SEC Form 4 · accession 0001562039-17-000016
CrossAmerica Partners LP · CAPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
May 10, 2017
Accepted (ET)
May 16, 2017 · 10:27 am EDT
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,F3,F4 | May 10, 2017 | J | 128,983 | $25.5848 | A | 6,943,519 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to that certain Amended and Restated Omnibus Agreement (the "Omnibus Agreement") by and among CrossAmerica Partners LP, a Delaware limited partnership (the "Partnership"), CrossAmerica GP LLC, a Delaware limited liability company and the general partner of the Partnership (the "General Partner"), Lehigh Gas Corporation, a Delaware corporation, CST Services LLC, a Delaware limited liability company ("CST Services"), and Joseph V. Topper, Jr., the Partnership is required to pay to CST Services a management fee for providing services to the Partnership (the "Management Fee").
- F2The board of directors of the General Partner, based on the approval and recommendation of the independent conflicts committee of the General Partner, determined it is in the best interests of the Partnership to pay the Management Fee to CST Services in whole or in part in newly issued common units representing limited partner interests in the Partnership ("Common Units") in lieu of cash.
- F3Pursuant to the Omnibus Agreement, the price of the acquired Common Units was determined using a 20-day trailing volume weighted average price ending on the business day prior to the quarterly invoice date of April 26, 2017.
- F4CST and CST USA are indirect beneficial owners of the Common Units held by CST Services.