Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 1, 2018, the Board of Directors (the “Company Board”) of EnLink Midstream GP, LLC (the “Company”), the general partner of EnLink Midstream Partners, LP (the “Partnership”), and the Board of Directors (the “Manager Board” and, together with the Company Board, the “Boards”) of EnLink Midstream Manager, LLC (the “Manager”), the managing member of EnLink Midstream, LLC (“ENLC”, and, collectively with the Company, the Partnership, the Manager, and their respective subsidiaries, “EnLink”), approved the grant of certain long-term incentive awards to certain of EnLink’s named executive officers, as described below. Each of the Compensation Committee of the Company Board and the Governance and Compensation Committee of the Manager Board recommended that the applicable Board approve the awards described herein.
In connection with Mr. Benjamin D. Lamb’s appointment to Executive Vice President and Chief Operating Officer of the Company and the Manager in June 2018, the Company Board and the Manager Board (as applicable) approved the grant of a restricted incentive unit award with a vesting commencement date of August 1, 2018 under each of the EnLink Midstream GP, LLC Long-Term Incentive Plan (As Amended and Restated in 2016) (the “GP LTIP”) and the EnLink Midstream, LLC 2014 Long-Term Incentive Plan (the “ENLC LTIP”), in each case, in an amount equal to $500,000 (“Mr. Lamb’s Awards”). The Boards approved Mr. Lamb’s Awards on August 1, 2018. The terms and conditions of Mr. Lamb’s Awards are consistent with t
he awards made in the fiscal year ended December 31, 2017 to the Company’s and the Manager’s named executive officers, as described in each of the Partnership’s Annual Report on Form 10-K (the “Partnership 2017 10-K”) and ENLC’s Annual Report on Form 10-K (the “ENLC 2017 10-K”, and, together with the Partnership 2017 10-K, the “2017 10-Ks”), respectively (each filed with the Securities and Exchange Commission on February 21, 2018), except that Mr. Lamb’s Awards will include vesting provisions based upon 50% of each award vesting at the expiration of a two-year vesting period and the remaining 50% of each award vesting at the expiration of a three-year vesting period.
Also on August 1, 2018, in order to ensure that EnLink provides opportunities to align and drive performance of its named executive officers in support of its strategic objectives and to reward, attract, and motivate highly qualified talent with the skills and competencies required for EnLink’s success, the Company Board and the Manager Board (as applicable) approved the grant of restricted incentive unit awards with a vesting commencement date of August 1, 2018 under each of the GP LTIP and the ENLC LTIP to: (i) Mr. Michael J. Garberding, in each case, in the amount of $1,750,000; (ii) Mr. Lamb, in each case, in the amount of $875,000; (iii) Mr. Eric D. Batchelder, in each case, in the amount of $700,000 (collectively, the “Awards”). The terms and conditions of the Awards are consistent with t
he awards made in the fiscal year ended December 31, 2017 to the Company’s and the Manager’s named executive officers, as described in each of the 2017 10-Ks except that the Awards will include vesting provisions based upon 50% of each award vesting at the expiration of a two-year vesting period and the remaining 50% of each award vesting at the expiration of a three-year vesting period.
Mr. McMillan Hummel, former Executive Vice President/Business Unit President, departed the Company and the Manager effective August 1, 2018.
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