Genesis Energy (NYSE: GEL) director reports phantom unit vesting and new grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Genesis Energy LP director Sharilyn S. Gasaway reported compensation-related changes in her holdings. On July 1, 2026, 2,500 phantom units vested and were paid in cash, which is treated as acquiring 2,500 Common Units - Class A and simultaneously disposing of those units back to the issuer.

She also received a grant of 2,976 phantom units, which will be paid in cash based on the average closing price over the 20 trading days before vesting and include tandem distribution equivalent rights. After these transactions, she directly holds 288,364 Common Units - Class A and 10,539 phantom units.

Insider Trade Summary

2,500 shares exercised/converted

Mixed 4 txns

Insider GASAWAY SHARILYN S

Role null

Type	Security	Shares	Price	Value
Exercise	Phantom Units	2,500	$0.00	--
Grant/Award	Phantom Units	2,976	$0.00	--
Exercise	Common Units - Class A	2,500	$0.00	--
Disposition	Common Units - Class A	2,500	$14.77	$37K

Holdings After Transaction: Phantom Units — 7,563 shares (Direct, null); Common Units - Class A — 290,864 shares (Direct, null)

Footnotes (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. 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. 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. 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

Common units after transactions: 288,364 Common Units - Class A Vested phantom units settled: 2,500 phantom units New phantom unit grant: 2,976 phantom units +2 more

5 metrics

Common units after transactions 288,364 Common Units - Class A Direct holdings after July 1, 2026 transactions

Vested phantom units settled 2,500 phantom units Paid in cash based on 20-day average price at July 1, 2026 vesting

New phantom unit grant 2,976 phantom units Grant on July 1, 2026 with cash settlement at future vesting

Phantom units after transactions 10,539 phantom units Outstanding phantom units following July 1, 2026 activity

Pricing window for cash settlement 20 trading days Average closing price period used to determine cash payment for phantom units

Key Terms

Phantom Units, Common Units - Class A, derivative security, distribution equivalent rights

4 terms

Phantom Units financial

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

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.

Common Units - Class A financial

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

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

distribution equivalent rights financial

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 05:21 PM Accepted by SEC EDGAR 07/02/2026 - 05:21 PM

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^*

GASAWAY SHARILYN S

(Last)

(First)

(Middle)

ONE ALLIED DRIVE

(Street)

LITTLE ROCK

ARKANSAS

72202

(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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Units - Class A⁽¹⁾	07/01/2026		M		2,500⁽¹⁾	A	⁽²⁾	290,864	D
Common Units - Class A⁽¹⁾	07/01/2026		D		2,500⁽¹⁾	D	$14.77⁽²⁾	288,364	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Units	⁽²⁾	07/01/2026		M			2,500	07/01/2026	07/01/2026	Common Units - Class A	2,500	⁽²⁾	7,563	D
Phantom Units	⁽³⁾⁽⁴⁾	07/01/2026		A		2,976		07/01/2027	07/01/2027	Common Units - Class A	2,976	⁽³⁾⁽⁴⁾	10,539	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:

	Sharilyn S. Gasaway	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.
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did GENESIS ENERGY LP (GEL) report for Sharilyn S. Gasaway?

GENESIS ENERGY LP reported that director Sharilyn S. Gasaway had 2,500 phantom units vest and be paid in cash, tied to 2,500 Common Units - Class A, and received a grant of 2,976 new phantom units, all as part of compensation-related arrangements.

How many GENESIS ENERGY LP common units does Sharilyn S. Gasaway hold after this Form 4?

After the reported transactions, Sharilyn S. Gasaway directly holds 288,364 Common Units - Class A of GENESIS ENERGY LP. This figure reflects the acquisition and simultaneous disposition to the issuer linked to the vested phantom units described in the Form 4 filing.

What are the details of the new phantom unit grant reported for GEL director Sharilyn S. Gasaway?

Sharilyn S. Gasaway received 2,976 phantom units, each linked to Common Units - Class A and carrying tandem distribution equivalent rights. These phantom units will be paid in cash based on the average closing price over the 20 trading days before their vesting date.

How are phantom units settled for GENESIS ENERGY LP in this Form 4?

The phantom units are settled in cash, calculated using the average closing price of Common Units - Class A over the 20 trading days immediately before vesting, and this cash payment is treated as a disposition of phantom units and simultaneous issuer-related movements in the underlying common units.

How many phantom units does Sharilyn S. Gasaway hold after the GEL Form 4 transactions?

Following the combination of vesting, cash settlement, and the new grant, Sharilyn S. Gasaway holds 10,539 phantom units. These units are tied to Common Units - Class A and include distribution equivalent rights over their vesting period as described in the filing footnotes.

Do the GENESIS ENERGY LP phantom units for Sharilyn S. Gasaway include distribution rights?

Yes. The award includes tandem distribution equivalent rights, meaning quarterly distributions paid on each Common Unit - Class A are accrued over the vesting period and paid quarterly, enhancing the economic alignment of the phantom units with the underlying common units.