GENESIS ENERGY LP — Director's Dealing 2014

Jul 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENESIS ENERGY LP (GEL)
CIK: 0001022321
Period of Report: 2014-07-01

Reporting Person: ROBERTSON CORBIN J III (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-01	Common Units - Class A	M	682	—	Acquired	1490237	Direct
2014-07-01	Common Units - Class A	D	682	$55.57	Disposed	1489555	Direct
2014-06-30	Common Units - Class A	G	20000	—	Disposed	20000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-01	Phantom Units	$	M	682	Disposed	2014-07-01	Common Units - Class A (682.0)	Direct
2014-07-01	Phantom Units	$	A	443	Acquired	2017-07-01	Common Units - Class A (443.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units - Class A	5743	Indirect
Common Units - Class A	185868	Indirect

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: Members of the immediate family of the reporting person are beneficiaries of this trust and the reporting person may be deemed to have beneficial ownership of the securities held by it.

F5: The reported securities are held by BHJ Investments, L.P., a Texas limited partnership ("BHJ LP"). The reporting person was the sole member and is the sole manager of BHJ Investments GP LLC, a Texas limited liability company ("BHJ GP"), BHJ LP's general partner. Effective June 30, 2014, the reporting person gifted (i) 34% of the reporting person's membership interest in BHJ GP and (ii) a portion of the reporting person's BHJ LP interest to the Corby and Brooke Robertson 2014 Children's Trust (the "Trust"), beneficiaries of which are members of the immediate family of the reporting person. Effective June 30, 2014, the reporting person gifted 17% of the reporting person's membership interest in BHJ GP to Brooke Robertson, the reporting person's wife.

F6: Members of the immediate family of the reporting person and the Trust are security holders of BHJ LP and BHJ GP and the reporting person may be deemed to have beneficial ownership of the securities held by it.

F7: 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.

F8: 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.

F9: The reporting person disclaims beneficial ownership of 2,735 phantom units as he is required to give all proceeds related thereto to QEP Management Co., L.P. or one of it affiliates.