UNITED STATES
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CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Director
As previously announced, Sunoco LP, a Delaware limited partnership (“Sunoco”), consummated the transactions contemplated by that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of January 22, 2024, by and among Sunoco, NuStar Energy L.P., a Delaware limited partnership (“NuStar”), Saturn Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), Riverwalk Logistics, L.P., a Delaware limited partnership, NuStar GP, LLC, a Delaware limited liability company, and Sunoco GP LLC, a Delaware limited liability company (the “Sunoco GP”), pursuant to which Sunoco acquired NuStar in an all-equity transaction by means of a merger of Merger Sub with and into NuStar (the “Merger”) with NuStar surviving the Merger as a subsidiary of Sunoco. In connection with the transactions contemplated by the Merger Agreement, on July 2, 2024, Mr. Bradley C. Barron was appointed to the board of directors (the “Board”) of Sunoco GP by the sole member of Sunoco GP pursuant to the provisions of the Amended and Restated Limited Liability Company Agreement of Sunoco GP dated September 25, 2012, as amended. Mr. Barron joins the Board as an independent director.
Consistent with other non-employee members of the Board, Mr. Barron will be eligible to receive compensation for his service on the Board, including equity awards granted under Sunoco’s Long-Term Incentive Plan. Other than as previously disclosed regarding the appointment of a director pursuant to the Merger Agreement and the transaction contemplated thereby, there are no arrangements or understandings with the Partnership, or any other persons, pursuant to which Mr. Barron was appointed as a director of Sunoco GP. There are no relationships regarding Mr. Barron that would require disclosure pursuant to Item 404(a) of Regulation S-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SUNOCO LP | ||||||
| By: | Sunoco GP LLC, its general partner | |||||
| Date: July 3, 2024 | By: | /s/ Dylan A. Bramhall | ||||
| Dylan A. Bramhall | ||||||
| Chief Financial Officer | ||||||