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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Class B Units | (1) | 08/02/2017 | C | 45,333,334 | (1) | (1) | Common Units | 92,525,181 | (1) | 0 | I | See Footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CHENIERE ENERGY INC 700 MILAM STREET, SUITE 1900 HOUSTON, TX 77002 |
X | |||
Cheniere Energy Partners LP Holdings, LLC 700 MILAM STREET, SUITE 1900 HOUSTON, TX 77002 |
X |
/s/ Sean N. Markowitz, General Counsel and Corporate Secretary for Cheniere Energy, Inc. | 08/04/2017 | |
**Signature of Reporting Person | Date | |
/s/ Sean N. Markowitz, General Counsel and Corporate Secretary for Cheniere Energy Partners LP Holdings, LLC | 08/04/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
(1) | On August 2, 2017, the 45,333,334 Class B Units representing limited partner interests (the "Class B Units") owned by the reporting persons automatically converted into common units representing limited partner interests ("Common Units") at an accreted conversion ratio of approximately 2.04 Common Units per Class B Unit, which is equal to the Class B Conversion Value of a Class B Unit divided by $15.00. |
(2) | The Common Units are directly owned by Cheniere Energy Partners LP Holdings, LLC ("CQH") in which Cheniere Energy, Inc. ("CEI") owns an 82.7% interest as of August 2, 2017. CEI disclaims beneficial ownership of the securities owned by CQH reported on this Form 4 except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 or for any other purpose. |