SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 24, 2018 (January 23, 2018)
Summit Midstream Partners, LP
(Exact name of registrant as specified in its charter)
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Delaware |
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001-35666 |
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45-5200503 |
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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
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of incorporation) |
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File Number) |
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Identification No.) |
1790 Hughes Landing Blvd
Suite 500
The Woodlands, TX 77380
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (832) 413-4770
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Amended and Restated Employment Agreement
On January 23, 2018, the board of Summit Midstream GP, LLC (the “general partner”), which manages and operates Summit Midstream Partners, LP (“SMLP” or the “Partnership”), approved an amendment to the employment agreement of Brock M. Degeyter, Executive Vice President, General Counsel and Chief Compliance Officer of the general partner. The amendment extends the term of the employment agreement to March 1, 2020.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits .
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Exhibit Number |
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Description |
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10.1 |
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__________
† Management contract or compensatory plan or arrangement that is being filed as an exhibit pursuant to Item 9.01(d) of this report.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Summit Midstream Partners, LP |
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(Registrant) |
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By: |
Summit Midstream GP, LLC (its general partner) |
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Date: |
January 24, 2018 |
/s/ Matthew S. Harrison |
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Matthew S. Harrison, Executive Vice President and Chief Financial Officer |
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EXHIBIT 10.1
Amendment No. 1 to Amended and Restated Employment Agreement
This Amendment No. 1 (this “ Amendment ”) to that certain Amended and Restated Employment Agreement dated February 1, 2016 (the “ Employment Agreement ”) is made by and between Brock M. Degeyter (the “ Executive ”) and Summit Midstream Partners, LLC, a Delaware limited liability company (together with any of its subsidiaries and affiliates as may employ the Executive from time to time, and any successor(s) thereto, the “ Company ”) and is effective as of January 23, 2018.
RECITALS
WHEREAS, the Company and Executive desire to amend the Employment Agreement to extend its term.
NOW, THEREFORE, in consideration of the foregoing and for other consideration the sufficiency and receipt of which is hereby acknowledged by the parties, it is hereby agreed by and between the parties as follows.
AGREEMENT
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1. |
Capitalized Terms . Terms used herein but not otherwise defined shall have the meaning ascribed thereto in the Employment Agreement. |
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2. |
Amendment . Effective as of the date hereof, Section 2(b) of the Employment Agreement is hereby amended and restated in its entirety as follows: |
(b) Term of Employment . The initial term of employment under this Agreement (the “ Initial Term ”) shall be for the period beginning on the Effective Date and ending on March 1, 2020, unless earlier terminated as provided in Section 4. The Initial Term shall automatically be extended for successive one (1) year periods (each, an “ Extension Term ” and, collectively with the Initial Term, the “ Term ”), unless either party hereto gives notice of non-extension to the other no later than thirty (30) days prior to the expiration of the then-applicable Term.
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Headings . The headings used herein are for convenience of reference only and shall not affect the construction of, nor shall they be taken into consideration in interpreting, this Amendment. |
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Counterparts . This Amendment may be executed in any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument. |
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Governing Law . This Amendment shall be governed, construed, interpreted and enforced in accordance with the substantive laws of the State of Delaware, without reference to the principles of conflicts of law of Delaware or any other jurisdiction, and where applicable, the laws of the United States. |
EX 10.1-1
EXHIBIT 10.1
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Effectiveness . This Amendment shall become effective immediately upon the date hereof. |
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8. |
References to the Employment Agreement . From and after the date hereof, all references in the Employment Agreement and any other documents to the Employment Agreement shall be deemed to be references to the Employment Agreement after giving effect to this Amendment. |
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on January 23, 2018.
COMPANY
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By: |
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/s/ Steven J. Newby |
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Name: |
Steven J. Newby |
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Title: |
President, Chief Executive Officer and Director |
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EXECUTIVE
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By: |
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/s/ Brock M. Degeyter |
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Brock M. Degeyter |
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EX 10.1-2