EV Energy Partners, L.P.
EV Energy Partners, LP (Form: 4, Received: 01/18/2017 18:45:51)
FORM 4
[ ] 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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LARSON JAMES R
2. Issuer Name and Ticker or Trading Symbol

EV Energy Partners, LP [ EVEP ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O ENERVEST, LTD.,, 1001 FANNIN ST., STE. 800
3. Date of Earliest Transaction (MM/DD/YYYY)

1/13/2017
(Street)

HOUSTON, TX 77002
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Common Units   1/13/2017     M    5032   A   (1) 23625   D    
Common Units   8/31/2016     J   V 166   A   (2) 23791   D    
Common Units   8/31/2016     J   V 166   D   (2) 0   I   See Footnote   (3)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Phantom Units     (1) 1/13/2017     M      5032       1/13/2017   1/13/2017   Common Unit   5032     (1) 0   D    

Explanation of Responses:
( 1)  Each phantom unit was the economic equivalent of one EVEP common unit at the close of business on the vesting date.
( 2)  Common Units were transferred from the trust where Mr. Larson is trustee and beneficiary to a direct ownership. Transfer resulted in a change of form of beneficial ownership.
( 3)  Common Units held by Larson 2007 Trust, of which Mr. Larson is trustee and beneficiary.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
LARSON JAMES R
C/O ENERVEST, LTD.,
1001 FANNIN ST., STE. 800
HOUSTON, TX 77002
X



Signatures
/s/ Nicholas P. Bobrowski as Attorney-in-Fact for James R. Larson 1/18/2017
** 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 4(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).
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