Welcome to our dedicated page for CrossAmerica Partners LP SEC filings (Ticker: CAPL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
CrossAmerica Partners LP filings document material-event disclosures for a publicly traded limited partnership in motor fuel distribution, convenience retailing, and fuel-site real estate. Recent Form 8-K reports furnish operating results, earnings presentation materials, and Regulation FD disclosures tied to Wholesale and Retail segment performance, adjusted EBITDA, distributable cash flow, leverage, and distribution coverage.
The filing record also includes 8-K disclosures on quarterly cash distributions approved by CrossAmerica GP LLC and officer or director changes at the general partner and subsidiary level. These documents frame CAPL's common-unit distributions, general-partner governance, executive compensation arrangements, and public-company reporting obligations.
CrossAmerica Partners LP announced an executive leadership transition at its general partner, CrossAmerica GP LLC. Maura Topper, previously Chief Financial Officer, has been appointed President and Chief Executive Officer effective March 2, 2026, succeeding Charles M. Nifong, Jr., who had led the Partnership since 2019.
Mr. Nifong is leaving his roles as President, CEO, and board member of the general partner to join the executive management team of affiliate Dunne Manning Holdings LLC. In connection with her promotion, Ms. Topper’s annual base salary was set at $500,000, with a target short-term incentive equal to 50% of base salary.
The Board also named Jonathan E. Benfield, Chief Accounting Officer, as Interim Chief Financial Officer and Chief Accounting Officer, effective March 2, 2026. For the period he serves in these roles, his annual base salary was increased to $325,000, and his target short-term incentive was set at 50% of base salary.
CrossAmerica Partners describes a large fuel distribution and retail network focused on steady cash flows to support quarterly distributions. The partnership operates through retail and wholesale segments, distributing motor fuel to about 1,600 sites in 34 states and owning or leasing roughly 1,000 locations.
In 2025, wholesale segment revenues were $1,568 million and retail segment revenues were $2,095 million. Company operated stores generated food and merchandise sales of $407 million, and rental income from leased sites was $62.5 million. As of February 20, 2026, there were 38,135,078 common units outstanding and the Topper Group beneficially owned 38.5%.
The filing emphasizes acquisition-driven growth, long-term supply contracts with major oil brands, and exposure to risks such as fuel price volatility, competition, regulation, environmental obligations, labor availability, and changing consumer behavior. Management highlights its strategy of optimizing each site format to enhance long-term profitability and sustain distributions.
CrossAmerica Partners LP reported stronger full-year 2025 results with net income of $41.8 million, up from $22.5 million in 2024. Adjusted EBITDA held essentially flat at $146.0 million versus $145.5 million, while Distributable Cash Flow edged up to $87.8 million from $86.0 million.
Retail segment performance was a key driver, with 2025 retail gross profit rising to $302.2 million from $289.7 million on higher fuel and merchandise margins, despite modest volume declines. Wholesale gross profit declined to $100.5 million from $108.6 million as site conversions and asset sales reduced rent income and volumes.
The partnership executed a sizable real estate optimization program, selling 107 properties in 2025 for $103.3 million in proceeds and recording net gains of $45.9 million. Leverage, as defined in the credit facility, improved to 3.51x at December 31, 2025 from 4.36x a year earlier, and the full-year distribution coverage ratio increased to 1.10x. The quarterly cash distribution remained $0.5250 per common unit.
CrossAmerica Partners LP director and President/CEO Charles M. Nifong Jr. reported equity compensation activity in common units. He acquired 6,255 fully vested common units through the 2025 Performance-Based Bonus Compensation Policy and 6,392 fully vested common units through a 2022 Performance Unit Award, both at no cash cost to him.
To satisfy tax withholding obligations, 2,004 and 1,839 common units were withheld and disposed of at a price of $20.78 per unit, characterized as payment of tax liability by delivering securities rather than open-market sales. Following these transactions, his direct ownership stood at 90,710 common units.
CrossAmerica Partners LP executive vice president David Hrinak reported compensation-related unit movements. He acquired 1,832 fully vested common units through the 2025 Performance-Based Bonus Compensation Policy, and 624 common units were withheld to cover his tax obligations at a price of $20.78 per unit.
CrossAmerica Partners LP director and executive Keenan D. Lynch reported equity compensation and related tax withholdings in common units. On February 24, Lynch acquired 1,944 fully vested units under the 2025 performance-based bonus policy and 1,722 fully vested units from a 2022 performance unit award, both at no cash cost. In two separate transactions that same day, a total of 1,250 units were disposed of at $20.78 per unit to cover tax withholding obligations, leaving Lynch with 24,108 common units held directly after the reported transactions.
CrossAmerica Partners LP director and CFO Maura Topper reported equity-based compensation activity involving Common Units. On February 24, 2026, Topper received 1,944 fully vested Common Units under the 2025 Performance-Based Bonus Compensation Policy and 2,301 fully vested Common Units from a 2022 Performance Unit Award, both recorded at $0.00 per unit.
On the same date, Topper disposed of 663 Common Units and 784 Common Units at a price of $20.78 per unit to cover tax withholding obligations, with units withheld rather than sold in an open-market transaction, as described in the footnotes.
CrossAmerica Partners LP senior vice president Stephen J. Lattig reported compensation-related unit activity. He acquired 1,385 common units through a fully vested 2022 performance unit award, then had 491 common units withheld at $20.78 per unit to cover tax obligations. He now directly holds 21,597 common units.
CrossAmerica Partners LP executive vice president of operations Robert Brecker reported equity compensation transactions in the company’s common units. He received grants of 1,787 fully vested common units under the 2025 Performance-Based Bonus Compensation Policy and 1,117 fully vested common units from a 2022 Performance Unit Award, both at a stated price of $0.00 per unit.
To cover tax withholding obligations, 615 common units and 385 common units were withheld at a reference price of $20.78 per unit, described as the closing price on the trading day prior to the applicable date. Following these transactions, his directly owned common unit holdings changed as reflected in the reported post-transaction balances.
CrossAmerica Partners LP declared a quarterly cash distribution of $0.5250 per unit attributable to the fourth quarter of 2025, which is unchanged from the third quarter of 2025 and equals $2.10 per unit on an annualized basis. The distribution will be paid on February 12, 2026 to unitholders of record as of February 2, 2026. The partnership disclosed the decision through a press release furnished as an exhibit.