8-K - NGL - Equibles

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): August 20, 2021

NGL ENERGY PARTNERS LP

(Exact name of registrant as specified in its charter)

Delaware	001-35172	27-3427920
(State or other jurisdiction of<br>incorporation or organization)	(Commission File Number)	(I.R.S. Employer<br>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.

On August 24, 2021, NGL Energy Partners LP (the “Partnership”) announced the appointment of Linda Bridges to serve as the Executive Vice President and Chief Financial Officer of NGL Energy Holdings LLC (the “General Partner”), the general partner of the Partnership, effective September 30, 2021 (the “Effective Date”). Ms. Bridges will succeed Robert W. Karlovich III, who has resigned from his position of Executive Vice President and Chief Financial Officer on the Effective Date to pursue other interests.

Ms. Bridges, 38, most recently served as Senior Vice President, Finance and Treasurer since April 2018. She joined the General Partner in June 2016 as the Vice President of Finance and Treasurer until she was promoted. Prior to joining the Partnership, Ms. Bridges spent nine years in the commercial division at the Bank of Oklahoma, holding various positions including Vice President - Energy Lending. Ms. Bridges holds a Masters of Business Administration from the University of Oklahoma and received her undergraduate degree at Washburn University.

The details of Ms. Bridges’ compensation in connection with her appointment will be determined by the Board of Directors of the General Partner at a later date.

Ms. Bridges does not have any family relationships with any director, executive officer, or any person nominated to become a director or executive officer, of the General Partner and there are no arrangements or understandings between Ms. Bridges and any other person pursuant to which Ms. Bridges was appointed as the Executive Vice President, Chief Financial Officer. There are no transactions in which Ms. Bridges had or will have an interest that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

A press release announcing the matters described above is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release dated August 24 , 2021.
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: August 24, 2021		By:	/s/ H. Michael Krimbill
			H. Michael Krimbill
			Chief Executive Officer

Document

Exhibit 99.1

NGL Energy Partners LP Announces Appointment of

New Chief Financial Officer

TULSA, Okla.--(BUSINESS WIRE)—Aug. 24, 2021-- NGL Energy Partners LP (NYSE:NGL) today announces that Linda Bridges will be promoted to Executive Vice President and Chief Financial Officer effective September 30, 2021 and will be reporting to H. Michael Krimbill, the Partnership’s Chief Executive Officer.

Ms. Bridges joined the Partnership in June 2016 as the Partnership’s Vice President of Finance and Treasurer and was promoted to Senior Vice President of Finance and Treasurer in April 2018. Prior to joining the Partnership, Ms. Bridges spent nine years in the commercial division at Bank of Oklahoma, primarily as a lender to both upstream and midstream energy clients. Linda holds a Masters of Business Administration from the University of Oklahoma and received her undergraduate degree at Washburn University.

“I am very excited to announce that Ms. Bridges will be assuming the role of Chief Financial Officer for the Partnership,” stated Mr. Krimbill. “Linda has been a tremendous asset to the Partnership since she joined us in June 2016 and was an integral part of our many financings over the past five years, including our new ABL Facility and Secured Notes. I am looking forward to working with her as she leads our finance teams and advances the Partnership through our de-leveraging process.”

Robert W. (“Trey”) Karlovich III has announced that he will be resigning from his position with the Partnership effective September 30, 2021 to pursue personal business interests.

About NGL Energy Partners LP

NGL Energy Partners LP, a Delaware limited partnership is a diversified midstream energy company that transports, stores, markets and provides other logistics services for crude oil, natural gas liquids and other products and transports, treats and disposes of produced water generated as part of the oil and natural gas production process. For further information, visit the Partnership’s website at www.nglenergypartners.com.

This release is a qualified notice under Treasury Regulation Section 1.1446-4(b). Brokers and nominees should treat 100% of NGL Energy Partner LP’s distributions to foreign investors as being attributable to income that is effectively connected with a United States trade or business. Therefore, distributions to foreign investors are subject to federal income tax withholding at the highest applicable effective tax rate.

Contacts

NGL Energy Partners LP

H. Michael Krimbill

Chief Executive Officer

918.481.1119

Linda Bridges

Senior Vice President - Finance and Treasurer

Linda.Bridges@nglep.com

918.481.1119