SEC Form 4 · accession 0001140361-16-088928
JP Energy Partners LP · JPEP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shiming Chen
Officer — SEE REMARKS
Period of report
Dec 5, 2016
Accepted (ET)
Dec 6, 2016 · 7:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001523404
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON UNITS (LIMITED PARTNER INTERESTS) | Dec 5, 2016 | F | 120 | $8.72 | D | 8,826 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| SUBORDINATED UNITS (LIMITED PARTNER INTERESTS)F3,F2 | — | Dec 5, 2016 | F | 489 | D | — | — | COMMON UNITS | 489 | 5,751 | D |
| PHANTOM UNITS (with DERs)F4,F5,F6 | — | holding | — | — | — | — | — | COMMON UNITS | 41,424 | 41,424 | D |
Explanation of responses
- F1The Reporting Person's disposal of the securities represents units withheld for satisfaction of a tax withholding obligation arising as a result of the partial vesting of restricted units granted previously.
- F2Each subordinated unit will convert into one common unit at the end of the subordination period, as described in Registration Statement.
- F3Each subordinated unit is the economic equivalent of one common unit.
- F4Each phantom unit is the economic equivalent of one common unit and is accompanied by a distribution equivalent right, entitling the holder to an amount equal to any cash distribution paid on each of the Partnership's common units.
- F5Of the phantom units granted on July 7, 2015, 2 installments totaling 14,450 units vest April 1, 2017 and April 1, 2018, respectively. Of the phantom units granted on April 1, 2015, 4,000 units vest in one single installment on April 1, 2018. All remaining phantom units vest in equal annual installments commencing on each of the first, second and third anniversaries of the grant date.
- F6The phantom units do not expire. The phantom units are settled upon vesting in common units (on a one-for-one basis) or in cash, at the discretion of the Issuer.
Remarks
The Reporting Person is the Senior Vice President and Chief Accounting Officer of JP Energy GP II LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner.