This Amendment No. 10 to Schedule 13D (this Amendment No. 10) relates
to the common units representing limited partner interests (common units) of Sprague Resources LP, a Delaware limited partnership (the Partnership or the Issuer), and amends and supplements the initial statement
on Schedule 13D filed by certain of the Reporting Persons with the Securities and Exchange Commission (the SEC) on April 8, 2020 (the Original 13D), as amended by Amendment No. 1 filed with the SEC on June 4,
2020, Amendment No. 2 filed with the SEC on October 2, 2020, Amendment No. 3 filed with the SEC on April 20, 2021, Amendment No. 4 filed with the SEC on May 28, 2021, Amendment No. 5 filed with the SEC on
June 17, 2021, Amendment No. 6 filed with the SEC on November 19, 2021, Amendment No. 7 filed with the SEC on January 11, 2022, Amendment No. 8 filed with the SEC on June 3, 2022 and Amendment No. 9 filed with
the SEC on September 2, 2022. Capitalized terms used but not defined in this Amendment No. 10 shall have the same meanings ascribed to them in the Original 13D.
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Original 13D is hereby amended by inserting the following information at the end of Item 3:
On November 1, 2022, the transactions contemplated by the Agreement and Plan of Merger, dated June 2, 2022, as amended by Amendment
No. 1, dated August 31, 2022 (as amended, the Merger Agreement), by and among the Partnership, Sprague HP Holdings, LLC, a Delaware limited liability company (Buyer), Sparrow HP Merger Sub, LLC, a Delaware limited
liability company and wholly owned subsidiary of Buyer (Merger Sub), and Sprague Resources GP LLC, a Delaware limited liability company and general partner of the Partnership (Partnership GP), closed, as described below in
Item 4. The total consideration paid for the common units in connection with the Merger was approximately $133.8 million. The merger consideration was funded with cash through capital contributions from Hartree Partners, LP, the sole member of
Buyer.
Item 4. Purpose of Transaction
Item 4 of the Original 13D is hereby amended by inserting the following information at the end of Item 4:
On November 1, pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), Merger Sub merged with and
into the Partnership, with the Partnership surviving the merger as a wholly owned subsidiary of Buyer and Partnership GP and continuing to exist as a Delaware limited partnership.
At the Effective Time, each issued and outstanding common unit as of immediately prior to the Effective Time (other than the common units held
by Buyer and its permitted transferees) was canceled and converted into the right to receive $20.00 per common unit in cash without any interest thereon. The common units and incentive distribution rights held by Buyer and its permitted transferees
immediately prior to the Effective Time and the general partner interest were unaffected by the Merger and remain outstanding.