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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Stonepeak GP Investors Holdings LP
2. Date of Event Requiring Statement (Month/Day/Year)
06/26/2023
3. Issuer Name and Ticker or Trading Symbol
Evolve Transition Infrastructure LP [SNMP]
(Last)
(First)
(Middle)
55 HUDSON YARDS, 550 W. 34TH STREET, 48TH FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Remarks
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

NEW YORK, NY 10001
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 191,234,608
I (1) (4) (5) (9) (10)
See Footnotes (1) (4) (5) (9) (10)
Common Units 4,509,792
I (2) (4) (5) (9) (10)
See Footnotes (2) (4) (5) (9) (10)
Common Units 9,000,000
I (3) (4) (5) (9) (10)
See Footnotes (3) (4) (5) (9) (10)
Class C Preferred Units (6) 37,751,040
I (1) (4) (5) (9) (10)
See Footnotes (1) (4) (5) (9) (10)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Warrant (right to buy)   (7)   (7) Common Units 27,017,268 (7) $ 0 (8) I (1) (4) (5) (9) (10) See Footnotes (1) (4) (5) (9) (10)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stonepeak GP Investors Holdings LP
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY 10001
    X   See Remarks
Stonepeak GP Investors Upper Holdings LP
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY 10001
    X   See Remarks
Stonepeak GP Investors Holdings Manager LLC
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEWYORK, NY 10001
    X   See Remarks

Signatures

See Exhibit 99.1 07/06/2023
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These Common Units, Class C Preferred Units and Warrant are owned directly by Stonepeak Catarina Holdings LLC ("Stonepeak Catarina").
(2) These Common Units are owned directly by SP Common Equity Subsidiary LLC ("SPCE Sub"). Stonepeak Catarina is the sole member of SPCE Sub.
(3) These Common Units are owned directly by SP Preferred Equity Subsidiary LLC ("SPPE Sub"). Stonepeak Catarina is the sole member of SPPE Sub.
(4) Stonepeak Texas Midstream Holdco LLC is the managing member of Stonepeak Catarina. Stonepeak Catarina Upper Holdings LLC is the majority owner member of Stonepeak Texas Midstream Holdco LLC. Stonepeak Infrastructure Fund (Orion AIV) LP is the managing member of Stonepeak Catarina Upper Holdings LLC. Stonepeak Associates LLC is the managing member of Stonepeak Texas Midstream Holdco LLC and the general partner of Stonepeak Infrastructure Fund (Orion AIV) LP. Stonepeak GP Holdings LP is the sole member of Stonepeak Associates LLC. Stonepeak GP Investors LLC is the general partner of Stonepeak GP Holdings LP. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the general partner of Stonepeak GP Investors Upper Holdings LP.
(5) Mr. Michael B. Dorrell is the Chairman, Chief Executive Officer, co-founder and sole member of Stonepeak GP Investors Holdings Manager LLC.
(6) The Class C Preferred Units have the same voting rights as the holders of the Common Units but are not convertible into Common Units.
(7) The Warrant may be exercised at any time and from time to time during the period beginning on August 2, 2019 and ending on the later of the seventh anniversary of such date and the date thirty days after the date on which all of the Class C Preferred Units have been redeemed for a number of Junior Securities (which includes equity interests of the Issuer and its general partner that rank junior to the Class C Preferred Units, including, but not limited to, Common Units) equal to 10% of the then-outstanding applicable class of Junior Securities as of the exercise date. As such, the number of Common Units underlying this Warrant as reported in Column 3 is an approximate and is subject to change.
(8) No purchase price will be payable in connection with the exercise of the Warrant.
(9) Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.
(10) Each of SPCE Sub, SPPE Sub, Stonepeak Catarina, Stonepeak Texas Midstream Holdco LLC, Stonepeak Catarina Upper Holdings LLC, Stonepeak Infrastructure Fund (Orion AIV) LP, Stonepeak Associates LLC, Stonepeak GP Holdings LP, Stonepeak GP Investors LLC, and Mr. Dorrell previously reported their beneficial ownership of the securities reported herein.
 
Remarks:
Exhibit 99.1: Additional Signatures. Solely for purposes of Section 16 of the Exchange Act, each of the Reporting Persons may be deemed to be a director-by-deputization by virtue of Stonepeak Catarina's contractual right to, based on its current ownership, designate two persons to serve on the board of directors of the General Partner of the Issuer (the "Board"). David Kinder and Michael Heim serve as Stonepeak Catarina's designated directors on the Board. In addition, Michael Bricker and John Steen also serve as members of the Board.

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