UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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 |
|
| ||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Class B Common Units | Â (2) | Â (2) | Common Units | 120,542,441 | $ (2) | I (3) | See Footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DEVON ENERGY CORP/DE 333 WEST SHERIDAN AVE. OKLAHOMA CITY, OK 73102 |
 X |  X |  |  |
DEVON ENERGY CORP /OK/ 333 WEST SHERIDAN AVE. OKLAHOMA CITY, OK 73102 |
 X |  X |  |  |
Devon Gas Corp 333 WEST SHERIDAN AVE. OKLAHOMA CITY, OK 73102 |
 X |  X |  |  |
/s/ Carla D. Brockman, Vice President Corporate Governance and Secretary of Devon Energy Corporation | 03/17/2014 | |
**Signature of Reporting Person | Date | |
/s/ Carla D. Brockman, Vice President and Secretary of Devon Energy Corporation (Oklahoma) | 03/17/2014 | |
**Signature of Reporting Person | Date | |
/s/ Carla D. Brockman, Vice President and Secretary of Devon Gas Corporation | 03/17/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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). |
(1) | These Common Units are owned directly by Crosstex Energy, Inc. ("Crosstex"). As the indirect owner of 70.4% of the outstanding membership interest in EnLink Midstream, LLC ("EnLink Midstream") (as well as 100% of the outstanding membership interest in EnLink Midstream Manager, LLC, EnLink Midstream's managing member ("EnLink Midstream Manager")), which is the holder of 100% of the outstanding common stock of Crosstex, each of Devon Energy Corporation ("Devon"), Devon Energy Corporation (Oklahoma) ("Devon OK") and Devon Gas Corporation ("Devon Gas") may be deemed to be beneficial owners of the reported Common Units. |
(2) | Each Class B Common Unit will automatically convert into Common Units on a one-to-one basis on the first business day following the record date for the distribution payable with respect to the quarter ending March 31, 2014. |
(3) | 86,790,558 of these Class B Common Units are owned directly by Devon Gas Services, L.P. ("Devon Gas Services") and 33,751,883 are owned directly by Southwestern Gas Pipeline, Inc. ("Southwestern Gas"), each an indirect wholly owned subsidiary of Devon. Devon is a public company and owns 100% of the outstanding common stock of Devon OK. Devon OK owns 100% of the common stock of Devon Gas. Devon Gas owns 100% of the limited partner interests of Devon Gas Services and 100% of the outstanding common stock of Devon Gas Operating, Inc., the general partner of Devon Gas Services. Devon Gas also owns 100% of the outstanding common stock of Southwestern Gas. Due to these ownership interests, Devon, Devon OK and Devon Gas may be deemed to be beneficial owners of the reported Class B Common Units. |
 Remarks: Crosstex has the right to appoint all of the directors of EnLink Midstream GP, LLC, the general partner of the Issuer.  Due to the relationships described in Footnote 1, each of Devon, Devon OK and Devon Gas may be deemed a director by deputization. |