Sec Form 3 Filing - Stonepeak GP Holdings III LP @ Lineage, Inc. - 2024-07-25

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
Stonepeak GP Holdings III LP
2. Issuer Name and Ticker or Trading Symbol
Lineage, Inc. [ LINE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
55 HUDSON YARDS, 550 W. 34TH STREET, 48TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
07/25/2024
(Street)
NEW YORK, NY10001
4. If Amendment, Date Original Filed (MM/DD/YY)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stonepeak GP Holdings III LP
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY10001
See Remarks
Stonepeak GP Investors III LLC
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY10001
See Remarks
Stonepeak GP Investors Holdings LP
55 HUDSON YARDS
550 W. 34 TH STREET, 48TH FLOOR
NEW YORK, NY10001
See Remarks
Stonepeak GP Investors Upper Holdings LP
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY10001
See Remarks
Stonepeak GP Investors Holdings Manager LLC
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY10001
See Remarks
Dorrell Michael B.
55 HUDSON YARDS
550 W. 34TH STREET, 48TH FLOOR
NEW YORK, NY10001
See Remarks
Signatures
See Exhibit 99.1: Signatures 07/25/2024
Signature of Reporting Person Date
Explanation of Responses:

Remarks:
Each of Stonepeak Aspen Holdings LLC ("Fund I"); Stonepeak Aspen Holdings II LLC ("Fund II"); Stonepeak Aspen Holdings III LLC ("Fund III"); Stonepeak Aspen Holdings IV LLC ("Fund IV"); Stonepeak Aspen Holdings V LLC ("Fund V"); Stonepeak Infrastructure Fund III (AIV III) LP ("AIV III"), the managing member of Fund I and Fund II; Stonepeak Aspen (Co-Invest) Holdings LP ("Co-Invest I"), the managing member of Fund III and Fund IV; Stonepeak Aspen (Co-Invest) Holdings II LP ("Co-Invest II"), the managing member of Fund V; Stonepeak Associates III LLC ("Associates III"), the general partner of each of AIV III, Co-Invest I and Co-Invest II; Stonepeak GP Holdings III LP ("Holdings III"), the sole member of Associates III; Stonepeak GP Investors III LLC ("Investors III"), the general partner of Holdings III; Stonepeak GP Investors Holdings LP ("Investors Holdings"), the managing member of Investors III; Stonepeak GP Investors Upper Holdings LP ("Upper Holdings"), the general partner of Investors Holdings; Stonepeak GP Investors Holdings Manager LLC ("Holdings Manager"), the general partner of Upper Holdings; and Mr. Michael Dorrell, the sole member of Holdings Manager (collectively, the "Reporting Persons") are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act but, because no more than 10 reporting persons can file any one Form 3 through the SEC's EDGAR system, Fund I, Fund II, Fund III, Fund IV, Fund V, AIV III, Co-Invest I, Co-Invest II and Associates III have jointly filed with the other Reporting Persons on a separate Form 3 filing submitted on the same day hereof. 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 Fund I's contractual right to designate two persons to serve on the board of directors of the Issuer (the "Board"). James Wyper and Luke Taylor serve as Fund I's designated directors on the Board.

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