Randa Duncan Williams - Feb 16, 2023 Form 4 Insider Report for ENTERPRISE PRODUCTS PARTNERS L.P. (EPD)

Signature
/s/Jennifer W. Dickson, Attorney-in-Fact on behalf of Randa Duncan Williams and Assistant Secretary of EPCO and EPCO Holdings
Stock symbol
EPD
Transactions as of
Feb 16, 2023
Transactions value $
-$3,899,034
Form type
4
Date filed
2/21/2023, 03:55 PM
Previous filing
Feb 9, 2023
Next filing
Mar 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EPD Common Units Representing Limited Partnership Interests Options Exercise +370K +96.07% 755K Feb 16, 2023 Direct F1
transaction EPD Common Units Representing Limited Partnership Interests Tax liability -$3.9M -146K -19.28% $26.78 610K Feb 16, 2023 Direct
holding EPD Common Units Representing Limited Partnership Interests 74.8M Feb 16, 2023 By EPCO F2
holding EPD Common Units Representing Limited Partnership Interests 597M Feb 16, 2023 By EPCO Holdings F3
holding EPD Common Units Representing Limited Partnership Interests 6.4M Feb 16, 2023 By EPD IV F4, F5
holding EPD Common Units Representing Limited Partnership Interests 1.6M Feb 16, 2023 By EPCO II F6, F7
holding EPD Common Units Representing Limited Partnership Interests 4.92M Feb 16, 2023 By RDW Family Trust F8
holding EPD Common Units Representing Limited Partnership Interests 4.92M Feb 16, 2023 By DGD Family Trust F9
holding EPD Common Units Representing Limited Partnership Interests 4.92M Feb 16, 2023 By MDF Family Trust F10
holding EPD Common Units Representing Limited Partnership Interests 4.92M Feb 16, 2023 By SDD Family Trust F11
holding EPD Common Units Representing Limited Partnership Interests 470K Feb 16, 2023 By RLD Grantor Trust F12
holding EPD Common Units Representing Limited Partnership Interests 470K Feb 16, 2023 By DGD Grantor Trust F13
holding EPD Common Units Representing Limited Partnership Interests 470K Feb 16, 2023 By MDD Grantor Trust F14
holding EPD Common Units Representing Limited Partnership Interests 470K Feb 16, 2023 By SDD Irrevocable Trust F15
holding EPD Common Units Representing Limited Partnership Interests 528K Feb 16, 2023 By A&W Ltd. F16
holding EPD Common Units Representing Limited Partnership Interests 87.9K Feb 16, 2023 By Chaswil, Ltd. F17
holding EPD Common Units Representing Limited Partnership Interests 9.09K Feb 16, 2023 By Spouse
holding EPD Common Units Representing Limited Partnership Interests 4.04K Feb 16, 2023 Jointly with Spouse

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 EPD Phantom Units Options Exercise $0 -370K -100% $0.00* 0 Feb 16, 2023 Common Units 370K Direct F1, F18
holding EPD Phantom Units 400K Feb 16, 2023 Common Units 400K Direct F1, F19
holding EPD Phantom Units 450K Feb 16, 2023 Common Units 450K Direct F1, F20
holding EPD Phantom Units 482K Feb 16, 2023 Common Units 482K Direct F1, F21
holding EPD Phantom Units 535K Feb 16, 2023 Common Units 535K Direct F1, F22, F23
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each phantom unit is the economic equivalent of one Enterprise Products Partners L.P. ("EPD") common unit.
F2 These common units representing limited partner interests in the issuer ("Common Units") are owned directly by Enterprise Products Company ("EPCO"). Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over the outstanding voting stock of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO, except to the extent of her pecuniary interest therein.
F3 These Common Units are owned directly by EPCO Holdings, Inc. ("EPCO Holdings"), which is a direct wholly owned subsidiary of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Holdings, except to the extent of her pecuniary interest therein.
F4 These Common Units are owned directly by EPD 2018 Unit IV L.P., a Delaware limited partnership ("EPD IV"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPD IV. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPD IV. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
F5 Within 30 days after December 3, 2023 (or an earlier vesting date), EPD IV will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $172,928,000. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPD IV. The Class B limited partner interests are subject to forfeiture.
F6 These Common Units are owned directly by EPCO Unit II L.P., a Delaware limited partnership ("EPCO II"), established for the benefit of certain EPCO employees who are its Class B limited partners. EPCO Holdings is the sole Class A limited partner and EPCO is the general partner of EPCO II. The Common Units are beneficially owned by EPCO and EPCO Holdings to the extent of the interest of EPCO Holdings in these securities as a Class A limited partner in EPCO II. Ms. Williams disclaims beneficial ownership of these Common Units, except to the extent of her pecuniary interest therein.
F7 Within 30 days after December 3, 2023 (or an earlier vesting date), EPCO II will be liquidated and expects to distribute to the Class A limited partner a total number of Common Units having a fair market value equal to $43,232,000. Any remaining Common Units will be either distributed to the Class B limited partners in kind, or sold with the resulting proceeds distributed, pro rata relative to their share in EPCO II. The Class B limited partner interests are subject to forfeiture.
F8 These Common Units are owned directly by The Randa Duncan Williams 2018 Family Trust (the "RDW Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RDW Family Trust, except to the extent of her pecuniary interest therein.
F9 These Common Units are owned directly by The Dannine Gale Duncan 2018 Family Trust (the "DGD Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Family Trust, except to the extent of her pecuniary interest therein.
F10 These Common Units are owned directly by The Milane Duncan Frantz 2018 Family Trust (the "MDF Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDF Family Trust, except to the extent of her pecuniary interest therein.
F11 These Common Units are owned directly by The Scott D. Duncan 2003 Family Trust (the "SDD Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Family Trust, except to the extent of her pecuniary interest therein.
F12 These Common Units are owned directly by The Randa Lynn Duncan 1990 Grantor Trust (the "RLD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RLD Grantor Trust, except to the extent of her pecuniary interest therein.
F13 These Common Units are owned directly by The Dannine Gale Duncan 1990 Grantor Trust (the "DGD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Grantor Trust, except to the extent of her pecuniary interest therein.
F14 These Common Units are owned directly by The Milane Diane Duncan 1990 Grantor Trust (the "MDD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDD Grantor Trust, except to the extent of her pecuniary interest therein.
F15 These Common Units are owned directly by The Scott Daniel Duncan Irrevocable Trust (the "SDD Irrevocable Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the SDD Irrevocable Trust, except to the extent of her pecuniary interest therein.
F16 These Common Units are owned directly by Alkek and Williams, Ltd. ("A&W Ltd."), an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by A&W Ltd., except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
F17 These Common Units are owned directly by Chaswil, Ltd., an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by Chaswil, Ltd., except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan.
F18 These phantom units vested on February 16, 2023. The phantom units expired upon vesting and settlement thereof in exchange for an equal number of EPD common units.
F19 These phantom units vest on February 16, 2024. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
F20 These phantom units vest on February 16, 2025. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
F21 These phantom units vest on February 16, 2026. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
F22 These phantom units vest on February 16, 2027. The phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD common units.
F23 The power of attorney under which this form was signed is on file with the Commission.

Remarks:

Transaction Code M - Exercise or conversion of derivative security exempted pursuant to Rule 16b-3; Transaction Code F - Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3