SEC Form 5 · accession 0001556587-19-000002
CrossAmerica Partners LP · CAPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph V. Topper Jr.
Director · 10% Owner
Period of report
Dec 31, 2018
Accepted (ET)
Feb 13, 2019 · 4:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001538849
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2 | Aug 31, 2018 | G | 157,723 | $0.00 | D | 7,526,334 | I | See Footnote |
| Common UnitsF1,F2 | Aug 31, 2018 | G | 157,723 | $0.00 | D | 7,526,334 | I | See Footnote |
| Common UnitsF1,F2 | Aug 31, 2018 | G | 157,723 | $0.00 | D | 7,526,334 | I | See Footnote |
| Common UnitsF1,F2 | Aug 31, 2018 | G | 157,723 | $0.00 | D | 7,526,334 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F17,329,589 common units representing limited partner interests ("Common Units") in CrossAmerica Partners LP, a Delaware limited partnership ("CAPL"), are directly held by entities that are wholly owned (either directly or indirectly) by the Reporting Person: MMSCC-2, LLC ("M2"); JVT-JMG EROP Holdings, LP and Kwik-Pik Ohio, LLC. As such, the Reporting Person may be deemed to beneficially own such 7,329,589 Common Units. Additionally, the Reporting Person directly owns 196,745 Common Units.
- F2The Reporting Person disposed a 99% non-voting pecuniary interest in M2, a controlled entity of Reporting Person and the direct owner of 637,264 Common Units, to four trusts established for his children in equal amounts and as bona fide gifts without consideration (the "Gifts"). The Reporting Person retains a 1% interest in M2, which is both a pecuniary and a voting interest and represents the sole voting power in M2. As such, the Reporting Person may be deemed to beneficially own the Common Units directly held by M2. The Gifts did not change the Reporting Person's beneficial ownership with respect to such Common Units.