| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CorEnergy Infrastructure Trust, Inc. [ CORR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/06/2021 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 07/06/2021 | A | 271,879 | A | (1) | 271,879 | I | By Corporation | ||
| Common Stock | 07/06/2021 | A | 344,525 | A | (2) | 344,525 | I | By Trust | ||
| Common Stock | 27,000 | D | ||||||||
| Common Stock | 2,570 | I | By Spouse as custodian of children's accounts | |||||||
| Depositary Shares representing Series A Preferred Stock | 07/06/2021 | A | 40,107 | A | (1) | 40,107 | I | By Corporation | ||
| Depositary Shares representing Series A Preferred Stock | 07/06/2021 | A | 50,822 | A | (2) | 50,822 | I | By Trust | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Common Stock | (3) | 07/06/2021 | A | 161,114 | (3) | (3) | Common Stock | 161,114 | (1) | 161,114 | I | By Corporation | |||
| Class B Common Stock | (3) | 07/06/2021 | A | 204,162 | (3) | (3) | Common Stock | 204,162 | (2) | 204,162 | I | By Trust | |||
| Explanation of Responses: |
| 1. A corporation controlled by the reporting person, Campbell Hamilton, Inc., acquired the Common Stock, Series A Preferred Stock and Class B Common Stock in exchange for membership interests in Corridor InfraTrust Management, LLC ("Corridor"), the former external manager of the Company. There was no market for these membership interests in Corridor and the value of the interests surrendered by the reporting person, based on the reporting person's percentage ownership in Corridor, is estimated to be $942,513 for the Series A Preferred Stock, $1,908,591 for the Common Stock and $1,131,020 for the Class B Common Stock. |
| 2. A trust in which the reporting person serves as trustee, the DJS Trust dated July 18, 2016, acquired the Common Stock, Series A Preferred Stock and Class B Common Stock in exchange for membership interests in Corridor. There was no market for these membership interests in Corridor and the value of the interests surrendered by the reporting person, based on the reporting person's percentage ownership in Corridor, is estimated to be $1,194,315 for the Series A Preferred Stock, $2,418,566 for the Common Stock and $1,433,217 for the Class B Common Stock. |
| 3. The shares of Class B Common Stock will convert to Common Stock on a one-for-one basis no later than February 4, 2024 depending on certain dividend payments by the Company as described in the Articles Supplementary related to the Class B Common Stock filed with the SEC on February 10, 2021. The Class B Common Stock is entitled to one vote per share and votes with the Common Stock. |
| /s/ David J. Schulte | 07/08/2021 | |
| ** 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 4 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||