SEC Form 4 · accession 0001425292-18-000063
CVR PARTNERS, LP · UAN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark A Pytosh
Officer — President and CEO · Director
Period of report
Dec 14, 2018
Accepted (ET)
Dec 18, 2018 · 5:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001425292
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | Dec 15, 2018 | M | 61,672 | $0.00 | A | 137,604 | D | |
| Common UnitsF1,F3 | Dec 15, 2018 | D | 61,672 | $3.51 | D | 75,932 | D | |
| Common UnitsF4,F2 | Dec 16, 2018 | M | 38,674 | $0.00 | A | 114,606 | D | |
| Common UnitsF4,F3 | Dec 16, 2018 | D | 38,674 | $3.51 | D | 75,932 | D | |
| Common UnitsF5,F2 | Dec 18, 2018 | M | 26,683 | $0.00 | A | 102,615 | D | |
| Common UnitsF5,F3 | Dec 18, 2018 | D | 26,683 | $3.47 | D | 75,932 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitsF6,F2,F7 | — | Dec 14, 2018 | A | 169,842 | A | — | — | Common Units | 169,842 | 169,842 | D |
| Phantom UnitsF1,F2,F7 | — | Dec 15, 2018 | M | 61,672 | D | — | — | Common Units | 61,672 | 123,342 | D |
| Phantom UnitsF4,F2,F7 | — | Dec 16, 2018 | M | 38,674 | D | — | — | Common Units | 38,674 | 38,674 | D |
| Phantom UnitsF5,F2,F7 | — | Dec 18, 2018 | M | 26,683 | D | — | — | Common Units | 26,683 | 0 | D |
Explanation of responses
- F1The Phantom Units were awarded to the reporting person by CVR Partners, LP on December 29, 2017, as compensation for services as an officer. These Incentive Units vest ratably in three annual installments beginning in December of each year following the grant date, subject to the terms of the award agreement.
- F2Each Phantom Unit reported herein represents the right to receive, upon vesting, a cash payment equal to the average closing price of the common units of CVR Partners, LP for the 10 business days preceding the vesting date.
- F3This price represents the average closing price of the common units of CVR Partners, LP for the 10 business days preceding the vesting date.
- F4The Phantom Units were awarded to the reporting person by CVR Partners, LP on December 31, 2016, as compensation for services as an officer. These Incentive Units vest ratably in three annual installments beginning in December of each year following the grant date, subject to the terms of the award agreement.
- F5The Phantom Units were awarded to the reporting person by CVR Partners, LP on December 18, 2015, as compensation for services as an officer. These Incentive Units vest ratably in three annual installments beginning in December of each year following the grant date, subject to the terms of the award agreement.
- F6The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer on December 14, 2018. These Phantom Units vest ratably in three annual installments beginning in December of each year following the grant date, subject to the terms of the award agreement.
- F7The Phantom Units expire immediately following their vesting.