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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 | ||||||||
Phantom Units (6) | (9) | 02/12/2013 | M | 35,000 | 02/12/2013 | 02/12/2013 | Common Units | 35,000 | (9) | 0 | D | ||||
Phantom Units (6) | (7) (8) | 02/11/2014 | 02/11/2014 | Common Units | 33,000 | 33,000 | D | ||||||||
Phantom Units (6) | (7) (8) | 02/10/2015 | 02/10/2015 | Common Units | 33,000 | 33,000 | D | ||||||||
Phantom Units (6) | (7) (8) | 02/14/2016 | 02/14/2016 | Common Units | 32,000 | 32,000 | D | ||||||||
Phantom Units (6) | (7) (8) | 02/13/2013 | A | 32,000 | 02/13/2017 | 02/13/2017 | Common Units | 32,000 | (7) (8) | 32,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ROBERTSON CORBIN J JR 601 JEFFERSON, SUITE 3600 HOUSTON, TX 77002 |
X | X | Chairman and CEO |
Corbin J. Robertson, Jr. | 02/13/2013 | |
**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) | The common units were deemed to have been purchased and sold on the date of vesting of the phantom units listed in Table II, which were paid in cash on a one for one basis based on the average closing price of the common units for the 20 trading days immediately preceding the date of vesting. |
(2) | These units are beneficially owned by Western Pocahontas Properties Limited Partnership, whose general partner is Western Pocahontas Corporation, a corporation controlled by Mr. Robertson. Mr. Robertson also holds indirect limited partner interests in Western Pocahontas Properties Limited Partnership. All the common units owned by Western Pocahontas Properties Limited Partnership are reported on this line. Mr. Robertson disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
(3) | Mr. Robertson, Jr. is the controlling shareholder of Western Bridgeport, Inc. Mr. Robertson, Jr. disclaims beneficial ownership of the units held by Western Bridgeport, Inc., except to the extent of his pecuniary interest therein. |
(4) | Mr. Robertson, Jr. is the controlling shareholder of QMP, Inc. Mr. Robertson, Jr. disclaims beneficial ownership of the units held by QMP, Inc., except to the extent of his pecuniary interest therein. |
(5) | Mr. Robertson, Jr. is the controlling shareholder of Western Pocahontas Corporation. Mr. Robertson, Jr. disclaims beneficial ownership of the units held by Western Pocahontas Corporation, except to the extent of his pecuniary interest therein. |
(6) | The phantom units were originally granted to the reporting person under the issuer's long term incentive plan. |
(7) | The phantom units will be paid in cash based on the average closing price of the common units for the 20 trading days immediately preceding the date of vesting. |
(8) | Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions paid by the partnership on each unit will be accrued over the vesting period and paid on vesting. |
(9) | As described in Footnote 1, upon vesting, the phantom units were paid in cash on a one for one basis based on the average closing price of the common units for the 20 trading days immediately preceding the date of vesting. |