CAPL Form 4: Director Adds 3,419 Units via Phantom-Unit Vesting

On 23 July 2025, CrossAmerica Partners LP (CAPL) director Justin A. Gannon converted 3,419 phantom units (Code M) into the same number of common units.

Rhea-AI Filing Summary

On 23 July 2025, CrossAmerica Partners LP (CAPL) director Justin A. Gannon converted 3,419 phantom units (Code M) into the same number of common units. No units were sold; the transaction strictly reflects vesting of equity-based compensation. Following the conversion, Gannon’s direct ownership increased to 36,528 common units. The phantom units carried no stated exercise price and, after conversion, the derivative balance fell to zero.

Because the acquisition represents a routine incentive-equity vesting rather than an open-market purchase, it is generally viewed as informational rather than materially price-sensitive. Still, the transaction modestly aligns insider and unitholder interests by increasing the director’s direct equity stake.

Positive

• Insider equity increase: Director now holds 36,528 units, modestly improving alignment with unitholders.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine vesting adds 3,419 CAPL units to director’s stake; minimal market impact.

The Form 4 shows a standard equity-compensation event in which phantom units vested and were automatically converted into common units. No cash changed hands and no shares were sold, so there is no immediate supply or liquidity effect. The director’s holdings rose to 36,528 units—an increase of roughly 10% versus his prior position, but immaterial relative to CAPL’s total float. Such transactions usually signal continued alignment but rarely move the unit price. I classify the filing as neutral for valuation or sentiment purposes.

Insider Trade Summary

3,419 shares exercised/converted

Exercise 2 txns

Insider Gannon Justin A.

Role Director

Type	Security	Shares	Price	Value
Exercise	Phantom Units	3,419	$0.00	$0.00
Exercise	Common Units	3,419	$0.00	$0.00

Holdings After Transaction: Phantom Units — 0 contracts (Direct); Common Units — 36,528 shares (Direct)

Footnotes (2)

1. F1. Each phantom unit was the economic equivalent of one common unit ("Common Unit") representing a limited partner interest in CrossAmerica Partners LP (the "Issuer"). The reporting person acquired Common Units upon vesting of the phantom units.
2. F2. Phantom units vested on July 23, 2025 and were converted into Common Units at the discretion of the Issuer.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CAPL director Justin Gannon report in the July 23 2025 Form 4?

He converted 3,419 phantom units into the same number of CAPL common units, raising his direct holdings to 36,528.

Were any CrossAmerica Partners LP units sold in this filing?

No. The filing shows an acquisition via vesting; there were no dispositions or sales.

What is Form 4 transaction code "M"?

Code M indicates the exercise or conversion of a derivative security, here phantom units converting to common units.

Does the transaction suggest insider confidence in CAPL?

While additional ownership can be viewed positively, this event is routine compensation vesting, so impact is neutral.

How many derivative (phantom) units remain after the conversion?

The director now holds 0 phantom units; the entire 3,419 balance was converted.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/23/2025 - 03:47 PM Learn about SEC filing dates

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
Common Units	07/23/2025		M		3,419	A	(1)	36,528	D

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	(2)	07/23/2025		M			3,419	(2)	(2)	Common Units	3,419	(1)	0	D

Explanation of Responses:

1. Each phantom unit was the economic equivalent of one common unit ("Common Unit") representing a limited partner interest in CrossAmerica Partners LP (the "Issuer"). The reporting person acquired Common Units upon vesting of the phantom units.

2. Phantom units vested on July 23, 2025 and were converted into 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.
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