| Accession Number: | 0001104659-19-014946 |
| Date: | 2019-03-12 |
| Issuer: | ANTERO MIDSTREAM PARTNERS LP (AM) |
| Original Submission Date: |
KILSTROM KEVIN J.
1615 WYNKOOP STREET
DENVER, CO 80202
| Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
|---|---|---|---|---|---|---|---|---|---|
| COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS | 2019-03-12 | D | 32,856 | d | $0.00 | 21,075 | direct | ||
| COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS | 2019-03-12 | D | 21,075 | d | $0.00 | 0 | direct |
| Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
|---|
| ID | footnote |
|---|---|
| f1 | each common unit representing limited partnership interests of the issuer ("am common units") was disposed of pursuant to the simplification agreement (the "simplification agreement"), dated as of october 9, 2018, by and among the issuer, antero midstream corporation (f/k/a antero midstream gp lp, "new am") and certain of their affiliates. pursuant to the simplification agreement, holders of am common units (other than antero resources corporation) received, in exchange for each am common unit held, (i) $3.415 in cash without interest and 1.6350 shares of new am common stock, (ii) 1.8926 shares of new am common stock, or (iii) $10.1364 in cash and 1.1279 shares of new am common stock. |
| f2 | pursuant to the simplification agreement, each phantom unit ("phantom unit") was converted into the right to receive 1.8926 restricted stock units (the "rsus"), each settleable in one share of new am common stock. the rsus will be subject to the same vesting conditions to which the phantom units were subject. |
