Statement of Changes in Beneficial Ownership (4)
December 16 2022 - 4:35PM
Edgar (US Regulatory)
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 OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
1. Name and Address of Reporting Person
*
PYTOSH MARK A |
2. Issuer Name and Ticker or Trading Symbol
CVR PARTNERS, LP
[
UAN
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO |
|
(Last)
(First)
(Middle)
C/O CVR PARTNERS, LP, 2277 PLAZA DRIVE, SUITE 500 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/14/2022 |
|
(Street)
SUGAR LAND, TX 77479
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. 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 (1) | 12/14/2022 | | M | | 6397 | A | $0 (2) | 36990 | D | |
| Common Units (1) | 12/14/2022 | | D | | 6397 | D | $114.99 (3) | 30593 | D | |
| Common Units (4) | 12/14/2022 | | M | | 31096 | A | $0 (2) | 61689 | D | |
| Common Units (4) | 12/14/2022 | | D | | 31096 | D | $114.99 (3) | 30593 | D | |
| Common Units (5) | 12/14/2022 | | M | | 2925 | A | $0 (2) | 33518 | D | |
| Common Units (5) | 12/14/2022 | | D | | 2925 | D | $114.99 (3) | 30593 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security
(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 (1) | (2) | 12/14/2022 | | M | | | 6397 | (1) | (6) | Common Units | 6397.0 | $0 (2) | 0 | D | |
| Phantom Units (4) | (2) | 12/14/2022 | | M | | | 31096 | (4) | (6) | Common Units | 31096.0 | $0 (2) | 31096 | D | |
| Phantom Units (5) | (2) | 12/14/2022 | | M | | | 2925 | (5) | (6) | Common Units | 2925.0 | $0 (2) | 5849 | D | |
| Phantom Units (7) | (2) | 12/14/2022 | | A | | 6001 | | (7) | (6) | Common Units | 6001.0 | $0 (2) | 6001 | D | |
| Explanation of Responses: |
| (1) | The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 13, 2019. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement. |
| (2) | Each Phantom Unit reported herein represents the right to receive upon vesting, a cash payment equal to the average closing price of a common unit of CVR Partners, LP for the 10 trading days preceding the vest date. |
| (3) | This price represents the average closing price of a common unit of CVR Partners, LP for the 10 trading days preceding the vest date. |
| (4) | The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 9, 2020. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement. |
| (5) | The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 8, 2021. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement. |
| (6) | The Phantom Units expire immediately upon vest. |
| (7) | The Phantom Units were awarded to the reporting person by CVR Partners, LP as compensation for services as an officer of its general partner, CVR GP, LLC, on December 14, 2022. These Phantom Units vest ratably in annual installments in December of each of the three years following the grant date, subject to the terms and conditions of the award agreement. |
Remarks:
Effective after market close on November 23, 2020, CVR Partners, LP effected a 1-for-10 reverse unit split, with proportionate adjustments to outstanding Phantom Unit Awards. Amounts presented in this Form 4 related to Awards made prior to such reverse unit split, reflect the reverse unit split and such proportionate adjustments. |
Reporting Owners
|
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
PYTOSH MARK A
C/O CVR PARTNERS, LP
2277 PLAZA DRIVE, SUITE 500
SUGAR LAND, TX 77479 | X |
| President and CEO |
|
Signatures
|
| /s/ Mark A. Pytosh | | 12/16/2022 |
| **Signature of Reporting Person | Date |
| 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). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
CVR Partners (NYSE:UAN)
Historical Stock Chart
From May 2024 to Jun 2024
CVR Partners (NYSE:UAN)
Historical Stock Chart
From Jun 2023 to Jun 2024
