Stephen P Mawer Form 4 Calumet Specialty Products Partners / Stephen P Mawer ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Mawer Stephen P

(Last) (First) (Middle)

2780 WATERFRONT PARKWAY EAST DRIVE

SUITE 200

(Street)

INDIANAPOLIS IN 46214

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Calumet Specialty Products Partners, L.P. [ CLMT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Units	02/27/2020		M		7,935	A	$0	68,610	D
Common Units	02/27/2020		M		5,208	A	$0	73,818	D
Common Units	02/27/2020		M		2,674	A	$0	76,492	D

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)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Units	(1)	02/27/2020		M			5,208	(2)	(2)	Common Unit	5,208	$0	5,209	D
Phantom Units	(1)	02/27/2020		M			7,935	(3)	(3)	Common Units	7,935	$0	0	D
Phantom Units	(1)	02/27/2020		M			2,674	(2)	(2)	Common Units	2,674	$0	2,673	D
Phantom Units	(1)	02/27/2020		A		0		(4)	(4)	Common Units	6,418	$3.72	24,981	D
Phantom Unit	(1)	02/27/2020		A		0		(5)	(5)	Common Unit	2,139	$3.72	2,139	D

Explanation of Responses:

1. Each Phantom Unit is the economic equivalent of a Calumet Specialty Products Partners, L.P. Common Unit.

2. 25% of the Phantom Units vested immediately and the remaining vest ratably over three years on December 31 of each year beginning on December 31, 2018.

3. 25% of the Phantom Units vest on December 31 of each year beginning on December 31, 2016.

4. Each Phantom Unit becomes payable either in the form of a Common Unit or the cash value thereof upon the earlier of the date specified by the reporting person or the reporting person's termination date pursuant to the Deferred Compensation Plan. Phantom Units are 100% vested.

5. Each Phantom Unit becomes payable either in the form of a Common Unit or the cash value thereof upon the earlier of the date specified by the reporting person or the reporting person's termination date pursuant to the Deferred Compensation Plan. 25% of the Phantom Units vest on July 1 of each year beginning on July 1, 2021.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ H. Keith Jennings, as attorney-in-fact	02/28/2020
	** 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 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).
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