| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 12/02/2024 |
3. Issuer Name and Ticker or Trading Symbol
Summit Midstream Corp [ SMC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class B Common Stock | 6,524,467 | I | See Footnotes(1)(2) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Common Units | (2) | (2) | Common Stock | 6,524,467 | (2) | I | See Footnote(3) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The reported securities were received in connection with the contribution of Tall Oak Midstream Operating, LLC, a Delaware limited liability company ("Tall Oak"), to Summit Midstream Partners, LP, a Delaware limited partnership (the "Partnership"), pursuant to the Business Contribution Agreement, dated October 1, 2024, by and among the Issuer, the Partnership and Tall Oak Midstream Holdings, LLC, a Delaware limited liability company ("Tall Oak Parent"). Upon consummation of the foregoing, the reported securities were distributed by Tall Oak Parent to Connect Midstream. |
| 2. Common Units of the Partnership are exchangeable for an equivalent number of shares of Common Stock of the Issuer. Upon such conversion, an equivalent number of shares of Class B Common Stock are forfeited for no consideration. Shares of Class B Common Stock do not represent an economic interest in the Issuer but provide holders of Common Units with voting rights. |
| 3. The reported securities are held directly by Connect Midstream, LLC. Tailwater Energy Fund III LP is the sole member of Connect Midstream, LLC. TW GP EF-III LP is the general partner of Tailwater Energy Fund III LP. TW GP EF-III GP, LLC is the general partner of TW GP EF-III LP. Tailwater Capital LLC is the sole member of TW GP EF-III GP, LLC. Jason Downie and Edward Herring are each a Managing Partner of Tailwater Capital LLC. Each of the foregoing disclaim beneficial ownership of the reported securities directly held by Connect Midstream, LLC except to the extent of their respective pecuniary interest therein. |
| Connect Midstream, LLC, By: /s/ Jason H. Downie, Director | 12/03/2024 | |
| Tailwater Energy Fund III LP, By: TW GP EF-III LP, its general partner, By: TW GP EF-III LP, its general partner, By: TW GP EF-III GP, LLC, its general partner, By: Tailwater Capital LLC, its sole member, By: /s/ Jason H. Downie, Managing Partner | 12/03/2024 | |
| Tailwater Capital, LLC, By: /s/ Jason H. Downie, Managing Partner | 12/03/2024 | |
| /s/ Jason H. Downie | 12/03/2024 | |
| /s/ Edward Herring | 12/03/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||