SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
CHEVRON CORP

(Last) (First) (Middle)
6001 BOLLINGER CANYON ROAD

(Street)
SAN RAMON CA 94583

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/05/2020
3. Issuer Name and Ticker or Trading Symbol
Noble Midstream Partners LP [ NBLX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Units Representing Limited Partner Interests 56,447,616 I See Footnote(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
CHEVRON CORP

(Last) (First) (Middle)
6001 BOLLINGER CANYON ROAD

(Street)
SAN RAMON CA 94583

(City) (State) (Zip)
1. Name and Address of Reporting Person*
NOBLE ENERGY INC

(Last) (First) (Middle)
1001 NOBLE ENERGY WAY

(Street)
HOUSTON TX 77070

(City) (State) (Zip)
1. Name and Address of Reporting Person*
NBL Midstream, LLC

(Last) (First) (Middle)
1001 ENERGY WAY

(Street)
HOUSTON TX 77070

(City) (State) (Zip)
Explanation of Responses:
1. On October 5, 2020, pursuant to the terms of the Agreement and Plan of Merger, dated July 20, 2020, by and among Noble Energy, Inc. ("Noble"), Chevron Corporation ("Chevron") and Chelsea Merger Sub Inc., a direct, wholly-owned subsidiary of Chevron ("Merger Subsidiary"), Chevron completed its previously announced acquisition of Noble, the indirect general partner and majority unitholder of the Issuer, through the merger of Merger Subsidiary with and into Noble (the "Merger"), with Noble surviving and continuing as the surviving corporation in the Merger. As a result of the Merger, Noble became a direct, wholly-owned subsidiary of Chevron.
2. This Form 3 is filed jointly by (1) Chevron, a 100% owner of Noble Energy, Inc., (2) Noble, a 100% owner of NBL Midstream, LLC ("NBL Midstream"), and (3) NBL Midstream, a wholly owned indirect subsidiary of Noble and owner of all the membership interests of Noble Midstream GP LLC, the general partner of the Issuer. Chevron, as the 100% owner of Noble, and Noble, as the 100% owner of NBL Midstream, are deemed to indirectly beneficially own the securities held by NBL Midstream.
Remarks:
/s/ Christine L. Cavallo, Assistant Secretary, on behalf of Chevron Corporation 10/05/2020
/s/ Kari H. Endries, Vice President and Secretary, on behalf of Noble Energy, Inc. 10/05/2020
/s/ Aaron G. Carlson, Vice President, on behalf of NBL Midstream, LLC 10/05/2020
** 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 5 (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).
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