1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Subordinated Units
|
11/25/2011 |
Â
(3)
|
Common Units
|
889,444
(4)
(5)
|
$
0
|
I
|
By Martin Resource Management Corporation and its subsidiaries
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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) |
Includes 5,703,823 outstanding Common Units owned by Martin Resource Management Corporation and its subsidiaries as reported in Issuer's Form 424(b)(5) Prospectus filed with the Securities and Exchange Commission (the "SEC") on August 12,2010. The reporting person is the managing member of KCM, LLC and owns an interest in KCM, LLC. KCM, LLC owns an interest in Martin Resource Management Corporation and has an option to purchase additional interests in Martin Resource Management Corporation, whereby, if KCM, LLC exercises this option, KCM, LLC may own over 50% of the shares of Martin Resource Management Corporation. As a result, the reporting person may be deemed to be the beneficial owner of the Common Units and the Subordinated Units owned by Martin Resource Management Corporation and its subsidiaries. |
(2) |
(continued from Footnote 1) The reporting person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or any other purpose. |
(3) |
The Subordinated Units do not have an expiration date. |
(4) |
Includes 889,444 Subordinated Units that will automatically convert on a one-for-one basis into Common Units on November 25, 2011 and are owned by Martin Resource Management Corporation and its subsidiaries as reported in Issuer's Form 424(b)(5) Prospectus filed with the SEC on August 12, 2010. The reporting person is the managing member of KCM, LLC and owns an interest in KCM, LLC. KCM, LLC owns an interest in Martin Resource Management Corporation and has an option to purchase additional interests in Martin Resource Management Corporation, whereby, if KCM, LLC exercises this option, KCM, LLC may own over 50% of the shares of Martin Resource Management Corporation. As a result, the reporting person may be deemed to be the beneficial owner of the Common Units and the Subordinated Units owned by Martin Resource Management Corporation and its subsidiaries. |
(5) |
(continued from Footnote 4) The reporting person disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or any other purpose. |