Scott Levy - Nov 1, 2022 Form 4 Insider Report for Sprague Resources LP (SRLP)

Role: Director
Signature: /s/ Paul A. Scoff, as attorney-in-fact for Scott Levy
Stock symbol: SRLP
Transactions as of: Nov 1, 2022
Transactions value $: -$982,700
Form type: 4
Date filed: 11/1/2022, 08:58 AM
Previous filing: May 28, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Date	Ownership	Footnotes
transaction	SRLP	Common Units representing limited partner interests	Disposed to Issuer	-$903K	-45.1K	-100%	$20.00	Nov 1, 2022	Direct	F1
transaction	SRLP	Common Units representing limited partner interests	Disposed to Issuer	-$40K	-2K	-100%	$20.00	Nov 1, 2022	Child	F1, F2
transaction	SRLP	Common Units representing limited partner interests	Disposed to Issuer	-$40K	-2K	-100%	$20.00	Nov 1, 2022	Child	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Scott Levy is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	The Reporting Person ceased to beneficially own the common units representing limited partner interests ("Common Units") in the Issuer reported herein at the Effective Time (as defined below) of the merger (the "Merger") of Sparrow HP Merger Sub, LLC, a Delaware limited liability company ("Merger Sub"), with and into the Issuer, with the Issuer surviving the merger and continuing to exist as a Delaware limited partnership. The Merger was effected pursuant to the Agreement and Plan of Merger, dated as of June 2, 2022 (as amended by Amendment No. 1 thereto, dated August 31, 2022, the "Merger Agreement"), by and among the Issuer, Merger Sub and the other parties thereto. The Merger closed and was effective at 12:01 a.m., Eastern Time, on November 1, 2022 (the "Effective Time"). At the Effective Time, each Common Unit held by the Reporting Person immediately prior to the Merger converted into the right to receive $20.00 per Common Unit in cash without any interest thereon.
F2	Represents 2,000 Common Units which were owned directly by a child of Mr. Levy. Mr. Levy's wife held voting and investment control over such Common Units. The Reporting Person disclaims beneficial ownership of these Common Units, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such Common Units for purposes of Section 16 or for any other purpose.

Content

The Reporting Person ceased to beneficially own the common units representing limited partner interests ("Common Units") in the Issuer reported herein at the Effective Time (as defined below) of the merger (the "Merger") of Sparrow HP Merger Sub, LLC, a Delaware limited liability company ("Merger Sub"), with and into the Issuer, with the Issuer surviving the merger and continuing to exist as a Delaware limited partnership. The Merger was effected pursuant to the Agreement and Plan of Merger, dated as of June 2, 2022 (as amended by Amendment No. 1 thereto, dated August 31, 2022, the "Merger Agreement"), by and among the Issuer, Merger Sub and the other parties thereto. The Merger closed and was effective at 12:01 a.m., Eastern Time, on November 1, 2022 (the "Effective Time"). At the Effective Time, each Common Unit held by the Reporting Person immediately prior to the Merger converted into the right to receive $20.00 per Common Unit in cash without any interest thereon.

Represents 2,000 Common Units which were owned directly by a child of Mr. Levy. Mr. Levy's wife held voting and investment control over such Common Units. The Reporting Person disclaims beneficial ownership of these Common Units, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such Common Units for purposes of Section 16 or for any other purpose.