Suburban Propane Partners (NYSE: SPH) starts $350M private 2035 senior notes sale

Rhea-AI Filing Summary

Suburban Propane Partners, L.P. announced that it has commenced a private offering of $350,000,000 aggregate principal amount of senior notes due 2035. These senior notes are being offered in a transaction exempt from registration under the Securities Act of 1933.

The 2035 notes will not be registered under U.S. federal or state securities laws and may only be offered or sold in the United States under an applicable exemption from those registration requirements. The company also released a press statement describing the start of this senior notes offering, which is referenced as an exhibit.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

SUBURBAN PROPANE PARTNERS LP false 0001005210 0001005210 2025-12-08 2025-12-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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)

December 8, 2025

Commission File Number: 1-14222

SUBURBAN PROPANE PARTNERS, L.P.

(Exact name of registrant as specified in its charter)

Delaware		22-3410353
(State or Other Jurisdiction of Incorporation)		(IRS Employer Identification No.)

240 Route 10 West

Whippany, New Jersey 07981

(973) 887-5300

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

☐ 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		Name of exchange on which registered
Common Units		SPH		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 7.01 Regulation FD Disclosure.

On December 8, 2025, Suburban Propane Partners, L.P. issued a press release announcing the commencement of its offering of $350,000,000 aggregate principal amount of senior notes due 2035 (the “2035 Notes”) in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”).

As permitted by Rule 135c under the Securities Act, the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The 2035 Notes will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits:

99.1		Press release of Suburban Propane Partners, L.P. dated December 8, 2025, announcing the commencement of its private offering of senior notes due 2035.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

		SUBURBAN PROPANE PARTNERS, L.P.
Date: December 8, 2025		By:		/s/ MICHAEL A. KUGLIN
				Name:		Michael A. Kuglin
				Title:		Chief Financial Officer

FAQ

What financing did Suburban Propane Partners (SPH) announce on December 8, 2025?

Suburban Propane Partners, L.P. announced the commencement of a private offering of $350,000,000 aggregate principal amount of senior notes due 2035.

Are Suburban Propane Partners' new 2035 senior notes registered with the SEC?

No. The 2035 senior notes will not be registered under the Securities Act or any state securities laws and are being offered in a transaction exempt from registration.

Under what conditions can the SPH 2035 senior notes be sold in the United States?

The 2035 notes may not be offered or sold in the United States unless the transaction qualifies for an applicable exemption from the registration requirements of the Securities Act and state securities laws.

What exhibit is associated with Suburban Propane Partners' $350 million notes offering?

Exhibit 99.1 is a press release dated December 8, 2025, announcing the commencement of the private offering of senior notes due 2035.

What is the maturity of Suburban Propane Partners' newly announced senior notes?

The newly announced senior notes are senior notes due 2035, meaning they mature in that year.

What stock exchange lists Suburban Propane Partners’ common units?

Suburban Propane Partners’ common units trade on the New York Stock Exchange under the symbol SPH.