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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): December 5, 2019

NGL ENERGY PARTNERS LP
(Exact name of registrant as specified in its charter)

Delaware
 
001-35172
 
27-3427920
(State or other jurisdiction of
incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)

6120 South Yale Avenue
Suite 805
Tulsa, Oklahoma 74136
(Address of principal executive offices) (Zip Code)

(918) 481-1119
(Registrant’s telephone number, including area code)

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:

☐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 Symbols
 
Name of Each Exchange on Which Registered
Common units representing Limited Partner Interests
 
NGL
 
New York Stock Exchange
Fixed-to-floating rate cumulative redeemable perpetual preferred units
 
NGL-PB
 
New York Stock Exchange
Fixed-to-floating rate cumulative redeemable perpetual preferred units
 
NGL-PC
 
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.   o




Item 5.02. 
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On December 5, 2019, Jim Kneale notified NGL Energy Holdings LLC (the “General Partner”), the general partner of NGL Energy Partners LP (the “Partnership”), that he is resigning as a member of the Board of Directors (the “Board”) of the General Partner effective as of December 31, 2019. Mr. Kneale’s resignation did not result from a disagreement on any matter relating to the Partnership’s operations, policies or practices.

(d) On December 9, 2019, Derek Reiners was elected to the Board of the General Partner, effective immediately, in accordance with the terms of the Third Amended and Restated Limited Liability Company Agreement of the General Partner, as amended. Mr. Reiners also has been appointed to serve as a member of the Audit Committee of the Board.

Mr. Reiners currently serves as the President of Contango Energy Capital LLC, a privately held investment and consulting firm. Prior to that, Mr. Reiners served in various senior financial and accounting roles at ONEOK, Inc. and ONEOK Partners, L.P. from August 2009 to May 2019, including Senior Vice President and Chief Accounting Officer from August 2009 to December 2012, Senior Vice President, Chief Financial Officer from January 2013 to May 2017 and Senior Vice President, Finance and Treasurer from June 2017 to May 2019. Prior to joining ONEOK, Mr. Reiners was a partner at Grant Thornton LLP from August 2004 to July 2009. Mr. Reiners is a certified public accountant.

In connection with his service as a director, Mr. Reiners will receive the standard compensation received by non-employee directors. There is no arrangement or understanding pursuant to which Mr. Reiners was appointed to the Board. There are no family relationships between Mr. Reiners and any director or executive officer of the General Partner, and Mr. Reiners has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 9.01.  
  Financial Statements and Exhibits.

(d) Exhibits.
Exhibit No.
 
Description
 
 
 
99.1
 
101
 
Cover Page formatted as Inline XBRL.
104
 
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).






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.

 
NGL ENERGY PARTNERS LP
 
By:
NGL Energy Holdings LLC,
 
 
its general partner
Date: December 10, 2019
 
By:
/s/ Robert W. Karlovich III
 
 
 
Robert W. Karlovich III
 
 
 
Chief Financial Officer





EXHIBIT 99.1

NGL Energy Partners Appoints Derek Reiners to Board of Directors

TULSA, Okla., (BUSINESS WIRE) - NGL Energy Partners LP (NYSE: NGL) announced today that Mr. Derek Reiners has been appointed to the board of directors of its general partner, NGL Energy Holdings LLC, effective immediately. Mr. Reiners will serve as an independent director and has been appointed to the Audit Committee. Mr. Reiners replaces James C. Kneale, who will be retiring from the board of directors after eight years of service, effective December 31, 2019.

Mr. Reiners brings a wealth of experience to the board of directors as a certified public accountant with 25 years of accounting and energy industry experience. Mr. Reiners has served in various senior management positions at ONEOK, Inc. and ONEOK Partners including Senior Vice President - Finance and Treasurer, Chief Financial Officer and Chief Accounting Officer, as well as on the management and audit committees of Northern Border Pipeline Company.

“We are excited to welcome such a well-qualified professional as Derek, and we believe his significant experience in the industry and in senior financial roles will be a valuable asset to the board,” said Mike Krimbill, Chief Executive Officer of NGL. “We are very grateful for the expertise, experience and leadership provided by Jim Kneale, who has served on our board and Audit Committee since our initial public offering. We thank him for his service and hope that he is able to truly enjoy his well-earned retirement.”

About NGL Energy Partners LP
NGL Energy Partners LP is a Delaware limited partnership. NGL owns and operates a vertically integrated energy business with four primary businesses: water solutions, crude oil logistics, NGL logistics and refined products/renewables. For further information visit the Partnership's website at www.nglenergypartners.com.


Source: NGL Energy Partners LP

Contacts:
Trey Karlovich, 918-481-1119
Executive Vice President and Chief Financial Officer
Trey.Karlovich@nglep.com
or
Linda Bridges, 918-481-1119
Senior Vice President - Finance and Treasurer
Linda.Bridges@nglep.com