Wendy Ellis Form 4 DT Midstream / Wendy Ellis ownership change

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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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^*

Ellis Wendy

(Last) (First) (Middle)

500 WOODWARD AVE., 29TH FLOOR

(Street)

DETROIT MI 48226

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DT Midstream, Inc. [ DTM ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
E.V.P., Gen Counsel & Corp Sec

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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

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
Restricted Stock Units(1)	(2)	07/01/2021		A		1,651.15		(3)	(3)	Common Stock	1,651.15	$0	1,651.15	D
Restricted Stock Units(1)	(2)	07/01/2021		A		1,320.92		(4)	(4)	Common Stock	1,320.92	$0	1,320.92	D
Restricted Stock Units(1)	(2)	07/01/2021		A		1,651.15		(5)	(5)	Common Stock	1,651.15	$0	1,651.15	D
Restricted Stock Units	(2)	08/02/2021		A		24,167		(6)	(6)	Common Stock	24,167	$0	24,167	D

Explanation of Responses:

1. Pursuant to the Employee Matters Agreement dated as of June 25, 2021 between DTE Energy Company and the Issuer, the Reporting Person received restricted stock units of the Issuer to replace restricted stock and restricted stock units held by the Reporting Person immediately before the legal and structural separation of the Issuer from DTE Energy Company (the "Spin-off") that were granted to the Reporting Person pursuant to an equity plan of DTE Energy Company and were forfeited in connection with the Spin-off.

2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock with any fractional shares being paid in cash.

3. This restricted stock unit will vest on January 30, 2022, subject to the Reporting Persons' continued employment with the Issuer through the applicable vesting date.

4. This restricted stock unit will vest on January 29, 2023, subject to the Reporting Persons' continued employment with the Issuer through the applicable vesting date.

5. This restricted stock unit will vest on January 27, 2024, subject to the Reporting Persons' continued employment with the Issuer through the applicable vesting date.

6. This restricted stock unit will vest 25% on August 2, 2023, 25% on August 2, 2024 and 50% on August 2, 2025, subject to the Reporting Persons' continued employment with the Issuer through the applicable vesting date.

	/s/ Wendy Ellis	08/03/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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