[Form 4] GENESIS ENERGY LP Insider Trading Activity

Rhea-AI Filing Summary

James E. Davison, Jr., a director of Genesis Energy LP (GEL), reported insider transactions dated 10/01/2025. The filing shows a deemed acquisition of 2,778 Common Units - Class A via vesting of phantom units and a simultaneous cash payment/disposition treatment, plus a reported cash payout upon vesting based on the 20-day average closing price. The report also records a disposition of 2,778 Common Units at a price of $16.53 and continuing beneficial ownership in multiple trusts: 446,461, 446,462, 446,460, and 187,856 Common Units attributable to named trusts. Additional phantom units (2,420) were granted with a 10/01/2026 vesting and include distribution-equivalent rights. The reporter disclaims beneficial ownership except to the extent of pecuniary interest.

Positive

• Disclosure of compensation-related transactions (phantom units paid in cash) provides transparency into director remuneration
• Detailed reporting of indirect trust holdings with explicit disclaimers clarifies ownership structure
• New phantom-unit award (2,420 units) includes distribution-equivalent rights, aligning incentives with unit performance

Negative

• Reported disposition of 2,778 Common Units at $16.53 reduced direct reported holdings
• Cash settlement of vested phantom units means no additional long-term equity was retained from vesting

Insights

Securities Analyst

TL;DR: Director reported routine vesting and cash settlement of phantom units, a small disposition at $16.53, and maintained significant trust-linked holdings.

The Form 4 describes compensation-related activity rather than open-market strategic trading. Vesting of phantom units was paid in cash using the 20-day average closing price and treated as both an acquisition and a disposition for reporting purposes. A matching disposition of 2,778 Common Units at $16.53 is reported. The filing also discloses substantial indirect holdings across four trusts totaling 1,526, >= units combined as listed, which remain reported as indirect/pecuniary interests. Impact on public float appears limited given the modest size of the reported units relative to the disclosed trust holdings.

Corporate Governance Expert

TL;DR: This is a standard insider reporting of compensation vesting and trust-held interests with clear disclaimers of beneficial ownership.

The report clarifies the nature of the transactions: cash settlement of phantom units and future phantom-unit awards with distribution-equivalent rights. The reporter explicitly disclaims beneficial ownership of trust-held units except for pecuniary interest, which is customary in governance disclosures. No executive departures, unusual transfers, or related-party acquisitions beyond trust interests are indicated. From a governance perspective, documentation and explanation in the remarks align with Section 16 reporting norms.

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

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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^*

Davison James E. Jr.

(Last) (First) (Middle)

2000 FARMERVILLE HIGHWAY

(Street)

RUSTON LA 71270

(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		2,778(1)	A	(2)	3,885,823	D
Common Units - Class A(1)	10/01/2025		D		2,778(1)	D	$16.53(2)	3,883,045	D
Common Units - Class A								446,461	I	James Ellis Davison, III Trust(3)
Common Units - Class A								446,462	I	Sarah Margaret Davison Trust(3)
Common Units - Class A								446,460	I	William Charles Davison Trust(3)
Common Units - Class A								187,856	I	James E. and Margaret A.B. Davison Special Trust(4)

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			2,778	10/01/2025	10/01/2025	Common Units - Class A	2,778	(2)	8,315	D
Phantom Units	(5)(6)	10/01/2025		A		2,420		10/01/2026	10/01/2026	Common Units - Class A	2,420	(5)(6)	10,735	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. Due to the reporting person's relationship with the beneficiaries and trustees of the Sarah Margaret Davison Trust, the William Charles Davison Trust and the James Ellis Davison, III Trust (collectively, the "Trusts"), the reporting person could be deemed to have an indirect pecuniary interest in the Common Units Class A that are beneficially owned by the Trusts. All Common Units Class A owned by the Trusts are reported on these lines. The reporting person disclaims beneficial ownership of these Common Units Class A except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these Common Units Class A for purposes of Section 16 or for any other purpose.

4. These Common Units Class A are beneficially owned by the James E. and Margaret A.B. Davison Special Trust (the "Special Trust"). The reporting person could be deemed to have an indirect pecuniary interest in such Common Units Class A. All Common Units Class A owned by the Special Trust are reported on this line. The reporting person disclaims beneficial ownership of these Common Units Class A except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these Common Units Class A for purposes of Section 16or for any other purpose.

5. 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.

6. 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:

	James E. Davison, Jr.	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.
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FAQ

What insider activity did GEL director James E. Davison, Jr. report on Form 4?

The director reported vesting-related transactions on 10/01/2025 including a deemed acquisition and simultaneous disposition of 2,778 Common Units - Class A, a cash payout based on the 20-day average closing price, and a disposition of 2,778 units at $16.53.

How many Common Units - Class A are reported as indirectly owned via trusts?

The filing lists trust-held beneficial ownership of 446,461, 446,462, 446,460, and 187,856 Common Units - Class A across the named trusts.

Were any new awards granted to the reporting person?

Yes. The filing shows an award of 2,420 phantom units dated 10/01/2025 with a vesting/exercise date of 10/01/2026 and distribution-equivalent rights.

At what price were units disposed of in the reported transaction?

The disposition of 2,778 Common Units was reported at a price of $16.53.

Does the reporting person claim beneficial ownership of the trust-held units?

The reporting person disclaims beneficial ownership of the trust-held Common Units except to the extent of any pecuniary interest, as stated in the remarks.