PAR PACIFIC HOLDINGS, INC. — Director's Dealing 2021

Dec 29, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PAR PACIFIC HOLDINGS, INC. (PARR)
CIK: 0000821483
Period of Report: 2021-12-23

Reporting Person: CHAI TRUST CO LLC (N/A)
Reporting Person: EGI Investors, L.L.C. (N/A)
Reporting Person: Zell Credit Opportunities Master Fund, L.P. (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-23	Common Stock	S	19110	$15.0248	Disposed	10759916	Indirect
2021-12-27	Common Stock	S	22931	$15.059	Disposed	10736985	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1212656	Indirect

Footnotes

F1: These shares of Common Stock were sold on behalf of the Zell Credit Opportunities Master Fund, L.P. (the "Master Fund"), through an affiliated fund, Zell Credit Opportunities Sub Fund, LLC ("Sub Fund"). The shares sold represent a portion of the pro rata interest of an outside investor in the Master Fund (the "Outside Investor") and are being sold in connection with the Master Fund reaching maturity and effecting an orderly liquidation and distribution of the proceeds of the sale to the Outside Investor. The Outside Investor's remaining interest represents 8,601,211 of the remaining shares of Common Stock held by the Master Fund (directly and indirectly through Sub Fund). The shares of Common Stock held by the Master Fund not attributable to the Outside Investor are not being sold, transferred or otherwise disposed of at this time.

F2: These shares of Common Stock are held directly by EGI Investors, L.L.C. ("EGI Investors"). The shares of Common Stock held by EGI Investors are not being sold, transferred or otherwise disposed of at this time.

F3: The price reported in Column 4 is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $14.87
to $15.26, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F4: The price reported in Column 4 is a weighted average price. These shares of Common Stock were sold in multiple transactions at prices ranging from $14.68
to $15.22, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F5: Chai Trust Company, LLC, an Illinois limited liability company, is the general partner of the Master Fund and the managing member of each of EGI Investors and Sub Fund, and in such capacities, may be deemed to indirectly beneficially own these shares of Common Stock.