New insider Gplp Holdings Inc. claimed ownership of 11,678,285 units of Common Units Representing Limited Partner Interests (SEC Form 3)
$GPP
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| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/09/2024 |
3. Issuer Name and Ticker or Trading Symbol
Green Plains Partners LP [ GPP ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Units Representing Limited Partner Interests | 11,678,285 | D(1)(2) | |
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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 Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. Pursuant to that certain Agreement and Plan of Merger, dated as of September 16, 2023, by and among Green Plains Inc. ("GPRE"), GPLP Holdings Inc., a wholly owned subsidiary of GPRE ("Holdings"), GPLP Merger Sub LLC, a wholly owned subsidiary of Holdings, Green Plains Partners LP (the "Issuer"), and Green Plains Holdings LLC, the general partner of the Issuer (the "General Partner"), GPRE acquired all of the outstanding common units representing limited partner interests in the Issuer not already held by GPRE, the General Partner and their respective affiliates via a merger (the "Merger") that resulted in the Issuer surviving the Merger as an indirect, wholly owned subsidiary of GPRE. |
| 2. GPRE is the 100% owner of Holdings. GPRE, as the 100% owner of Holdings, is deemed to indirectly beneficially own the securities held by Holdings. GPRE has separately filed a Form 4 with respect to the securities reported herein. |
| /s/ Michelle Mapes, Secretary, on behalf of GPLP Holdings Inc. | 01/10/2024 | |
| ** 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 5 (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 Number. | ||