Sec Form 4 Filing - Delek US Holdings, Inc. @ Delek Logistics Partners, LP - 2017-03-27

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
Delek US Holdings, Inc.
2. Issuer Name and Ticker or Trading Symbol
Delek Logistics Partners, LP [ DKL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
7102 COMMERCE WAY
3. Date of Earliest Transaction (MM/DD/YY)
03/27/2017
(Street)
BRENTWOOD, TN37027
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 representing limited partner interests 03/27/2017 P( 1 ) 3,900 A $ 31.7218 ( 2 ) 15,188,645 ( 3 ) ( 4 ) ( 5 ) D
Common Units representing limited partner interests 03/28/2017 P( 1 ) 1,400 A $ 32.0234 ( 6 ) 15,190,045 ( 3 ) ( 4 ) ( 5 ) D
Common Units representing limited partner interests 03/28/2017 P( 1 ) 700 A $ 32.4 15,190,745 ( 3 ) ( 4 ) ( 5 ) D
Common Units representing limited partner interests 03/29/2017 P( 1 ) 926 A $ 31.8591 ( 7 ) 15,191,671 ( 3 ) ( 4 ) ( 5 ) D
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 a nd 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
Delek US Holdings, Inc.
7102 COMMERCE WAY
BRENTWOOD, TN37027
X
Delek Marketing & Supply, LLC
7102 COMMERCE WAY
BRENTWOOD, TN37027
X
Delek Logistics GP, LLC
7102 COMMERCE WAY
BRENTWOOD, TN37027
X
LION OIL CO
7102 COMMERCE WAY
BRENTWOOD, TN37027
X
Signatures
/s/ Amber Ervin, Vice President 03/29/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Delek Marketing & Supply, LLC ("Delek Marketing") on March 2, 2017.
( 2 )The price reflects the weighted average purchase price of multiple transactions ranging from a low purchase price of $31.40 per common unit to a high purchase price of $31.90 per common unit. Upon the written request of the staff of the Securities and Exchange Commission ("SEC"), Delek Logistics Partners, LP (the "Issuer") or a security holder of the Issuer, the reporting person agrees to provide the number of units sold at each sale price.
( 3 )Delek US Holdings, Inc. ("Delek US") directly owns 100% of the outstanding ownership interests of Delek Marketing. Delek US may therefore be deemed to beneficially own securities of the Issuer owned directly by Delek Marketing.
( 4 )Delek Logistics GP, LLC ("Delek GP") owns approximately 496,502 general partner units, representing its 2.0% general partner interest in the Issuer, as well as its incentive distribution rights.
( 5 )This Form 4 is being filed jointly by Delek US, Lion Oil Company ("Lion Oil"), Delek GP and Delek Marketing. Lion Oil and Delek Marketing are wholly owned subsidiaries of Delek US. Lion Oil and Delek Marketing respectively own 12,611,465 and 2,580,206 common units representing limited partner interests in the Issuer.
( 6 )The price reflects the weighted average purchase price of multiple transactions ranging from a low purchase price of $31.40 per common unit to a high purchase price of $32.35 per common unit. Upon the written request of the SEC, the Issuer or a security holder of the Issuer, the reporting person agrees to provide the number of units sold at each sale price.
( 7 )The price reflects the weighted average purchase price of multiple transactions ranging from a low purchase price of $31.50 per common unit to a high purchase price of $32.05 per common unit. Upon the written request of the SEC, the Issuer or a security holder of the Issuer, the reporting person agrees to provide the number of units sold at each sale price.

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).
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