Ownership Submission

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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Kennedy Michael N.

2. Issuer Name and Ticker or Trading Symbol
Antero Midstream Corp [AM]

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
See Remarks

(Last)

(First)

(Middle)

1615 WYNKOOP STREET

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2019

(Street)

DENVER, CO 80202

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares representing limited partner interests	03/12/2019		D⁽¹⁾		27,774	D	⁽¹⁾	0	D
Common Stock	03/12/2019		A⁽¹⁾		27,774	A	⁽¹⁾	27,774	D
Common Stock	03/12/2019		A⁽²⁾		22,846	A	⁽²⁾	50,620	D
Common Stock	03/12/2019		A⁽³⁾		704,016	A	⁽³⁾	754,636	D
Common Stock	03/12/2019		A⁽⁴⁾		39,886	A	⁽⁴⁾	794,522	D
Common Stock	03/13/2019		S		182,521	D	$ 12.39 ⁽⁵⁾	612,001	D
Common Stock	03/14/2019		S		27,479	D	$ 12.86 ⁽⁶⁾	584,522	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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
(Month/Day/Year)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Kennedy Michael N. 1615 WYNKOOP STREET DENVER, CO 80202			See Remarks

Signatures

/s/ Alvyn A. Schopp, as attorney-in-fact for Michael N. Kennedy		03/14/2019
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	On March 12, 2019, in connection with the conversion of Antero Midstream GP LP ("AMGP") from a limited partnership to a corporation named Antero Midstream Corporation ("New AM") under the laws of the State of Delaware, each common share representing limited partnership interests of AMGP was converted into one share of common stock of New AM ("New AM Common Stock").
(2)	Received in exchange for 20,256 common units representing limited partnership interests ("AM Common Units") of Antero Midstream Partners LP ("AM") pursuant to the Simplification Agreement (the "Simplification Agreement"), dated as of October 9, 2018, by and among New AM, AM and certain of their affiliates. Pursuant to the Simplification Agreement, holders of AM Common Units (other than Antero Resources Corporation) received, in exchange for each AM Common Unit held, (i) $3.415 in cash without interest and 1.6350 shares of New AM Common Stock ("New AM Common Stock"), (ii) 1.8926 shares of New AM Common Stock, or (iii) $10.1364 in cash and 1.1279 shares of New AM Common Stock.
(3)	Pursuant to the Simplification Agreement, each outstanding Series B Unit representing limited liability company interests ("Series B Units") in Antero IDR Holdings LLC was exchanged for 176.0041 shares of New AM Common Stock (the "Series B Exchange Shares"). The Series B Exchange Shares will be subject to the same vesting conditions to which the Series B Units were subject, with two-thirds fully vested and one-third, 234,613 shares of New AM Common Stock, scheduled to vest at December 31, 2019.
(4)	Pursuant to the Simplification Agreement, each phantom unit issued by Antero Midstream Partners LP ("Phantom Unit") was converted into the right to receive 1.8926 restricted stock units (the "RSUs"), each settleable in one share of New AM Common Stock. The RSUs will be subject to the following vesting schedule: (i) 15,593 RSUs will vest as to one half on each of April 15, 2019 and April 15, 2020; and (ii) 24,293 RSUs will vest as to one third on each of April 15, 2019, April 15, 2020 and April 15, 2021.
(5)	The price reported in Column 4 is a weighted average price. These shares of New AM Common Stock were sold in multiple transactions at prices ranging from $12.25 to $12.72, inclusive. The Reporting Person undertakes to provide to New AM, any security holder of New AM, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of New AM Common Stock sold at each separate price within the ranges set forth above in footnotes (5) and (6) to this Form 4.
(6)	The price reported in Column 4 is a weighted average price. These shares of New AM Common Stock were sold in multiple transactions at prices ranging from $12.41 to $13.16, inclusive.
Remarks: Chief Financial Officer and Senior Vice President - Finance

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