8-K

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): April 28, 2020

NuStar Energy L.P.

(Exact name of registrant as specified in its charter)

Delaware	001-16417	74-2956831
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

19003 IH-10 West

San Antonio, Texas 78257

(Address of principal executive offices)

(210) 918-2000

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

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 Symbol(s)	Name of each exchange on which registered
Common units	NS	New York Stock Exchange
Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units	NSprA	New York Stock Exchange
Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units	NSprB	New York Stock Exchange
Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units	NSprC	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. ☐

Item 5.07    Submission of Matters to a Vote of Security Holders.

NuStar Energy L.P. (the “Partnership”) held its 2020 Annual Meeting on April 28, 2020, with all members of the Board of Directors of the general partner of the Partnership’s general partner in attendance. As of the record date for the 2020 Annual Meeting, there were 109,179,234 common units and 23,246,650 Series D preferred units outstanding and entitled to vote together as a single class at the 2020 Annual Meeting (the “Voting Units”). A total of 116,918,552 of the Voting Units were present or represented by proxy at the 2020 Annual Meeting, representing approximately 88% of all votes entitled to be cast at the 2020 Annual Meeting. The matters submitted for a vote and the related results are as follows:

• Proposal No. 1 - Election of three Group II directors to serve until the 2023 annual meeting of unitholders or until their successors are elected and have been qualified. The results were as follows:

Class I Nominees	Votes For	Votes Withheld	Broker Non-Votes
William E. Greehey	87,073,597	1,342,433	28,502,522
Jelynne LeBlanc-Burley	87,007,708	1,408,322	28,502,522
Robert J. Munch	86,565,825	1,850,205	28,502,522

• Proposal No. 2 - Ratification of the appointment of KPMG LLP as the Partnership’s independent registered public accounting firm for 2020. The results were as follows:

Votes For	Votes Against	Abstentions	Broker Non-Votes
115,248,529	817,346	852,677	0

Consistent with the foregoing votes: (1) each of William E. Greehey, Jelynne LeBlanc-Burley and Robert J. Munch has been elected as a Group II director to serve on the Board of Directors until the 2023 annual meeting of unitholders or until his or her successor is elected and has been qualified; and (2) the appointment of KPMG LLP to serve as the Partnership’s independent registered public accounting firm for 2020 has been ratified.

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.

	NUSTAR ENERGY L.P.
	By:	Riverwalk Logistics, L.P.
		its general partner
		By:	NuStar GP, LLC
			its general partner
Date: April 29, 2020			By:	/s/ Amy L. Perry
			Name:	Amy L. Perry
			Title:	Executive Vice President-Strategic Development and General Counsel

XML

Cover Document	Apr. 28, 2020
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Apr. 28, 2020
Entity Registrant Name	NuStar Energy L.P.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-16417
Entity Tax Identification Number	74-2956831
Entity Address, Address Line One	19003 IH-10 West
Entity Address, City or Town	San Antonio
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	78257
City Area Code	(210)
Local Phone Number	918-2000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001110805
Amendment Flag	false
Common Limited Partner [Member]
Document Information [Line Items]
Title of 12(b) Security	Common units
Trading Symbol	NS
Security Exchange Name	NYSE
Series A Preferred Limited Partner [Member]
Document Information [Line Items]
Title of 12(b) Security	Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
Trading Symbol	NSprA
Security Exchange Name	NYSE
Series B Preferred Limited Partner [Member]
Document Information [Line Items]
Title of 12(b) Security	Series B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
Trading Symbol	NSprB
Security Exchange Name	NYSE
Series C Preferred Limited Partner [Member]
Document Information [Line Items]
Title of 12(b) Security	Series C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units
Trading Symbol	NSprC
Security Exchange Name	NYSE