BLACKSTONE FAMILY GP LLC - 01 Nov 2021 Form 4 Insider Report for VINE ENERGY INC.

Source evidence Original filing metadata and source links for verification. 3 source fields
SEC form
4
Accepted by SEC
03 Nov 2021, 19:39:56 UTC
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
BLACKSTONE ENERGY PARTNERS Q L.P., By: Blackstone Energy Management Associates L.L.C., its gp, By: Blackstone EMA L.L.C., is sm, By: Blackstone Holdings III L.P., mm, By: Blackstone Holdings III GP Management L.L.C.,...
Open signature details
BLACKSTONE ENERGY PARTNERS Q L.P., By: Blackstone Energy Management Associates L.L.C., its gp, By: Blackstone EMA L.L.C., is sm, By: Blackstone Holdings III L.P., mm, By: Blackstone Holdings III GP Management L.L.C., its indirect gp, By: /s/ Tabea Hsi

Key filing fact

BLACKSTONE FAMILY GP LLC filed Form 4 for VINE ENERGY INC. on 03 Nov 2021.

Key facts

  • This page summarizes BLACKSTONE FAMILY GP LLC's Form 4 filing for VINE ENERGY INC..
  • 15 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 03 Nov 2021, 19:39.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

VEI transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+17,387,012
Change %
+1121%
Price
Shares after
18,938,346
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F1, F7, F8, F10, F13, F14, F18, F19, F20, F21
VEI transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+16,588,860
Change %
+1121%
Price
Shares after
18,068,757
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F3, F7, F9, F10, F11, F12, F13, F14, F18, F19, F20, F21
VEI transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+242,663
Change %
+1063%
Price
Shares after
265,488
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F5, F7, F9, F11, F12, F13, F14, F18, F19, F20, F21
VEI transaction

Class A Common Stock

Other

Transaction value
Shares
-18,938,346
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F1, F7, F8, F10, F13, F14, F16, F17, F19, F20, F21
VEI transaction

Class A Common Stock

Other

Transaction value
Shares
-10,312,823
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F2, F7, F8, F13, F14, F16, F17, F19, F20, F21
VEI transaction

Class A Common Stock

Other

Transaction value
Shares
-18,068,757
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F3, F7, F9, F10, F11, F12, F13, F14, F16, F17, F19, F20, F21
VEI transaction

Class A Common Stock

Other

Transaction value
Shares
-7,129,295
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F4, F7, F9, F13, F14, F16, F17, F19, F20, F21
VEI transaction

Class A Common Stock

Other

Transaction value
Shares
-265,488
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F5, F7, F9, F11, F12, F13, F14, F16, F17, F19, F20, F21
VEI transaction

Class A Common Stock

Other

Transaction value
Shares
-104,547
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F6, F7, F9, F13, F14, F16, F17, F19, F20, F21
VEI transaction

Class B Common Stock

Other

Transaction value
Shares
-17,387,012
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F1, F7, F8, F10, F13, F14, F15, F18, F19, F20, F21
VEI transaction

Class B Common Stock

Other

Transaction value
Shares
-16,588,860
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F3, F7, F9, F10, F11, F12, F13, F14, F15, F18, F19, F20, F21
VEI transaction

Class B Common Stock

Other

Transaction value
Shares
-242,663
Change %
-100%
Price
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Footnotes
F5, F7, F9, F11, F12, F13, F14, F15, F18, F19, F20, F21

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

VEI transaction Derivative

Common Units of Vine Energy Holdings LLC

Conversion of derivative security

Transaction value
$0
Shares
-17,387,012
Change %
-100%
Price
$0.000000*
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Underlying class
Class A common stock
Underlying amount
17,387,012
Exercise price
Footnotes
F1, F7, F8, F10, F13, F14, F18, F19, F20, F21
VEI transaction Derivative

Common Units of Vine Energy Holdings LLC

Conversion of derivative security

Transaction value
$0
Shares
-16,588,860
Change %
-100%
Price
$0.000000*
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Underlying class
Class A common stock
Underlying amount
16,588,860
Exercise price
Footnotes
F3, F7, F9, F10, F11, F12, F13, F14, F18, F19, F20, F21
VEI transaction Derivative

Common Units of Vine Energy Holdings LLC

Conversion of derivative security

Transaction value
$0
Shares
-242,663
Change %
-100%
Price
$0.000000*
Shares after
0
Date
01 Nov 2021
Ownership
See Footnotes
Underlying class
Class A common stock
Underlying amount
242,663
Exercise price
Footnotes
F5, F7, F9, F11, F12, F13, F14, F18, F19, F20, F21
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

BLACKSTONE FAMILY GP LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 21 footnotes

Footnote F1

Reflects securities directly held by Vine Investment LLC. Vine Oil & Gas Holdings LLC ("Holdings") is the managing member of Vine Investment LLC. Holdings is owned by Blackstone Capital Partners VI-Q L.P. ("BCP VI-Q"), Blackstone Energy Partners Q L.P. ("BEP Q"), Blackstone Family Investment Partnership VI-ESC L.P. ("BFIP VI"), Blackstone Energy Family Investment Partnership ESC L.P. ("BEFIP ESC") and Blackstone Energy Family Investment Partnership SMD L.P. ("BEFIP SMD"). The general partner of BEFIP ESC is BEP Side-by-Side GP L.L.C.

Footnote F2

Reflects securities directly held by Vine Investment II LLC. Vine Investment II LLC is owned by Blackstone Capital Partners VI-Q (Pub) L.P. ("BCP VI AIV"), and Blackstone Energy Partners Q (Pub) L.P. ("BEP AIV").

Footnote F3

Reflects securities directly held by Brix Investment LLC. Brix Investment LLC is owned by B&H Oil and Gas L.L.C ("B&H Oil & Gas"). B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings L.L.C. ("BCP VI SBS Holdings"), Blackstone Energy Partners II Q L.P. ("BEP II Q"), Blackstone Energy Partners II.F Q L.P. ("BEP II.F Q"), Blackstone Energy Family Investment Partnership II-ESC L.P. ("BEFIP II-ESC"), Blackstone Energy Family Investment Partnership II SMD L.P. ("BEFIP II SMD"), BEP II SBS Holdings L.L.C. ("BEP II SBS Holdings") and BTAS Q Holdings L.L.C. ("BTAS Q Holdings"). The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C.

Footnote F4

Reflects securities directly held by Brix Investment II LLC. Brix Investment II LLC is owned by Blackstone Energy Partners II Q (Pub) L.P. ("BEP II AIV"), Blackstone Energy Partners II.F Q (Pub) L.P. ("BEP II.F AIV") and BCP VI AIV.

Footnote F5

Reflects securities of the Issuer held directly by Harvest Investment LLC. Harvest Investment LLC is owned by B&H Oil & Gas. B&H Oil & Gas is owned by BCP VI-Q, BFIP VI, BCP VI SBS Holdings, BEP II Q, BEP II.F Q, BEFIP II-ESC, BEFIP II SMD, BEP II SBS Holdings and BTAS Q Holdings. The general partner of BFIP VI is BCP VI Side-by-Side GP L.L.C. The general partner of BEFIP II-ESC is BEP II Side-by-Side GP L.L.C.

Footnote F6

Reflects securities directly held by Harvest Investment II LLC. Harvest Investment II LLC is owned by BEP II AIV, BEP II.F AIV and BCP VI AIV.

Footnote F7

Blackstone Management Associates VI L.L.C. is the general partner of BCP VI-Q and BCP VI AIV. The sole member of Blackstone Management Associates VI L.L.C. is BMA VI L.L.C.

Footnote F8

Blackstone Energy Management Associates L.L.C. is the general partner of BEP AIV and BEP Q. The sole member of Blackstone Energy Management Associates L.L.C. is Blackstone EMA L.L.C.

Footnote F9

Blackstone Energy Management Associates II L.L.C. is the general partner of BEP II Q, BEP II.F Q, BEP II AIV and BEP II.F AIV. The sole member of Blackstone Energy Management Associates II L.L.C. is Blackstone EMA II L.L.C.

Footnote F10

Blackstone Family GP L.L.C. is the general partner of BEFIP SMD and BEFIP II SMD. Blackstone Family GP L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

Footnote F11

Blackstone Side-by-Side Umbrella Partnership L.P. is the sole member of each of BEP II SBS Holdings and BCP VI SBS Holdings. The general partner of Blackstone Side-by-Side Umbrella Partnership L.P. is Blackstone Side-by-Side Umbrella GP L.L.C.

Footnote F12

BTAS Associates L.L.C. is the managing member of BTAS Q Holdings.

Footnote F13

Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BTAS Associates L.L.C. and Blackstone EMA II L.L.C. and the sole member of each of BCP VI Side-by-Side GP L.L.C., BEP Side-by-Side GP L.L.C., BEP II Side-by-Side GP L.L.C. and Blackstone Side-by-Side Umbrella GP L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C.

Footnote F14

Blackstone Inc. is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

Footnote F15

Each share of Class B Common Stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally.

Footnote F16

On November 1, 2021, pursuant to the Agreement and Plan of Merger dated as of August 10, 2021 (the "merger agreement"), (i) a wholly owned subsidiary of Chesapeake Energy Corporation ("Chesapeake") merged with and into Vine Energy Inc. ("Vine"), with Vine surviving the merger as a wholly owned subsidiary of Chesapeake (the "first merger" and the surviving entity, the "surviving corporation", the time of such first merger being the "effective time"); and (ii) immediately following the first merger, the surviving corporation merged with and into Hannibal Merger Sub LLC, a wholly owned subsidiary of Chesapeake ("Merger Sub LLC"), with Merger Sub LLC surviving the merger as a wholly owned subsidiary of Chesapeake (the "second merger" and, together with the first merger, the "merger").

Footnote F17

(Continued from Footnote 16) Immediately prior to the effective time, each Class B unit representing a limited liability company interest in Vine Energy Holdings LLC (individually, a "Holdings Unit"), and each corresponding share of Vine's Class B common stock, issued and outstanding at such time, was converted into Vine Class A common stock, par value $0.01 per share ("Class A common stock"), and each Holdings Unit and each corresponding share of Vine Class B common stock was cancelled and ceases to exist. As a result of the merger, each eligible share of Vine Class A common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $1.20 in cash, without interest (the "cash consideration"), and 0.2486 shares (the "exchange ratio") of Chesapeake's common stock, par value $0.01 per share.

Footnote F18

Pursuant to the merger agreement, prior to the consummation of the mergers and subject to the terms of the Amended and Restated Limited Liability Company Agreement of Vine Energy Holdings LLC, dated March 17, 2021, by and among Vine Energy Holdings LLC and the members thereof, the membership units of Vine Energy Holdings LLC were exchanged for Class A common stock on a one-for-one basis and an equivalent number of Class B common stock held by such holder was canceled.

Footnote F19

Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Footnote F20

Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

Footnote F21

Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

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