SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (date of earliest event reported): July 14, 2023
DCP MIDSTREAM, LP
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction|
6900 E. Layton Ave, Suite 900
Denver, Colorado 80237
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
(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 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))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol(s)||Name of each exchange on which registered|
|7.95% Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units||DCP PRC||New York Stock Exchange|
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).
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 7.01 Regulation FD Disclosure.
On July 14, 2023, the Board of Directors of the general partner of DCP Midstream, LP (NYSE: DCP PRC) (the “Partnership”) declared a quarterly Series C Preferred Unit cash distribution of $0.4969 per unit to be paid on October 16, 2023 to preferred unitholders of record at the close of business on October 2, 2023.
This statement is intended to be a qualified notice under United States Treasury Regulation Section 1.1446-4(b). Brokers and nominees should treat one hundred percent (100.00%) of the Partnership’s distributions to non-U.S. investors as being attributable to income that is effectively connected with a United States trade or business. Accordingly, the Partnership’s distributions to non-U.S. investors are subject to federal income tax withholding at the highest applicable effective tax rate.
Pursuant to United States Treasury Regulation Section 1.1446(f)-4(c)(2)(iii) on amounts realized, one hundred percent (100.00%) of the Partnership’s distribution is in excess of cumulative net income. Nominees, and not the Partnership, are treated as the withholding agents responsible for withholding on the distributions received by them on behalf of non-U.S. investors.
The information set forth in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits.
|101||Cover Page formatted as Inline XBRL.|
|104||Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).|
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.
Date: July 14, 2023
|DCP MIDSTREAM, LP|
|By: ||DCP MIDSTREAM GP, LP,|
|its General Partner|
|By:||DCP MIDSTREAM GP, LLC,|
|its General Partner|
|By:||/s/ Scott R. Delmoro|
|Name:||Scott R. Delmoro|
|Title:||Interim Chief Financial Officer|