GASAWAY SHARILYN S 4

What Happened

• Sharilyn S. Gasaway, a director of Genesis Energy LP (GEL), had multiple related transactions on 2026-07-01. The filing reports an exercise/conversion of derivative interests and a disposition to the issuer of 2,500 Common Units - Class A at $14.77 per unit, producing $36,925 in proceeds. The transactions reflect cash settlement of phantom units and the simultaneous acquisition/disposition mechanics described in the filing. The report also shows a grant/award of 2,976 phantom units (derivative) to Gasaway.

Key Details

• Transaction date: 2026-07-01 (filed 2026-07-02; filing appears timely)
• Sale/disposition: 2,500 Common Units - Class A at $14.77 each, total $36,925 (Disposition to issuer)
• Derivative activity: exercise/conversion entries for 2,500 units (acquired) and 2,500 units (disposed) are reported as M-code (derivative exercise/conversion)
• Award: 2,976 phantom units granted (A-code); these are derivative-based compensation
• Shares owned after transaction: Not disclosed in the filing
• Notable footnotes from the filing:
  • F1–F3: Phantom units are paid in cash based on the 20-trading-day average closing price before vesting; cash payment is treated as a disposition of the phantom units and as if the underlying common units were acquired and immediately disposed to the issuer.
  • F4: The award includes tandem distribution-equivalent rights (quarterly distributions accrue and are paid over the vesting period).

Context

• These transactions involve phantom-unit awards and cash settlements rather than an open-market sale to a third party. The filing indicates a cash settlement mechanism (not a market sale), which is common for deferred/phantom unit plans and is treated administratively as an exercise or disposition for reporting. Awards of phantom units (the newly granted 2,976 units) are typically paid in cash on vesting and include accrued distribution equivalents, so they represent compensation rather than a purchase decision.