SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Long Thomas E

(Last) (First) (Middle)
8111 WESTCHESTER DRIVE, SUITE 600

(Street)
DALLAS TX 75225

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Energy Transfer LP [ ET ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/19/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Units 10/19/2018 A 223,523 A (1) 223,523(2) D
Common Units 10/19/2018 A 115,200(3) A $0.00 338,723 D
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 (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 Securities Underlying Derivative Security (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: 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
Phantom Units (4) (4) (4) Common Units(4) 121,074 121,074 D
Explanation of Responses:
1. Acquisition in connection with the merger of a wholly owned subsidiary of Energy Transfer Equity, L.P. ("ETE") with Energy Transfer Partners, L.P. ("ETP"), with ETP continuing as the surviving entity and becoming a wholly owned subsidiary of ETE (the "Merger"). On October 18, 2018, the last trading day for the ETP common units, the closing price of ETP's common units was $21.47 per unit and the closing price of ETE's common units was $16.82 per unit. Each ETP common unit outstanding was converted into the right to receive 1.28 ETE common units.
2. 144,331 of the reported units represents restricted unit awards granted under one of the Energy Transfer LP Long-Term Incentive Plans that vest 60% after three years and 40% after five years.
3. An award of restricted units granted under the Second Amended and Restated Energy Transfer LP 2008 Long-Term Incentive Plan scheduled to vest 60% on December 5, 2021 and the remaining 40% on December 5, 2023.
4. An award of phantom units granted under the Amended and Restated Energy Transfer Equity, L.P. Long-Term Incentive Plan scheduled to vest 60% on December 5, 2020 and 40% on December 5, 2022 that may vest in Partnership units, cash or other securities and is generally contingent upon the reporting person's continued employment with the Partnership or one of its affiliates on each applicable vesting date.
Remarks:
Peggy J. Harrison, Attorney-in-fact for Mr. Long 10/23/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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