Form 4: Ferrellgas Director Granted 8,492 Phantom Units
Insider Transaction Report
Ferrellgas Partners L.P. Director James E. Ferrell was granted 8,492 phantom units, increasing his beneficial ownership to 21,221 units.
Summary
- James E. Ferrell, a Director of Ferrellgas Partners L.P., was granted 8,492 phantom units on October 9, 2025.
- Each phantom unit represents the economic equivalent of one Class A Unit of Ferrellgas Partners L.P.
- The phantom units accrue dividend equivalent rights.
- The granted units will vest on October 9, 2026.
- Upon vesting, each phantom unit grants the right to receive a cash payment.
- The cash payment will be triggered by the earliest of: termination of service from the Board of Directors, a change of control, or the third anniversary of the October 9, 2025 grant date.
- The payment amount will be equal to the average closing price of a Class A Unit for the 10 trading days immediately preceding the triggering event.
- Following this transaction, James E. Ferrell beneficially owns a total of 21,221 derivative securities (phantom units).
Sentiment
Score: 6
Explanation: The grant of phantom units to a director is generally viewed as a neutral to slightly positive event, as it aligns the director's interests with shareholders. It does not, however, provide direct insight into the company's operational or financial performance.
Positives
- The grant of phantom units to a director helps align their financial interests with those of the shareholders, promoting long-term value creation.
- The structure of the phantom units, including dividend equivalent rights and vesting, provides an incentive for continued service and performance.
Future Outlook
The future outlook for the reporting person involves the vesting of 8,492 phantom units on October 9, 2026, and a subsequent cash payment tied to the Class A Unit price upon the occurrence of specific events such as termination of service, change of control, or the third anniversary of the grant date.
Industry Context
The grant of phantom units is a common form of equity-based compensation for directors in publicly traded companies, particularly in the energy and infrastructure sectors. This practice aims to incentivize long-term commitment and align director interests with shareholder returns, reflecting standard corporate governance practices.
Comparison to Industry Standards
- The use of phantom units as a form of equity compensation for directors is a common practice across various industries, aiming to align director incentives with long-term shareholder value without immediate share issuance.
- The vesting schedule and payment triggers (termination, change of control, fixed anniversary) are typical provisions found in such equity award agreements, designed to retain talent and reward sustained performance.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Structure | No specific changes to bylaws, committees, policies, or procedures were reported. However, the grant of phantom units to a director is a standard component of corporate governance related to executive and director compensation, aligning interests with shareholders. | 10/09/2025 | Enhances alignment between director's financial interests and long-term shareholder value, consistent with good corporate governance practices. |
Related Party Transactions
- The grant of 8,492 phantom units to James E. Ferrell, a Director of Ferrellgas Partners L.P., constitutes a related party transaction as it involves compensation provided to a member of the company's board.
Stakeholder Impact
- Shareholders: The grant aims to align the director's interests with long-term shareholder value, potentially leading to more favorable decision-making.
- Director (James E. Ferrell): Receives equity-based compensation, providing a financial incentive tied to the company's performance and continued service.
Next Steps
- The 8,492 phantom units are scheduled to vest on October 9, 2026.
- Following vesting, a cash payment will be made upon the earliest of specific triggering events (termination of service, change of control, or third anniversary of grant date).
Key Dates
| Date | Description |
|---|---|
| 10/09/2025 | Date of transaction (grant of phantom units) and grant date for vesting calculation. |
| 10/14/2025 | Date the Form 4 was signed by James E. Ferrell. |
| 10/09/2026 | Vesting date for the 8,492 phantom units. |
| 10/09/2028 | Third anniversary of the grant date, one of the potential triggers for cash payment of vested phantom units. |
Keywords
Ferrellgas, Form 4, Insider Transaction, Phantom Units, Director Compensation, Equity Grant, Beneficial Ownership
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