Genesis Energy (NYSE: GEL) director reports phantom unit grant and cash-settled vesting
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
GENESIS ENERGY LP director James E. Davison Jr. reported compensation-related changes involving phantom units and related Common Units - Class A on 2026-07-01. A vesting event for 2,388 phantom units was settled in cash, which the filing treats as a deemed acquisition and simultaneous disposition of 2,388 common units back to the issuer at $14.77 per unit.
Davison also received a new award of 2,843 phantom units, each linked to an equivalent number of common units, with payment in cash based on the average closing price before vesting and including distribution equivalent rights that accrue quarterly distributions over the vesting period. Following these transactions, he directly holds 3,883,045 Common Units - Class A and 7,225 phantom units187,856 units in the James E. and Margaret A.B. Davison Special Trust and 446,460 units in the William Charles Davison Trust, subject to pecuniary-interest disclaimers.
Positive
- None.
Negative
- None.
Insider Trade Summary
2,388 shares exercised/converted
Mixed
8 txns
Insider
Davison James E. Jr.
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Phantom Units | 2,388 | $0.00 | -- |
| Grant/Award | Phantom Units | 2,843 | $0.00 | -- |
| Exercise | Common Units - Class A | 2,388 | $0.00 | -- |
| Disposition | Common Units - Class A | 2,388 | $14.77 | $35K |
| holding | Common Units - Class A | -- | -- | -- |
| holding | Common Units - Class A | -- | -- | -- |
| holding | Common Units - Class A | -- | -- | -- |
| holding | Common Units - Class A | -- | -- | -- |
Holdings After Transaction:
Phantom Units — 7,225 shares (Direct, null);
Common Units - Class A — 3,885,433 shares (Direct, null);
Common Units - Class A — 446,461 shares (Indirect, James Ellis Davison, III Trust)
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. 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. 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 16 or for any other purpose. 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 disposed to issuer: 2,388 units at $14.77
Common units acquired via exercise: 2,388 units
New phantom unit award: 2,843 phantom units
+4 more
7 metrics
Common units disposed to issuer
2,388 units at $14.77
Deemed disposition of Common Units - Class A on 2026-07-01
Common units acquired via exercise
2,388 units
Exercise/conversion of phantom units into Common Units - Class A
New phantom unit award
2,843 phantom units
Grant of phantom units on 2026-07-01 linked to Common Units - Class A
Phantom units outstanding
7,225 phantom units
Phantom unit balance following transactions on 2026-07-01
Direct common unit holdings
3,883,045 units
Common Units - Class A directly held after transactions
Special Trust holdings
187,856 units
Common Units - Class A in James E. and Margaret A.B. Davison Special Trust
William Charles Davison Trust holdings
446,460 units
Common Units - Class A beneficially owned by this trust
Key Terms
phantom units, distribution equivalent rights, disposition to issuer, indirect pecuniary interest
4 terms
phantom units financial
"The payment of the phantom units in cash is deemed to be a disposition"
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.
distribution equivalent rights financial
"Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions"
disposition to issuer financial
"transaction_action": "issuer disposition", "transaction_code_description": "Disposition to issuer""
indirect pecuniary interest financial
"the reporting person could be deemed to have an indirect pecuniary interest in the Common Units"
FAQ
What insider transactions did GEL director James E. Davison Jr. report?
James E. Davison Jr. reported a vesting and a new grant of phantom units. 2,388 phantom units vested and were settled in cash, with a deemed acquisition and disposition of the same number of common units, and 2,843 new phantom units were granted as compensation-linked awards.
How many GENESIS ENERGY LP common units does Davison hold after this Form 4?
After the reported transactions, Davison directly holds 3,883,045 Common Units - Class A. This figure reflects the net result of the phantom unit vesting settled in cash and the related deemed disposition of 2,388 common units back to the issuer.
What are the key details of the new phantom unit award reported for GEL?
Davison received 2,843 new phantom units tied to Common Units - Class A. These will be paid in cash based on the average closing price over 20 trading days before vesting and include distribution equivalent rights that accrue and pay quarterly distributions during the vesting period.
How many phantom units does Davison have in total after the GEL transactions?
Following the transactions, Davison holds 7,225 phantom units. This balance reflects the exercise of 2,388 phantom units into cash-settled common units and the addition of 2,843 newly granted phantom units as part of his compensation package.
Does Davison have indirect interests in GENESIS ENERGY LP units through trusts?
Yes, Davison is associated with several family trusts holding Common Units - Class A. These include 187,856 units in the James E. and Margaret A.B. Davison Special Trust and 446,460 units in the William Charles Davison Trust, with beneficial ownership disclaimed except for any pecuniary interest.