ROBINSON SHARON J 4

Accession 0001127602-13-015625

CIK 0001297067other

View on SEC.gov Company Profile

Filed

May 2, 8:00 PM ET

Accepted

May 3, 9:25 PM ET

Size

49.4 KB

Accession

0001127602-13-015625

Insider Transaction Report

Form 4

Period: 2013-05-01

Copano Energy, L.L.C.CPNO

ROBINSON SHARON J

Other

Transactions

Exercise/Conversion
Common Units
2013-05-01$23.25/sh+1,220$28,371→ 24,736 total
Exercise/Conversion
Common Units
2013-05-01+33,000→ 58,156 total
Exercise/Conversion
Common Units
2013-05-01+2,240→ 60,396 total
Disposition to Issuer
Common Units
2013-05-01−91,356→ 0 total
Exercise/Conversion
Common Unit Option (Right to Buy)
2013-05-01−1,220→ 0 total
Exercise: $23.25→ Common Units (1,220 underlying)
Exercise/Conversion
Phantom Units
2013-05-01−33,000→ 0 total
From: 2013-08-01→ Common Units (33,000 underlying)
Exercise/Conversion
Phantom Units
2013-05-01−6,630→ 0 total
→ Common Units (6,630 underlying)
Exercise/Conversion
Common Units
2013-05-01$15.09/sh+4,840$73,036→ 65,236 total
Exercise/Conversion
Common Units
2013-05-01+4,700→ 69,936 total
Exercise/Conversion
Phantom Units
2013-05-01−3,726→ 0 total
→ Common Units (3,726 underlying)
Exercise/Conversion
Common Units
2013-05-01+420→ 25,156 total
Exercise/Conversion
Common Units
2013-05-01+1,366→ 71,302 total
Exercise/Conversion
Common Units
2013-05-01+3,726→ 80,618 total
Exercise/Conversion
Common Units
2013-05-01+6,630→ 93,878 total
Tax Payment
Common Units
2013-05-01$40.21/sh−2,522$101,410→ 91,356 total
Exercise/Conversion
Phantom Units
2013-05-01−5,590→ 0 total
From: 2014-05-15→ Common Units (5,590 underlying)
Exercise/Conversion
Common Units
2013-05-01+5,590→ 76,892 total
Exercise/Conversion
Common Units
2013-05-01+6,630→ 87,248 total
Exercise/Conversion
Phantom Units
2013-05-01−420→ 0 total
→ Common Units (420 underlying)
Exercise/Conversion
Phantom Units
2013-05-01−2,240→ 0 total
→ Common Units (2,240 underlying)
Exercise/Conversion
Unit Appreciation Rights
2013-05-01−4,840→ 0 total
Exercise: $15.09→ Common Units (4,840 underlying)
Exercise/Conversion
Phantom Units
2013-05-01−4,700→ 0 total
From: 2013-05-15→ Common Units (4,700 underlying)
Exercise/Conversion
Phantom Units
2013-05-01−1,366→ 0 total
→ Common Units (1,366 underlying)
Exercise/Conversion
Phantom Units
2013-05-01−6,630→ 0 total
→ Common Units (6,630 underlying)

Footnotes (15)

[F1]All transactions reported occurred in connection with the merger of Copano Energy, L.L.C. ("Copano") into a wholly owned subsidiary of Kinder Morgan Energy Partners, L.P. ("Kinder Morgan") effective on May 1, 2013. On April 30, 2013, the last trading day for the Copano common units, the closing price of Copano's common units was $40.21 per unit (the "Closing Price"), and the closing price of Kinder Morgan's common units was $88.45 per unit. Each Copano common unit outstanding, and each common unit deemed issued and outstanding pursuant to the reported vestings and net exercises, was converted into the right to receive 0.4356 Kinder Morgan common units.
[F10]Unit appreciation rights were scheduled to vest in five equal annual installments commencing January 1, 2010.
[F11]Vested unit appreciation rights remain exercisable for a period beginning on the vesting date and ending on March 15th of the calendar year following the year of vesting.
[F12]Phantom units were scheduled to vest in three equal annual installments commencing May 15, 2011.
[F13]Phantom units were scheduled to vest in three equal annual installments commencing May 15, 2012.
[F14]Phantom units were scheduled to cliff vest on May 15, 2015, upon achievement of a specified performance goal.
[F15]Phantom units were scheduled to vest in three equal annual installments commencing May 15, 2013.
[F2]Immediately prior to the merger, options were deemed net exercised for a number of whole Copano common units having a value equal to the Closing Price multiplied by the number of such options, less the aggregate exercise price for such options, and rounded down to the nearest whole Copano unit.
[F3]Immediately prior to the merger, each phantom unit vested in full (in the case of performance-based phantom units, based on a target earned percentage of 100%), and a Copano common unit was deemed issued in settlement thereof.
[F4]Immediately prior to the merger, unit appreciation rights were deemed net exercised for a number of whole Copano common units having a value equal to the Closing Price multiplied by the number of such unit appreciation rights, less the aggregate exercise price for such unit appreciation rights, and rounded down to the nearest whole Copano unit.
[F5]Options vested in five equal annual installments commencing on August 25, 2007 and have a ten-year term.
[F6]Each phantom unit is the economic equivalent of one common unit. Phantom units are settled in common units on the date of vesting.
[F7]Phantom units were scheduled to vest in five equal annual installments commencing May 15, 2009.
[F8]Phantom units were scheduled to cliff vest upon achievement of a specified performance goal.
[F9]Phantom units were scheduled to vest in five equal annual installments commencing May 15, 2010.

Documents

1 file

4
form4.xmlPrimary
PRIMARY DOCUMENT

Issuer

Copano Energy, L.L.C.

CIK 0001297067

→

Entity typeother

Related Parties

filerCIK 0001334994

Filing Metadata

Form type: 4
Filed: May 2, 8:00 PM ET
Accepted: May 3, 9:25 PM ET
Size: 49.4 KB

View on SEC.gov