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Washington, D.C. 20549








Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934


Date of report (Date of earliest event reported): December 16, 2019





(Exact name of registrant as specified in its charter)




Delaware   001-38075   61-1748605
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification Number)


1615 Wynkoop Street

Denver, Colorado 80202

(Address of principal executive offices) (Zip Code)


Registrant’s Telephone Number, including area code (303) 357-7310




Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading symbol(s)   Name of each exchange on which
Common Stock, par value $0.01 Per Share   AM   New York Stock Exchange


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company  ¨


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨






Item 8.01Other Events.


As previously announced, on December 8, 2019, Antero Midstream Corporation (the “Company”) agreed to purchase $100.0 million worth of its common stock from Antero Resources Corporation (“Antero Resources”) with the number of shares to be sold based on a formulaic pricing mechanism taking into account both historical and future pricing of the Company’s common stock (the “Stock Repurchase”). On December 16, 2019, Antero Resources sold 19,377,592 shares of the Company’s common stock to the Company pursuant to the Stock Repurchase at a price of $5.1606 per share, which shares were thereafter cancelled by the Company.


Item 9.01Financial Statements and Exhibits.


(d)    Exhibits.


Exhibit  Description
104  Cover Page Interactive Data File (embedded within the Inline XBRL document).







Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


    By: /s/ Glen C. Warren, Jr.
      Glen C. Warren, Jr.
      President and Secretary
Dated: December 16, 2019