SEC Form 4 · accession 0001556766-18-000010
Alon USA Partners, LP · ALDW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eitan Raff
Director
Period of report
Feb 7, 2018
Accepted (ET)
Feb 12, 2018 · 2:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001556766
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF1,F2,F3 | Feb 7, 2018 | D | 8,915 | $0.00 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes unvested restricted MLP common units that were granted to the Reporting Person under Alon USA Partners, LP's ("MLP") 2012 Long-Term Incentive Plan that, pursuant to the Merger Agreement (as defined below), vested immediately prior to the effective time of the Merger (as defined below), and each such restricted MLP common unit was converted at the effective time of the Merger into shares of Delek US Holdings, Inc. ("Parent") commmon stock.
- F2On February 7, 2017, pursuant to the Agreement and Plan of Merger dated as of November 8, 2017 (the "Merger Agreement"), among Parent, Sugarland Mergeco, LLC ("Merger Sub"), MLP, and Alon USA Partners GP, LLC, Merger Sub merged with and into MLP, with MLP continuing as the surviving entity (the "Merger"). As a result, MLP is an indirect, wholly owned subsidiary of Parent.
- F3Pursuant to the Merger Agreement, each common unit representing limited partnership interests in MLP other than common units owned by Parent and its affiliates (each, a "MLP Public Unit") issued and outstanding immediately prior to the effective time of the Merger was converted into, and became exchangeable for, 0.4900 of a share of validly issued, fully paid and non-assessable Parent share and each such MLP Public Unit was canceled and retired and ceased to exist.