[Form 4] GENESIS ENERGY LP Insider Trading Activity

Rhea-AI Filing Summary

Genesis Energy LP insider James E. Davison reported transactions on 10/01/2025 involving Class A common units and related phantom units. Mr. Davison received 2,778 vested phantom units that were treated as a disposition of the phantom units and an acquisition of the underlying Common Units - Class A, and those vested units were paid in cash based on the 20-trading-day average closing price prior to vesting. On the same date 2,778 Common Units - Class A were sold at a price of $16.53 each. Following the reported activity, the filing shows Mr. Davison directly beneficially owns approximately 2.717 million Common Units - Class A and indirectly owns 1,010,835 Common Units through Terminal Services, Inc., of which he is the sole stockholder.

Positive

• Reporting provides clear disclosure of the phantom unit settlement mechanism and pricing (cash based on 20-day average).
• The reporting person retains substantial ownership post-transaction: ~2.717 million direct units plus 1,010,835 indirect units via Terminal Services, Inc.

Negative

• A small sale of 2,778 Common Units occurred at $16.53, representing a reduction in direct holdings.

Insights

Financial Analyst

TL;DR: Insider exercised/settled phantom units for cash and sold 2,778 Class A units; substantial remaining direct and indirect holdings remain.

The filing documents a routine compensation-related settlement where phantom units vested and were cash-settled using the 20-day average price, with a simultaneous reported sale of 2,778 Common Units at $16.53. The net effect is a modest reduction in direct holdings from the reported amounts, while aggregate beneficial ownership remains large: direct holdings in the low millions plus an additional 1,010,835 units held indirectly via Terminal Services, Inc. The transaction appears administrative and compensation-driven rather than an open-market strategic disposition.

Corporate Governance Expert

TL;DR: Transactions reflect standard executive compensation settlement and a small sale; disclosures are complete and indicate indirect ownership via a private entity.

The Form 4 clearly states the nature of the phantom unit settlement, the cash valuation method (20-day average), and the reporting person’s indirect ownership through Terminal Services, Inc., of which he is sole shareholder. Documentation is specific about quantities and pricing, and the filing is signed and dated. From a governance perspective, the disclosure meets Section 16 requirements and provides investors with transparent details on the mechanism and amounts involved.

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

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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

(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)	2,720,668	D
Common Units - Class A(1)	10/01/2025		D		2,778(1)	D	$16.53(2)	2,717,890	D
Common Units - Class A								1,010,835	I	Terminal Services, Inc.(3)

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	(4)(5)	10/01/2025		A		2,420		10/01/2026	10/01/2026	Common Units - Class A	2,420	(4)(5)	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. The Reporting Person is the sole stockholder of Terminal Services, Inc.

4. 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.

5. 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	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 the insider report for Genesis Energy LP (GEL)?

The filing reports that on 10/01/2025 phantom units vested and were cash-settled resulting in an acquisition deemed with a simultaneous disposition; additionally 2,778 Class A Common Units were sold at $16.53 each.

How many Genesis Energy LP (GEL) units does James E. Davison beneficially own after the reported transactions?

Following the transactions the filing shows Mr. Davison directly beneficially owns approximately 2,717,890 Class A Common Units and indirectly owns 1,010,835 Class A Common Units through Terminal Services, Inc.

How was the cash payment for the phantom units calculated?

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 vesting date.

What is Terminal Services, Inc. in relation to the reporting person?

The filing states the reporting person is the sole stockholder of Terminal Services, Inc., which holds 1,010,835 Class A Common Units indirectly for the reporting person.

When was the Form 4 signed by the reporting person?

The signature block shows James E. Davison signed the Form 4 on 10/02/2025.