Hess Midstream LP

05/12/2025 | Press release | Distributed by Public on 05/12/2025 15:24

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Hess Infrastructure Partners GP LLC
2. Issuer Name and Ticker or Trading Symbol
Hess Midstream LP [HESM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1501 MCKINNEY STREET
3. Date of Earliest Transaction (Month/Day/Year)
05/09/2025
(Street)
HOUSTON, TX 77010
4. If Amendment, Date Original Filed (Month/Day/Year)
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 (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
Class B Shares 05/09/2025 J(1) 6,225,772 D $ 0 29,147,034 I See footnote(2)
Class A Shares 898,000 I See footnote(2)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)
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 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hess Infrastructure Partners GP LLC
1501 MCKINNEY STREET
HOUSTON, TX 77010
X X
Hess Midstream GP LLC
1501 MCKINNEY STREET
HOUSTON, TX -
X X
Hess Midstream GP LP
1501 MCKINNEY STREET
HOUSTON, TX 77010
X X

Signatures

Hess Infrastructure Partners GP LLC By: /s/ Jonathan C. Stein, Chief Financial Officer 05/12/2025
**Signature of Reporting Person Date
Hess Midstream GP LLC By: /s/ Jonathan C. Stein, Chief Financial Officer 05/12/2025
**Signature of Reporting Person Date
Hess Midstream GP LP, by Hess Midstream GP LLC, its general partner By: /s/ Jonathan C. Stein, Chief Financial Officer 05/12/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Reflects (i) the cancellation for no consideration of 5,151,842 Class B Shares in connection with Hess Midstream Operations LP's repurchase of an aggregate of 5,151,842 Opco Class B Units from Hess Investments North Dakota LLC ("HINDL") and GIP II Blue Holding, L.P. and the subsequent cancellation of such Opco Class B Units and (ii) the transfer of 1,073,930 Class B Shares from Hess Midstream GP LP to HINDL for no consideration.
(2) Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the sole member of Hess Midstream GP LLC, which is the general partner of Hess Midstream GP LP. As such, each of the foregoing entities may be deemed to beneficially own the securities held of record by Hess Midstream GP LP.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Hess Midstream LP published this content on May 12, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on May 12, 2025 at 21:24 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at support@pubt.io