Genesis Energy director reports phantom unit vesting

Genesis Energy LP director Kenneth M. Jastrow II reported several compensation-related unit transactions.

Rhea-AI Filing Summary

Genesis Energy LP director Kenneth M. Jastrow II reported several compensation-related unit transactions. On July 1, 2026, 2,649 phantom units vested and were paid in cash, which is treated as a disposition of those phantom units and a simultaneous acquisition and disposition of 2,649 underlying Common Units - Class A back to the issuer at $14.77 per unit. After these steps, he held 152,649 Common Units - Class A directly. He also received a new grant of 3,154 phantom units, which are scheduled to vest on July 1, 2027 and be paid in cash based on the average closing price over the 20 trading days before vesting, and will accrue quarterly distribution equivalent rights during the vesting period.

Insider Trade Summary

2,649 shares exercised/converted

Exercise 4 txns

Insider JASTROW KENNETH M II

Role Director

Type	Security	Shares	Price	Value
Exercise	Phantom Units	2,649	$0.00	$0.00
Grant/Award	Phantom Units	3,154	$0.00	$0.00
Exercise	Common Units - Class A	2,649	$0.00	$0.00
Disposition	Common Units - Class A	2,649	$14.77	$39K

Holdings After Transaction: Phantom Units — 19,184 contracts (Direct); Common Units - Class A — 150,000 shares (Direct)

Footnotes (4)

1. F1. The payment of the phantom units in cash is deemed to be a disposition of the phantom units in exchange for the acquisition of the underlying Common Units - Class A and a simultaneous disposition of the underlying Common Units - Class A to the issuer.
2. F2. Upon vesting, the phantom units were paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the date of vesting.
3. F3. The phantom units will be paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the vesting date.
4. F4. Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions paid by the partnership on each Common Unit - Class A will be accrued over the vesting period and paid quarterly.

Key Figures

Issuer disposition units: 2,649 units Disposition price: $14.77 per unit Common units after transactions: 152,649 units +2 more

5 metrics

Issuer disposition units 2,649 units Common Units - Class A disposed to issuer at $14.77 on July 1, 2026

Disposition price $14.77 per unit Price for 2,649 Common Units - Class A returned to issuer

Common units after transactions 152,649 units Direct holdings of Common Units - Class A following July 1, 2026 activity

New phantom unit grant 3,154 units Phantom units granted on July 1, 2026, vesting on July 1, 2027

Remaining phantom units 8,015 units Phantom unit balance after exercise and new grant on July 1, 2026

Key Terms

phantom units, distribution equivalent rights, average closing price, issuer disposition

4 terms

phantom units financial

"The payment of the phantom units in cash is deemed to be a disposition"

Phantom units are a form of employee compensation that mimics ownership in a company without issuing real shares: recipients receive cash or stock value tied to the company’s share price or performance when the units vest. They matter to investors because phantom units align employee incentives with shareholder value while avoiding share dilution; however, they create future cash obligations and can affect a company’s financial statements and cash flow.

distribution equivalent rights financial

"Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions"

average closing price financial

"paid in cash based on the average closing price of the Common Units - Class A"

The average closing price is the arithmetic mean of a security’s end-of-day prices over a chosen period, found by adding each day’s closing price and dividing by the number of days. It smooths out daily ups and downs to show a typical market value—like averaging daily temperatures to understand a month’s climate—and helps investors spot trends, judge whether a stock is generally rising or falling, and make clearer buy or sell decisions.

issuer disposition financial

"simultaneous disposition of the underlying Common Units - Class A to the issuer"

FAQ

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

What insider transactions did GEL director Kenneth M. Jastrow II report?

Kenneth M. Jastrow II reported vesting, an issuer disposition, and a new equity grant. 2,649 phantom units vested and were paid in cash, tied to 2,649 underlying Common Units - Class A, and he received 3,154 new phantom units scheduled to vest in 2027.

How many Genesis Energy (GEL) common units does the director hold after these transactions?

After the reported transactions, the director holds 152,649 Common Units - Class A. This figure reflects the disposition of 2,649 units to the issuer linked to the vesting of cash-settled phantom units and the simultaneous acquisition and disposition treatment described.

What are the key terms of the new phantom unit grant reported by GEL?

The new grant covers 3,154 phantom units with a 2027 vesting date. These phantom units will be paid in cash based on the average closing price of Common Units - Class A over the 20 trading days before vesting and include distribution equivalent rights.

How were the vested phantom units at Genesis Energy (GEL) settled?

The vested phantom units were settled in cash based on an average market price. Payment was calculated using the average closing price of Common Units - Class A over the 20 trading days before vesting, and is treated as an acquisition and disposition of the corresponding underlying units.

What does the issuer disposition in the GEL Form 4 represent?

The issuer disposition reflects units returned to Genesis Energy LP. When 2,649 phantom units vested and were paid in cash, it was deemed an acquisition of 2,649 underlying Common Units - Class A and a simultaneous disposition of those units back to the issuer.

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

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Accepted by SEC EDGAR 07/02/2026 - 05:23 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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

JASTROW KENNETH M II

(Last) (First) (Middle)

6300 BEE CAVE ROAD

BUILDING ONE, 6TH FLOOR

(Street)

AUSTIN TEXAS 78746

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GENESIS ENERGY LP [ GEL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 - Class A(1)	07/01/2026		M		2,649(1)	A	(2)	152,649	D
Common Units - Class A(1)	07/01/2026		D		2,649(1)	D	$14.77(2)	150,000	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)	07/01/2026		M			2,649	07/01/2026	07/01/2026	Common Units - Class A	2,649	(2)	8,015	D
Phantom Units	(3)(4)	07/01/2026		A		3,154		07/01/2027	07/01/2027	Common Units - Class A	3,154	(3)(4)	11,169	D

Explanation of Responses:

1. The payment of the phantom units in cash is deemed to be a disposition of the phantom units in exchange for the acquisition of the underlying Common Units - Class A and a simultaneous disposition of the underlying Common Units - Class A to the issuer.

2. Upon vesting, the phantom units were paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the date of vesting.

3. The phantom units will be paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the vesting date.

4. Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions paid by the partnership on each Common Unit - Class A will be accrued over the vesting period and paid quarterly.

Remarks:

	Kenneth M. Jastrow II	07/02/2026
	** 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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* Form 4: SEC 1474 (03-26)