J. Heath Deneke - Mar 14, 2025 Form 4 Insider Report for Summit Midstream Corp (SMC)

Signature
/s/ James D. Johnston, Attorney-in-Fact for J. Heath Deneke
Stock symbol
SMC
Transactions as of
Mar 14, 2025
Transactions value $
-$1,165,940
Form type
4
Date filed
3/18/2025, 08:50 PM
Previous filing
Mar 14, 2025
Next filing
Mar 21, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SMC Common Stock Options Exercise +17.9K +7.75% 249K Mar 15, 2025 Direct F1
transaction SMC Common Stock Tax liability -$264K -7.06K -2.83% $37.44 242K Mar 15, 2025 Direct F2
transaction SMC Common Stock Options Exercise +26K +10.73% 268K Mar 15, 2025 Direct F1
transaction SMC Common Stock Tax liability -$383K -10.2K -3.81% $37.44 258K Mar 15, 2025 Direct F2
transaction SMC Common Stock Options Exercise +30K +11.64% 288K Mar 15, 2025 Direct F1
transaction SMC Common Stock Tax liability -$442K -11.8K -4.1% $37.44 276K Mar 15, 2025 Direct F2
transaction SMC Common Stock Sale -$20.3K -533 -0.19% $38.09 276K Mar 17, 2025 Direct F3, F4
transaction SMC Common Stock Sale -$18.2K -467 -0.17% $38.96 275K Mar 17, 2025 Direct F3, F5
transaction SMC Common Stock Sale -$36.1K -950 -0.35% $37.99 274K Mar 18, 2025 Direct F3, F6
transaction SMC Common Stock Sale -$1.92K -50 -0.02% $38.48 274K Mar 18, 2025 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SMC Corporation Restricted Stock Units Award $0 +47.6K +16.14% $0.00 343K Mar 14, 2025 Common Stock 47.6K Direct F1, F7, F8
transaction SMC Corporation Restricted Stock Units Award $0 +47.6K +13.9% $0.00 390K Mar 14, 2025 Common Stock 47.6K Direct F1, F8, F9
transaction SMC Corporation Restricted Stock Units Options Exercise $0 -17.9K -4.6% $0.00 372K Mar 15, 2025 Common Stock 17.9K Direct F1, F8, F10
transaction SMC Corporation Restricted Stock Units Options Exercise $0 -26K -6.98% $0.00 346K Mar 15, 2025 Common Stock 26K Direct F1, F8, F11
transaction SMC Corporation Restricted Stock Units Options Exercise $0 -30K -8.67% $0.00 316K Mar 15, 2025 Common Stock 30K Direct F1, F8, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Each corporation restricted stock unit is the economic equivalent of one common stock.
F2 Common stocks being withheld to pay tax liability.
F3 These Common Stocks were sold in compliance with a qualified selling plan adopted by the reporting person pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
F4 The price reported in Column 4 is a weighted average price and has been rounded to the nearest cent. These Common Stocks were sold in multiple transactions at prices ranging from $37.76 to $38.66, inclusive. The reporting person undertakes to provide to Summit Midstream Corporation, any security holder of Summit Midstream Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Stocks sold at each separate price within the ranges set forth in footnote 4 to this Form 4.
F5 The price reported in Column 4 is a weighted average price and has been rounded to the nearest cent. These Common Stocks were sold in multiple transactions at prices ranging from $38.78 to $39.35, inclusive. The reporting person undertakes to provide to Summit Midstream Corporation, any security holder of Summit Midstream Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Stocks sold at each separate price within the ranges set forth in footnote 5 to this Form 4.
F6 The price reported in Column 4 is a weighted average price and has been rounded to the nearest cent. These Common Stocks were sold in multiple transactions at prices ranging from $37.45 to $38.44, inclusive. The reporting person undertakes to provide to Summit Midstream Corporation, any security holder of Summit Midstream Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Stocks sold at each separate price within the ranges set forth in footnote 6 to this Form 4.
F7 One-third of the corporation restricted stock units (rounded down to the nearest whole number of units, except in the case of the final vesting date) shall vest on each of the first, second and third anniversaries of the March 14, 2025, reference date, subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person will receive distribution equivalent rights ("DERs") for each corporation restricted stock unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the corporation restricted stock units.
F8 The corporation restricted stock units and associated DERs do not expire. The corporation restricted stock units are settled upon vesting in common stocks (on a one-for-one basis) or in cash, at the discretion of the Issuer.
F9 The corporation restricted stock units shall vest if and to the extent that the corporation restricted stock units are earned during the performance period from January 1, 2025 through December 31, 2027, which will depend on whether the performance criteria are achieved as determined by the committee as soon as reasonably practicable, but no later than sixty (60) days following December 31, 2027, the last day of the Performance Period. The vesting of the corporation restricted stock units is subject to continued employment and accelerated vesting as provided in the applicable award agreement. The Reporting Person will receive DERs for each corporation restricted stock unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the corporation restricted stock units.
F10 The final one-third of the corporation restricted stock units subject to the original award agreement vested on March 15, 2025, the third anniversary of the March 15, 2022, reference date. The Reporting Person received DERs for each corporation restricted stock unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the corporation restricted stock units.
F11 The final twenty percent of the corporation restricted stock units subject to the original award agreement vested on March 15, 2025, the third anniversary of the March 15, 2022, reference date. The Reporting Person received DERs for each corporation restricted stock unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the corporation restricted stock units.
F12 One-third of the corporation restricted stock units subject to the original award agreement vested on March 15, 2025, and the final one-third of the corporation restricted stock units shall vest on the third anniversary of the March 15, 2023, reference date, subject to continued employment. The Reporting Person received DERs for each corporation restricted stock unit, providing for payment on the vesting date of a lump sum of cash equal to the accrued distributions from and after the grant date of the corporation restricted stock units.