Delek US Holdings Files 13D/A Amendment

TL;DR

Delek US Holdings filed a 13D/A amendment for Delek Logistics Partners, LP, updating ownership details.

AI Summary

On August 7, 2024, Delek US Holdings, Inc. filed an amendment (Amendment No. 8) to its Schedule 13D concerning Delek Logistics Partners, LP. The filing indicates a change in the reporting of beneficial ownership, with Delek US Holdings, Inc. continuing to be a significant holder.

Why It Matters

This filing updates ownership information for Delek Logistics Partners, LP, which is relevant for investors tracking control and significant stakes in the company.

Risk Assessment

Risk Level: low — This is a routine amendment to a Schedule 13D filing, primarily updating ownership information rather than indicating a new activist stake or major transaction.

Key Players & Entities

• Delek US Holdings, Inc. (company) — Filer and significant owner
• Delek Logistics Partners, LP (company) — Subject company
• Denise McWatters (person) — Executive mentioned in filing header

FAQ

Filing Documents

• d880257dsc13da.htm (SC 13D/A) — 70KB
• d880257dex99a.htm (EX-99.A) — 12KB
• d880257dex99d.htm (EX-99.D) — 37KB
• 0001193125-24-196048.txt ( ) — 121KB

(b) is hereby amended and supplemented by adding the following

Item 2(b) is hereby amended and supplemented by adding the following: The business address of the Reporting Persons is 310 Seven Springs Way, Suite 500, Brentwood, Tennessee 37027.

(c) is hereby amended and supplemented by adding the following

Item 2(c) is hereby amended and supplemented by adding the following: Delek is a corporation and has a board of directors and executive officers. The name and present principal occupation of each director and executive officer of Delek (the Delek Covered Individuals) are set forth on Exhibit A to this Schedule 13D, which is incorporated herein by reference. The business address of each director and executive officer is 310 Seven Springs Way, Suite 500, Brentwood, Tennessee 37027. Delek Energy is a corporation and has a board of directors and executive officers. The name and present principal occupation of each director and executive officer of Delek Energy (the Delek Energy Covered Individuals) are set forth on Exhibit A to this Schedule 13D, which is incorporated herein by reference. The business address of each director and executive officer is 310 Seven Springs Way, Suite 500, Brentwood, Tennessee 37027. Delek Services is a corporation and has a board of directors and executive officers. The name and present principal occupation of each director and executive officer of Delek Services (the Delek Services Covered Individuals) are set forth on Exhibit A to this Schedule 13D, which is incorporated herein by reference. The business address of each director and executive officer is 310 Seven Springs Way, Suite 500, Brentwood, Tennessee 37027. Delek Energy and Delek Services are wholly owned subsidiaries of Delek. Delek has a board of directors and executive officers. The name and present principal occupation of each director and executive officer of Delek (the Delek Covered Individuals) are set forth on Exhibit A to this Schedule 13D, which is incorporated herein by reference. The business address of each director and executive officer is 310 Seven Springs Way, Suite 500, Brentwood, Tennessee 37027. The Delek Energy Covered Individuals, Delek Services Covered Individuals and Delek Covered Individuals are collectively referred to as the Covered Individuals wh

is hereby amended and supplemented by adding the following at the end thereof

Item 3 is hereby amended and supplemented by adding the following at the end thereof: On August 5, 2024, Alon USA, LP, a Texas limited partnership (Customer), DK Trading & Supply, LLC, a Delaware limited liability company, DKL Big Spring, LLC, a Delaware limited liability company (Marketing), and Delek Services entered into an Assignment and Assumption of Marketing Agreement pursuant to which that certain Marketing Agreement, dated as of March 1, 2018, by and between Marketing and Customer was assigned and assumed by Delek Services in exchange for the cancellation of 2,500,000 Common Units held by Delek Services. On August 5, 2024, Delek, Delek Energy, and the Issuer entered into a Contribution Agreement (the Contribution Agreement) pursuant to which Delek Energy contributed, assigned, transferred, conveyed, and delivered to the Issuer 100% of the issued and outstanding limited liability company interests of Delek Permian Pipeline Holdings, LLC, a Delaware limited liability company, in exchange for consideration which included 2,300,000 newly issued Common Units. Item4. Purpose of Transaction

(a) is hereby amended and supplemented by adding the following

Item 4(a) is hereby amended and supplemented by adding the following: On August 5, 2024, as part of a series of intercompany transactions among Delek and certain of its subsidiaries and the Issuer and certain of its subsidiaries, the Issuer cancelled 2,500,000 Common Units held by Delek Services and issued 2,300,000 Common Units to Delek Energy as described above under Item 3. Item5. Interest in Securities of the Issuer

(a) is hereby amended and restated in its entirety as follows

Item 5(a) is hereby amended and restated in its entirety as follows: (a)(1) Delek Services is the record and beneficial owner of 11,065,410 Common Units, which, based on there being 47,029,951 Common Units outstanding as of August 5, 2024, represents approximately 23.5% of the outstanding Common Units of the Issuer. (2) Delek Energy is the record owner of 23,045,868 Common Units and, as the sole stockholder of Delek Services, may be deemed to beneficially own the 11,065,410 Common Units held of record by Delek Services, which aggregate beneficial ownership of 34,111,278 Common Units, based on there being 47,029,951 Common Units outstanding as of August 5, 2024, represents approximately 72.5% of the outstanding Common Units of the Issuer. (3) Delek does not directly own any Common Units of the Issuer; however, as the sole stockholder of Delek Energy, it may be deemed to beneficially own the 34,111,278 Common Units held of record by Delek Energy, which based on there being 47,029,951 Common Units outstanding as of August 5, 2024, represents approximately 72.5% of the outstanding Common Units of the Issuer. (4) In addition, as of the date of this report, certain of the Covered Individuals beneficially own the number and percentage of Common Units set forth in the following table. Name Common Units Beneficially Owned Percentage of Class Beneficially Owned Ezra Uzi Yemin 213,587 * Reuven Spiegel 16,278 * Joseph Israel 11,070 * Denise McWatters 11,825 * Avigal Soreq 46,526 * * Less than 1% of the class beneficially owned.

(c) is hereby amended and supplemented by reference to the information in Item 3 above

Item 5(c) is hereby amended and supplemented by reference to the information in Item 3 above. Item7. Material to Be Filed as Exhibits EXHIBIT A Directors and Executive Officers of Delek US Holdings, Inc., Delek US Energy, Inc., and Delek Logistics Services Company (filed herewith). EXHIBIT B Amended and Restated Joint Filing Statement (previously filed as Exhibit B to Amendment No. 6). EXHIBIT C Contribution Agreement, dated as of August 5, 2024, by and between Delek US Energy, Inc. and Delek Logistics Partners, LP. (incorporated by reference to Exhibit 2.2 of the Issuers Quarterly Report on Form 10-Q filed on August 7, 2024). EXHIBIT D Assignment and Assumption of Marketing Agreement, dated as of August 5, 2024, by and among Alon USA, LP, DK Trading & Supply, LLC, DKL Big Spring, LLC, and Delek Logistics Services Company (filed herewith). SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct. Dated: August 7, 2024 DELEK US HOLDINGS, INC. By: /s/ Reuven Spiegel Name:Reuven Spiegel Title:Chief Executive Vice President and Chief Financial Officer DELEK US ENERGY, INC. By: /s/ Reuven Spiegel Name:Reuven Spiegel Title:Chief Executive Vice President and Chief Financial Officer DELEK LOGISTICS SERVICES COMPANY By: /s/ Reuven Spiegel Name:Reuven Spiegel Title:Chief Executive Vice President and Chief Financial Officer

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