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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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OMB APPROVAL
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(Print or Type Responses)
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1. Name and Address of Reporting Person *
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| CARSON RICHARD M |
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2. Issuer Name and Ticker or Trading Symbol
Cypress Environmental Partners, L.P. [CELP]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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__X__ Officer (give title below)
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_____ Other (specify below)
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See Remarks
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C/O CYPRESS ENVIRONMENTAL PARTNERS, L.P., 5727 S. LEWIS AVE., SUITE 300 |
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2020 |
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TULSA, OK 74105 |
4. If Amendment, Date Original Filed
(Month/Day/Year)
05/07/2020 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| 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 control number. | SEC 1474 (9-02) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year)
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7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
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11. Nature of Indirect Beneficial Ownership
(Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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| Phantom Units (Limited Partner Interests) | (1) | 05/06/2020 |
| A |
| 35,400 |
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(2) |
(3) | Common Units (Limited Partner Interests) | 35,400 | (1) | 35,400 | D |
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Reporting Owners
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
CARSON RICHARD M
C/O CYPRESS ENVIRONMENTAL PARTNERS, L.P.
5727 S. LEWIS AVE., SUITE 300
TULSA, OK 74105 |
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See Remarks |
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Signatures
| /s/ Jonathan M. Cinocca, Attorney-in-Fact to Richard M. Carson | |
05/07/2020 |
| **Signature of Reporting Person | Date |
Explanation of Responses:
| * | If the form is filed by more than one reporting person, see Instruction 4(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). |
| (1) | Each phantom unit is the economic equivalent of one common unit. |
| (2) | On May 6, 2020, the Reporting Person was granted 35,400 phantom units which vest in equal installments on April 1, 2023, 2024 and 2025, subject to Reporting Person's continued service with the Issuer through the applicable vesting dates. |
| (3) | The phantom units expire upon settlement. The phantom units are settled upon vesting in common units (on a one-for-one basis) or in cash, at the desertion of the Issuer. |
Remarks:
The Reporting Person is Senior Vice President and General Counsel of Cypress Environmental Partners GP, LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner. This Form 4 Amendment is filed solely to correct the Table II, Column 5 which inadvertently reported the 35,400 phantom units as having been "Disposed" as opposed to the correct designation of "Acquired." This Form 4 Amendment restates the transaction and does not report any new transactions. |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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