Global Infrastructure Investors II, LLC - Apr 4, 2022 Form 4 Insider Report for Hess Midstream LP (HESM)

Signature
Global Infrastructure Investors II, LLC, By: /s/ Mark Levitt, Secretary
Stock symbol
HESM
Transactions as of
Apr 4, 2022
Transactions value $
-$345,833,397
Form type
4
Date filed
4/6/2022, 05:00 PM
Previous filing
Oct 12, 2021
Next filing
Mar 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HESM Class B Shares Other $0 -6.78M -6.17% $0.00 103M Apr 4, 2022 See footnote F1, F2
transaction HESM Class A Shares Conversion of derivative security $0 +5.12M $0.00 5.12M Apr 4, 2022 See footnotes F3, F4
transaction HESM Class A Shares Sale -$146M -5.12M -100% $28.50 0 Apr 4, 2022 See footnotes F3, F4
transaction HESM Class B Shares Other $0 -5.12M -4.97% $0.00 97.9M Apr 4, 2022 See footnote F2, F5
holding HESM Class A Shares 449K Apr 4, 2022 See footnote F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HESM Opco Class B Units Disposed to Issuer -$200M -6.78M -6.17% $29.50 103M Apr 4, 2022 Class A Shares 6.78M See footnotes F3, F4, F6
transaction HESM Opco Class B Units Conversion of derivative security $0 -5.12M -4.97% $0.00 97.9M Apr 4, 2022 Class A Shares 5.12M See footnotes F3, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the cancellation for no consideration of Class B Shares in connection with Hess Midstream Operations LP's repurchase of an aggregate 13,559,322 Opco Class B Units from Hess Investments North Dakota LLC ("HINDL") and GIP II Blue Holding, L.P. and a subsequent cancellation of such Opco Class B Units.
F2 Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the general partner of Hess Midstream GP LLC, which is the general partner of Hess Midsteam LP. Hess Infrastructure Partners GP LLC is a 50/50 joint venture between Hess Investments North Dakota LLC and GIP II Blue Holding, L.P. ("Blue Holding"). As such, each of the foregoing entities may be deemed to beneficially owned the securities held of record by Hess Midstream GP LP. Each such entity disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.
F3 Represents securities held by Blue Holding.
F4 Global Infrastructure Investors II, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP II, L.P. ("Global GP"), which is the sole member of GIP Blue Holding GP, LLC, ("Blue Holding GP"), which is the general partner of Blue Holding. As such, each of Global Investors, Global GP and Blue Holding GP may be deemed to beneficially own the securities held of record by Blue Holding. Each such entity disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.
F5 Reflects the cancellation for no consideration of Class B Shares in connection with the conversion of the Opco Class B Units into Class A Shares.
F6 The Opco Class B Units may be converted at any time in to Class A Shares on a one-to-one basis and have no expiration date.