Stonepeak Texas Midstream Holdco LLC

SEC source: 0000905148-24-000141 · form4.xml · nonDerivative · entry 1

Evolve Transition Infrastructure GP LLC · CIK 0002002517 · 10% owner

SP Holdings, LLC · CIK 0002002931 · 10% owner

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

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 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

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

10b5-1 filing: No plan indicated

Ownership: Direct

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, 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 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.

SEC source: 0000905148-23-001284 · form4.xml · nonDerivative · entry 1

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

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 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

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

10b5-1 filing: No plan indicated

Ownership: Direct

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 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 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.

SEC source: 0000905148-23-000561 · form4.xml · nonDerivative · entry 1

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

Stonepeak Texas Midstream Holdco LLC · CIK 0001833393 · 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

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

10b5-1 filing: No plan indicated

Ownership: Direct

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 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 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.

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.