Invesco Ltd. has filed an amended Schedule 13G reporting beneficial ownership of 8,846,679 Sunoco LP partnership interests, representing 4.7% of the class as of 12/31/2025.
Invesco reports sole voting and dispositive power over these units in its role as a parent holding company to investment advisers, with the securities held in client accounts. The filing notes that no single underlying investor has more than 5% economic ownership and states the position is held in the ordinary course of business, not for the purpose of changing or influencing control of Sunoco LP.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Sunoco LP
(Name of Issuer)
Partnership Interest
(Title of Class of Securities)
86765K109
(CUSIP Number)
12/31/2025
(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.
86765K109
1
Names of Reporting Persons
Invesco Ltd.
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
BERMUDA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
8,846,679.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
8,846,679.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
8,846,679.00
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)
4.7 %
12
Type of Reporting Person (See Instructions)
HC, IA
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Sunoco LP
(b)
Address of issuer's principal executive offices:
8111 Westchester Dr, Dallas, TX 75225
Item 2.
(a)
Name of person filing:
Invesco Ltd. ("Invesco Ltd.")
(b)
Address or principal business office or, if none, residence:
1331 Spring Street NW, Suite 2500, Atlanta, GA 30309
(c)
Citizenship:
Bermuda
(d)
Title of class of securities:
Partnership Interest
(e)
CUSIP No.:
86765K109
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 4.
Ownership
(a)
Amount beneficially owned:
Invesco Ltd., in its capacity as a parent holding company to its investment advisers, may be deemed to beneficially own 8,846,679 shares of the Issuer which are held of record by clients of Invesco Ltd.
(b)
Percent of class:
4.7 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
8,846,679
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
8,846,679
(iv) Shared power to dispose or to direct the disposition of:
0
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
However, no one individual has greater than 5% economic ownership. The shareholders of the Fund have the right to receive or the power to direct the receipt of dividends and proceeds from the sale of securities listed above.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Invesco Advisers, Inc.
Invesco Capital Management LLC
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 acquired and are held in the ordinary course of business and 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.
What stake in Sunoco LP (SUN) does Invesco Ltd. report?
Invesco Ltd. reports beneficial ownership of 8,846,679 Sunoco LP partnership interests, equal to 4.7% of the class. These units are held in client accounts managed by Invesco’s investment advisers, with Invesco exercising sole voting and dispositive power in its capacity as parent holding company.
Is Invesco Ltd.’s Sunoco LP (SUN) ownership intended to influence control?
Invesco states the Sunoco LP securities are held in the ordinary course of business, not to change or influence control. The filing explicitly certifies the holdings are not connected with any control-seeking transaction, other than activities solely related to director nominations under the specified SEC rule.
How is voting power over Sunoco LP (SUN) units allocated for Invesco?
Invesco reports sole power to vote, or direct the vote of, 8,846,679 Sunoco LP partnership interests and no shared voting power. It also has sole dispositive power over the same number of units, reflecting control through its investment adviser subsidiaries on behalf of underlying clients.
Do any individual investors hold over 5% of Sunoco LP (SUN) through Invesco?
No individual investor exceeds 5% economic ownership of Sunoco LP through Invesco-managed accounts. The filing explains that shareholders of the relevant fund have rights to dividends and sale proceeds from these securities, but no single holder reaches the 5% economic ownership threshold.
Which Invesco subsidiaries are associated with the Sunoco LP (SUN) holdings?
The filing identifies Invesco Advisers, Inc. and Invesco Capital Management LLC as the relevant subsidiaries connected to the Sunoco LP securities. Invesco Ltd. reports the position in its capacity as a parent holding company over these investment adviser entities managing client accounts.
What type of securities of Sunoco LP (SUN) does Invesco own?
Invesco’s reported holdings consist of Sunoco LP partnership interests identified by CUSIP 86765K109. These are the issuer’s partnership units, with Invesco’s beneficial ownership calculated at 8,846,679 units, representing 4.7% of the total outstanding class on the stated measurement date.