First Reserve GP XIII Form 4 Change in insider ownership

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

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X

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^*

First Reserve GP XIII Ltd

(Last) (First) (Middle)

262 HARBOR DRIVE, THIRD FLOOR,

SUITE 3100

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Crestwood Equity Partners LP [ CEQP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2023

4. If Amendment, Date of 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

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	11/03/2023		D(1)		11,275,546(2)	D	(1)	0	I	See footnote(2)
Common Units	11/03/2023		D(1)		914(3)	D	(1)	0	I	See footnote(3)

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

1. Name and Address of Reporting Person^*

First Reserve GP XIII Ltd

(Last) (First) (Middle)

262 HARBOR DRIVE, THIRD FLOOR,

SUITE 3100

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

First Reserve GP XIII, L.P.

(Last) (First) (Middle)

262 HARBOR DRIVE, THIRD FLOOR

SUITE 3100

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FR XIII Crestwood Permian Basin Holdings LLC

(Last) (First) (Middle)

262 HARBOR DRIVE, THIRD FLOOR

SUITE 3100

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

FR XIII Charlie AIV, L.P.

(Last) (First) (Middle)

262 HARBOR DRIVE, THIRD FLOOR

SUITE 3100

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

Explanation of Responses:

1. Pursuant to and in connection with that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 16, 2023, by and among Energy Transfer LP, ("Energy Transfer"), Pachyderm Merger Sub LLC, a direct wholly owned subsidiary of Energy Transfer ("Merger Sub"), the Issuer, and, solely for the purposes set forth therein, LE GP, LLC, the sole general partner of Energy Transfer, the Issuer merged with and into Merger Sub (the "Merger"), with Merger Sub continuing as the surviving entity. As a result of the Merger, each of these common units representing Issuer limited partner interests ("Crestwood Common Units") were converted into the right to receive 2.07 common units representing limited partner interests in Energy Transfer.

2. Represents Crestwood Common Units that were held directly by FR XIII Crestwood Permian Basin Holdings LLC ("First Reserve XIII"). This form is filed jointly by First Reserve GP XIII Limited, First Reserve GP XIII, L.P., First Reserve XIII and FR XIII Charlie AIV, L.P. FR XIII Charlie AIV, L.P. is the managing member of First Reserve XIII. First Reserve GP XIII, L.P. is the general partner of Charlie AIV, L.P. First Reserve GP XIII Limited is the general partner of First Reserve GP XIII, L.P. Mr. Reaves is a Managing Director and member of the Board of Directors of First Reserve GP XIII Limited. Each of First Reserve GP XIII Limited, First Reserve GP XIII, L.P., First Reserve XIII and FR XIII Charlie AIV, L.P. may have been deemed to be a director by deputization of the Issuer.

3. Represents restricted units that were held by Mr. Reaves, a Managing Director and member of the Board of Directors of First Reserve GP XIII Limited. Mr. Reaves held these securities for the benefit of one or more of the reporting persons and/or certain of their affiliates or certain of the funds they manage.

Remarks:

The Reporting Persons disclaim beneficial ownership of the securities reported on this Form 4 except to the extent of their pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of these securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.

	FIRST RESERVE GP XIII LIMITED, By: /s/ Erica H. Radcliffe, Name: Erica H. Radcliffe, General Counsel & Chief Compliance Officer	11/07/2023
	FIRST RESERVE GP XIII, L.P., By: First Reserve GP XIII Limited, its general partner, By: /s/ Erica H. Radcliffe, Name: Erica H. Radcliffe, General Counsel & Chief Compliance Officer	11/07/2023
	FR XIII CRESTWOOD PERMIAN BASIN HOLDINGS LLC, By: FR XIII Charlie AIV, L.P., its man. mem., By: First Reserve GP XIII, L.P., its GP, By: First Reserve GP XIII Limited, its GP, By: /s/ Erica H. Radcliffe, Name: Erica H. Radcliffe, General Counsel & CCO	11/07/2023
	FR XIII CHARLIE AIV, L.P. By: First Reserve GP XIII, L.P., its general partner, By: First Reserve GP XIII Limited, its general partner, By: /s/ Erica H. Radcliffe, Name: Erica H. Radcliffe, General Counsel & Chief Compliance Officer	11/07/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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