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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DeVelasco Janice T C/O CVR REFINING, LP, 2277 PLAZA DRIVE, SUITE 500 SUGAR LAND, TX 77479 |
VP-Env., Health, Safety & Sec. |
/s/ Janice T. DeVelasco | 01/31/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The reported securities are held of record by the Ruben P. DeVelasco Living Trust (the "Living Trust"), for which the reporting person serves as a co-trustee, and in such capacity may be deemed to beneficially own the common units held by the Living Trust. These securities were previously incorrectly reported as held directly by the reporting person. |
(2) | On January 29, 2019, all of the reported securities were disposed of to CVR Energy, Inc. ("CVR") in connection with CVR's exercise of its right under the Issuer's partnership agreement to purchase all of the issued and outstanding common units representing limited partner interests of the Issuer ("Common Units") not already owned by CVR Refining GP, LLC, a Delaware limited liability company and the general partner of the Issuer, or its affiliates for a cash purchase price of $10.50 per unit (the "Call Purchase"). Also on January 29, 2019, CVR purchased all of the remaining Common Units held by Icahn Enterprises Holdings L.P., a Delaware limited partnership, and American Entertainment Properties Corp., a Delaware corporation, (the "IEP Purchase" and, together with the Call Purchase, the "Purchase"). As a result of the Purchase, CVR owns, directly and indirectly, 100% of the Common Units. |