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Ownership Document
|
| Schema Version: X0306 |
| Document Type: 4 |
| Period of Report: 6/17/20 |
| Not Subject to Section 16: 1 |
| Issuer: |
| Issuer CIK: 1540947 |
| Issuer Name: EQM Midstream Partners, LP |
| Issuer Trading Symbol: EQM |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1184622 |
| | Owner Name: BRYSON MICHAEL A |
| Reporting Owner Address: |
| | Owner Street 1: 2200 ENERGY DRIVE |
| | Owner Street 2: |
| | Owner City: CANONSBURG |
| | Owner State: PA |
| | Owner ZIP Code: 15317 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? No |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Units |
| | Transaction Date: |
| | | Value: 6/17/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,175 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Units |
| | Transaction Date: |
| | | Value: 6/17/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 3,000 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: Kathryn F. Bryson Revocable Trust |
| Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Deferred Compensation - Phantom Units |
| | | Footnote ID: F2 |
| | Conversion or Exercise Price: |
| | | Footnote ID: F1 |
| | | Footnote ID: F3 |
| | Transaction Date: |
| | | Value: 6/17/20 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: D |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 18,412 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| Footnote ID: F3 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F1 |
| | | Footnote ID: F3 |
| | Expiration Date: |
| | | Footnote ID: F1 |
| | | Footnote ID: F3 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Common Units |
| | | Underlying Security Shares: |
| Value: 18,412 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Footnotes: |
| Footnote - F1: Pursuant to that certain Agreement and Plan of Merger, dated February 26, 2020, by and between the Issuer, Equitrans Midstream Corporation ("ETRN"), EQGP Services, LLC, EQM LP Corporation, and LS Merger Sub, LLC, (the "Merger Agreement"), ETRN acquired all of the outstanding common units representing limited partner interests in the Issuer (the "Common Units") that ETRN and its subsidiaries do not already own. Upon consummation of the merger, each outstanding Common Unit, other than Common Units owned by ETRN or its subsidiaries, was converted into the right to receive 2.44 shares of ETRN common stock, no par value, and all fractional shares of ETRN common stock to which a holder of Common Units otherwise would have been entitled was aggregated and the resulting fractional shares were rounded up to the nearest whole share of ETRN common stock (collectively, the "Merger Consideration"). |
| Footnote - F2: Each Phantom Unit is the economic equivalent of one Common Unit. |
| Footnote - F3: Pursuant to the Merger Agreement, as of the effective time of the merger, each Phantom Unit vested in full and automatically converted into the right to receive, with respect to each Common Unit subject thereto, the Merger Consideration. |
| Remarks: |
| Owner Signature: |
| Signature Name: /s/ Tobin M. Nelson, Attorney-in-Fact for Michael A. Bryson |
| Signature Date: 6/17/20 |
