Sec Form 4 Filing - Topper Joseph V. Jr. @ CrossAmerica Partners LP - 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
Topper Joseph V. Jr.
2. Issuer Name and Ticker or Trading Symbol
CrossAmerica Partners LP [ CAPL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
645 HAMILTON ST, SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
02/25/2016
(Street)
ALLENTOWN, PA18101
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 02/25/2016 C 19,288 A 155,592 ( 6 ) D
Common Units 02/25/2016 C 93,211 ( 2 ) A 163,211 ( 6 ) I ( 2 ) By Foundation ( 2 )
Common Units 02/25/2016 C 1,358,698 ( 3 ) A 1,854,943 ( 6 ) I ( 3 ) By Energy Realty Partners, LLC ( 3 )
Common Units 02/25/2016 C 3,732,216 ( 4 ) A 3,752,216 ( 6 ) I ( 4 ) By Dunne Manning Inc. ( 4 )
Common Units 02/25/2016 C 1,583,086 ( 5 ) A 1,583,086 ( 6 ) I ( 5 ) See Footnote ( 5 )
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
Subordinated Units ( 1 ) 02/25/2016 C 19,288 ( 1 ) ( 1 ) Common Units 19,288 ( 1 ) 0 D
Subordinated Units ( 1 ) 02/25/2016 C 93,211 ( 1 ) ( 1 ) Common Units 93,211 ( 1 ) 0 I ( 2 ) By Foundation ( 2 )
Subordinated Units ( 1 ) 02/25/2016 C 1,358,698 ( 1 ) ( 1 ) Common Units 1,358,698 ( 1 ) 0 I ( 3 ) By Energy Realty Partners, LLC ( 3 )
Subordinated Units ( 1 ) 02/25/2016 C 3,732,216 ( 1 ) ( 1 ) Common Units 3,732,216 ( 1 ) 0 I ( 4 ) By Dunne Manning Inc. ( 4 )
Subordinated Units ( 1 ) 02/25/2016 C 1,583,086 ( 1 ) ( 1 ) Common Units 1,583,086 ( 1 ) 0 I ( 5 ) See Footnote ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Topper Joseph V. Jr.
645 HAMILTON ST, SUITE 500
ALLENTOWN, PA18101
X X
Signatures
/s/ Hamlet T. Newsom, Jr., as Attorney-in-Fact for Joseph V. Topper, Jr. 02/29/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 25, 2016, the 6,786,499 subordinated units representing limited partner interests in the Issuer (the "Subordinated Units") directly or indirectly held by the Reporting Person converted (the "Conversion") on a one-to-one basis to common units representing limited partner interests in the Issuer (the "Common Units") as prescribed in the First Amended and Restated Limited Partnership Agreement of the Issuer, dated October 30, 2012, as amended.
( 2 )The reported Subordinated Units were beneficially owned pre-Conversion, and the Common Units received as a result of the Conversion are beneficially owned, by a foundation controlled by the Reporting Person.
( 3 )The reported Subordinated Units were beneficially owned pre-Conversion, and the Common Units received as a result of the Conversion are beneficially owned, by Energy Realty Partners, LLC, an entity indirectly owned and controlled by the Reporting Person. The Reporting Person disclaims beneficial ownership of these Common Units except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of all of these Common Units for purposes of Section 16 or for any other purpose.
( 4 )The reported Subordinated Units were beneficially owned pre-Conversion, and the Common Units received as a result of the Conversion are beneficially owned, by Dunne Manning, Inc. (f/k/a Lehigh Gas Corporation), an entity wholly owned by the Reporting Person.
( 5 )The reported Subordinated Units were beneficially owned pre-Conversion, and the Common Units received as a result of the Conversion are beneficially owned, by entities that are wholly owned (either directly or indirectly) by the Reporting Person: MMSCC II, LLC, ERNJ, LLC, JVT-JMG EROP Holdings, LP and Kwik-Pik Ohio, LLC.
( 6 )Pursuant to a voting agreement, CST Brands, Inc., the owner of the general partner of the Issuer, has the right to direct the vote, under certain circumstances, of all of the Common Units beneficially owned by the Reporting Person, including the 6,786,499 Common Units issued as a result of the Conversion.

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