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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Subordinated Units (Limited Partner Interests) | (1) | 08/17/2020 | C(1) | 135,383,831 | (1) | (2) | Common Units | 135,383,831 | (1) | 0 | I | See Footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Cheniere Energy, Inc. 700 MILAM STREET, SUITE 1900 HOUSTON, TX 77002 |
X | |||
Cheniere Energy Partners LP Holdings, LLC 700 MILAM STREET, SUITE 1900 HOUSTON, TX 77002 |
X |
/s/ Sean N. Markowitz, Executive Vice President, Chief Legal Officer and Corporate Secretary of Cheniere Energy, Inc. | 08/19/2020 | |
**Signature of Reporting Person | Date | |
/s/ Sean N. Markowitz, Corporate Secretary and Manager of Cheniere Energy Partners LP Holdings, LLC | 08/19/2020 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On August 17, 2020, upon satisfaction of certain financial conditions for the conversion of the subordinated units representing limited partner interests of the Issuer ("Subordinated Units") set forth in the Issuer's Fourth Amended and Restated Agreement of Limited Partnership (the "Agreement"), all of the outstanding Subordinated Units converted into common units representing limited partner interests in the Issuer (the "Common Units") on a one-for-one basis, pursuant to the terms of the Agreement, for no additional consideration. Upon the conversion of all of the Subordinated Units to Common Units, the Subordination Period (as defined in the Agreement) automatically terminated. |
(2) | The Subordinated Units did not have an expiration date. |
(3) | The Common Units are, and Subordinated Units were, directly held by Cheniere Energy Partners LP Holdings, LLC, a wholly-owned subsidiary of Cheniere Energy, Inc. |