Michael Kernan - Jul 21, 2022 Form 4 Insider Report for Macquarie Infrastructure Holdings, LLC (MIC)

Role: General Counsel and Secretary
Signature: /s/ Michael Kernan
Stock symbol: MIC
Transactions as of: Jul 21, 2022
Transactions value $: $0
Form type: 4
Date filed: 7/21/2022, 10:02 AM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MIC	Common Units	Disposed to Issuer		-1K	-100%		0	Jul 21, 2022	Direct	F1, F2

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

Michael Kernan is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	On September 22, 2021, Macquarie Infrastructure Holdings, LLC (the "Company") became the successor of Macquarie Infrastructure Corporation ("MIC Corp") pursuant to a reorganization merger. The reorganization merger resulted in the Company becoming a parent holding company of MIC Corp, but did not alter the proportionate interests of security holders. Pursuant to the reorganization merger agreement, each outstanding share of MIC Corp common stock, par value $0.001 per share, issued and outstanding immediately prior to the reorganization merger was converted into common units of the Company ("Common Units"), on a one for one basis without an exchange of certificates.
F2	Disposed of in connection with the Agreement and Plan of Merger by and among MIC Corp., AMF Hawaii Holdings, LLC, AMF Hawaii Merger Sub, LLC and the Company, each Common Unit issued and outstanding was converted into the right to receive $4.11 in cash, without interest.

Content

On September 22, 2021, Macquarie Infrastructure Holdings, LLC (the "Company") became the successor of Macquarie Infrastructure Corporation ("MIC Corp") pursuant to a reorganization merger. The reorganization merger resulted in the Company becoming a parent holding company of MIC Corp, but did not alter the proportionate interests of security holders. Pursuant to the reorganization merger agreement, each outstanding share of MIC Corp common stock, par value $0.001 per share, issued and outstanding immediately prior to the reorganization merger was converted into common units of the Company ("Common Units"), on a one for one basis without an exchange of certificates.

Disposed of in connection with the Agreement and Plan of Merger by and among MIC Corp., AMF Hawaii Holdings, LLC, AMF Hawaii Merger Sub, LLC and the Company, each Common Unit issued and outstanding was converted into the right to receive $4.11 in cash, without interest.