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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
October 16, 2026
GLOBAL PARTNERS LP
(Exact name of registrant as specified in its
charter)
| Delaware |
001-32593 |
74-3140887 |
|
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
275 Grove Street
Suite 3-400
Newton, Massachusetts 02466
(Address of Principal Executive Offices)
(781) 894-8800
(Registrant’s telephone number, including
area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Units representing limited partner interests |
|
GLP |
|
New York Stock Exchange |
Indicate by check mark
whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 1.01. | Entry into a Material Definitive Agreement |
On October 16, 2026, Global Partners LP
(the “Partnership”), as guarantor, and certain of its subsidiaries, as
borrowers, entered into the Twelfth Amendment to Third Amended and Restated Credit Agreement and Joinder (the “Twelfth
Amendment”), which further amends the Third Amended and Restated Credit Agreement dated April 25, 2017 (as amended
prior to the Twelfth Amendment, the “Existing Credit Agreement” and as
amended through the Twelfth Amendment, the “Credit Agreement”). The
Twelfth Amendment amends certain terms and provisions of the Existing Credit Agreement to, among other things, (i) extend the
maturity date of the credit facility from March 20, 2028 to October 16, 2031, (ii) maintain each of the $1.0 billion
Aggregate WC Commitment (as defined in the Credit Agreement) and the $500 million Aggregate Revolver Commitment (as defined in the
Credit Agreement) and reduce the previously extended Aggregate WC Interim Commitment (as defined in the Credit Agreement) to $0, and
(iii) assign all or a portion of certain lenders’ Loans and Commitments under the Credit Agreement to certain other new
and/or existing Lenders that wish to assume such Loans and Commitments. Capitalized terms used but not otherwise defined herein
shall have the meanings respectively ascribed to such terms in the Credit Agreement.
The foregoing description of the Twelfth Amendment
does not purport to be complete and is qualified in its entirety by reference to the Twelfth Amendment. A copy of the Twelfth Amendment
is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
All other material terms of the Credit Agreement
remain the same as disclosed in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2025.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The description of the Twelfth Amendment under
Item 1.01 above is incorporated into this Item 2.03 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit
Number |
|
Description |
| 10.1# |
|
Twelfth Amendment to Third Amended and Restated Credit Agreement and Joinder, dated October 16, 2026. |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
# Schedules and similar attachments have been omitted pursuant to Item
601(a)(5) of Regulation S-K. The Partnership undertakes to furnish supplementally copies of any of the omitted schedules and exhibits
upon request by the U.S. Securities and Exchange Commission.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| |
GLOBAL PARTNERS LP |
| |
|
|
| |
By: |
Global GP LLC |
| |
|
its general partner |
| |
|
|
| |
|
|
| Dated: October 16, 2026 |
By: |
/s/ Kristin K. Seabrook |
| |
|
Kristin K. Seabrook |
| |
|
Chief Legal Officer and Secretary |
