Sec Form 4 Filing - Bohnsack Gary L @ BUCKEYE PARTNERS, L.P. - 2019-11-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bohnsack Gary L
2. Issuer Name and Ticker or Trading Symbol
BUCKEYE PARTNERS, L.P. [ BPL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP, Controller and CAO
(Last) (First) (Middle)
ONE GREENWAY PLAZA, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
11/01/2019
(Street)
HOUSTON, TX77046
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Limited Partner Units 11/01/2019 D 3,035 D $ 41.5 ( 1 ) 0 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 ( 2 ) 11/01/2019 D 7,156 ( 2 ) ( 2 ) Limited Partner Units 7,156 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 6,107 ( 2 ) ( 2 ) Limited Partner Units 6,107 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 4,140 ( 2 ) ( 2 ) Limited Partner Units 4,140 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 3,865 ( 2 ) ( 2 ) Limited Partner Units 3,865 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 3,580 ( 2 ) ( 2 ) Limited Partner Units 3,580 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 2,839 ( 2 ) ( 2 ) Limited Partner Units 2,839 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 2,839 ( 2 ) ( 2 ) Limited Partner Units 2,839 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 2,291 ( 2 ) ( 2 ) Limited Partner Units 2,291 $ 41.5 ( 2 ) 0 D
Phantom Units ( 2 ) 11/01/2019 D 2,291 ( 2 ) ( 2 ) Limited Partner Units 2,291 $ 41.5 ( 2 ) 0 D
Performance Units ( 3 ) 11/01/2019 A 6,107 ( 3 ) ( 3 ) Limited Partner Units 6,107 $ 43.75 ( 3 ) 6,107 D
Performance Units ( 3 ) 11/01/2019 D 6,107 ( 3 ) ( 3 ) Limited Partner Units 6,107 $ 43.75 ( 3 ) 0 D
Performance Units ( 4 ) 11/01/2019 A 3,580 ( 4 ) ( 4 ) Limited Partner Units 3,580 $ 48.29 ( 4 ) 3,580 D
Performance Units ( 4 ) 11/01/2019 D 3,580 ( 4 ) ( 4 ) Limited Partner Units 3,580 $ 48.29 ( 4 ) 0 D
Performance Units ( 5 ) 11/01/2019 A 4,140 ( 5 ) ( 5 ) Limited Partner Units 4,140 $ 50.81 ( 5 ) 4,140 D
Performance Units ( 5 ) 11/01/2019 D 4,140 ( 5 ) ( 5 ) Limited Partner Units 4,140 $ 50.81 ( 5 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bohnsack Gary L
ONE GREENWAY PLAZA
SUITE 600
HOUSTON, TX77046
VP, Controller and CAO
Signatures
/s/ Todd J. Russo, as attorney-in-fact for Gary L. Bohnsack 11/04/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 1, 2019, affiliates of IFM Global Infrastructure Fund ("IFM") acquired Buckeye Partners, L.P. ("BPL") pursuant to that certain Agreement and Plan of Merger, dated as of May 10, 2019, among BPL, Hercules Intermediate Holdings LLC, a Delaware limited liability company and a wholly owned subsidiary of IFM, Hercules Merger Sub LLC, a Delaware limited liability company and a wholly owned subsidiary of IFM ("Merger Sub"), Buckeye Pipe Line Services Company, a Pennsylvania corporation, and Buckeye GP LLC, a Delaware limited liability company (the "Merger Agreement"). In accordance with the Merger Agreement, BPL will merge with and into Merger Sub (the "Merger") with BPL surviving the Merger as a wholly owned subsidiary of IFM. At the effective time of the Merger, each outstanding limited partnership unit representing limited partner interests in BPL was converted into the right to receive $41.50 in cash, without interest.
( 2 )Pursuant to the Merger Agreement, on November 1, 2019, these phantom units were cancelled in exchange for a cash payment of $41.50 per unit, without interest. Each phantom unit is the economic equivalent of one limited partner unit of BPL.
( 3 )On February 5, 2019, the Reporting Person was granted 6,107 performance units ("Performance Units"). Pursuant to the Merger Agreement, these Performance Units were cancelled in exchange for a cash payment of $41.50 per unit, without interest, plus the value of accumulated but unpaid distribution equivalent rights with respect to such unit as of November 1, 2019.
( 4 )On February 6, 2018, the Reporting Person was granted 3,580 performance units ("Performance Units"). Pursuant to the Merger Agreement, these Performance Units were cancelled in exchange for a cash payment of $41.50 per unit, without interest, plus the value of accumulated but unpaid distribution equivalent rights with respect to such unit as of November 1, 2019.
( 5 )On June 21, 2017, the Reporting Person was granted 4,140 performance units ("Performance Units"). Pursuant to the Merger Agreement, these Performance Units were cancelled in exchange for a cash payment of $41.50 per unit, without interest, plus the value of accumulated but unpaid distribution equivalent rights with respect to such unit as of November 1, 2019.

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