UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 9, 2022
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company | ||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously disclosed, on November 29, 2022, the Compensation Committee (the “Compensation Committee”) of the Board of Directors (the “Board”) of Summit Midstream GP, LLC, the general partner (the “General Partner”) of Summit Midstream Partners, LP (“SMLP” or the “Partnership”), approved a compensation program pursuant to which each member of the Partnership’s senior management, including the Partnership’s executive officers, were given the opportunity to elect to forfeit none, 50% or 100% of each vesting tranche of his or her previously disclosed outstanding retention cash component awards granted in each of 2020, 2021 and 2022 under the Summit Midstream Partners, LP 2012 Long-Term Incentive Plan in exchange for phantom units to be granted under the Summit Midstream Partners, LP 2022 Long-Term Incentive Plan (the “Plan”). The Compensation Committee made available a maximum of 300,000 phantom units for the program.
On December 9, 2022, the program concluded, with the elections made on December 6, 2022 for phantom units in the aggregate for all senior management participants exceeding the 300,000 maximum. After proportional reductions to electing participants and rounding down for fractional units, a total of 299,981 phantom units were granted at a volume weighted average price of $18.9935 per unit for the three trading days ending on and including December 9, 2022.
Below is a summary of phantom units granted and held for certain executive officers of the General Partner that participated in the cash for phantom unit exchange.
| Name and Title | Cash retention forfeited | Phantom units granted | Total phantom and common units held prior to December 9, 2022 | Total phantom and common units held at the end of day December 9, 2022 | ||||||||||||||||||||||
| J. Heath Deneke, President, Chief Executive Officer and Director | $ | 3,332,106 | 175,434 | 237,256 | 412,690 | |||||||||||||||||||||
| William J. Mault, Executive Vice President and Chief Financial Officer | $ | 637,441 | 33,561 | 23,372 | 56,933 | |||||||||||||||||||||
| James Johnston, Executive Vice President, General Counsel and Chief Compliance Officer | $ | 505,151 | 26,596 | 57,672 | 84,268 | |||||||||||||||||||||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description | |||||||
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document | |||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Summit Midstream Partners, LP | |||||||||||
| (Registrant) | |||||||||||
| By: | Summit Midstream GP, LLC (its general partner) | ||||||||||
| Dated: | December 15, 2022 | /s/ William J. Mault | |||||||||
William J. Mault, Executive Vice President and Chief Financial Officer | |||||||||||
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