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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
DAVIS RAY C

(Last) (First) (Middle)
5950 SHERRY LANE, SUITE 550

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
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 109,575 A (1) 1,112,069 I By: RCD Stock Holdings, LLC(2)
Common Units 10/19/2018 A 587,001 A (1) 1,941,721 I By: Avatar BW. Ltd.(3)
Common Units 26,736,558 D
Common Units 328,383 I By: ET Company, Ltd.(4)
Common Units 51,701 I By: Avatar Holdings LLC
Common Units 15,987,283 I By: Linda Davis 2008 Family Trust(5)
Common Units 121,117 I By: Avatar Stock Holdings, LP(6)
Common Units 28,203,003 I By: Avatar ETC Stock Holdings, LLC(7)
Common Units 3,557,757 I By: Avatar Investments, LP(8)
Common Units 4,768,027 I By: Ray Davis 2008 Grandchildren's Trust(9)
Common Units 4,768,027 I By: Linda Davis 2008 Grandchildren's Trust(10)
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 (11) (11) (11) Common Units 2,500 2,500 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. As part of the Merger, ETE changed its name to "Energy Transfer LP" and its common units began trading on the New York Stock Exchange ("NYSE") under the "ET" ticker symbol when the market opened on Friday, October 19, 2018.
2. The reported units are owned directly by RCD Stock Holdings, LLC, a limited liability company owned by Mr. Davis.
3. The reported units are owned directly by Avatar BW, Ltd. a limited partnership, of which Mr. Davis is the owner of the general partner.
4. The reported units are owned directly by ET Company, Ltd. The reported units represent the estimated pro rata interest of Mr. Davis in ET Company, Ltd. Mr. Davis disclaims beneficial ownership of the reported units except to the extent of his pecuniary interest therein.
5. The reported units are owned directly by the Linda Davis 2008 Family Trust for the benefit of Mr. Davis' family. Mr. Davis' spouse is trustee of the trust. Mr. Davis disclaims beneficial ownership of the reported units except to the extent of his pecuniary interest therein if any.
6. The reported units are owned directly by Avatar Stock Holdings, LP, a limited partnership of which Mr. Davis is the owner of the general partner.
7. The reported units are owned directly by Avatar ETC Stock Holdings LLC, a limited liability company owned by Mr. Davis.
8. The reported units are owned directly by Avatar Investments, LP, a limited partnership, of which Mr. Davis is the owner of the general partner.
9. The reported units are owned directly by the Ray Davis 2008 Grandchildren's Trust for the benefit of Mr. Davis' grandchildren. Mr. Davis is the trustee of the trust. Mr. Davis disclaims beneficial ownership of the reported units except to the extent of his pecuniary interest therein if any.
10. The reported units are owned directly by the Linda Davis 2008 Grandchildren's Trust for the benefit of Mr. Davis' grandchildren. Mr. Davis' spouse is the trustee of the trust. Mr. Davis disclaims beneficial ownership of the reported units except to the extent of his pecuniary interest therein if any.
11. An award of phantom units granted under the Amended and Restated Energy Transfer LP Long-Term Incentive Plan that will vest 60% on the third anniversary and 40% on the fifth anniversary of the award.
Remarks:
Peggy J. Harrison, Attorney-in-fact for Mr. Davis 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.