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[Form 4] GENESIS ENERGY LP Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Genesis Energy LP (GEL) director Conrad P. Albert reported transactions on 10/01/2025 affecting his holdings of Common Units - Class A and related phantom units. The filing shows a deemed disposition of 2,917 phantom units in exchange for an acquisition of 2,917 Class A common units, increasing his reported beneficial ownership to 17,917 Class A units. Separately, 2,917 Class A units were disposed of at a price of $16.53, leaving 15,000 Class A units after that disposition. The filing also shows acquisition of 2,533 phantom units that vest on 10/01/2026 and will be paid in cash based on the 20-day average closing price before vesting, with tandem distribution-equivalent rights accrued and paid quarterly.

Positive
  • Acquisition of 2,917 Class A common units via deemed settlement of phantom units, increasing reported beneficial ownership to 17,917 units
  • Award of 2,533 phantom units that include tandem distribution-equivalent rights and have a clear cash-settlement formula tied to the 20-day average closing price
Negative
  • Disposition of 2,917 Class A units at $16.53, reducing reported holdings to 15,000 units
  • Vested phantom units were paid in cash rather than being retained as equity, indicating cash-out settlement rather than long-term share accumulation

Insights

TL;DR: Director reported routine vesting and cash settlement of phantom units, resulting in modest net change in reported Class A units.

The Form 4 documents a set of related transactions on 10/01/2025: phantom units were deemed disposed and paid in cash to acquire underlying Common Units - Class A, with a simultaneous disposition of certain Class A units at $16.53. After those entries the reporting person shows 17,917 Class A units before the indicated $16.53 sale that left 15,000 units. Additionally, 2,533 phantom units were granted that vest on 10/01/2026 and will be settled in cash using the 20-trading-day average price prior to vesting, including accrued distribution equivalents payable quarterly.

TL;DR: Transactions reflect routine equity compensation mechanics, including cash settlement of phantom units and a future cash-settled award.

The disclosure details standard equity-compensation events: cash settlement methodology is specified for vested phantom units and for the newly awarded phantom units, and tandem distribution equivalent rights are included. All transactions are reported as direct beneficial ownership. No additional governance actions or changes in reporting status are indicated in this filing.

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*
ALBERT CONRAD P

(Last) (First) (Middle)
811 LOUISIANA, SUITE 1200

(Street)
HOUSTON TX 77002

(City) (State) (Zip)
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)
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025
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 - Class A(1) 10/01/2025 M 2,917(1) A (2) 17,917 D
Common Units - Class A(1) 10/01/2025 D 2,917(1) D $16.53(2) 15,000 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) 10/01/2025 M 2,917 10/01/2025 10/01/2025 Common Units - Class A 2,917 (2) 8,484 D
Phantom Units (3)(4) 10/01/2025 A 2,533 10/01/2026 10/01/2026 Common Units - Class A 2,533 (3)(4) 11,017 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:
Conrad P. Albert 10/02/2025
** 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.

FAQ

What transactions did Conrad P. Albert report on Form 4 for GEL?

He reported on 10/01/2025 a deemed disposition of 2,917 phantom units exchanged for 2,917 Common Units - Class A, a disposition of 2,917 Class A units at $16.53, and an award of 2,533 phantom units vesting on 10/01/2026.

How many Class A common units does the filing show after the transactions?

15,000 Class A units are reported as beneficially owned following the disclosed disposition at $16.53.

How will the phantom units be settled?

Vested phantom units are paid in cash based on the average closing price of the Class A common units for the 20 trading days immediately prior to the vesting date.

When do the newly awarded phantom units vest?

2,533 phantom units awarded on 10/01/2025 vest on 10/01/2026 and will be cash-settled using the 20-day average prior to vesting.

Does the award include distribution rights?

Yes; the award includes tandem distribution-equivalent rights whereby quarterly distributions on each unit are accrued over the vesting period and paid quarterly.
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