Global Infrastructure Investors II, LLC - 31 May 2024 Form 4 Insider Report for Hess Midstream LP (HESM)

Role
Director, 10%+ Owner
Signature
Global Infrastructure Investors II, LLC, By: /s/ Gregg Myers, Chief Financial Officer
Issuer symbol
HESM
Transactions as of
31 May 2024
Net transactions value
-$391,287,500
Form type
4
Filing time
03 Jun 2024, 16:30:16 UTC
Previous filing
18 Mar 2024
Next filing
26 Jun 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HESM Class B Shares Other $0 -10,000,000 -17% $0.000000 49,552,600 31 May 2024 See footnote F1, F2
transaction HESM Class A Shares Conversion of derivative security $0 +10,000,000 $0.000000 10,000,000 31 May 2024 See footnote F3
transaction HESM Class A Shares Sale $340,250,000 -10,000,000 -100% $34.02 0 31 May 2024 See footnote F3
transaction HESM Class B Shares Other $0 -1,500,000 -3% $0.000000 48,052,600 03 Jun 2024 See footnote F1, F2
transaction HESM Class A Shares Conversion of derivative security $0 +1,500,000 $0.000000 1,500,000 03 Jun 2024 See footnote F3
transaction HESM Class A Shares Sale $51,037,500 -1,500,000 -100% $34.02 0 03 Jun 2024 See footnote F3
holding HESM Class A Shares 449,000 31 May 2024 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 Conversion of derivative security $0 -10,000,000 -17% $0.000000 49,552,600 31 May 2024 Class A Shares 10,000,000 See footnote F3, F4
transaction HESM Opco Class B Units Conversion of derivative security $0 -1,500,000 -3% $0.000000 48,052,600 03 Jun 2024 Class A Shares 1,500,000 See footnote F3, F4
* 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 the conversion of the Opco Class B Units into Class A Shares.
F2 Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the sole member of Hess Midstream GP LLC, which is the general partner of Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is a 50/50 joint venture between Hess Investments North Dakota LLC ("HINDL") and GIP II Blue Holding, L.P. ("Blue Holding"). As such, each of the foregoing entities may be deemed to beneficially own 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. Global Infrastructure Investors II, LLC is the sole general partner of Global Infrastructure GP II, L.P., which is the sole member of GIP Blue Holding GP, LLC, which is the general partner of Blue Holding. As such, each of the foregoing entities 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 its pecuniary interest therein.
F4 The Opco Class B Units may be converted at any time into Class A Shares on a one-to-one basis and have no expiration date.