4//SEC Filing
Dugan James F. 4
Accession 0001104659-18-008597
CIK 0001319229other
Filed
Feb 11, 7:00 PM ET
Accepted
Feb 12, 7:43 PM ET
Size
16.0 KB
Accession
0001104659-18-008597
Insider Transaction Report
Form 4
Dugan James F.
EVP Engineering & Operations
Transactions
- Exercise/Conversion
Common Units Representing Limited Partner Interests
2018-02-09+2,764.846→ 7,737.846 total - Tax Payment
Common Units Representing Limited Partner Interests
2018-02-09$38.09/sh−650.809$24,789→ 7,087.038 total - Exercise/Conversion
Common Units Representing Limited Partner Interests
2018-02-09$38.09/sh−54.038$2,058→ 7,033 total - Award
Phantom Units
2018-02-08+261.664→ 13,392.45 total→ Common Units Representing Limited Partner Interests (261.664 underlying) - Exercise/Conversion
Phantom Units
2018-02-09−2,765.741→ 10,626.709 total→ Common Units Representing Limited Partner Interests (2,765.741 underlying)
Footnotes (7)
- [F1]Represents the settlement of phantom units granted to the Reporting Person in 2015 under the TLP Management Services LLC Savings and Retention Plan, which constitutes a "Program" under the 2016 Long Term Incentive Plan (the "Plan") via the issuance of common units representing limited partner interests in TransMontaigne Partners L.P. (the "common units"). The form of settlement was approved by the Plan Administrator, and settled in common units, net of 0.8944 fraction units, which were paid out in cash, on February 9, 2018, which is deemed the "settlement date" of the 2015 award for the purposes of this Report. Pursuant to applicable SEC reporting requirements, the settlement of the phantom units in exchange for common units is reported on this Form 4 as a disposition of the phantom units being settled in exchange for the acquisition of the underlying common units.
- [F2]Each phantom unit represents the right to receive one common unit of TransMontaigne Partners L.P. ("TLP") or the cash value thereof.
- [F3]Represents the amount of common units received by the Reporting Person on the settlement date with respect to the phantom units that the Reporting Person received on February 8, 2018 as a result of the quarterly distribution declared by TLP for the period ended December 31, 2017, which units were paid out in cash for administrative convenience.
- [F4]Represents additional phantom units granted to the Reporting Person under the Plan as a result of the quarterly distribution declared on the common units for the period ended December 31, 2017, which distribution was paid to common unitholders on February 8, 2018. Under the Plan, in lieu of a cash distribution in respect of phantom units, each Plan participant receives additional phantom units equal in value to the aggregate quarterly distribution allocable to the phantom units held by such participant.
- [F5]Phantom units awarded under the Plan vest 50% as of the first day of the month that falls closest to the second anniversary of the grant date, with the remaining 50% vesting as of the first day of the month that falls closest to the third anniversary of the grant date. The phantom units are subject to earlier vesting upon a change in control or upon achieving certain age or length of service thresholds as defined in the Plan. The Reporting Person has satisfied the age and length of service thresholds of the Plan.
- [F6]Awards are payable as to 50% of a participant's annual award in the month containing the second anniversary of the grant date, and the remaining 50% in the month containing the third anniversary of the grant date, subject to earlier payment upon the participant's retirement after achieving the age or service thresholds, death or disability, involuntary termination without cause or termination following a change in control, each as specified in the plan. Phantom units may be paid out, in the sole discretion of the Plan Administrator, in cash or in common units, or a combination thereof.
- [F7]For phantom units settled in common units, under the Plan the value of the vested portion of a grant is determined as of the last exchange trading day of the month of January in which such grant vests. Accordingly, the final 50% of the Reporting Person's 2015 award of phantom units vested on January 1, 2018 and was valued at the closing market price on January 31, 2018. The form of settlement was approved by the Plan Administrator, and settled in common units, net of taxes, on the settlement date.
Documents
Issuer
TransMontaigne Partners L.P.
CIK 0001319229
Entity typeother
Related Parties
1- filerCIK 0001709569
Filing Metadata
- Form type
- 4
- Filed
- Feb 11, 7:00 PM ET
- Accepted
- Feb 12, 7:43 PM ET
- Size
- 16.0 KB