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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 | (4) | 02/14/2011 | J(5) | 119,936.558 | (4) | (4) | Common Units | 119,936.558 | $ 41.6854 | 7,211,572.558 | I | As Trustee of the John J. Sherman Revocable Trust (2) | |||
Class B Units | (4) | 02/14/2011 | J(6) | 3,897.309 | (4) | (4) | Common Units | 3,897.309 | $ 41.6854 | 234,338.309 | I | As Trustee of the John J. Sherman 2005 GRAT I (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SHERMAN JOHN J TWO BRUSH CREEK BLVD. SUITE 200 KANSAS CITY, MO 64112 |
President/CEO/DIRECTOR |
/s/ Judy R. Riddle (attorney-in-fact) for John J. Sherman | 02/15/2011 | |
**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) | Mr. Sherman is a trustee of the John J. Sherman 2005 Grantor Retained Annuity Trust I. |
(2) | Mr. Sherman is the trustee of the John J. Sherman Revocable Trust. John Sherman is the sole beneficiary of this trust. |
(3) | Represents common units held in the EUPP. Contributions to the EUPP are used to purchase Inergy common units at the end of each quarter. |
(4) | The Class B units will convert automatically into common units on a one-for-one basis, with 50% of the outstanding Class B units converting into common units following the payment date of the fourth quarterly distribution following the closing of the merger and the remaining outstanding Class B units converting into common units following the payment date of the eighth quarterly distribution following the closing of the merger. |
(5) | The reporting person received 119,936.558 Class B units as a payment-in-kind distribution on 7,091,636 Class B units owned on the distribution record date. |
(6) | The reporting person received 3,897.309 Class B units as a payment-in-kind distribution on 230,441 Class B units owned on the distribution record date. |