[SCHEDULE 13G/A] NGL ENERGY PARTNERS LP SEC Filing

Rhea-AI Filing Summary

RM Trading of Florida LLC filed Amendment No. 1 to Schedule 13G on 4 Aug 2025 disclosing its current position in NGL Energy Partners LP (ticker: NGL). As of the event date 2 Jul 2025, the Florida-based entity, managed by Mark Paley, owns 4,306,135 common units with shared voting and dispositive power only. This equals 3.3 % of the outstanding units, down from a previously reportable level above 5 %. Item 5 confirms the holder now owns “5 percent or less” of the class.

The filing is made under Rule 13d-1(c) as a passive investment; the certification states the securities were not acquired to influence control. No subsidiaries or additional group members are identified. Ownership type is coded “OO” (other organization).

• Reporting person: RM Trading of Florida LLC
• Manager/signatory: Mark Paley
• Beneficial ownership: 4.31 m units; 0 sole / 4.31 m shared
• Percent of class: 3.3 %

Implication: A notable holder has reduced its stake below the 5 % threshold, signalling partial exit or dilution, but it remains a mid-sized shareholder. No operational or financial metrics for NGL are included in this filing.

Positive

• Transparent disclosure of current 3.3 % holding allows investors to gauge ownership changes.
• Passive certification confirms no activist intentions, reducing control-change risk.

Negative

• Stake reduction below 5 % implies selling pressure and reduced insider alignment.
• Loss of mandatory reporting once below 5 % decreases future visibility into this holder’s transactions.

Insights

Financial Analyst

TL;DR – Holder trims stake to 3.3 %; modestly negative signal but low overall impact.

Dropping below 5 % suggests RM Trading has sold roughly a third of its prior position or has been diluted. While a 4.3 m-unit sale can pressure liquidity in the near term, the ownership is still passive and no activist intent is expressed. Given NGL’s typical daily volume, the disposal is unlikely to be disruptive if executed over time. From a valuation standpoint, the filing does not change fundamentals; it merely removes an obligatory reporting requirement going forward. I view the impact on share price sentiment as mildly negative, yet not material to long-term valuation.

Corporate Governance Specialist

TL;DR – Governance neutral: passive investor exits reporting status, no control implications.

The amendment reiterates that the units are held without intent to influence control, aligning with Rule 13d-1(c). Reduction below 5 % eliminates mandatory Schedule 13D/G updates, decreasing future transparency on this holder. However, the stake was never large enough to materially affect governance decisions at NGL. No group formation, no board nomination, and no activist language means corporate control risk remains unchanged. Overall governance impact is neutral.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

NGL Energy Partners LP

(Name of Issuer)

COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS

(Title of Class of Securities)

62913M107

(CUSIP Number)

07/02/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 62913M107

1

Names of Reporting Persons

RM Trading of Florida LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

FLORIDA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 4,306,135.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 4,306,135.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,306,135.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

3.3 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: NGL Energy Partners LP
(b)	Address of issuer's principal executive offices: 6120 S. YALE, 6120 S. YALE, TULSA, OKLAHOMA, 74136.
Item 2.
(a)	Name of person filing: Mark Paley
(b)	Address or principal business office or, if none, residence: 1 No Breakers Row Apt 141, Palm Beach, FL 33480
(c)	Citizenship: USA
(d)	Title of class of securities: COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS
(e)	CUSIP No.: 62913M107
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

RM Trading of Florida LLC

Signature:	Mark Paley
Name/Title:	Manager
Date:	08/04/2025

FAQ

How many NGL units does RM Trading of Florida LLC currently own?

The filing lists 4,306,135 common units with shared voting and dispositive power.

What percentage of NGL’s outstanding units does this represent?

The position equals approximately 3.3 % of the class.

Did RM Trading indicate any intent to influence control at NGL?

No. The certification states the units were not acquired to influence control and the filing is under the passive Rule 13d-1(c).

Why is this Schedule 13G/A significant to investors?

It reveals that a prior >5 % holder has reduced its stake below the reporting threshold, signalling potential selling activity.

Who signed the filing on behalf of RM Trading?

The document was signed by Mark Paley, Manager, on 4 Aug 2025.