Summit Midstream (SMC) Form 4 Summit Midstream / James David Johnston 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^*

Johnston James David

(Last) (First) (Middle)

C/O SUMMIT MIDSTREAM PARTNERS, LP

910 LOUISIANA STREET, SUITE 4200

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Summit Midstream Corp [ SMC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive VP, GC, CCO and Secy

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2024

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
Common Stock	08/01/2024		A(1)(2)		48,201(3)	A	(1)	48,201	D

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
Corporation Restricted Stock Units	(4)	08/01/2024		A(1)(2)		102,745		(4)	(4)	Common Stock	102,745(3)	(4)	102,745	D

Explanation of Responses:

1. On August 1, 2024 (the "Effective Time"), in connection with the corporate reorganization of Summit Midstream Partners, LP (the "Partnership"), the Partnership converted from a master limited partnership to a C corporation (the "Corporate Reorganization") through the merger between the Partnership and Summit SMC NewCo, LLC ("Merger Sub"), a wholly-owned subsidiary of Summit Midstream Corporation (the "Corporation"), wherein Merger Sub merged with and into the Partnership (the "Merger"), with the Partnership surviving the Merger as a wholly-owned subsidiary of the Corporation.

2. Pursuant to Rule 12g-3(e), the Corporation is the successor issuer to the Partnership for purposes of Section 16.

3. Pursuant to the Merger, immediately prior to the Effective Time, all outstanding common units representing limited partner interests in the Partnership (the "Common Units") have been converted into the right to receive shares of Common Stock, par value $0.01 per share, of the Corporation.

4. Pursuant to the Merger, each outstanding phantom unit award granted under the Summit Midstream Partners, LP 2012 Long-Term Incentive Plan, as amended and restated, or the Summit Midstream Partners, LP 2022 Long-Term Incentive Plan, as amended (the "Partnership Phantom Unit Awards"), have been converted into an award of restricted stock units relating to a number of shares of common stock of the Corporation (the "Corporation RSUs") equal to the number of Common Units subject to such Partnership Phantom Unit Award, as of immediately prior to the Effective Time. The Corporation RSUs will be subject to substantially the same terms and conditions as were applicable to the converted Partnership Phantom Unit Awards, including vesting and payment timing provisions, as applicable.

Remarks:

	/s/ James D. Johnston	08/02/2024
	** 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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