CVR Partners (NYSE: UAN) CEO exercises phantom units, sells common units, gains new award

Rhea-AI Filing Summary

CVR Partners, LP reported insider activity by its President and CEO, who is also a director, involving common units and phantom units on December 10, 2025. The reporting person exercised 2,000 phantom units into common units at an exercise price of $0 and disposed of 2,000 common units at an average price of $94.92. Similar paired transactions occurred for additional blocks of 3,689 and 3,421 common units at the same sale price, leaving 30,593 common units beneficially owned directly.

The filing also shows a new award of 8,482 phantom units granted as compensation. Phantom units from various grant dates vest annually over three years and, upon vesting, either pay cash based on the 10-day average closing price or, for the newest award, may deliver one common unit or an equivalent cash amount, as determined by the board or compensation committee.

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

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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^*

PYTOSH MARK A

(Last) (First) (Middle)

2277 PLAZA DRIVE, SUITE 500

(Street)

SUGAR LAND TX 77479

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CVR PARTNERS, LP [ UAN ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Units(1)	12/10/2025		M		2,000	A	$0(2)	32,593	D
Common Units(1)	12/10/2025		D		2,000	D	$94.92(3)	30,593	D
Common Units(4)	12/10/2025		M		3,689	A	$0(2)	34,282	D
Common Units(4)	12/10/2025		D		3,689	D	$94.92(3)	30,593	D
Common Units(5)	12/10/2025		M		3,421	A	$0(2)	34,014	D
Common Units(5)	12/10/2025		D		3,421	D	$94.92(3)	30,593	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Units(1)	(2)	12/10/2025		M			2,000	(1)	(6)	Common Units	2,000	$0(2)	0	D
Phantom Units(4)	(2)	12/10/2025		M			3,689	(4)	(6)	Common Units	3,689	$0(2)	3,688	D
Phantom Units(5)	(2)	12/10/2025		M			3,421	(5)	(6)	Common Units	3,421	$0(2)	6,840	D
Phantom Units(7)	(8)	12/10/2025		A		8,482		(7)	(6)	Common Units	8,482	$0(8)	8,482	D

Explanation of Responses:

1. The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 14, 2022. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement.

2. Each Phantom Unit reported herein represents the right to receive upon vesting, a cash payment equal to the average closing price of a common unit of CVR Partners, LP for the 10 trading days immediately preceding the vest date.

3. This price represents the average closing price of a common unit of CVR Partners, LP for the 10 trading days immediately preceding the vest date.

4. The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 13, 2023. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement.

5. The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 11, 2024. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement.

6. The Phantom Units expire immediately upon vest.

7. The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 10, 2025. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement.

8. Each Phantom Unit reported herein represents the right to receive upon vesting, one common unit of CVR Partners, LP or a cash payment equal to the average closing price of a common unit of CVR Partners, LP for the 10 trading days immediately preceding the vest date, as determined by the Board or the Compensation Committee, as applicable, in its sole discretion.

Remarks:

	/s/ Mark A. Pytosh	12/12/2025
	** Signature of Reporting Person	Date
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