Sec Form 3 Filing - Connect Midstream, LLC @ Summit Midstream Corp - 2024-12-02

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
Connect Midstream, LLC
2. Issuer Name and Ticker or Trading Symbol
Summit Midstream Corp [ SMC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2021 MCKINNEY AVE, SUITE 1250
3. Date of Earliest Transaction (MM/DD/YY)
12/02/2024
(Street)
DALLAS, TX75201
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class B Common Stock 6,524,467 I See Footnotes ( 1 ) ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Units ( 2 ) ( 2 ) ( 2 ) Common Stock 6,524,467 I See Footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Connect Midstream, LLC
2021 MCKINNEY AVE, SUITE 1250
DALLAS, TX75201
X
Tailwater Energy Fund III LP
2021 MCKINNEY AVE, SUITE 1250
DALLAS, TX75201
X
Tailwater Capital LLC
2021 MCKINNEY AVE, SUITE 1250
DALLAS, TX75201
X
Downie Jason H
2021 MCKINNEY AVE, SUITE 1250
DALLAS, TX75201
X X
Herring Edward
2021 MCKINNEY AVE, SUITE 1250
DALLAS, TX75201
X X
Signatures
Connect Midstream, LLC, By: /s/ Jason H. Downie, Director 12/03/2024
Signature of Reporting Person Date
Tailwater Energy Fund III LP, By: TW GP EF-III LP, its general partner, By: TW GP EF-III LP, its general partner, By: TW GP EF-III GP, LLC, its general partner, By: Tailwater Capital LLC, its sole member, By: /s/ Jason H. Downie, Managing Partner 12/03/2024
Signature of Reporting Person Date
Tailwater Capital, LLC, By: /s/ Jason H. Downie, Managing Partner 12/03/2024
Signature of Reporting Person Date
/s/ Jason H. Downie 12/03/2024
Signature of Reporting Person Date
/s/ Edward Herring 12/03/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported securities were received in connection with the contribution of Tall Oak Midstream Operating, LLC, a Delaware limited liability company ("Tall Oak"), to Summit Midstream Partners, LP, a Delaware limited partnership (the "Partnership"), pursuant to the Business Contribution Agreement, dated October 1, 2024, by and among the Issuer, the Partnership and Tall Oak Midstream Holdings, LLC, a Delaware limited liability company ("Tall Oak Parent"). Upon consummation of the foregoing, the reported securities were distributed by Tall Oak Parent to Connect Midstream.
( 2 )Common Units of the Partnership are exchangeable for an equivalent number of shares of Common Stock of the Issuer. Upon such conversion, an equivalent number of shares of Class B Common Stock are forfeited for no consideration. Shares of Class B Common Stock do not represent an economic interest in the Issuer but provide holders of Common Units with voting rights.
( 3 )The reported securities are held directly by Connect Midstream, LLC. Tailwater Energy Fund III LP is the sole member of Connect Midstream, LLC. TW GP EF-III LP is the general partner of Tailwater Energy Fund III LP. TW GP EF-III GP, LLC is the general partner of TW GP EF-III LP. Tailwater Capital LLC is the sole member of TW GP EF-III GP, LLC. Jason Downie and Edward Herring are each a Managing Partner of Tailwater Capital LLC. Each of the foregoing disclaim beneficial ownership of the reported securities directly held by Connect Midstream, LLC except to the extent of their respective pecuniary interest therein.

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