SEC Form 4 · accession 0001209191-15-030293
Western Refining Logistics, LP · WNRL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark J Smith
Officer — Executive Vice President
Period of report
Mar 26, 2015
Accepted (ET)
Mar 30, 2015 · 8:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001581908
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitF1 | Mar 26, 2015 | M | 6,916 | $0.00 | A | 31,916 | D | |
| Common UnitF2 | Mar 26, 2015 | F | 2,245 | $29.48 | D | 29,671 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom UnitF3,F4 | — | Mar 26, 2015 | M | 6,916 | D | — | — | Common Unit | 6,916 | 27,662 | D |
| Phantom UnitF6,F3,F5 | — | Mar 26, 2015 | A | 2,249 | A | — | — | Common Unit | 2,249 | 29,911 | D |
Explanation of responses
- F1These common units were issued pursuant to a phantom unit award granted to the reporting person on January 31, 2014 (the "2014 Phantom Unit Award"), settled at the election of the Board of Directors (the "Board") of Western Refining Logistics GP, LLC, the general partner of WNRL, in WNRL common units.
- F2These common units were issuable upon vesting of the 2014 Phantom Unit Award but were withheld to satisfy the reporting person's tax obligations.
- F3Each phantom unit represents a contingent right to receive one common unit representing a limited partner interest in WNRL or, at the election of the Board, or such committee as may be appointed by the Board, the cash value thereof. The phantom units were awarded as compensation for service as an officer.
- F4The 2014 Phantom Unit Award vests ratably over five years on the fourth business day before the end of March in each of the five years following the date of grant. Upon vesting, the units or the cash value thereof will be delivered to the reporting person on or promptly following the vesting date, but not later than the 70th calendar day following the vesting of the phantom units.
- F5The phantom units vest ratably over five years on the fourth business day before the end of March 2016, 2017, 2018, 2019 and 2020. The vested common units underlying the phantom units, or the value thereof, will be delivered to the reporting person on or promptly following the vesting date applicable thereto, but not later than the 70th calendar day following the vesting of the phantom units.
- F6This number of derivitive securities includes (a) 27,662 phantom units that remain outstanding pursuant to the 2014 Phantom Unit Award; (b) 2,249 phantom units that remain outstanding pursuant to the phantom unit award granted to the reporting person on March 26, 2015.