Dorrell Michael B.

SEC source: 0001104659-24-109648 · tm2426419-1_4seq1.xml · derivative · entry 6

Stonepeak Rocket Holdings II LP · CIK 0001877490 · 10% owner

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner

Stonepeak Associates IV LLC · CIK 0001863666 · 10% owner

Stonepeak GP Investors IV LLC · CIK 0001863692 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Evolve Transition Infrastructure LP · CIK 0001362705 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 5,000,000 shares

Expires 2028-11-17

F1 · kind: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F1 · price: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F3 · ownership.direct: The securities that are the subject of this Form 4 comprise of (i) Series B warrants to purchase 2,000,000 shares of Common Stock, in the aggregate, (ii) Series C warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iii) Series D warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iv) Series E warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (v) Series F warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, and (vi) the option to purchase up to an aggregate of $250 million in shares of Common Stock as a purchase price of $50.00 per share.

F4 · ownership.direct: Prior to the Termination, the securities that are the subject of this Form 4 were directly beneficially owned 90% by Stonepeak and 10% by Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Dorrell serves as the sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Affiliates of Stonepeak own 100% of the issued and outstanding equity interests in SP Holdings, LLC, which is the sole member of Evolve's general partner. Evolve's general partner owns 100% of the common units of Evolve.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities set forth herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.

SEC source: 0001104659-24-109648 · tm2426419-1_4seq1.xml · derivative · entry 5

Stonepeak Rocket Holdings II LP · CIK 0001877490 · 10% owner

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner

Stonepeak Associates IV LLC · CIK 0001863666 · 10% owner

Stonepeak GP Investors IV LLC · CIK 0001863692 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Evolve Transition Infrastructure LP · CIK 0001362705 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,000,000 shares

Expires 2031-05-17

F1 · kind: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F1 · price: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F2 · derivative.exercise_date: Prior to the Termination, the warrants were exercisable as described in the Reporting Person's Form 3, dated August 15, 2021.

F3 · ownership.direct: The securities that are the subject of this Form 4 comprise of (i) Series B warrants to purchase 2,000,000 shares of Common Stock, in the aggregate, (ii) Series C warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iii) Series D warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iv) Series E warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (v) Series F warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, and (vi) the option to purchase up to an aggregate of $250 million in shares of Common Stock as a purchase price of $50.00 per share.

F4 · ownership.direct: Prior to the Termination, the securities that are the subject of this Form 4 were directly beneficially owned 90% by Stonepeak and 10% by Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Dorrell serves as the sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Affiliates of Stonepeak own 100% of the issued and outstanding equity interests in SP Holdings, LLC, which is the sole member of Evolve's general partner. Evolve's general partner owns 100% of the common units of Evolve.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities set forth herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.

SEC source: 0001104659-24-109648 · tm2426419-1_4seq1.xml · derivative · entry 4

Stonepeak Rocket Holdings II LP · CIK 0001877490 · 10% owner

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner

Stonepeak Associates IV LLC · CIK 0001863666 · 10% owner

Stonepeak GP Investors IV LLC · CIK 0001863692 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Evolve Transition Infrastructure LP · CIK 0001362705 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,000,000 shares

Expires 2031-05-17

F1 · kind: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F1 · price: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F2 · derivative.exercise_date: Prior to the Termination, the warrants were exercisable as described in the Reporting Person's Form 3, dated August 15, 2021.

F3 · ownership.direct: The securities that are the subject of this Form 4 comprise of (i) Series B warrants to purchase 2,000,000 shares of Common Stock, in the aggregate, (ii) Series C warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iii) Series D warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iv) Series E warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (v) Series F warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, and (vi) the option to purchase up to an aggregate of $250 million in shares of Common Stock as a purchase price of $50.00 per share.

F4 · ownership.direct: Prior to the Termination, the securities that are the subject of this Form 4 were directly beneficially owned 90% by Stonepeak and 10% by Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Dorrell serves as the sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Affiliates of Stonepeak own 100% of the issued and outstanding equity interests in SP Holdings, LLC, which is the sole member of Evolve's general partner. Evolve's general partner owns 100% of the common units of Evolve.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities set forth herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.

SEC source: 0001104659-24-109648 · tm2426419-1_4seq1.xml · derivative · entry 3

Stonepeak Rocket Holdings II LP · CIK 0001877490 · 10% owner

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner

Stonepeak Associates IV LLC · CIK 0001863666 · 10% owner

Stonepeak GP Investors IV LLC · CIK 0001863692 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Evolve Transition Infrastructure LP · CIK 0001362705 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,000,000 shares

Expires 2031-05-17

F1 · kind: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F1 · price: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F2 · derivative.exercise_date: Prior to the Termination, the warrants were exercisable as described in the Reporting Person's Form 3, dated August 15, 2021.

F3 · ownership.direct: The securities that are the subject of this Form 4 comprise of (i) Series B warrants to purchase 2,000,000 shares of Common Stock, in the aggregate, (ii) Series C warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iii) Series D warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iv) Series E warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (v) Series F warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, and (vi) the option to purchase up to an aggregate of $250 million in shares of Common Stock as a purchase price of $50.00 per share.

F4 · ownership.direct: Prior to the Termination, the securities that are the subject of this Form 4 were directly beneficially owned 90% by Stonepeak and 10% by Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Dorrell serves as the sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Affiliates of Stonepeak own 100% of the issued and outstanding equity interests in SP Holdings, LLC, which is the sole member of Evolve's general partner. Evolve's general partner owns 100% of the common units of Evolve.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities set forth herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.

SEC source: 0001104659-24-109648 · tm2426419-1_4seq1.xml · derivative · entry 2

Stonepeak Rocket Holdings II LP · CIK 0001877490 · 10% owner

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner

Stonepeak Associates IV LLC · CIK 0001863666 · 10% owner

Stonepeak GP Investors IV LLC · CIK 0001863692 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Evolve Transition Infrastructure LP · CIK 0001362705 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 1,000,000 shares

Expires 2031-05-17

F1 · kind: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F1 · price: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F2 · derivative.exercise_date: Prior to the Termination, the warrants were exercisable as described in the Reporting Person's Form 3, dated August 15, 2021.

F3 · ownership.direct: The securities that are the subject of this Form 4 comprise of (i) Series B warrants to purchase 2,000,000 shares of Common Stock, in the aggregate, (ii) Series C warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iii) Series D warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iv) Series E warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (v) Series F warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, and (vi) the option to purchase up to an aggregate of $250 million in shares of Common Stock as a purchase price of $50.00 per share.

F4 · ownership.direct: Prior to the Termination, the securities that are the subject of this Form 4 were directly beneficially owned 90% by Stonepeak and 10% by Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Dorrell serves as the sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Affiliates of Stonepeak own 100% of the issued and outstanding equity interests in SP Holdings, LLC, which is the sole member of Evolve's general partner. Evolve's general partner owns 100% of the common units of Evolve.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities set forth herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.

SEC source: 0001104659-24-109648 · tm2426419-1_4seq1.xml · derivative · entry 1

Stonepeak Rocket Holdings II LP · CIK 0001877490 · 10% owner

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner

Stonepeak Associates IV LLC · CIK 0001863666 · 10% owner

Stonepeak GP Investors IV LLC · CIK 0001863692 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Evolve Transition Infrastructure LP · CIK 0001362705 · 10% owner

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 2,000,000 shares

Expires 2031-05-17

F1 · kind: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F1 · price: On October 15, 2024, the Issuer, Stonepeak Rocket Holdings II LP, a Delaware limited partnership ("Stonepeak"), Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve") and Levo Mobility LLC, a Delaware limited liability company ("Levo"), entered into that certain Limited Liability Company Interest Sale Agreement pursuant to which, among other things, each Reporting Person irrevocably terminated any and all rights with respect to the securities that are the subject of this Form 4 for nominal consideration (the "Termination").

F2 · derivative.exercise_date: Prior to the Termination, the warrants were exercisable as described in the Reporting Person's Form 3, dated August 15, 2021.

F3 · ownership.direct: The securities that are the subject of this Form 4 comprise of (i) Series B warrants to purchase 2,000,000 shares of Common Stock, in the aggregate, (ii) Series C warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iii) Series D warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (iv) Series E warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, (v) Series F warrants to purchase 1,000,000 shares of Common Stock, in the aggregate, and (vi) the option to purchase up to an aggregate of $250 million in shares of Common Stock as a purchase price of $50.00 per share.

F4 · ownership.direct: Prior to the Termination, the securities that are the subject of this Form 4 were directly beneficially owned 90% by Stonepeak and 10% by Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Dorrell serves as the sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Affiliates of Stonepeak own 100% of the issued and outstanding equity interests in SP Holdings, LLC, which is the sole member of Evolve's general partner. Evolve's general partner owns 100% of the common units of Evolve.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities set forth herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, or for any other purpose.

SEC source: 0000905148-24-000142 · form4.xml · nonDerivative · entry 1

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner · See Remarks

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner · See Remarks

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,536,220

F1 · kind: On January 8, 2024, Evolve Transition Infrastructure GP LLC (the "General Partner") elected to exercise the limited call right (the "Limited Call Right") pursuant to its right as the holder (together with its controlled affiliates, including SP Common Equity Subsidiary LLC ("SPCE Sub") and SP Preferred Equity Subsidiary LLC ("SPPE Sub")) of more than 80% of the outstanding Common Units and Section 15.1 of the Third Amended and Restated Agreement of Limited Partnership of the Issuer, dated as of August 2, 2019 (the "Partnership Agreement") to purchase all outstanding Common Units (other than Common Units held by the General Partner or its controlled affiliates), at a price of $1.389285 per Common Unit, determined pursuant to the contractual formula set forth in Section 15.1(b) of the Partnership Agreement, effective February 16, 2024 (the "Purchase Date").

F1 · shares: On January 8, 2024, Evolve Transition Infrastructure GP LLC (the "General Partner") elected to exercise the limited call right (the "Limited Call Right") pursuant to its right as the holder (together with its controlled affiliates, including SP Common Equity Subsidiary LLC ("SPCE Sub") and SP Preferred Equity Subsidiary LLC ("SPPE Sub")) of more than 80% of the outstanding Common Units and Section 15.1 of the Third Amended and Restated Agreement of Limited Partnership of the Issuer, dated as of August 2, 2019 (the "Partnership Agreement") to purchase all outstanding Common Units (other than Common Units held by the General Partner or its controlled affiliates), at a price of $1.389285 per Common Unit, determined pursuant to the contractual formula set forth in Section 15.1(b) of the Partnership Agreement, effective February 16, 2024 (the "Purchase Date").

F2 · shares: These figures have been calculated based on 8,361,032 total Common Units known to be outstanding as of January 8, 2024, as reported in the Issuer's transaction statement on Schedule 13E-3 filed with the Securities and Exchange Commission on January 10, 2024.

F1 · price: On January 8, 2024, Evolve Transition Infrastructure GP LLC (the "General Partner") elected to exercise the limited call right (the "Limited Call Right") pursuant to its right as the holder (together with its controlled affiliates, including SP Common Equity Subsidiary LLC ("SPCE Sub") and SP Preferred Equity Subsidiary LLC ("SPPE Sub")) of more than 80% of the outstanding Common Units and Section 15.1 of the Third Amended and Restated Agreement of Limited Partnership of the Issuer, dated as of August 2, 2019 (the "Partnership Agreement") to purchase all outstanding Common Units (other than Common Units held by the General Partner or its controlled affiliates), at a price of $1.389285 per Common Unit, determined pursuant to the contractual formula set forth in Section 15.1(b) of the Partnership Agreement, effective February 16, 2024 (the "Purchase Date").

F2 · balance_after: These figures have been calculated based on 8,361,032 total Common Units known to be outstanding as of January 8, 2024, as reported in the Issuer's transaction statement on Schedule 13E-3 filed with the Securities and Exchange Commission on January 10, 2024.

F3 · balance_after: After the Purchase Date, the General Partner and its affiliates, including the Reporting Persons, will beneficially own, directly or indirectly, all of the Common Units.

F3 · ownership.direct: After the Purchase Date, the General Partner and its affiliates, including the Reporting Persons, will beneficially own, directly or indirectly, all of the Common Units.

F8 · ownership.direct: SP Holdings, LLC, a wholly-owned subsidiary of Stonepeak Catarina, is the sole member of the General Partner. Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP.

F9 · ownership.direct: Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.

F10 · ownership.direct: The General Partner, SP Holdings, LLC, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Holdings LP, Stonepeak GP Investors Upper Holdings LP, Stonepeak GP Investors Holdings Manager LLC and Mr. Dorrell (collectively, the "Reporting Persons") are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 4 through the SEC's EDGAR system, the General Partner, SP Holdings, LLC, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP and Stonepeak Associates LLC have jointly filed with the other Reporting Persons on a separate Form 4 filing submitted on the same day hereof.

F11 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.

F3 · ownership.nature: After the Purchase Date, the General Partner and its affiliates, including the Reporting Persons, will beneficially own, directly or indirectly, all of the Common Units.

F8 · ownership.nature: SP Holdings, LLC, a wholly-owned subsidiary of Stonepeak Catarina, is the sole member of the General Partner. Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP.

F9 · ownership.nature: Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP. Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.

F10 · ownership.nature: The General Partner, SP Holdings, LLC, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Holdings LP, Stonepeak GP Investors Upper Holdings LP, Stonepeak GP Investors Holdings Manager LLC and Mr. Dorrell (collectively, the "Reporting Persons") are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 4 through the SEC's EDGAR system, the General Partner, SP Holdings, LLC, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP and Stonepeak Associates LLC have jointly filed with the other Reporting Persons on a separate Form 4 filing submitted on the same day hereof.

F11 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-23-001285 · form4.xml · nonDerivative · entry 1

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner · See Remarks

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner · See Remarks

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 40,439,858

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer in satisfaction of the third quarter 2023 distribution of the Class C Preferred Units. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer in satisfaction of the third quarter 2023 distribution of the Class C Preferred Units. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC ("Stonepeak Catarina").

F3 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP.

F4 · ownership.direct: Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Holdings LP, Stonepeak GP Investors Upper Holdings LP, Stonepeak GP Investors Holdings Manager LLC and Mr. Dorrell (collectively, the "Reporting Persons") are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 4 through the SEC's EDGAR system, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP and Stonepeak Associates LLC have jointly filed with the other Reporting Persons on a separate Form 4 filing submitted on the same day hereof.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

F2 · ownership.nature: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC ("Stonepeak Catarina").

F3 · ownership.nature: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP.

F4 · ownership.nature: Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.nature: Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Holdings LP, Stonepeak GP Investors Upper Holdings LP, Stonepeak GP Investors Holdings Manager LLC and Mr. Dorrell (collectively, the "Reporting Persons") are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 4 through the SEC's EDGAR system, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP and Stonepeak Associates LLC have jointly filed with the other Reporting Persons on a separate Form 4 filing submitted on the same day hereof.

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-23-000563 · form4.xml · nonDerivative · entry 1

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Holdings LP · CIK 0001984149 · 10% owner · See Remarks

Stonepeak GP Investors Upper Holdings LP · CIK 0001984147 · 10% owner · See Remarks

Stonepeak GP Investors Holdings Manager LLC · CIK 0001984146 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 39,072,327

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer in satisfaction of the second quarter 2023 distribution of the Class C Preferred Units. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer in satisfaction of the second quarter 2023 distribution of the Class C Preferred Units. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC ("Stonepeak Catarina").

F3 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP.

F4 · ownership.direct: Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.direct: Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Holdings LP, Stonepeak GP Investors Upper Holdings LP, Stonepeak GP Investors Holdings Manager LLC and Mr. Dorrell (collectively, the "Reporting Persons") are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 4 through the SEC's EDGAR system, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP and Stonepeak Associates LLC have jointly filed with the other Reporting Persons on a separate Form 4 filing submitted on the same day hereof.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

F2 · ownership.nature: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC ("Stonepeak Catarina").

F3 · ownership.nature: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP.

F4 · ownership.nature: Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.

F5 · ownership.nature: Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Holdings LP, Stonepeak GP Investors Upper Holdings LP, Stonepeak GP Investors Holdings Manager LLC and Mr. Dorrell (collectively, the "Reporting Persons") are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 4 through the SEC's EDGAR system, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP and Stonepeak Associates LLC have jointly filed with the other Reporting Persons on a separate Form 4 filing submitted on the same day hereof.

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-23-023505 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 191,234,608

F1 · price: Upon the approval of Supplemental Listing Application by the NYSE American on May 4, 2023, there were no further conditions to the payment of the first quarter 2023 distribution of the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 28,403,130 Common Units (the "Q1 2023 Distribution"). The Reporting Persons expect the Issuer to issue the Common Units in the Q1 2023 Distribution to Stonepeak Catarina on May 23, 2023.

F4 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-23-004182 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 37,751,040

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer in satisfaction of the fourth quarter 2022 distribution of the Class C Preferred Units. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer in satisfaction of the fourth quarter 2022 distribution of the Class C Preferred Units. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC ("Stonepeak Catarina"). Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-22-042787 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 162,831,478

F1 · kind: Upon filing of the Schedule 13E-3 by the Issuer and the Reporting Persons on November 22, 2022, there were no further conditions to the payment of the third quarter 2022 distribution of the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 27,442,638 Common Units. The Reporting Persons expect the Issuer to issue the Common Units in the Q3 2022 Distribution to Stonepeak Catarina promptly after the passage of 30 days from the filing of the Schedule 13E-3.

F1 · shares: Upon filing of the Schedule 13E-3 by the Issuer and the Reporting Persons on November 22, 2022, there were no further conditions to the payment of the third quarter 2022 distribution of the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 27,442,638 Common Units. The Reporting Persons expect the Issuer to issue the Common Units in the Q3 2022 Distribution to Stonepeak Catarina promptly after the passage of 30 days from the filing of the Schedule 13E-3.

F1 · price: Upon filing of the Schedule 13E-3 by the Issuer and the Reporting Persons on November 22, 2022, there were no further conditions to the payment of the third quarter 2022 distribution of the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 27,442,638 Common Units. The Reporting Persons expect the Issuer to issue the Common Units in the Q3 2022 Distribution to Stonepeak Catarina promptly after the passage of 30 days from the filing of the Schedule 13E-3.

F4 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-22-027830 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 135,388,840

F1 · price: On July 29, 2022, the Reporting Persons provided notice of their election to receive the second quarter 2022 quarterly distribution on the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 27,442,638 Common Units on August 22, 2022.

F4 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-22-017527 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 107,946,202

F1 · price: On April 29, 2022, the Reporting Persons provided notice of their election to receive the first quarter 2022 quarterly distribution on the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 24,721,910 Common Units on May 20, 2022.

F4 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-22-003620 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 83,224,292

F1 · price: On January 31, 2022, the Reporting Persons provided notice of its election to receive the fourth quarter 2021 quarterly distribution on the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") will acquire 24,502,356 Common Units on February 22, 2022.

F3 · ownership.direct: On November 9, 2021, Stonepeak Catarina transferred 9,000,000 Common Units to SP Preferred Equity Subsidiary LLC ("SPPE Sub") at no cost in a transaction exempt from Section 16 of the Exchange Act pursuant to Rule 16a-13. Stonepeak Catarina is the sole member of SPPE Sub.

F4 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

SEC source: 0000905148-21-000695 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 67,721,936

F1 · price: On October 29, 2021, the Reporting Persons provided notice of its election to receive the third quarter 2021 quarterly distribution on the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina will acquire 10,832,186 Common Units on November 22, 2021.

F3 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-21-026660 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 56,889,750

F1 · price: On July 30, 2021, the Reporting Persons provided notice of its election to receive the second quarter 2021 quarterly distribution on the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina will acquire 8,012,850 Common Units on August 20, 2021.

F3 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-21-015731 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 48,876,900

F1 · price: On April 30, 2021, the Reporting Persons provided notice of its election to receive the first quarter 2021 quarterly distribution on the Class C Preferred Units in the form of Common Units, pursuant to which Stonepeak Catarina will acquire 13,763,249 Common Units on May 20, 2021.

F3 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-21-006990 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,509,792

F1 · shares: Represents the forfeiture of the 140,647 Common Units granted by the Issuer pursuant to the terms of the restricted award agreement to Antonio R. Sanchez, III under the Issuer's Long Term Incentive Plan, which he was obligated to convey upon vesting and have been forfeited.

F2 · ownership.direct: These Common Units are owned directly by SP Common Equity Subsidiary LLC ("SPCE Sub"). Stonepeak Catarina is the sole member of SPCE Sub.

F3 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

F2 · ownership.nature: These Common Units are owned directly by SP Common Equity Subsidiary LLC ("SPCE Sub"). Stonepeak Catarina is the sole member of SPCE Sub.

F3 · ownership.nature: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-21-000105 · form4.xml · nonDerivative · entry 2

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,113,651

F2 · price: On January 28, 2021, Stonepeak Catarina provided its notice of election to receive the fourth quarter 2020 distribution of the Class C Preferred Units in Common Units, pursuant to which Stonepeak Catarina will acquire 12,445,491 Common Units within 60 days.

F5 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-21-000105 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,668,160

F1 · price: As of January 28, 2021, there were no further conditions to the payment of the third quarter 2020 distribution of the Class C Preferred Units. Additionally, on February 1, 2021, the Issuer paid Stonepeak Catarina Holdings LLC ("Stonepeak Catarina") the third quarter 2020 distribution of the Class C Preferred Units in the form of 22,274,869 Common Units.

F5 · ownership.direct: Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Mr. Dorrell serves as the sole controlling managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-20-001005 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 4,650,439

F1 · shares: This amount includes 140,647 Common Units that are subject to vesting

F2 · price: On September 7, 2020, each of Stonepeak Catarina Holdings LLC ("Stonepeak Catarina"), SP Capital Holdings, LLC ("SP Capital") and SP Common Equity LLC ("SPCE") entered into a Contribution and Exchange Agreement (the "Agreement"), pursuant to which Stonepeak Catarina issued (i) to SP Capital 10,000 Class B Units in Stonepeak Catarina in exchange for SP Capital contributing to Stonepeak Catarina 100% of the membership interests in SP Holdings, LLC, the sole member of Sanchez Midstream Partners GP LLC, the general partner of the Issuer, and (ii) to SPCE 5,000 Class C Units in Stonepeak Catarina in exchange for SPCE contributing to Stonepeak Catarina 100% of the membership interests in SP Common Equity Subsidiary LLC ("SPCE Sub") (the "Transaction").

F3 · price: In connection with the Transaction, Antonio R. Sanchez, Jr. and certain affiliates of Antonio R. Sanchez, Jr. irrevocably committed to contribute 4,650,439 Common Units to SPCE Sub as partial consideration for units representing membership interests in SPCE. This amount includes 140,647 Common Units that are subject to vesting. Upon completion of this contribution, Stonepeak Catarina will become the sole member of SPCE Sub and will exercise voting and dispositive power over all of the Common Units held by SPCE Sub; however, SP Capital and SPCE each has the right to certain cash receipts from the Class C Preferred Units and Common Units beneficially owned by Stonepeak Catarina (including Common Units that will be contributed to SPCE Sub).

F4 · ownership.direct: These Common Units have been irrevocably committed to SPCE Sub. Upon completion of this contribution, Stonepeak Catarina will become the sole member of SPCE Sub.

F5 · ownership.direct: Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

F4 · ownership.nature: These Common Units have been irrevocably committed to SPCE Sub. Upon completion of this contribution, Stonepeak Catarina will become the sole member of SPCE Sub.

F5 · ownership.nature: Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.nature: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-20-000910 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 36,474,436

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on August 31, 2020, to Class C Preferred Unit holders of record on August 20, 2020, in satisfaction of the second quarter 2020 distribution of the Class C Preferred Units (as authorized on July 31, 2020 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on August 31, 2020, to Class C Preferred Unit holders of record on August 20, 2020, in satisfaction of the second quarter 2020 distribution of the Class C Preferred Units (as authorized on July 31, 2020 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-20-000650 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 35,369,150

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on May 29, 2020, to Class C Preferred Unit holders of record on May 20, 2020, in satisfaction of the first quarter 2020 distribution of the Class C Preferred Units (as authorized on April 29, 2020 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on May 29, 2020, to Class C Preferred Unit holders of record on May 20, 2020, in satisfaction of the first quarter 2020 distribution of the Class C Preferred Units (as authorized on April 29, 2020 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-20-005904 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 34,297,357

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") were payable by the Issuer on February 28, 2020, to Class C Preferred Unit holders of record on February 20, 2020, in satisfaction of the fourth quarter 2019 distribution of the Class C Preferred Units (as authorized on February 13, 2020 by the Board of Directors of the general partner of the Issuer, and publicly disclosed in the Form 10-K filed by the Issuer on March 13, 2020). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") were payable by the Issuer on February 28, 2020, to Class C Preferred Unit holders of record on February 20, 2020, in satisfaction of the fourth quarter 2019 distribution of the Class C Preferred Units (as authorized on February 13, 2020 by the Board of Directors of the general partner of the Issuer, and publicly disclosed in the Form 10-K filed by the Issuer on March 13, 2020). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-19-001013 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 33,258,043

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on November 29, 2019, to Class C Preferred Unit holders of record on November 20, 2019, in satisfaction of the third quarter 2019 distribution of the Class C Preferred Units (as authorized on October 30, 2019 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on November 29, 2019, to Class C Preferred Unit holders of record on November 20, 2019, in satisfaction of the third quarter 2019 distribution of the Class C Preferred Units (as authorized on October 30, 2019 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0001140361-19-015673 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 32,250,223

F1 · kind: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on August 30, 2019, to Class C Preferred Unit holders of record on August 20, 2019, in satisfaction of the second quarter 2019 distribution on the Class C Preferred Units (as authorized on August 6, 2019 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F1 · price: These Class C Preferred Units of the Issuer (the "Class C Preferred Units") are payable by the Issuer on August 30, 2019, to Class C Preferred Unit holders of record on August 20, 2019, in satisfaction of the second quarter 2019 distribution on the Class C Preferred Units (as authorized on August 6, 2019 by the Board of Directors of the general partner of the Issuer). The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.

F2 · ownership.direct: These Class C Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Class C Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Class C Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-19-000767 · form4.xml · derivative · entry 3

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,918,809

Underlying: Common Units · 1,918,809 shares

Expires not disclosed

F4 · derivative.exercise_price: No purchase price will be payable in connection with the exercise of the Warrant

F2 · kind: On August 2, 2019, Stonepeak Catarina Holdings LLC exchanged all of the issued and outstanding Class B Preferred Units for newly issued Class C Preferred Units of the Issuer (the "Class C Preferred Units") and a warrant exercisable for Junior Securities (as defined in the Third Amended and Restated Agreement of Limited Partnership of the Issuer filed as Exhibit 3.1 to the current report on Form 8-K filed by the Issuer on August 5, 2019) (the "Warrant") in a privately negotiated transaction. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units. The Issuer's board of directors approved each transaction in a manner consistent with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No additional monetary consideration was paid by or to Stonepeak Catarina Holdings LLC in connection with these transactions.

F3 · shares: The Warrant may be exercised at any time and from time to time during the period beginning on August 2, 2019 and ending on the later of the seventh anniversary of such date and the date thirty days after the date on which all of the Class C Preferred Units have been redeemed for a number of Junior Securities (which includes equity interests of the Issuer and its general partner that rank junior to the Class C Preferred Units, including, but not limited to, Common Units) equal to 10% of the then-outstanding applicable class of Junior Securities as of the exercise date.

F2 · price: On August 2, 2019, Stonepeak Catarina Holdings LLC exchanged all of the issued and outstanding Class B Preferred Units for newly issued Class C Preferred Units of the Issuer (the "Class C Preferred Units") and a warrant exercisable for Junior Securities (as defined in the Third Amended and Restated Agreement of Limited Partnership of the Issuer filed as Exhibit 3.1 to the current report on Form 8-K filed by the Issuer on August 5, 2019) (the "Warrant") in a privately negotiated transaction. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units. The Issuer's board of directors approved each transaction in a manner consistent with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No additional monetary consideration was paid by or to Stonepeak Catarina Holdings LLC in connection with these transactions.

F3 · derivative.exercise_date: The Warrant may be exercised at any time and from time to time during the period beginning on August 2, 2019 and ending on the later of the seventh anniversary of such date and the date thirty days after the date on which all of the Class C Preferred Units have been redeemed for a number of Junior Securities (which includes equity interests of the Issuer and its general partner that rank junior to the Class C Preferred Units, including, but not limited to, Common Units) equal to 10% of the then-outstanding applicable class of Junior Securities as of the exercise date.

F3 · derivative.expiration_date: The Warrant may be exercised at any time and from time to time during the period beginning on August 2, 2019 and ending on the later of the seventh anniversary of such date and the date thirty days after the date on which all of the Class C Preferred Units have been redeemed for a number of Junior Securities (which includes equity interests of the Issuer and its general partner that rank junior to the Class C Preferred Units, including, but not limited to, Common Units) equal to 10% of the then-outstanding applicable class of Junior Securities as of the exercise date.

F3 · derivative.underlying_shares: The Warrant may be exercised at any time and from time to time during the period beginning on August 2, 2019 and ending on the later of the seventh anniversary of such date and the date thirty days after the date on which all of the Class C Preferred Units have been redeemed for a number of Junior Securities (which includes equity interests of the Issuer and its general partner that rank junior to the Class C Preferred Units, including, but not limited to, Common Units) equal to 10% of the then-outstanding applicable class of Junior Securities as of the exercise date.

F3 · balance_after: The Warrant may be exercised at any time and from time to time during the period beginning on August 2, 2019 and ending on the later of the seventh anniversary of such date and the date thirty days after the date on which all of the Class C Preferred Units have been redeemed for a number of Junior Securities (which includes equity interests of the Issuer and its general partner that rank junior to the Class C Preferred Units, including, but not limited to, Common Units) equal to 10% of the then-outstanding applicable class of Junior Securities as of the exercise date.

F5 · ownership.direct: These Preferred Units and Warrants are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-19-000767 · form4.xml · derivative · entry 2

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Units · 31,310,896 shares

Expires not disclosed

F1 · derivative.exercise_price: The Class B Preferred Units were convertible into Common Units at any time, at the holder's election, subject to the requirement to convert a minimum of $17.5 million of Class B Preferred Units. Each Preferred Unit was convertible into one Common Unit. The Class B Preferred Units had no expiration date.

F2 · kind: On August 2, 2019, Stonepeak Catarina Holdings LLC exchanged all of the issued and outstanding Class B Preferred Units for newly issued Class C Preferred Units of the Issuer (the "Class C Preferred Units") and a warrant exercisable for Junior Securities (as defined in the Third Amended and Restated Agreement of Limited Partnership of the Issuer filed as Exhibit 3.1 to the current report on Form 8-K filed by the Issuer on August 5, 2019) (the "Warrant") in a privately negotiated transaction. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units. The Issuer's board of directors approved each transaction in a manner consistent with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No additional monetary consideration was paid by or to Stonepeak Catarina Holdings LLC in connection with these transactions.

F2 · price: On August 2, 2019, Stonepeak Catarina Holdings LLC exchanged all of the issued and outstanding Class B Preferred Units for newly issued Class C Preferred Units of the Issuer (the "Class C Preferred Units") and a warrant exercisable for Junior Securities (as defined in the Third Amended and Restated Agreement of Limited Partnership of the Issuer filed as Exhibit 3.1 to the current report on Form 8-K filed by the Issuer on August 5, 2019) (the "Warrant") in a privately negotiated transaction. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units. The Issuer's board of directors approved each transaction in a manner consistent with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No additional monetary consideration was paid by or to Stonepeak Catarina Holdings LLC in connection with these transactions.

F1 · derivative.exercise_date: The Class B Preferred Units were convertible into Common Units at any time, at the holder's election, subject to the requirement to convert a minimum of $17.5 million of Class B Preferred Units. Each Preferred Unit was convertible into one Common Unit. The Class B Preferred Units had no expiration date.

F1 · derivative.expiration_date: The Class B Preferred Units were convertible into Common Units at any time, at the holder's election, subject to the requirement to convert a minimum of $17.5 million of Class B Preferred Units. Each Preferred Unit was convertible into one Common Unit. The Class B Preferred Units had no expiration date.

F5 · ownership.direct: These Preferred Units and Warrants are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-19-000767 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,310,896

F2 · kind: On August 2, 2019, Stonepeak Catarina Holdings LLC exchanged all of the issued and outstanding Class B Preferred Units for newly issued Class C Preferred Units of the Issuer (the "Class C Preferred Units") and a warrant exercisable for Junior Securities (as defined in the Third Amended and Restated Agreement of Limited Partnership of the Issuer filed as Exhibit 3.1 to the current report on Form 8-K filed by the Issuer on August 5, 2019) (the "Warrant") in a privately negotiated transaction. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units. The Issuer's board of directors approved each transaction in a manner consistent with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No additional monetary consideration was paid by or to Stonepeak Catarina Holdings LLC in connection with these transactions.

F2 · price: On August 2, 2019, Stonepeak Catarina Holdings LLC exchanged all of the issued and outstanding Class B Preferred Units for newly issued Class C Preferred Units of the Issuer (the "Class C Preferred Units") and a warrant exercisable for Junior Securities (as defined in the Third Amended and Restated Agreement of Limited Partnership of the Issuer filed as Exhibit 3.1 to the current report on Form 8-K filed by the Issuer on August 5, 2019) (the "Warrant") in a privately negotiated transaction. The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units. The Issuer's board of directors approved each transaction in a manner consistent with Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). No additional monetary consideration was paid by or to Stonepeak Catarina Holdings LLC in connection with these transactions.

F5 · ownership.direct: These Preferred Units and Warrants are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F6 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units for purposes of Section 16 of the Exchange Act, or for any other purpose.

SEC source: 0000905148-19-000182 · form4.xml · derivative · entry 3

Stonepeak Commonwealth Holdings LLC · CIK 0001755376 · 10% owner

Stonepeak Commonwealth Upper Holdings LLC · CIK 0001755385 · 10% owner

Stonepeak Infrastructure Fund II (AIV) LP · CIK 0001755375 · 10% owner

Stonepeak Associates II LLC · CIK 0001667701 · 10% owner

Stonepeak GP Holdings II LP · CIK 0001667700 · 10% owner

Stonepeak GP Investors II LLC · CIK 0001667687 · 10% owner

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Vichie Trent D · CIK 0001550764 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Units · 16,417,018 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 Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · derivative.exercise_price: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · derivative.exercise_price: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F1 · kind: The Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · kind: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · kind: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F1 · price: The Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · price: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · price: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F1 · derivative.exercise_date: The Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · derivative.exercise_date: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · derivative.exercise_date: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F1 · derivative.expiration_date: The Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · derivative.expiration_date: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · derivative.expiration_date: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F2 · ownership.direct: These Preferred Units and Common Units are owned directly by Stonepeak Commonwealth Holdings LLC, and indirectly by Stonepeak Commonwealth Upper Holdings LLC, Stonepeak Infrastructure Fund II (AIV) LP, Stonepeak Associates II LLC, Stonepeak GP Holdings II LP, Stonepeak GP Investors II LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie.

F3 · ownership.direct: Stonepeak Commonwealth Upper Holdings LLC is the managing member of Stonepeak Commonwealth Holdings LLC. Stonepeak Infrastructure Fund II (AIV) LP is the managing member of Stonepeak Commonwealth Upper Holdings LLC. Stonepeak Associates II LLC is the general partner of Stonepeak Infrastructure Fund II (AIV) LP. Stonepeak GP Holdings II LP is the sole member of Stonepeak Associates II LLC. Stonepeak GP Investors II LLC is the general partner of Stonepeak GP Holdings II LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors II LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units and the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units or the Common Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000905148-19-000182 · form4.xml · nonDerivative · entry 2

Stonepeak Commonwealth Holdings LLC · CIK 0001755376 · 10% owner

Stonepeak Commonwealth Upper Holdings LLC · CIK 0001755385 · 10% owner

Stonepeak Infrastructure Fund II (AIV) LP · CIK 0001755375 · 10% owner

Stonepeak Associates II LLC · CIK 0001667701 · 10% owner

Stonepeak GP Holdings II LP · CIK 0001667700 · 10% owner

Stonepeak GP Investors II LLC · CIK 0001667687 · 10% owner

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Vichie Trent D · CIK 0001550764 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F5 · kind: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F7 · kind: Under the terms of the Merger Agreement, at the effective time of the Merger before markets opened on January 28, 2019, these Common Units were cancelled and converted into the right to receive 0.2492 shares of Dominion Energy, Inc. common stock for each Common Unit. The closing price of Dominion Energy, Inc. common stock on January 25, 2019 was $69.16.

F5 · price: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F7 · price: Under the terms of the Merger Agreement, at the effective time of the Merger before markets opened on January 28, 2019, these Common Units were cancelled and converted into the right to receive 0.2492 shares of Dominion Energy, Inc. common stock for each Common Unit. The closing price of Dominion Energy, Inc. common stock on January 25, 2019 was $69.16.

F2 · ownership.direct: These Preferred Units and Common Units are owned directly by Stonepeak Commonwealth Holdings LLC, and indirectly by Stonepeak Commonwealth Upper Holdings LLC, Stonepeak Infrastructure Fund II (AIV) LP, Stonepeak Associates II LLC, Stonepeak GP Holdings II LP, Stonepeak GP Investors II LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie.

F3 · ownership.direct: Stonepeak Commonwealth Upper Holdings LLC is the managing member of Stonepeak Commonwealth Holdings LLC. Stonepeak Infrastructure Fund II (AIV) LP is the managing member of Stonepeak Commonwealth Upper Holdings LLC. Stonepeak Associates II LLC is the general partner of Stonepeak Infrastructure Fund II (AIV) LP. Stonepeak GP Holdings II LP is the sole member of Stonepeak Associates II LLC. Stonepeak GP Investors II LLC is the general partner of Stonepeak GP Holdings II LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors II LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units and the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units or the Common Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000905148-19-000182 · form4.xml · nonDerivative · entry 1

Stonepeak Commonwealth Holdings LLC · CIK 0001755376 · 10% owner

Stonepeak Commonwealth Upper Holdings LLC · CIK 0001755385 · 10% owner

Stonepeak Infrastructure Fund II (AIV) LP · CIK 0001755375 · 10% owner

Stonepeak Associates II LLC · CIK 0001667701 · 10% owner

Stonepeak GP Holdings II LP · CIK 0001667700 · 10% owner

Stonepeak GP Investors II LLC · CIK 0001667687 · 10% owner

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Vichie Trent D · CIK 0001550764 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,417,018

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: The Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · kind: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · kind: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F1 · price: The Series A Convertible Preferred Units representing partner interests in the Issuer (the "Preferred Units") are convertible into Common Units representing limited partner interests in the Issuer (the "Common Units"), on a one-to-one basis (subject to customary anti-dilution adjustments) (i) at the holder's election, following the second anniversary of the December 1, 2016 issue date (the "Issue Date"), and (ii) by the Issuer, following the third anniversary of the Issue Date, subject to certain conditions.

F5 · price: On November 26, 2018, the Issuer and its general partner, Dominion Energy Midstream GP, LLC, entered into an Agreement and Plan of Merger (the "Merger Agreement") with Dominion Energy, Inc. and its indirect wholly owned subsidiary, Tredegar Street Merger Sub, LLC. Pursuant to the Merger Agreement, on January 28, 2019, Tredegar Street Merger Sub, LLC merged with and into the Issuer, with the Issuer surviving as an indirect, wholly owned subsidiary of Dominion Energy, Inc. (the "Merger").

F6 · price: Under the terms of the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, the Reporting Persons elected to have their Preferred Units converted into Common Units immediately before the effective time of the Merger.

F2 · ownership.direct: These Preferred Units and Common Units are owned directly by Stonepeak Commonwealth Holdings LLC, and indirectly by Stonepeak Commonwealth Upper Holdings LLC, Stonepeak Infrastructure Fund II (AIV) LP, Stonepeak Associates II LLC, Stonepeak GP Holdings II LP, Stonepeak GP Investors II LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie.

F3 · ownership.direct: Stonepeak Commonwealth Upper Holdings LLC is the managing member of Stonepeak Commonwealth Holdings LLC. Stonepeak Infrastructure Fund II (AIV) LP is the managing member of Stonepeak Commonwealth Upper Holdings LLC. Stonepeak Associates II LLC is the general partner of Stonepeak Infrastructure Fund II (AIV) LP. Stonepeak GP Holdings II LP is the sole member of Stonepeak Associates II LLC. Stonepeak GP Investors II LLC is the general partner of Stonepeak GP Holdings II LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors II LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units and the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units or the Common Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000905148-19-000195 · form4.xml · derivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,310,896

Underlying: Common Units · 310,009 shares

Expires not disclosed

F2 · derivative.exercise_price: The Preferred Units are convertible into Common Units at any time, at the holder's election, subject to the requirement to convert a minimum of $17.5 million of Preferred Units. The Preferred Units have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F1 · kind: These Class B Preferred Units (the "Preferred Units") were payable by the Issuer on August 31, 2018, to Preferred Unit holders of record on August 21, 2018, in satisfaction of the non-cash component of the second quarter 2018 distribution on the Preferred Units.

F1 · shares: These Class B Preferred Units (the "Preferred Units") were payable by the Issuer on August 31, 2018, to Preferred Unit holders of record on August 21, 2018, in satisfaction of the non-cash component of the second quarter 2018 distribution on the Preferred Units.

F1 · price: These Class B Preferred Units (the "Preferred Units") were payable by the Issuer on August 31, 2018, to Preferred Unit holders of record on August 21, 2018, in satisfaction of the non-cash component of the second quarter 2018 distribution on the Preferred Units.

F2 · derivative.exercise_date: The Preferred Units are convertible into Common Units at any time, at the holder's election, subject to the requirement to convert a minimum of $17.5 million of Preferred Units. The Preferred Units have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F2 · derivative.expiration_date: The Preferred Units are convertible into Common Units at any time, at the holder's election, subject to the requirement to convert a minimum of $17.5 million of Preferred Units. The Preferred Units have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F3 · ownership.direct: These Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F4 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.

SEC source: 0000905148-17-000567 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 393,291

F1 · price: These Common Units are payable by the Issuer on May 31, 2017, to Class B Preferred Unit holders of record on May 22, 2017, in satisfaction of the non-cash component of the first quarter 2017 distribution on the Class B Preferred Units.

F2 · ownership.direct: These Common Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000905148-17-000374 · form4.xml · nonDerivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 208,594

F1 · price: These Common Units are payable by the Issuer on February 28, 2017, to Class B Preferred Unit holders of record on February 20, 2017, in satisfaction of the non-cash component of the fourth quarter 2016 distribution on the Class B Preferred Units.

F2 · ownership.direct: These Common Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F3 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Common Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Common Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000905148-17-000121 · form4.xml · derivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner

Stonepeak Associates LLC · CIK 0001656527 · 10% owner

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner

Dorrell Michael B. · CIK 0001550758 · 10% owner

Vichie Trent D · CIK 0001550764 · 10% owner

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,000,887

Underlying: Common Units · 1,704,446 shares

Expires not disclosed

F2 · derivative.exercise_price: The Preferred Units are convertible into Common Units at any time, at the holder's election, and have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F1 · kind: These Class B Preferred Units (the "Preferred Units") were issued as partial consideration for the Settlement Agreement entered into by and between Stonepeak Catarina Holdings LLC and the Issuer, effective January 25, 2017, as described in the current report on Form 8-K filed by the Issuer on January 27, 2017, and pursuant to which it was agreed that the "Class B Preferred Purchase Price" (as defined in the Second Amended and Restated Agreement of Limited Partnership of the Issuer) for the Preferred Units would be $11.29.

F1 · shares: These Class B Preferred Units (the "Preferred Units") were issued as partial consideration for the Settlement Agreement entered into by and between Stonepeak Catarina Holdings LLC and the Issuer, effective January 25, 2017, as described in the current report on Form 8-K filed by the Issuer on January 27, 2017, and pursuant to which it was agreed that the "Class B Preferred Purchase Price" (as defined in the Second Amended and Restated Agreement of Limited Partnership of the Issuer) for the Preferred Units would be $11.29.

F1 · price: These Class B Preferred Units (the "Preferred Units") were issued as partial consideration for the Settlement Agreement entered into by and between Stonepeak Catarina Holdings LLC and the Issuer, effective January 25, 2017, as described in the current report on Form 8-K filed by the Issuer on January 27, 2017, and pursuant to which it was agreed that the "Class B Preferred Purchase Price" (as defined in the Second Amended and Restated Agreement of Limited Partnership of the Issuer) for the Preferred Units would be $11.29.

F2 · derivative.exercise_date: The Preferred Units are convertible into Common Units at any time, at the holder's election, and have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F2 · derivative.expiration_date: The Preferred Units are convertible into Common Units at any time, at the holder's election, and have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F3 · balance_after: On December 6, 2016, pursuant to Section 5.10(g) of the Second Amended and Restated Agreement of Limited Partnership of the Partnership (the "Partnership Agreement"), the Issuer effected a split of the Preferred Units, resulting in Stonepeak Catarina Holdings LLC holding an additional 9,851,996 Preferred Units.

F4 · ownership.direct: These Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

SEC source: 0000905148-17-000352 · form4.xml · derivative · entry 1

Stonepeak Catarina Holdings LLC · CIK 0001656530 · 10% owner · See Remarks

Stonepeak Catarina Upper Holdings LLC · CIK 0001656529 · 10% owner · See Remarks

Stonepeak Infrastructure Fund (Orion AIV) LP · CIK 0001656528 · 10% owner · See Remarks

Stonepeak Associates LLC · CIK 0001656527 · 10% owner · See Remarks

Stonepeak GP Holdings LP · CIK 0001656526 · 10% owner · See Remarks

Stonepeak GP Investors LLC · CIK 0001656525 · 10% owner · See Remarks

Stonepeak GP Investors Manager LLC · CIK 0001656524 · 10% owner · See Remarks

Dorrell Michael B. · CIK 0001550758 · 10% owner · See Remarks

Vichie Trent D · CIK 0001550764 · 10% owner · See Remarks

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

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,000,887

Underlying: Common Units · 1,704,446 shares

Expires not disclosed

F2 · derivative.exercise_price: The Preferred Units are convertible into Common Units at any time, at the holder's election, and have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F1 · kind: These Class B Preferred Units (the "Preferred Units") were issued as partial consideration for the Settlement Agreement entered into by and between Stonepeak Catarina Holdings LLC and the Issuer, effective January 25, 2017, as described in the current report on Form 8-K filed by the Issuer on January 27, 2017, and pursuant to which it was agreed that the "Class B Preferred Purchase Price" (as defined in the Second Amended and Restated Agreement of Limited Partnership of the Issuer) for the Preferred Units would be $11.29.

F6 · kind: This amendment to Form 4 is being filed to adjust the Transaction Code to make it clear that the transaction was exempt from Section 16(b) under Rule 16b-3(d) under the Exchange Act. See Remarks.

F1 · shares: These Class B Preferred Units (the "Preferred Units") were issued as partial consideration for the Settlement Agreement entered into by and between Stonepeak Catarina Holdings LLC and the Issuer, effective January 25, 2017, as described in the current report on Form 8-K filed by the Issuer on January 27, 2017, and pursuant to which it was agreed that the "Class B Preferred Purchase Price" (as defined in the Second Amended and Restated Agreement of Limited Partnership of the Issuer) for the Preferred Units would be $11.29.

F1 · price: These Class B Preferred Units (the "Preferred Units") were issued as partial consideration for the Settlement Agreement entered into by and between Stonepeak Catarina Holdings LLC and the Issuer, effective January 25, 2017, as described in the current report on Form 8-K filed by the Issuer on January 27, 2017, and pursuant to which it was agreed that the "Class B Preferred Purchase Price" (as defined in the Second Amended and Restated Agreement of Limited Partnership of the Issuer) for the Preferred Units would be $11.29.

F2 · derivative.exercise_date: The Preferred Units are convertible into Common Units at any time, at the holder's election, and have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F2 · derivative.expiration_date: The Preferred Units are convertible into Common Units at any time, at the holder's election, and have no expiration date. Each Preferred Unit is currently convertible into one Common Unit.

F3 · balance_after: On December 6, 2016, pursuant to Section 5.10(g) of the Second Amended and Restated Agreement of Limited Partnership of the Partnership (the "Partnership Agreement"), the Issuer effected a split of the Preferred Units, resulting in Stonepeak Catarina Holdings LLC holding an additional 9,851,996 Preferred Units.

F4 · ownership.direct: These Preferred Units are owned directly by Stonepeak Catarina Holdings LLC, and indirectly by Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, Stonepeak GP Investors Manager LLC, Michael Dorrell and Trent Vichie. Stonepeak Catarina Upper Holdings LLC is the managing member of Stonepeak Catarina Holdings LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Manager LLC is the managing member of Stonepeak GP Investors LLC. Each of Michael Dorrell and Trent Vichie serve as a managing member of Stonepeak GP Investors Manager LLC.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of the Preferred Units except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the Preferred Units for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.