SEC Form 4 · accession 0001179110-18-008006
ALLIANCE RESOURCE PARTNERS LP · ARLP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles R Wesley
Officer — Executive Vice President · Director
Period of report
May 31, 2018
Accepted (ET)
Jun 4, 2018 · 8:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001086600
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitF1,F2 | May 31, 2018 | A | 1,035,728 | — | A | 1,035,728 | D | |
| Common UnitF1,F3 | May 31, 2018 | A | 635,618 | — | A | 635,618 | I | By Wesley Family LP |
| Common UnitF1,F4 | May 31, 2018 | A | 167,116 | — | A | 167,116 | I | By Trust |
| Common UnitF1,F5 | May 31, 2018 | A | 1,035,729 | — | A | 1,035,729 | I | By Trust |
| Common UnitF1,F6 | May 31, 2018 | A | 715,506 | — | A | 715,506 | I | By Trust |
| Common UnitF1,F7 | May 31, 2018 | A | 715,506 | — | A | 715,506 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom unitF8,F9,F10 | — | holding | — | — | — | — | — | Common unit | 106,949 | 106,949 | D |
Explanation of responses
- F1The common units were acquired as consideration for the AHGP common units held by the reporting person immediately prior to the effectiveness of the transactions contemplated by the Simplification Agreement dated February 22, 2018 (the "Simplification Agreement"). Pursuant to the Simplification Agreement, all AHGP common units were canceled and converted into the right to receive all of the ARLP common units held by AHGP and its subsidiaries on May 31, 2018. Based on a formula calculated pursuant to the Simplification Agreement, the exchange ratio was 1.478181161 ARLP common units for each AHGP common unit.
- F10Not applicable
- F2Units held by the Charles Wesley Revocable Trust U/A dated 3/28/2006, which Charles R. Wesley III is trustee.
- F3Units held by the Wesley Family LP, which Charles R. Wesley III is trustee.
- F4Units held by the Charles R. Wesley Family Trust Irrevocable Trust Agreement, which Nancy Wesley is trustee.
- F5Units held by the Nancy Wesley Revocable Trust U/A dated 03/28/2006, which Nancy Wesley is trustee.
- F6Units held by the Charles Wesley 2016 Retained Annuity Trust, which Jeffrey Burns is trustee
- F7Units held by the Nancy Wesley 2016 Retained Annuity Trust, which Jeffrey Burns is trustee.
- F81 for 1
- F9The Phantom Units are to be settled in ARLP common units upon the reporting person's death or termination