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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Phantom Units | (1) | 07/01/2024 | A(2) | 1,373 | (1) | (1) | Units of Limited Partner Interest | 1,373 | $ 54.35 | 3,696 (3) | D | ||||
| Phantom Units | (1) | 07/01/2024 | D(4) | 3,696 | (1) | (1) | Units of Limited Partner Interest | 3,696 | (4) | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Barton Nina ONE CEDAR POINT DRIVE SANDUSKY, OH 44870 |
X | |||
| /s/ Nina Barton | 07/01/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each phantom unit is the economic equivalent of one unit of limited partner interest in the Issuer. These phantom units are payable in units or a combination of cash and units when the Reporting Person's service to the Issuer ends. |
| (2) | Represents phantom units acquired by the Reporting Person (in an exempt transaction) as deferred compensation pursuant to the Issuer's omnibus plan. |
| (3) | Includes additional phantom unit distribution equivalents accrued on deferred units exempt under Rule 16a-11. |
| (4) | Pursuant to that certain Agreement and Plan of Merger, dated as of November 2, 2023, (the "Merger Agreement"), by and among the Issuer, Six Flags Entertainment Corporation, CopperSteel HoldCo, Inc. (now known as Six Flags Entertainment Corporation) ("HoldCo") and CopperSteel Merger Sub, LLC, each unit of limited partner interest of the Issuer was converted into the right to receive one share of HoldCo common stock on July 1, 2024. In accordance with the terms of the Merger Agreement, each phantom unit held by the Reporting Person subject to vesting conditions under applicable deferred unit award agreements were converted into one share of HoldCo common stock. |