SEC Form 4 · accession 0001022321-15-000012
GENESIS ENERGY LP · GEL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Corbin J Robertson III
Director
Period of report
Jan 2, 2015
Accepted (ET)
Jan 6, 2015 · 2:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001022321
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units - Class AF1,F2,F3 | Jan 3, 2015 | M | 673 | — | A | 1,587,712 | D | |
| Common Units - Class AF1,F2,F3 | Jan 3, 2015 | D | 673 | $41.46 | D | 1,587,039 | D | |
| Common Units - Class AF4 | holding | — | — | — | 5,743 | I | By Corby and Brooke Robertson 2006 Family Trust | |
| Common Units - Class AF4 | holding | — | — | — | 198,785 | I | By The Corbin J. Robertson III 2009 Family Trust | |
| Common Units - Class AF5 | holding | — | — | — | 20,000 | I | BHJ Investments, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF6,F7,F8 | — | Jan 2, 2015 | A | 559 | A | Jan 2, 2018 | Jan 2, 2018 | Common Units - Class A | 559 | 6,718 | D |
| Phantom UnitsF2,F3 | — | Jan 3, 2015 | M | 673 | D | Jan 3, 2015 | Jan 3, 2015 | Common Units - Class A | 673 | 6,045 | D |
Explanation of responses
- F1The payment of the phantom units in cash is deemed to be a disposition of the phantom units in exchange for the acquisition of the underlying Common Units - Class A and a simultaneous disposition of the underlying Common Units - Class A to the issuer.
- F2Upon vesting, the phantom units were paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the date of vesting.
- F3The reporting person disclaims beneficial ownership of the phantom units that vested and were paid in cash as he is required to give all proceeds related to such phantom units to QEP Management Co., L.P. or one of it affiliates.
- F4Members of the immediate family of the Reporting Person are beneficiaries of this trust and the Reporting Person may be deemed to have beneficial ownership of the securities held by it.
- F5Members of the immediate family of the reporting person and the Corby and Brooke Robertson 2014 Children's Trust are security holders of BHJ Investments, L.P., a Texas limited partnership ("BHJ LP") and BHJ Investments GP LLC, a Texas limited liability company and BHJ LP's general partner, and the reporting person may be deemed to have beneficial ownership of the securities held by BHJ LP.
- F6The phantom units will be paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the vesting date.
- F7Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions paid by the partnership on each Common Unit - Class A will be accrued over the vesting period and paid quarterly.
- F8The reporting person disclaims beneficial ownership of 1,251 phantom units as he is required to give all proceeds related thereto to QEP Management Co., L.P. or one of it affiliates.