GENESIS ENERGY LP — Director's Dealing 2022

Jul 5, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GENESIS ENERGY LP (GEL)
CIK: 0001022321
Period of Report: 2022-07-01

Reporting Person: Davison James E (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-07-01	Common Units - Class A	M	1144	—	Acquired	2659034	Direct
2022-07-01	Common Units - Class A	D	1144	$10.32	Disposed	2657890	Direct
2022-07-01	Common Units - Class A	M	2111	—	Acquired	2660001	Direct
2022-07-01	Common Units - Class A	D	2111	$10.32	Disposed	2657890	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-07-01	Phantom Units	$	M	1144	Disposed	2022-07-01	Common Units - Class A (1144.0)	Direct
2022-07-01	Phantom Units	$	M	2111	Disposed	2022-07-01	Common Units - Class A (2111.0)	Direct
2022-07-01	Phantom Units	$	A	3584	Acquired	2023-07-01	Common Units - Class A (3584.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units - Class A	1010835	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Units	$	2022-10-01	Common Units - Class A (2468.0)	31027	Direct
Phantom Units	$	2023-01-03	Common Units - Class A (2207.0)	33234	Direct
Phantom Units	$	2023-04-01	Common Units - Class A (2126.0)	35360	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 07/01/2024 Expiration Date and Date Exercisable shown on the reporting person's Form 4 filed on 07/02/2021 was incorrect, and should have reflected the Expiration Date and Date Exercisable as 07/01/2022 (as accurately disclosed in the issuer's Annual Report on Form 10-K for the year ended December 31, 2021).

F4: The Reporting Person is the sole stockholder of Terminal Services, Inc.

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 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: The 10/01/2024 Expiration Date and Date Exercisable shown on the reporting person's Form 4 filed on 10/05/2021 was incorrect, and should have reflected the Expiration Date and Date Exercisable as 10/01/2022 (as accurately disclosed in the issuer's Annual Report on Form 10-K for the year ended December 31, 2021).

F8: The 01/03/2025 Expiration Date and Date Exercisable shown on the reporting person's Form 4 filed on 01/04/2022 was incorrect, and should have reflected the Expiration Date and Date Exercisable as 01/03/2023 (as accurately disclosed in the issuer's Annual Report on Form 10-K for the year ended December 31, 2021).

F9: The 04/01/2025 Expiration Date and Date Exercisable shown on the reporting person's Form 4 filed on 04/04/2022 was incorrect, and should have reflected the Expiration Date and Date Exercisable as 04/01/2023 (as accurately disclosed in the issuer's Annual Report on Form 10-K for the year ended December 31, 2021).

F10: The reporting person owns an aggregate of 35,360 phantom units following the transactions reported in this Form 4, 10,385 of which vest on the one year anniversary of the date of grant, and 24,975 of which vest on the three year anniversary of the date of grant.