Sprague Resources Holdings LLC - May 28, 2021 Form 4 Insider Report for Sprague Resources LP (SRLP)

Signature
/s/ Paul A. Scoff, as Vice President, General Counsel,Chief Compliance Officer and Secretary of Sprague Resources Holdings LLC
Stock symbol
SRLP
Transactions as of
May 28, 2021
Transactions value $
-$264,964,986
Form type
4
Date filed
5/28/2021, 08:10 AM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SRLP Common Units representing limited partner interests Sale -$265M -16.1M -100% $16.50 0 May 28, 2021 See Footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Sprague Resources Holdings LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On May 28, 2021, pursuant to the terms of the previously announced purchase agreement, dated April 20, 2021, among Sprague Resources Holdings LLC, a wholly owned subsidiary of Axel Johnson Inc. ("Sprague Holdings"), Sprague HP Holdings, LLC ("Buyer") and, solely for purposes of Section 11.14 thereof, Hartree Partners, LP, Sprague Holdings sold to Buyer all of Sprague Holdings' interest in Sprague Resources GP LLC (the "General Partner"), the general partner of Sprague Resources LP (the "Partnership"), all of the common units representing limited partner interests that Sprague Holdings owns in the Partnership and all of the Partnership's Incentive Distribution Rights, as defined in the First Amended and Restated Agreement of Limited Partnership of the Partnership. The aggregate consideration paid to Sprague Holdings by Buyer at the closing of the acquisition was $290,000,000 in cash.
F2 This Form 4 is jointly filed by Sprague Holdings and Antonia Ax:son Johnson.
F3 Sprague Holdings previously had the right to appoint all of the directors of the Board of Directors of the General Partner. Therefore, each of Sprague Holdings and Antonia Ax:son Johnson could have formerly been deemed a director by deputization.