Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - PennTex Midstream Partners, LP | exhibit991.htm |
UNITED STATES
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): November 6, 2015
PennTex Midstream Partners, LP
(Exact name of registrant as specified in its charter)
Delaware | 001-37412 | 47-1669563 | ||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||
11931 Wickchester Lane, Suite 300
Houston, Texas 77043
(Address of principal executive offices)
Registrant’s telephone number, including area code: 832-456-4000
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 (see General Instruction A.2. below):
o Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-Commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-Commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On November 6, 2015, PennTex Midstream Partners, LP (the “Partnership”) issued a press release announcing the Partnership’s results of operations for the third quarter of 2015. The press release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein in its entirety.
The information included in this Item 2.02 of Current Report on Form 8-K, including the attached Exhibit 99.1, shall be deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 6, 2015, David C. Lawler was appointed to the board of directors (the “Board”) of PennTex Midstream GP, LLC, the general partner of the Partnership (the “General Partner”).
In connection with his appointment, the Board determined that Mr. Lawler is independent under applicable laws, regulations, the Partnership’s governance guidelines and the rules and regulations of The NASDAQ Stock Market LLC. Mr. Lawler was also appointed to the Audit Committee of the Board.
There are no arrangements or understandings between Mr. Lawler and any other persons pursuant to which Mr. Lawler was selected as a director. There are no relationships between Mr. Lawler and the Partnership or any of its subsidiaries that would require disclosure pursuant to Item 404(a) of Regulation S-K.
As a non-employee director, Mr. Lawler will receive an annual compensation package in accordance with the General Partner’s policies for compensating non-employee directors, which will initially consist of an annual cash retainer of $100,000 and an initial grant of 5,000 phantom units under the PennTex Midstream Partners, LP 2015 Long-Term Incentive Plan. Further, Mr. Lawler will be indemnified for his actions associated with being a director to the fullest extent permitted under Delaware law and will be reimbursed for expenses incurred in attending to his duties as a director.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | |
99.1 | Press release dated November 6, 2015 issued by PennTex Midstream Partners, LP | |
SIGNATURE
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, thereunto duly authorized.
PennTex Midstream Partners, LP | |||
By: | PennTex Midstream GP, LLC | ||
its General Partner | |||
Dated: | November 6, 2015 | By: | /s/ Steven R. Jones |
Name: | Steven R. Jones | ||
Title: | Executive Vice President and Chief Financial Officer | ||
EXHIBIT INDEX
Exhibit Number | Description | ||
99.1* | Press release dated November 6, 2015 issued by PennTex Midstream Partners, LP | ||
* Furnished herewith | |||