Sec Form 4 Filing - STEINHART RONALD G @ Southcross Energy Partners, L.P. - 2015-04-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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1. Name and Address of Reporting Person
STEINHART RONALD G
2. Issuer Name and Ticker or Trading Symbol
Southcross Energy Partners, L.P. [ SXE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O SOUTHCROSS ENERGY PARTNERS, L.P., 1700 PACIFIC AVENUE, SUITE 2900
3. Date of Earliest Transaction (MM/DD/YY)
04/01/2015
(Street)
DALLAS, TX75201
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Units (Limited Partnership Interests) 04/01/2015 A 5,365 ( 1 ) A $ 0 26,879 ( 2 ) D ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
STEINHART RONALD G
C/O SOUTHCROSS ENERGY PARTNERS, L.P.
1700 PACIFIC AVENUE, SUITE 2900
DALLAS, TX75201
X See Remarks
Signatures
/s/ Ronald G. Steinhart 04/03/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported common units were issued to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Arrangement. Under such arrangement, the Reporting Person received a number of units equivalent to $75,000, divided by a per unit price of $13.98, which is the average of the daily per unit closing price of the Issuer's common units for the ten trading days immediately before April 1, 2015.
( 2 )Includes 16,879 common units directly owned by the Reporting Person. Also includes 2,500 common units owned by each of two of the Reporting Person's sons and 1,000 common units owned by each of five trusts established for the benefit of the Reporting Person's grandchildren, over which the Reporting Person shares voting and dispositive power. The Reporting Person has no pecuniary interest in, and disclaims any ownership of, such common units that are not owned by the Reporting Person directly.

Remarks:
The Reporting Person is a director of Southcross Energy Partners GP, LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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