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CrossAmerica (CAPL) Form 4: 3,154 Phantom Units Awarded to Director

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CrossAmerica Partners LP (CAPL) Form 4: On 07/23/2025, director Justin A. Gannon received 3,154 phantom units (economically equivalent to common units) at a cost basis of $0, coded “A” (grant). The award raises his derivative position to 36,528 phantom units, all held directly.

The phantom units carry distribution-equivalent rights and will vest in a single installment on the first anniversary of the grant, contingent on continued board service. Upon vesting, CAPL may settle the units in cash or common units at its discretion. No common units were sold or otherwise disposed of, and the filing reflects routine director compensation rather than open-market activity; therefore, immediate dilution and cash impact are negligible.

Positive

  • None.

Negative

  • None.

Insights

TL;DR Minimal impact—routine equity grant; no purchase or sale of common units.

The grant of 3,154 phantom units is standard board compensation and represents only ~0.01 % of CAPL’s 38 MM outstanding common units. Because units vest after one year and can be settled in cash, near-term share dilution risk is de minimis. No insider buying or selling signal is present, so investor sentiment and liquidity are unchanged. Overall, the disclosure is administrative, not market-moving.

Insider Gannon Justin A.
Role Director
Type Security Shares Price Value
Grant/Award Phantom Units 3,154 $0.00 --
Holdings After Transaction: Phantom Units — 36,528 shares (Direct)
Footnotes (1)
  1. Each phantom unit is the economic equivalent of one common unit ("Common Unit") representing a limited partner interest in CrossAmerica Partners L.P. and is accompanied by tandem distribution equivalent rights that entitle the holder to cash payments equal to the amount of distributions authorized to be paid to the holders of Common Units. The phantom units will vest in one annual installment on the first anniversary of the grant date, provided the reporting person was in continuous service as a director to the Issuer as of the vesting date, and when vested will be converted into either cash or common units, at the discretion of the Issuer.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Gannon Justin A.
(Last) (First) (Middle)
645 HAMILTON STREET, SUITE 400
(Street)
ALLENTOWN PA 18101
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CrossAmerica Partners LP [ CAPL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/23/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Units(1) (1) 07/23/2025 A 3,154(1) (2) (2) Common Units 3,154 $0 36,528 D
Explanation of Responses:
1. Each phantom unit is the economic equivalent of one common unit ("Common Unit") representing a limited partner interest in CrossAmerica Partners L.P. and is accompanied by tandem distribution equivalent rights that entitle the holder to cash payments equal to the amount of distributions authorized to be paid to the holders of Common Units.
2. The phantom units will vest in one annual installment on the first anniversary of the grant date, provided the reporting person was in continuous service as a director to the Issuer as of the vesting date, and when vested will be converted into either cash or common units, at the discretion of the Issuer.
Remarks:
/s/ Christina Casey-Best as Attorney in Fact for Justin A. Gannon 07/23/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

How many CAPL phantom units did Director Justin A. Gannon receive?

He was granted 3,154 phantom units on 07/23/2025.

What is the total number of derivative securities now held by the director?

After the grant, Gannon beneficially owns 36,528 phantom units.

When do the newly granted phantom units vest?

They vest in one tranche on the first anniversary of the 07/23/2025 grant date.

Will the vesting units dilute CAPL common unitholders?

Dilution risk is minimal; the issuer may settle in cash or units, and the amount is immaterial versus total units outstanding.

Did the filing disclose any sale of CAPL units by the director?

No. The Form 4 shows an acquisition grant only; no disposals were reported.