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    Director Hess Infrastructure Partners Gp Llc disposed of 29,147,034 units of Class B Shares and disposed of 898,000 units of Class A Shares (SEC Form 4)

    5/30/25 4:35:10 PM ET
    $HESM
    Oil & Gas Production
    Energy
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    SEC FORM 4 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
    OMB APPROVAL
    OMB Number: 3235-0287
    Estimated average burden
    hours per response: 0.5
      
    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
      
    Check this box to indicate that a 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). See Instruction 10.
    1. Name and Address of Reporting Person*
    Hess Infrastructure Partners GP LLC

    (Last) (First) (Middle)
    1501 MCKINNEY STREET

    (Street)
    HOUSTON TX 77010

    (City) (State) (Zip)
    2. Issuer Name and Ticker or Trading Symbol
    Hess Midstream LP [ HESM ]
    5. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    X Director 10% Owner
    Officer (give title below) Other (specify below)
    3. Date of Earliest Transaction (Month/Day/Year)
    05/30/2025
    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
    Class B Shares 05/30/2025 J(1) 29,147,034 D $0 0 I See footnote(2)
    Class A Shares 05/30/2025 J(3) 898,000 D $0 0 I See footnote(2)
    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*
    Hess Infrastructure Partners GP LLC

    (Last) (First) (Middle)
    1501 MCKINNEY STREET

    (Street)
    HOUSTON TX 77010

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    X Director 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Hess Midstream GP LLC

    (Last) (First) (Middle)
    1501 MCKINNEY STREET

    (Street)
    HOUSTON TX 77010

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    X Director 10% Owner
    Officer (give title below) Other (specify below)
    1. Name and Address of Reporting Person*
    Hess Midstream GP LP

    (Last) (First) (Middle)
    1501 MCKINNEY STREET

    (Street)
    HOUSTON TX 77010

    (City) (State) (Zip)

    Relationship of Reporting Person(s) to Issuer
    X Director 10% Owner
    Officer (give title below) Other (specify below)
    Explanation of Responses:
    1. Reflects (i) the cancellation for no consideration of 14,573,517 Class B Shares in connection with the conversion of the Opco Class B Units into Class A Shares and (ii) the transfer of 14,573,517 Class B Shares from Hess Midstream GP LP to Hess Investments North Dakota LLC for no consideration.
    2. Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the sole member of Hess Midstream GP LLC, which is the general partner of Hess Midstream GP LP. As such, each of the foregoing entities may be deemed to beneficially own the securities held of record by Hess Midstream GP LP.
    3. Reflects the transfer of 449,000 Class A Shares from Hess Midstream GP LP to each of Hess Investments North Dakota LLC and GIP II Blue Holding, L.P for no consideration.
    Hess Infrastructure Partners GP LLC By: /s/ Jonathan C. Stein, Chief Financial Officer 05/30/2025
    Hess Midstream GP LLC By: /s/ Jonathan C. Stein, Chief Financial Officer 05/30/2025
    Hess Midstream GP LP, by Hess Midstream GP LLC, its general partner By: /s/ Jonathan C. Stein, Chief Financial Officer 05/30/2025
    ** 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).
    Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
    Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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