Sec Form 4 Filing - Delek US Holdings, Inc. @ Delek Logistics Partners, LP - 2020-08-13

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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)
X __ 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)
08/13/2020
(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 08/13/2020 A( 1 ) 14,000,000 A 34,745,868 ( 2 ) ( 3 ) I ( 2 ) See footnotes ( 1 ) ( 2 ) ( 3 )
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
Delek US Holdings, Inc.
7102 COMMERCE WAY
BRENTWOOD, TN37027
X X
Delek US Energy, Inc.
7102 COMMERCE WAY
BRENTWOOD, TN37027
X X
Delek Logistics Services Co
7102 COMMERCE WAY
BRENTWOOD, TN37207
X X
Signatures
/s/ Abigail Yates 08/17/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On August 13, 2020, pursuant to that certain Exchange Agreement by and between Delek US Holdings, Inc. ("Delek US") and Delek Logistics Partners, LP (the "Issuer"), the Issuer issued 14,000,000 common units representing limited partnership interests in the Issuer ("Common Units") to Delek Logistics Services Company ("Delek Services"), the owner of Delek Logistics GP, LLC (the "General Partner"), as partial consideration for the exchange of the General Partner's 2.0% economic general partner interest and all of the outstanding incentive distribution rights in the Issuer for a non-economic general partner interest in the Issuer.
( 2 )Delek US directly owns 100% of the outstanding ownership interests of Delek US Energy, Inc. ("Delek Energy"). Delek Energy owns 100% of the outstanding ownership interests of Delek Services. Delek US may therefore be deemed to beneficially own the securities of the Issuer owned directly by Delek Energy and Delek Services.
( 3 )This Form 4 is being filed jointly by Delek US, Delek Energy and Delek Services. Delek Energy, a wholly owned subsidiary of Delek US, directly owns 20,745,868 Common Units of the Issuer. Delek Services directly owns 14,000,000 Common Units of the Issuer.

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