Statement of Changes in Beneficial Ownership (4)
September 16 2020 - 4:37PM
Edgar (US Regulatory)
FORM 4
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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
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
ERGON INC |
2. Issuer Name and Ticker or Trading Symbol
Blueknight Energy Partners, L.P.
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BKEP
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
P.O. BOX 1639 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/14/2020 |
(Street)
JACKSON, MS 39215-1639
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
Series A Preferred Units | (1) | 9/14/2020 | | P | | 2488789 | | (1) | (1) | Common Units | 2488789 | $5.46 | 20801757 | I (2) | See Footnote (2) |
Explanation of Responses: |
(1) | The Series A Preferred Units have no expiration date and are convertible at any time, in whole or in part, on, subject to adjustment, a one-for-one basis into Common Units representing limited partner interests of the Issuer at the holder's election as set forth in the Fourth Amended and Restated Agreement of Limited Partnership of the Issuer, dated September 14, 2011 and filed with the Securities and Exchange Commission as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed on September 14, 2011. |
(2) | This Form 4 is being filed jointly by Ergon, Inc. ("Ergon") and Ergon Asphalt & Emulsions, Inc. ("EA&E"). Ergon directly owns 100% of the outstanding ownership interests of EA&E, and may therefore be deemed to beneficially own the securities of the Issuer owned directly by EA&E. |
Remarks: Blueknight Energy Partners G.P., L.L.C., a Delaware limited liability company and the general partner of the Issuer (the "General Partner"), has sole responsibility for conducting the business of and managing the operations of the Issuer. Blueknight GP Holding, LLC, a Delaware limited liability company and the sole member of the General Partner ("Holdings"), has the right to appoint all of the directors of the General Partner. EA&E (and therefore, Ergon) is the indirect parent of Holdings, and may therefore be deemed a director by deputization. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
ERGON INC P.O. BOX 1639 JACKSON, MS 39215-1639 | X | X |
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Ergon Asphalt & Emulsions, Inc. P.O. BOX 1639 JACKSON, MS 39215-1639 | X | X |
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Signatures
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/s/ Emmitte J. Haddox, President and Chief Executive Officer of Ergon, Inc. | | 9/16/2020 |
**Signature of Reporting Person | Date |
/s/ J. Baxter Burns, II, President of Ergon Asphalt & Emulsions, Inc. | | 9/16/2020 |
**Signature of Reporting Person | Date |
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