 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · derivative.exercise_price: The Class B Units were exercisable at an accreted conversion ratio of approximately 1.99 Common Units per Class B Unit and were mandatorily converted into Common Units on August 2, 2017. F1 · derivative.exercise_date: The Class B Units were exercisable at an accreted conversion ratio of approximately 1.99 Common Units per Class B Unit and were mandatorily converted into Common Units on August 2, 2017. F1 · derivative.expiration_date: The Class B Units were exercisable at an accreted conversion ratio of approximately 1.99 Common Units per Class B Unit and were mandatorily converted into Common Units on August 2, 2017. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Holdco LP. Blackstone CQP Holdco II GP LLC is the general partner of Blackstone CQP Holdco LP. Blackstone CQP FinanceCo LP is the sole member of Blackstone CQP Holdco II GP LLC. Blackstone CQP Holdco GP LLC is the general partner of Blacksone CQP FinanceCo LP. Blackstone Management Associates VI L.L.C. is the sole member of Blackstone CQP Holdco GP LLC. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 02, 2017 Filed Aug 4, 2017 16:50 UTC | Cheniere Energy Partners, L.P. CQP · Entity 3117 | ConversionCommon Units | 198,978,886 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-17-019778 · doc4.xml · nonDerivative · entry 1 Blackstone CQP Common Holdco L.P. · CIK 0001713110 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone CQP Common Holdco GP LLC · CIK 0001713120 · 10% owner Blackstone CQP Holdco LP · CIK 0001555363 · 10% owner Blackstone CQP Holdco II GP LLC · CIK 0001713135 · 10% owner Blackstone CQP FinanceCo LP · CIK 0001713136 · 10% owner Blackstone CQP Holdco GP, LLC · CIK 0001713146 · 10% owner Blackstone Energy Management Associates L.L.C. · CIK 0001713955 · 10% owner Blackstone EMA L.L.C. · CIK 0001713957 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 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: 198,978,886 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · price: The Class B Units were exercisable at an accreted conversion ratio of approximately 1.99 Common Units per Class B Unit and were mandatorily converted into Common Units on August 2, 2017. F2 · ownership.nature: Reflects securities held directly by Blackstone CQP Holdco LP. Blackstone CQP Holdco II GP LLC is the general partner of Blackstone CQP Holdco LP. Blackstone CQP FinanceCo LP is the sole member of Blackstone CQP Holdco II GP LLC. Blackstone CQP Holdco GP LLC is the general partner of Blacksone CQP FinanceCo LP. Blackstone Management Associates VI L.L.C. is the sole member of Blackstone CQP Holdco GP LLC. F7 · ownership.nature: 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 both BMA VI L.L.C. and Blackstone EMA 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. F9 · ownership.nature: The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. and the sole member of Blackstone Holdings III GP Management L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. F11 · 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. F12 · 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 |
| March 17, 2017 Filed Mar 20, 2017 20:06 UTC | NCR Voyix Corp NCR · Entity 293 | SaleSeries A Convertible Preferred Stock · Derivative | 302 | $1,594.98 | $481,683.96 |
DisclosureSEC source: 0000899243-17-008206 · doc4.xml · derivative · entry 16 Blackstone NCR Holdco L.P. · CIK 0001660524 · 10% owner BMA VI L.L.C. · CIK 0001556083 · 10% owner Blackstone BCP VI SBS ESC Holdco L.P. · CIK 0001660526 · 10% owner BTO NCR Holdings L.P. · CIK 0001660518 · 10% owner BTO NCR Holdings - ESC L.P. · CIK 0001660517 · 10% owner Blackstone NCR Holdco GP L.L.C. · CIK 0001660522 · 10% owner Blackstone Management Associates VI L.L.C. · CIK 0001556089 · 10% owner BTO Holdings Manager L.L.C. · CIK 0001660521 · 10% owner Blackstone Tactical Opportunities Associates L.L.C. · CIK 0001660520 · 10% owner BTOA L.L.C. · CIK 0001575478 · 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: 396 Underlying: Common Stock · Not disclosed shares Expires not disclosed F1 · derivative.exercise_price: 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 33.333 shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date. F1 · derivative.exercise_date: 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 33.333 shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date. F1 · derivative.expiration_date: 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 33.333 shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date. F1 · derivative.underlying_shares: 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 33.333 shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date. F1 · balance_after: 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 33.333 shares of common stock of the Issuer, having par value of $0.01 per share (the "Common Stock"), plus any accrued and unpaid dividends and subject to customary anti-dilution and other adjustments. The Preferred Stock has no expiration date. F5 · ownership.nature: 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 · ownership.nature: 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 · ownership.nature: 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 L.P. The general partner of The Blackstone Group L.P. 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: 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 · ownership.nature: 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 · ownership.nature: This report is filed on behalf of the following entities: Blackstone NCR Holdco L.P., Blackstone 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 L.P., 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 L.P., Blackstone Group Management L.L.C. and Stephen A. Schwarzman, which relates to the same transaction. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.