Sec Form 4 Filing - DUFFIELD MILKIE @ CEDAR FAIR L P - 2016-02-25

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
DUFFIELD MILKIE
2. Issuer Name and Ticker or Trading Symbol
CEDAR FAIR L P [ FUN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive VP - General Counsel
(Last) (First) (Middle)
ONE CEDAR POINT DR
3. Date of Earliest Transaction (MM/DD/YY)
02/25/2016
(Street)
SANDUSKY, OH44870
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
Units of Limited Partner Interest 02/25/2016 F 295 ( 1 ) D $ 57.36 41,248 D
Units of Limited Partner Interest 02/26/2016 F 218 ( 1 ) D $ 57.05 41,030 D
Units of Limited Partner Interest 281 ( 2 ) I By Spouse
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
call options to purchase limited partnership units $ 36.95 ( 3 ) 02/26/2023 Units of Limited Partner Interest 18,104 18,104 D
call options to purchase limited partnership units $ 29.53 ( 4 ) 03/27/2022 Units of Limited Partner Interest 12,386 12,386 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
DUFFIELD MILKIE
ONE CEDAR POINT DR
SANDUSKY, OH44870
Executive VP - General Counsel
Signatures
Duffield E. Milkie 02/29/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Units were withheld to satisfy tax liability in connection with vesting of restricted units.
( 2 )Includes 10 units acquired through a broker administered distribution reinvestment plan at prices ranging from $46.16-$52.48 not previously reported.
( 3 )Options vest at a rate of 33% per year on each anniversary date, beginning on February 26, 2014.
( 4 )Options vest at a rate of 33% per year on each anniversary date, beginning on March 27, 2013.

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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