| 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). | |||||||||||||||||
| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ENTERPRISE PRODUCTS PARTNERS L.P. [ EPD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/10/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 Representing Limited Partnership Interests | 852,132 | D | ||||||||
| Common Units Representing Limited Partnership Interests | 74,754,703 | I | By EPCO(1) | |||||||
| Common Units Representing Limited Partnership Interests | 604,549,004 | I | By EPCO Holdings(2) | |||||||
| Common Units Representing Limited Partnership Interests | 4,915,183 | I | By RDW 2018 Family Trust(3) | |||||||
| Common Units Representing Limited Partnership Interests | 4,915,183 | I | By DGD 2018 Family Trust(4) | |||||||
| Common Units Representing Limited Partnership Interests | 4,915,183 | I | By MDF 2018 Family Trust(5) | |||||||
| Common Units Representing Limited Partnership Interests | 1,638,394 | I | By RDW 2023 Family Trust(6) | |||||||
| Common Units Representing Limited Partnership Interests | 1,638,394 | I | By DGD 2023 Family Trust(7) | |||||||
| Common Units Representing Limited Partnership Interests | 1,638,394 | I | By MDF 2023 Family Trust(8) | |||||||
| Common Units Representing Limited Partnership Interests | 469,923 | I | By RLD Grantor Trust(9) | |||||||
| Common Units Representing Limited Partnership Interests | 469,923 | I | By DGD Grantor Trust(10) | |||||||
| Common Units Representing Limited Partnership Interests | 469,923 | I | By MDD Grantor Trust(11) | |||||||
| Common Units Representing Limited Partnership Interests | 599,570 | I | By A&W Ltd.(12) | |||||||
| Common Units Representing Limited Partnership Interests | 99,779 | I | By Chaswil, Ltd.(13) | |||||||
| Common Units Representing Limited Partnership Interests | 9,090 | I | By Spouse | |||||||
| Common Units Representing Limited Partnership Interests | 4,040 | I | Jointly with Spouse | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Phantom Units | (14) | (15) | (15) | Common Units | 450,000 | 450,000 | D | ||||||||
| Phantom Units | (14) | (16) | (16) | Common Units | 482,000 | 482,000 | D | ||||||||
| Phantom Units | (14) | (17) | (17) | Common Units | 535,000 | 535,000 | D | ||||||||
| Phantom Units | (14) | (18) | (18) | Common Units | 550,000 | 550,000 | D | ||||||||
| Phantom Units | (14) | 02/10/2025 | A | 475,000 | (19) | (19) | Common Units | 475,000 | $0 | 475,000 | D(20) | ||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. These common units representing limited partner interests in the issuer ("Common Units") are owned directly by Enterprise Products Company ("EPCO"). Ms. Williams serves as one of three voting trustees who collectively have voting and dispositive power over the outstanding voting stock of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO, except to the extent of her pecuniary interest therein. |
| 2. These Common Units are owned directly by EPCO Holdings, Inc. ("EPCO Holdings"), which is a direct wholly owned subsidiary of EPCO. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by EPCO Holdings, except to the extent of her pecuniary interest therein. |
| 3. These Common Units are owned directly by The Randa Duncan Williams 2018 Family Trust (the "RDW 2018 Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RDW 2018 Family Trust, except to the extent of her pecuniary interest therein. |
| 4. These Common Units are owned directly by The Dannine Gale Duncan 2018 Family Trust (the "DGD 2018 Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD 2018 Family Trust, except to the extent of her pecuniary interest therein. |
| 5. These Common Units are owned directly by The Milane Duncan Frantz 2018 Family Trust (the "MDF 2018 Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDF 2018 Family Trust, except to the extent of her pecuniary interest therein. |
| 6. These Common Units are owned directly by The Randa Duncan Williams 2023 Family Trust (the "RDW 2023 Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RDW 2023 Family Trust, except to the extent of her pecuniary interest therein. |
| 7. These Common Units are owned directly by The Dannine Gale Duncan 2023 Family Trust (the "DGD 2023 Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD 2023 Family Trust, except to the extent of her pecuniary interest therein. |
| 8. These Common Units are owned directly by The Milane Duncan Frantz 2023 Family Trust (the "MDF 2023 Family Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDF 2023 Family Trust, except to the extent of her pecuniary interest therein. |
| 9. These Common Units are owned directly by The Randa Lynn Duncan 1990 Grantor Trust (the "RLD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the RLD Grantor Trust, except to the extent of her pecuniary interest therein. |
| 10. These Common Units are owned directly by The Dannine Gale Duncan 1990 Grantor Trust (the "DGD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the DGD Grantor Trust, except to the extent of her pecuniary interest therein. |
| 11. These Common Units are owned directly by The Milane Diane Duncan 1990 Grantor Trust (the "MDD Grantor Trust"), for which Ms. Williams serves as a director of an entity trustee. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by the MDD Grantor Trust, except to the extent of her pecuniary interest therein. |
| 12. These Common Units are owned directly by Alkek and Williams, Ltd. ("A&W Ltd."), an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by A&W Ltd., except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan. |
| 13. These Common Units are owned directly by Chaswil, Ltd., an affiliate of Ms. Williams' spouse. Ms. Williams disclaims beneficial ownership of the Common Units owned directly by Chaswil, Ltd., except to the extent of her pecuniary interest therein. Includes Common Units acquired in the issuer's distribution reinvestment plan. |
| 14. Each phantom unit is the economic equivalent of one EPD Common Unit. |
| 15. These phantom units vest on February 16, 2025. These phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD Common Units. |
| 16. These phantom units vest on February 16, 2026. These phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD Common Units. |
| 17. These phantom units vest on February 16, 2027. These phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD Common Units. |
| 18. These phantom units vest on February 16, 2028. These phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD Common Units. |
| 19. These phantom units vest on February 16, 2029. These phantom units will expire upon vesting and settlement thereof in exchange for an equal number of EPD Common Units. |
| 20. The power of attorney under which this form was signed is on file with the Commission. |
| Remarks: |
| Transaction Code A - Grant, award or other acquisition pursuant to Rule 16b-3(d) |
| /s/Jennifer W. Dickson, Attorney-in-Fact on behalf of Randa Duncan Williams and Assistant Secretary of EPCO and EPCO Holdings | 02/10/2025 | |
| ** 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. | ||