Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15 (d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

January 24, 2024

Commission File Number: 1-14222

SUBURBAN PROPANE PARTNERS, L.P.

(Exact name of registrant as specified in its charter)


Delaware		22-3410353
(State or Other Jurisdiction		(IRS Employer
of Incorporation)		Identification No.)

240 Route 10 West

Whippany, New Jersey 07981

(973) 887-5300

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of exchange on which registered
Common Units	SPH	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

At its regular meeting on January 24, 2024, the Board of Supervisors (the “Board”) of Suburban Propane Partners, L.P. (the “Partnership”), was notified by Lawrence C. Caldwell that he intends to retire from the Board and the committees of the Board on which he serves, effective May 20, 2024.

Mr. Caldwell has served on the Board since November 2012 and his decision to retire from the Board was not because of any disagreement with the Partnership. The Partnership gratefully acknowledges Mr. Caldwell’s 11 years of dedicated service on the Board.

Effective upon Mr. Caldwell’s retirement on May 20, 2024 and pursuant to authority granted to the Board under the Partnership’s Third Amended and Restated Agreement of Limited Partnership, as amended, the size of the Board of Supervisors will be reduced from nine (9) Supervisors to eight (8) Supervisors.

ITEM 8.01. OTHER EVENTS

On January 26, 2024, the Partnership issued a press release announcing that the Partnership’s 2024 Tri-Annual Meeting of the Limited Partners of the Partnership will be held in person on Tuesday, May 21, 2024, beginning at 9:00 a.m. E.T, at its executive offices located at One Suburban Plaza, 240 Route 10 West, Whippany, New Jersey 07981 (the “2024 Tri-Annual Meeting”). Additional information about the 2024 Tri-Annual Meeting and how the Partnership’s Unitholders may attend will be provided in the notice of the meeting and proxy statement, which will be sent to the Partnership’s Unitholders and filed with the Securities and Exchange Commission in advance of the 2024 Tri-Annual Meeting.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.


99.1		Press Release of Suburban Propane Partners, L.P. dated January 26, 2024, announcing the date of the 2024 Tri-Annual Meeting of Unitholders.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


January 26, 2024	SUBURBAN PROPANE PARTNERS, L.P.

	By:	/s/ BRYON L. KOEPKE
	Name:	Bryon L. Koepke
	Title:	Vice President, General Counsel & Secretary

Exhibit 99.1

     

    News Release
Contact: Michael A. Kuglin
Chief Financial Officer
& Chief Accounting Officer
P.O. Box 206, Whippany, NJ 07981-0206
Phone: 973-503-9252

   

FOR IMMEDIATE RELEASE

Suburban Propane Partners, L.P. to Hold 2024 Tri-Annual Meeting

Whippany, New Jersey, January 26, 2024 -- Suburban Propane Partners, L.P. (NYSE:SPH) (the “Partnership”), a nationwide distributor of propane, renewable propane, renewable natural gas, fuel oil and related products and services, as well as a marketer of natural gas and electricity and investor in low carbon fuel alternatives, announced today that it has scheduled its 2024 Tri-Annual Meeting of the Limited Partners of the Partnership to be held in person on Tuesday, May 21, 2024, beginning at 9:00 a.m. E.T, at its executive offices located at One Suburban Plaza, 240 Route 10 West, Whippany, New Jersey 07981 (the “2024 Tri-Annual Meeting”).

Additional information about the 2024 Tri-Annual Meeting and how the Partnership’s Unitholders may attend will be provided in the notice of the meeting and proxy statement, which will be sent to the Partnership’s Unitholders and filed with the Securities and Exchange Commission in advance of the 2024 Tri-Annual Meeting.

About Suburban Propane Partners, L.P.

Suburban Propane Partners, L.P. is a publicly traded master limited partnership listed on the New York Stock Exchange under the ticker symbol SPH. Headquartered in Whippany, New Jersey, Suburban has been in the customer service business since 1928 and is a nationwide distributor of propane, renewable energy and related products and services, as well as a marketer of natural gas and electricity and an investor in low carbon alternatives. The Partnership serves the energy needs of approximately 1 million residential, commercial, governmental, industrial and agricultural customers through approximately 700 locations across 42 states. The Partnership is supported by three core pillars: (1) Suburban Commitment – showcasing the Partnership's 95-year legacy, and ongoing commitment to the highest standards for dependability, flexibility, and reliability that underscores the Partnership's commitment to excellence in customer service; (2) SuburbanCares – highlighting the Partnership's continued dedication to giving back to local communities across the Partnership's national footprint and (3) Go Green with Suburban Propane – promoting the clean burning and versatile nature of propane and renewable propane as a solution to a green energy future and its commitment to investing in and developing the next generation of renewable energy.

For additional information on Suburban Propane, please visit www.suburbanpropane.com.

# # #

Document and Entity Information	Jan. 24, 2024
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001005210
Document Type	8-K
Document Period End Date	Jan. 24, 2024
Entity Registrant Name	SUBURBAN PROPANE PARTNERS LP
Entity Incorporation State Country Code	DE
Entity File Number	1-14222
Entity Tax Identification Number	22-3410353
Entity Address, Address Line One	240 Route 10 West
Entity Address, City or Town	Whippany
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07981
City Area Code	(973)
Local Phone Number	887-5300
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Units
Trading Symbol	SPH
Security Exchange Name	NYSE
Entity Emerging Growth Company	false