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Washington, D.C. 20549





Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934


Date of Report (date of earliest event reported):  December 7, 2020



(Exact name of registrant as specified in its charter)


Delaware   001-36340   16-1616605
(State or Other Jurisdiction of
Incorporation or Organization)
  (Commission File
  (I.R.S. Employer Identification No.)


(Address of Principal Executive Offices)   (Zip Code)


Registrant’s telephone number, including area code:  (214) 953-9500



(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act: None


Title of Each Class  



  Name of Exchange on which
N/A   N/A   N/A


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company               ¨


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨







  Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On December 7, 2020, GIP III Stetson I, L.P., GIP III Stetson II, L.P., and Enfield Holdings, L.P. (collectively, the “Consenting Majority Unitholders”), as the holders of a majority of the voting power with respect to the outstanding common units (the “common units”) representing limited liability company interests in EnLink Midstream, LLC (“ENLC”), which is the parent of the general partner of EnLink Midstream Partners, LP (the “Company”), approved by written consent an increase in the number of common units (the “Unit Increase”) authorized for issuance under the EnLink Midstream, LLC 2014 Long-Term Incentive Plan, as amended and restated effective March 31, 2020 (the “Current Plan”), together with an amendment and restatement of the Current Plan to effect such Unit Increase (the Current Plan, as so amended and restated, the “Amended Company Plan”). The Unit Increase and the Amended Company Plan were previously approved, on September 17, 2020, by the Board of Directors (the “Board”) of EnLink Midstream Manager, LLC, the managing member of ENLC.


Pursuant to rules adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, on December 8, 2020, a Schedule 14C Information Statement (“Information Statement”) was first sent or given to the unitholders of ENLC, other than the Consenting Majority Unitholders. The Unit Increase and the Amended Company Plan will become effective on December 28, 2020, which is the date that is 20 calendar days after the date the Information Statement was first sent or given to such unitholders.


The Current Plan permits the grant of cash and equity-based awards, which may be awarded in the form of options, restricted unit awards, restricted incentive units, unit appreciation rights, distribution equivalent rights, unit awards, cash awards, and performance awards to the employees, consultants, and independent contractors of ENLC and its affiliates, including the Company, as well as outside directors serving on the Board. The Amended Company Plan will (i) increase the number of common units authorized for issuance by 20,000,000 common units, (ii) amend the term of the Current Plan so that it expires on September 17, 2030, and (iii) make immaterial ministerial changes to the Current Plan. This description of the Amended Company Plan does not purport to be complete and is qualified in its entirety by reference to the Amended Company Plan, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.





  Item 9.01. Financial Statements and Exhibits.


(d)       Exhibits.




10.1 EnLink Midstream, LLC 2014 Long-Term Incentive Plan, as amended and restated.
104 Cover Page Interactive Data File (formatted as Inline XBRL and included in Exhibit 101).







Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




  By: EnLink Midstream GP, LLC,
    its General Partner


Date: December 9, 2020 By: /s/ Pablo G. Mercado
    Pablo G. Mercado
    Executive Vice President and
    Chief Financial Officer