Sec Form 4 Filing - Barley Jason Patrick @ JP Energy Partners LP - 2017-03-08

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 Barley Jason Patrick 2. Issuer Name and Ticker or Trading Symbol JP Energy Partners LP [ JPEP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SEE REMARKS (Last) (First) (Middle) 600 EAST LAS COLINIAS BOULEVARD, SUITE 2000 3. Date of Earliest Transaction (MM/DD/YY) 03/08/2017 (Street) IRVING, TX75039 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 PARTNER INTERESTS) 03/08/2017 D( 1 ) 6,054 D 0 D COMMON UNITS (LIMITED PARTNER INTERESTS) 03/08/2017 D( 1 ) 17,663 D 0 I BY LLC ( 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 PHANTOM UNITS (WITH DERS) ( 3 ) 03/08/2017 D( 3 ) 66,666 ( 4 ) ( 3 ) Common Units 66,666 ( 3 ) 0 D SUBORDINATED UNITS (LIMITED PARTNER INTERESTS) ( 5 ) 03/08/2017 D( 5 ) 125,122 ( 5 ) ( 5 ) Common Units 125,122 ( 5 ) 0 I BY LLC ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Barley Jason Patrick 600 EAST LAS COLINIAS BOULEVARD SUITE 2000 IRVING, TX75039 X SEE REMARKS Signatures /s/ Patrick J. Welch, Attorney-in-Fact for Jason Patrick Barley 03/09/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Converted into common units of American Midstream Partners, LP ("AMID") in connection with the merger of the issuer into a wholly-owned subsidiary of AMID effective on March 8, 2017 (the "Merger"). On March 7, 2017, the last trading day of the issuer's common units, the closing price of issuer common units was $9.44 per unit and the closing price of AMID's common units was $16.45 per unit. Each issuer common unit outstanding held by the reporting person was converted into 0.5775 AMID common units at the effective time of the Merger. ( 2 )The units reported on this line are held for the benefit of the Reporting Person's children by JP Energy Holdings, LLC, which is owned by the Barley 2011 Family Trust. ( 3 )Each phantom unit is the economic equivalent of one common unit and is accompanied by a distribution equivalent right, entitling the holder to an amount equal to any cash distributions paid on each of the issuer's common units payable in cash. The phantom units and associated dividend equivalent held by the reporting person were converted into the right to receive 0.5775 AMID phantom units and cash, respectively at the effective time of the Merger and are subject to the same terms and conditions as the issuer phantom units. ( 4 )The phantom units will vest in three equal annual installments commencing on each of the first, second and third anniversaries of the grant date. ( 5 )Each subordinated unit is the economic equivalent of one common unit. Each subordinated unit outstanding held by the reporting person was converted into the right to receive 0.5775 AMID common units at the effective time of the Merger.

Remarks: The Reporting Person was President, Chief Executive Officer and Chairman of the Board of Directors of JP Energy GP II LLC, the former general partner of the issuer (the "Former General Partner"). The Issuer was managed by the directors and executive officers of the Former General Partner until effectiveness of the Merger.

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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