Hess Midstream (HESM) Form 3: Executive Discloses 800 Shares + Phantom Awards

The filing is an Initial Statement of Beneficial Ownership (Form 3) for Michael Scott Bast reporting ownership in Hess Midstream LP (HESM).

Accepted by SEC EDGAR 09/26/2025 - 04:42 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

The filing is an Initial Statement of Beneficial Ownership (Form 3) for Michael Scott Bast reporting ownership in Hess Midstream LP (HESM). Mr. Bast directly owns 800 Class A shares and holds three tranches of phantom shares that convert economically 1:1 to Class A shares: 1,327 (2023), 2,378 (2024), and 2,789 (2025). The phantom shares vest on specified dates beginning March 8, 2026 and have no expiration dates. The filing was executed on 09/26/2025.

Positive

• Full disclosure of direct ownership (800 Class A shares) and detailed phantom-share awards with vesting schedules
• Phantom shares are explicitly described as economically equivalent to Class A shares and have no expiration dates, clarifying future conversion value

Negative

• None.

Insights

Securities Compliance Analyst

TL;DR: Routine Section 16 filing disclosing direct share ownership and time-based phantom equity awards.

This Form 3 documents required insider disclosure: a small direct stake of 800 Class A shares and phantom-share awards that vest over 2026–2028 schedules. The filing meets Section 16(a) reporting obligations and clarifies vesting schedules and economic equivalence of phantom shares to Class A shares.

Compensation & Governance Specialist

TL;DR: Compensation disclosure shows multi-year vesting of phantom awards, typical for executive incentive design.

The phantom awards vest in installments beginning March 8, 2026 with no expiration, indicating long-term retention incentives. The disclosure is specific about amounts and vesting cadence, supporting transparency in executive compensation reporting.

Insider Trade Summary

Holdings reported, no transactions

Holdings

Insider Bast Michael Scott

Role President and COO

Type	Security	Shares	Price	Value
Holding	2023 Phantom Shares	--	--	--
Holding	2024 Phantom Shares	--	--	--
Holding	2025 Phantom Shares	--	--	--
Holding	Class A Shares	--	--	--

Holdings: 2023 Phantom Shares — 1,327 contracts (Direct); 2024 Phantom Shares — 2,378 contracts (Direct); 2025 Phantom Shares — 2,789 contracts (Direct); Class A Shares — 800 shares (Direct)

Footnotes (3)

1. F1. Each phantom share is the economic equivalent of one Class A Share. The 2023 phantom shares vest on March 8, 2026 and have no expiration date.
2. F2. Each phantom share is the economic equivalent of one Class A Share. The 2024 phantom shares vest ratably on March 8, 2026 and March 8, 2027 and have no expiration date.
3. F3. Each phantom share is the economic equivalent of one Class A Share. The 2025 phantom shares vest in three equal installments beginning on March 8, 2026 and have no expiration date.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Michael Scott Bast report on Form 3 for HESM?

He reported direct ownership of 800 Class A shares and holding phantom-share awards of 1,327 (2023), 2,378 (2024), and 2,789 (2025).

When do the phantom shares vest?

2023 phantom shares vest on March 8, 2026; 2024 phantom shares vest ratably on March 8, 2026 and March 8, 2027; 2025 phantom shares vest in three equal installments beginning on March 8, 2026.

Do the phantom shares expire?

No; the filing states each tranche of phantom shares has no expiration date.

What is the filing date of this Form 3?

The statement of beneficial ownership was filed and signed on 09/26/2025.

What is the economic relationship between phantom shares and Class A shares?

Each phantom share is the economic equivalent of one Class A share, as stated in the filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Bast Michael Scott

(Last) (First) (Middle)

1501 MCKINNEY STREET

(Street)

HOUSTON TX 77010

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/26/2025

3. Issuer Name and Ticker or Trading Symbol
Hess Midstream LP [ HESM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
Class A Shares	800	D

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: 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
2023 Phantom Shares	(1)	(1)	Class A Shares	1,327	(1)	D
2024 Phantom Shares	(2)	(2)	Class A Shares	2,378	(2)	D
2025 Phantom Shares	(3)	(3)	Class A Shares	2,789	(3)	D

Explanation of Responses:

1. Each phantom share is the economic equivalent of one Class A Share. The 2023 phantom shares vest on March 8, 2026 and have no expiration date.

2. Each phantom share is the economic equivalent of one Class A Share. The 2024 phantom shares vest ratably on March 8, 2026 and March 8, 2027 and have no expiration date.

3. Each phantom share is the economic equivalent of one Class A Share. The 2025 phantom shares vest in three equal installments beginning on March 8, 2026 and have no expiration date.

	Barry Schachter for Michael Scott Bast	09/26/2025
	** 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 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).
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.