Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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Genesis Energy, L.P. (Name of Issuer) |
Common Units (Title of Class of Securities) |
371927104 (CUSIP Number) |
James E. Davison, Jr. 2000 Farmerville Highway, Ruston, LA, 71270 (318) 255-3850 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
07/22/2015 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 371927104 |
| 1 |
Name of reporting person
James E. Davison, Jr. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,423,932.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
4.43 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
(1) Represents (i) 3,896,693 Class A Common Units, including (a) 3,883,045 Class A Common Units and (b) 13,648 Class A Common Units issuable upon conversion of Class B Common Units, (ii) 1,339,383 Class A Common Units previously held in trust for the Reporting Person's children and (iii) 187,856 Class A Common Units previously held in trust by the James E. and Margaret A.B. Davison Special Trust. The Reporting Person withdrew the Class A Units held in the trusts referenced in (ii) and (iii) on May 21, 2026 in exchange for contributions to the trusts of cash and property of equal value, as described herein. (2) Calculated using total Class A Common Units outstanding as of May 7, 2026, which includes 122,424,321 Class A Common Units outstanding, and 13,648 Class A Common Units which are issuable upon conversion of 13,648 Class B Common Units owned by the Reporting Person.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Units | |
| (b) | Name of Issuer:
Genesis Energy, L.P. | |
| (c) | Address of Issuer's Principal Executive Offices:
811 Louisiana Street, Suite 1200, Houston,
TEXAS
, 77002. | |
Item 1 Comment:
This Amendment No. 6 (this "Amendment No. 6" or this "Schedule 13D/A") amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") on August 3, 2007 and as amended on January 4, 2008, July 18, 2008, October 22, 2008, March 26, 2010, and January 6, 2011 (as amended, the "Statement"). This Amendment relates to common units representing limited partner interests ("Common Units") in Genesis Energy, L.P., a Delaware limited partnership ("Genesis"). | ||
| Item 2. | Identity and Background | |
| (a) | James E. Davison, Jr. | |
| (b) | 2000 Farmerville Highway, Ruston, LA 71270 | |
| (c) | The Statement is hereby supplemented to include the following: The Reporting Person has served as a director of Genesis Energy, LLC, the general partner of Genesis, since July 2007. Mr. Davison is also a director of Origin Bancorp, Inc. and serves on its finance, risk and insurance committee. | |
| (d) | The Statement is hereby supplemented to include the following: During the last five years, The Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) | |
| (e) | The Statement is hereby supplemented to include the following: During the last five five years, the Reporting Person has not been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | |
| (f) | United States | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 is hereby amended and restated to read as follows: On May 21, 2026, for estate planning purposes, the Reporting Person withdrew 1,527,239 Common Units from the trusts referred to on the cover of this Schedule 13D/A (including footnotes thereto), and in exchange for the Common Units the Reporting Person contributed to the trusts cash and property of equal value. | ||
| Item 4. | Purpose of Transaction | |
Item 4 is hereby amended and restated to read as follows: As of July 22, 2015, the Reporting Person owned 5,323,932 Common Units. On July 22, 2015, Genesis sold 10,350,000 Common Units in a public underwritten offering. Following this offering, the number of outstanding Common Units increased from 99,589,221 to 109,939,221 Common Units, and as a result, the Reporting Person ceased to own more than 5% of the outstanding Common Units. Accordingly, the filing of this Amendment No. 6 represents the final amendment to the Statement and constitutes an exit filing for the Reporting Person. Item 3 of this Schedule 13D/A is incorporated herein by reference. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) is hereby amended and restated to read as follows: The information contained in rows 7, 8, 9, 10, 11 and 13 on the cover of this Schedule 13D/A (including footnotes thereto) is incorporated herein by reference. | |
| (b) | Item 5(b) is hereby amended and restated to read as follows: The information contained on the cover pages to this Schedule 13D/A and Item 5(a) are incorporated by reference into this Item 5(b). | |
| (c) | Item 5(c) is hereby amended and restated to read as follows: Other than those Phantom Units that vested and were acquired on July 2, 2015 and July 1, respectively (as disclosed in the Form 4 filed by the Reporting Person on July 6, 2015), no transactions in any of the Common Units were effected by the Reporting Person during the sixty days prior to July 22, 2015. Other than those Phantom Units that vested and were acquired on April 1, 2026 (as disclosed in the Form 4 filed by the Reporting Person on April 2, 2026), no transactions were effected by the Reporting Person during the sixty days prior to the date of this Schedule 13D/A. | |
| (d) | Not applicable. | |
| (e) | July 22, 2015 | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Not applicable (no updates for purposes of this Schedule 13D/A). | ||
| Item 7. | Material to be Filed as Exhibits. | |
Not applicable (no updates for purposes of this Schedule 13D/A). | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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