Sec Form 4 Filing - Topper Joseph V. Jr. @ CrossAmerica Partners LP - 2021-06-11

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)
, 600 WEST HAMILTON ST., SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
06/11/2021
(Street)
ALLENTOWN, PA18101
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 06/11/2021 J( 1 ) 3,013,896 D 4,472,235 ( 2 ) I By Dunne Manning CAP Holdings I LLC ( 1 )
Common Units 06/11/2021 J( 3 ) 1,018,037 D 1,510,636 ( 2 ) I By Dunne Manning CAP Holdings II LLC ( 3 )
Common Units 744,554 ( 2 ) ( 4 ) I By Dunne Manning Wholesale LLC
Common Units 98,337 ( 2 ) ( 5 ) I ( 5 ) See footnote ( 5 )
Common Units 1,518,197 ( 2 ) ( 6 ) I ( 6 ) See Footnote ( 6 )
Common Units 68,972 ( 2 ) I ( 7 ) By The Patricia Dunne Topper Trust for the Family of Joseph V. Topper, Jr. ( 7 )
Common Units 65,395 D
Common Units 1,854,943 ( 2 ) I ( 8 ) By Energy Realty Partners, LLC ( 8 )
Common Units 3,782,216 ( 2 ) I ( 9 ) By Dunne Manning Inc. ( 9 )
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
Topper Joseph V. Jr.
600 WEST HAMILTON ST., SUITE 500
ALLENTOWN, PA18101
X X
Patricia Dunne Topper Trust
645 HAMILTON STREET
SUITE 500
ALLENTOWN, PA18101
X
DM Partners Management Co. LLC
645 HAMILTON STREET
SUITE 500
ALLENTOWN, PA18101
X
Dunne Manning Partners LLC
645 HAMILTON STREET
SUITE 500
ALLENTOWN, PA18101
X
Dunne Manning CAP Holdings I LLC
645 HAMILTON STREET
SUITE 500
ALLENTOWN, PA18101
X
Signatures
/s/ Joseph V. Topper, Jr. 06/15/2021
Signature of Reporting Person Date
/s/ Joseph V. Topper, Jr. Trustee of Patricia Dunne Topper Trust 06/15/2021
Signature of Reporting Person Date
/s/ Joseph V. Topper, Jr. Trustee of the Member of DM Partners Management Co. LLC 06/15/2021
Signature of Reporting Person Date
/s/ Joseph V. Topper, Jr. Trustee of the Member of the Manager of Dunne Manning Partners LLC 06/15/2021
Signature of Reporting Person Date
/s/ Joseph V. Topper, Jr., Trustee of the Member of the Manager of Dunne Manning CAP Holdings I LLC 06/15/2021
Signature of Reporting Person Date
Joseph V. Topper, Jr.Trustee of the Member of the Manager of the Member of Dunne Manning CAP Holdings I LLC 06/11/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 11, 2021, Dunne Manning Partners LLC ("DM Partners") caused Dunne Manning CAP Holdings I LLC ("CAP I") to transfer 3,013,896 Common Units to the 2008 Irrevocable Agreement of Trust of John B Reilly Jr Dated 12/29/08 ("Reilly Trust") in exchange for the redemption of the corresponding member interests held by the Reilly Trust in DM Partners, the 100% owner of the CAP I. DM Partners is controlled by DM Partners Management Co. LLC, of which Mr. Topper is the sole manager. Mr. Topper is the Chairman of the Board of the general partner of CrossAmerica Partners LP.
( 2 )With the exception of the common units held directly, Mr. Topper disclaims beneficial ownership of all other common units reported herein except to the extent of his pecuniary interest therein, and the inclusion of these common units in this report shall not be deemed an admission of beneficial ownership of all of the reported common units for purposes of Section 16 or for any other purpose.
( 3 )On June 11, 2021, DM Partners caused Dunne Manning CAP Holdings II ("CAP II") to transfer 1,018,037 Common Units to the Reilly Trust in exchange for redemption of the corresponding member interests in DM Partners, the 100% owner of CAP II.
( 4 )Dunne Manning Wholesale LLC is a wholly owned subsidiary of The Patricia Dunne Topper Trust for the Family of Joseph V. Topper, Jr. (the "Topper Trust"), which is controlled by Mr. Topper.
( 5 )Nova8516 LP ("Nova") holds 98,337 common units. The Topper Trust owns the general partner of Nova and indirectly owns a 90% limited partner interest.
( 6 )The common units listed here are owned directly by entities that are controlled by Mr. Topper, as follows: 637,264 common units held by MMSCC-2, LLC (Mr. Topper controls 100% of the voting shares) and 880,933 common units held by JVT-JMG EROP Holdings, LP (Mr. Topper controls the general partner and the Topper Trust holds a 45% limited partner interest).
( 7 )The Topper Trust i s controlled by Mr. Topper.
( 8 )Energy Realty Partners, LLC is 100% owned by the Topper Trust and Mr. Topper is its sole manager.
( 9 )Dunne Manning Inc. is 100% owned by the Topper Trust and Mr. Topper is its sole director.

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