GENESIS ENERGY LP — Director's Dealing 2014

Apr 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENESIS ENERGY LP (GEL)
CIK: 0001022321
Period of Report: 2014-04-01

Reporting Person: ROBERTSON CORBIN J III (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-13	Common Units - Class A	G	20000	—	Disposed	1489555	Direct
2014-04-01	Common Units - Class A	M	664	—	Acquired	1490219	Direct
2014-04-01	Common Units - Class A	D	664	$54.46	Disposed	1489555	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-04-01	Phantom Units	$	M	664	Disposed	2014-04-01	Common Units - Class A (664.0)	Direct
2014-04-01	Phantom Units	$	A	428	Acquired	2017-04-01	Common Units - Class A (428.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units - Class A	5743	Indirect
Common Units - Class A	185868	Indirect
Common Units - Class A	20000	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: Members of the immediate family of the reporting person are beneficiaries of this partnership and the reporting person may be deemed to have beneficial ownership of the securities held by it.

F6: 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.

F7: 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.

F8: The reporting person disclaims beneficial ownership of 3,417 phantom units as he is required to give all proceeds related thereto to QEP Management Co., L.P. or one of it affiliates.