Genesis Energy (NYSE: GEL) director logs cash-settled phantom unit exercise and new award

Rhea-AI Filing Summary

GENESIS ENERGY LP director Sharilyn S. Gasaway reported routine equity compensation activity involving phantom units and Common Units - Class A. On April 1, 2026, she exercised 2,491 phantom units, which were paid in cash and deemed converted into 2,491 common units and simultaneously disposed back to the issuer at $17.88 per unit.

She also received a new grant of 2,393 phantom units that will vest on April 1, 2027 and be settled in cash based on the 20-day average closing price before vesting, with distribution equivalent rights accumulating quarterly. After these transactions, she holds 288,364 Common Units - Class A and 10,063 phantom units directly.

Insights

Equity compensation and insider-transactions analyst

Routine director compensation: small derivative exercise, cash settlement, and new phantom unit grant.

The filing shows Sharilyn S. Gasaway, a director of GENESIS ENERGY LP, exercising 2,491 phantom units that were settled in cash and deemed converted into Common Units - Class A, then simultaneously disposed back to the issuer at $17.88 per unit.

She also received a new award of 2,393 phantom units scheduled to vest on April 1, 2027, with distribution equivalent rights accruing quarterly. Following the transactions, she directly owns 288,364 Common Units - Class A and 10,063 phantom units, indicating the exercised amount is a small portion of her overall position.

The derivativeSummary is empty, consistent with full settlement of the exercised phantom units, while the new grant represents ongoing equity-based compensation rather than open-market trading. Overall, the transactions appear routine and compensation-related, with limited signaling value for investors.

Insider Trade Summary

2,491 shares exercised/converted

Mixed 4 txns

Insider GASAWAY SHARILYN S

Role Director

Type	Security	Shares	Price	Value
Exercise	Phantom Units	2,491	$0.00	--
Grant/Award	Phantom Units	2,393	$0.00	--
Exercise	Common Units - Class A	2,491	$0.00	--
Disposition	Common Units - Class A	2,491	$17.88	$45K

Holdings After Transaction: Phantom Units — 7,670 shares (Direct); Common Units - Class A — 290,855 shares (Direct)

Footnotes (1)

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

Phantom units exercised: 2,491 units New phantom unit grant: 2,393 units Disposition price to issuer: $17.88 per unit +2 more

5 metrics

Phantom units exercised 2,491 units Cash-settled on April 1, 2026; deemed converted into Common Units - Class A

New phantom unit grant 2,393 units Award vesting April 1, 2027 with cash settlement based on 20-day average price

Disposition price to issuer $17.88 per unit Common Units - Class A deemed disposed to issuer following phantom unit cash payment

Common Units held after transactions 288,364 units Direct ownership of Common Units - Class A after April 1, 2026 transactions

Phantom units held after transactions 10,063 units Direct phantom unit balance following exercise and new grant

Key Terms

Phantom Units, Common Units - Class A, distribution equivalent rights, Exercise or conversion of derivative security, +1 more

5 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"

distribution equivalent rights financial

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

Exercise or conversion of derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

Form 4 Insider Transactions: What Each Field Means →

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)
04/01/2026

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)	04/01/2026		M		2,491(1)	A	(2)	290,855	D
Common Units - Class A(1)	04/01/2026		D		2,491(1)	D	$17.88(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Units	(2)	04/01/2026		M			2,491	04/01/2026	04/01/2026	Common Units - Class A	2,491	(2)	7,670	D
Phantom Units	(3)(4)	04/01/2026		A		2,393		04/01/2027	04/01/2027	Common Units - Class A	2,393	(3)(4)	10,063	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	04/02/2026
	** 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)

FAQ

What insider transactions did GENESIS ENERGY LP (GEL) director Sharilyn Gasaway report?

Sharilyn S. Gasaway reported exercising 2,491 phantom units on April 1, 2026, deemed converted into 2,491 Common Units - Class A and simultaneously disposed to the issuer at $17.88 per unit. She also received a new grant of 2,393 phantom units scheduled to vest on April 1, 2027.

How many GENESIS ENERGY LP Common Units does Sharilyn Gasaway own after this Form 4?

After the reported transactions, Sharilyn S. Gasaway directly owns 288,364 Common Units - Class A of GENESIS ENERGY LP. This follows the cash-settled exercise and deemed disposition of 2,491 units back to the issuer, and reflects her updated post-transaction ownership position disclosed in the filing.

What are the terms of the new phantom unit award to Sharilyn Gasaway at GENESIS ENERGY LP?

The new award grants Sharilyn S. Gasaway 2,393 phantom units that vest on April 1, 2027. Upon vesting, they will be paid in cash based on the average closing price over the 20 trading days before vesting and include quarterly distribution equivalent rights during the vesting period.

How were Sharilyn Gasaway’s phantom units settled in GENESIS ENERGY LP’s Form 4?

The phantom units were settled in cash upon vesting, based on the average closing price of Common Units - Class A over the 20 trading days before vesting. This cash payment is deemed a disposition of phantom units, an acquisition of underlying common units, and a simultaneous disposition of those units to the issuer.

Did Sharilyn Gasaway buy or sell GENESIS ENERGY LP units in the open market?

The Form 4 shows no open-market purchases or sales. Instead, it reports a cash-settled exercise of phantom units deemed converted into common units and simultaneously disposed to the issuer, plus a new phantom unit grant as equity compensation, rather than market trading activity.