GENESIS ENERGY LP — Director's Dealing 2013

Oct 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENESIS ENERGY LP (GEL)
CIK: 0001022321
Period of Report: 2013-10-01

Reporting Person: Evans Donald L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-08-08	Common Units - Class A	G	200	—	Disposed	51276	Direct
2013-08-08	Common Units - Class A	G	150	—	Disposed	51126	Direct
2013-09-03	Common Units - Class A	G	200	—	Disposed	50926	Direct
2013-09-03	Common Units - Class A	G	200	—	Disposed	50726	Direct
2013-09-17	Common Units - Class A	G	100	—	Disposed	50626	Direct
2013-10-01	Common Units - Class A	M	791	—	Acquired	51417	Direct
2013-10-01	Common Units - Class A	D	791	$49.62	Disposed	50626	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-01	Phantom Units	$	M	791	Disposed	2013-10-01	Common Units - Class A (791.0)	Direct
2013-10-01	Phantom Units	$	A	471	Acquired	2016-10-01	Common Units - Class A (471.0)	Direct

Footnotes

F1: The payment of the phantom units in cash is deemed to be a disposition of the phantom units in exchange for the acquisition of the underlying Common Units - Class A and a simultaneous disposition of the underlying Common Units - Class A to the issuer.

F2: Upon vesting, the phantom units were paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the date of vesting.

F3: The reporting person disclaims beneficial ownership of the phantom units that vested and were paid in cash as he is required to give all proceeds related to such phantom units to QEP Management Co., L.P. or one of it affiliates.

F4: The phantom units will be paid in cash based on the average closing price of the Common Units - Class A for the 20 trading days immediately prior to the vesting date.

F5: Award includes tandem distribution equivalent rights pursuant to which the quarterly distributions paid by the partnership on each Common Unit - Class A will be accrued over the vesting period and paid quarterly.

F6: The reporting person disclaims beneficial ownership of 4,791 phantom units as he is required to give all proceeds related thereto to QEP Management Co., L.P. or one of it affiliates.