---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-149336"
form_type: "8-K"
ticker: "HESM"
cik: "0001789832"
company_name: "Hess Midstream LP"
filed_at: "2023-05-19T23:59:59+00:00"
generated_at: "2026-06-14T19:58:55.779557+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Hess Midstream LP announces secondary offering of 12.8M Class A shares at $27.00 per share by selling shareholders

## Summary
- Selling shareholders (Hess subsidiary and GIP affiliate) sold 12,765,000 Class A shares at $27.00/share.
- Company received no proceeds; sellers netted approximately $333.4 million after underwriting discounts.
- Underwriters exercised full 30-day option for additional 1,665,000 shares on top of base 11,100,000.
- Company and insiders subject to 60-day lock-up on share sales without underwriter consent.
- Morgan Stanley and J.P. Morgan acted as joint bookrunners for the offering.

## SEC filing metadata
- accession: 0001193125-23-149336
- form_type: 8-K
- ticker: HESM
- cik: 0001789832
- company_name: Hess Midstream LP
- filed_at: 2023-05-19T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1789832/000119312523149336/0001193125-23-149336-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1789832/000119312523149336/d464520d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-149336
- JSON: https://secwatch.observer/filing/0001193125-23-149336.json
- Plain text: https://secwatch.observer/filing/0001193125-23-149336.txt

## Key facts
- Material Agreements
  Hess Midstream LP entered into Underwriting Agreement with Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters valued at 11,100,000 Class A shares ... at a price of $27.00 per Class A Share, less underwriting discounts (effective 2023-05-16).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters
  - Value: 11,100,000 Class A shares ... at a price of $27.00 per Class A Share, less underwriting discounts
  - Effective: 2023-05-16
  source text: ability company and the general partner of the General Partner, Hess Investments North Dakota LLC, a Delaware limited liability company (“HINDL”), GIP II Blue Holding, L.P., a Delaware limited partnership (together with HINDL, the “Selling Shareholders”), and Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters listed therein (the “Underwriters”), entered into an Underwriting Agreement (the “Underwriting Agreement”), pursuant to which the Selling Shareholders agreed to sell to the Underwriters, and the Underwriters agreed to purchase from the Selling Shareholders, subject to and upon the terms and conditions set forth therein, 11,100,000 Class A shares representing limited partner interests in the Company (the “Class A Shares”) at a price of $27.00 per Class A Share, less underwriting discounts (the “Secondary Offering”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1789832/000119312523149336/0001193125-23-149336-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.