Energy Capital Partners II, Llc - May 28, 2020 Form 4 Insider Report for Summit Midstream Partners, LP (SMLP)

Role: 10%+ Owner
Signature: Energy Capital Partners II, LLC, By: /s/ Christopher M. Leininger, Partner and General Counsel
Stock symbol: SMLP
Transactions as of: May 28, 2020
Transactions value $: $0
Form type: 4
Date filed: 10/22/2021, 04:31 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SMLP	Common Units (Limited Partner Interests)	Disposed to Issuer		-5.92M	-100%		0	May 28, 2020	By SMLP Holdings, LLC	F1, F2, F3
transaction	SMLP	Common Units (Limited Partner Interests)	Disposed to Issuer		-45.3M	-100%		0	May 28, 2020	By Summit Midstream Partners, LLC	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Energy Capital Partners II, Llc is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On May 28, 2020, pursuant to a purchase agreement, dated as of May 3, 2020, the Issuer purchased (i) all the outstanding limited liability company interests of Summit Midstream Partners, LLC ("Summit Investments"), which is the sole member of Summit Midstream Partners Holdings, LLC ("SMP Holdings"), which in turn owns 45,318,866 common units representing limited partner interests in the Issuer (the "Common Units"), and (ii) 5,915,827 Common Units held by SMLP Holdings, LLC ("SMLP") for a total purchase price of $35 million in cash and warrants to purchase up to 10 million Common Units. As a result of these transactions, Summit Investments became a wholly owned subsidiary of the Issuer.
F2	Summit Investments is the sole member of SMP Holdings. Energy Capital Partners II, LLC ("ECP") indirectly controls Energy Capital Partners II, LP ("ECP II"), Energy Capital Partners II-A, LP ("ECP II-A"), Energy Capital Partners II-B IP, LP ("ECP II-B"), Energy Capital Partners II-C (Summit IP), LP ("ECP II-C"), and Energy Capital Partners II (Summit Co-Invest), LP ("ECP Summit Co-Invest" and together with ECP II, ECP II-A, ECP II-B and ECP II-C, the "ECP Funds").
F3	Prior to the transactions reported herein, the ECP Funds owned a majority of the membership interests in Summit Investments and therefore may have been deemed to indirectly beneficially own the Common Units held of record by SMP Holdings. The ECP Funds, other than ECP Summit Co-Invest, hold all of the membership interests in SMLP. Accordingly, each of them, other than ECP Summit Co-Invest, may have been deemed to share beneficially ownership of the Common Units held by SMLP.