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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) | 02/14/2012 | J(5) | 4,998.589 | (4) | (4) | Common Units | 4,998.589 | $ 41.6854 | 300,556.285 | I | As Trustee of the Carl A. Hughes Revocable Trust (1) | |||
Class B Units | (4) | 02/14/2012 | J(6) | 1,450.524 | (4) | (4) | Common Units | 1,450.524 | $ 41.6854 | 87,217.444 | I | As Trustee of the Carl A. Hughes GRAT (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HUGHES CARL A TWO BRUSH CREEK BLVD. SUITE 200 KANSAS CITY, MO 64112 |
SVP - Business Development |
/s/ Judy Riddle (attorney-in-fact) for Carl A. Hughes | 02/16/2012 | |
**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. Hughes is the trustee of the Carl A. Hughes Revocable Trust. |
(2) | Includes restricted units granted under the Inergy, L.P. Long Term Incentive Plan, as amended. |
(3) | Mr. Hughes is a co-trustee of the Carl A. Hughes 2005 Grantor Retained Annuity Trust. |
(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 4,998.589 Class B units as a payment-in-kind distribution on 295,557.696 Class B units owned on the distribution record date. |
(6) | The reporting person received 1,450.524 Class B units as a payment-in-kind distribution on 85,766.920 Class B units owned on the distribution record date. |
Remarks: Contributions to the EUPP plan are used to purchase Inergy, L.P. Common Units at the end of each quarter. On January 12, 2004, the Common, Senior Subordinated and Junior Subordinated Units of Inergy, L.P. underwent a two-for-one split. |