JASTROW KENNETH M II 4

What Happened

• Kenneth M. Jastrow II, a director of Genesis Energy LP (GEL), had 2,649 phantom units vest and be cash‑settled on 2026-07-01, resulting in a cash payment equal to the underlying common units valued at $14.77 each for a total of $39,126. The filing also shows a grant of 3,154 new phantom units (an award) on the same date.
• This was a cash settlement of phantom units (not an open‑market sale of his shares). The transaction is recorded as an exercise/conversion of a derivative followed by a disposition to the issuer — effectively converting vested phantom units to cash.

Key Details

• Transaction date: 2026-07-01; Filing date: 2026-07-02 (timely).
• Cash‑settled disposition: 2,649 units at $14.77 each = $39,126.
• New award: 3,154 phantom units granted (no per‑unit price disclosed).
• Footnotes: Vesting payment is cash based on the 20‑day average closing price prior to vesting (F1–F3). The award includes tandem distribution equivalent rights that accrue distributions during the vesting period and are paid quarterly (F4).
• Shares owned after the transaction: not specified in this Form 4.

Context

• These phantom units are cash‑settled awards — the director did not sell existing common units on the open market. Cash settlement is common for deferred compensation and does not necessarily signal a change in his view of the company.
• For investors, purchases are generally more informative than routine cash settlements; this filing documents compensation and payout mechanics rather than an investment decision.