Sunoco (SUN) EVP granted 20,000 restricted phantom units in long-term incentive award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Harkness Austin reported acquisition or exercise transactions in this Form 4 filing.

Sunoco LP executive vice president and chief commercial officer Austin Harkness received an award tied to 20,000 restricted phantom units. These units were granted at no cash cost as a special one-time recognition award under the Sunoco LP 2018 Long-Term Incentive Plan. The award is scheduled to vest 60% on December 5, 2028 and 40% on December 5, 2030, generally contingent on Harkness’s continued employment through each vesting date. Following this grant, his directly held common units total 124,551, reflecting a compensation-related increase rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Harkness Austin

Role EVP, Chief Commercial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Units	20,000	$0.00	--

Holdings After Transaction: Common Units — 124,551 shares (Direct, null)

Footnotes (1)

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Key Figures

Restricted phantom units granted: 20,000 units Grant price per unit: $0.00 per unit Units held after transaction: 124,551 common units +2 more

5 metrics

Restricted phantom units granted 20,000 units Special one-time award under 2018 Long-Term Incentive Plan

Grant price per unit $0.00 per unit Equity-based compensation, not an open-market purchase

Units held after transaction 124,551 common units Direct ownership following the award

First vesting tranche 60% on December 5, 2028 Time-based vesting contingent on continued employment

Second vesting tranche 40% on December 5, 2030 Remaining portion of restricted phantom units

Key Terms

restricted phantom units, Sunoco LP 2018 Long-Term Incentive Plan, vest, continued employment

4 terms

restricted phantom units financial

"A special one-time award of restricted phantom units granted in recognition of the reporting person's performance"

Sunoco LP 2018 Long-Term Incentive Plan financial

"awarded under the Sunoco LP 2018 Long-Term Incentive Plan, as amended"

vest financial

"The award shall vest 60% on December 5, 2028, and 40% on December 5, 2030"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

continued employment financial

"generally contingent upon the reporting person's continued employment through each applicable vesting date"

Continued employment means that an individual remains in their current job without interruption. For investors, it signals stability and ongoing work that can affect company performance and future prospects. Like a steady heartbeat for a business, sustained employment helps ensure consistent operations and financial health.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/26/2026 - 05:01 PM Accepted by SEC EDGAR 06/26/2026 - 05:00 PM

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^*

Harkness Austin

(Last)

(First)

(Middle)

8111 WESTCHESTER DRIVE

STE 400

(Street)

DALLAS

TEXAS

75225

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sunoco LP [ SUN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Chief Commercial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Units	06/25/2026		A		20,000⁽¹⁾	A	$0	124,551	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. A special one-time award of restricted phantom units granted in recognition of the reporting person's performance and contributions, awarded under the Sunoco LP 2018 Long-Term Incentive Plan, as amended. The award shall vest 60% on December 5, 2028, and 40% on December 5, 2030, generally contingent upon the reporting person's continued employment through each applicable vesting date.

	Peggy J. Harrison, Attorney-in-Fact for Mr. Harkness	06/26/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Sunoco LP (SUN) EVP Austin Harkness receive in this Form 4 filing?

Austin Harkness received a special one-time award of 20,000 restricted phantom units. The award recognizes his performance and contributions and is granted under the Sunoco LP 2018 Long-Term Incentive Plan, expanding his equity-linked compensation position without an open-market purchase.

How do the 20,000 restricted phantom units for SUN’s EVP vest over time?

The 20,000 restricted phantom units vest in two tranches over several years. Sixty percent vests on December 5, 2028, and the remaining 40% vests on December 5, 2030, generally requiring continued employment through each vesting date.

Is the Sunoco LP (SUN) phantom unit award to Austin Harkness an open-market buy or a grant?

The award is a grant of restricted phantom units, not an open-market purchase. It was issued at a stated price of $0.00 per unit as equity-based compensation recognizing his performance and contributions under the company’s long-term incentive plan.

How many Sunoco LP (SUN) common units does Austin Harkness hold after this transaction?

After the grant, Austin Harkness directly holds 124,551 common units. This total reflects the addition of 20,000 restricted phantom units awarded as long-term incentive compensation, rather than shares acquired through buying on the open market.

What plan governs the restricted phantom units granted to Sunoco LP (SUN) EVP Austin Harkness?

The restricted phantom units were granted under the Sunoco LP 2018 Long-Term Incentive Plan, as amended. This plan provides equity-linked awards such as phantom units to align executive compensation with long-term partnership performance and retention goals.