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): September 13, 2018

SPRAGUE RESOURCES LP

(Exact name of registrant as specified in its charter)

Delaware	001-36137	45-2637964
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

185 International Drive

Portsmouth, NH 03801

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (800) 225-1560

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 o

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 Agreements of Certain Officers.

On September 18, 2018, Sprague Resources LP (the “Partnership”) announced the following:

(b) Gary A. Rinaldi notified Sprague Resources GP LLC, the Partnership’s general partner, of his decision to retire as Senior Vice President, Chief Operating Officer and Chief Financial Officer. Mr. Rinaldi is expected to continue in his role through December 31, 2018, to assist with the transition of his responsibilities.

(c) David Long will join Sprague Resources GP LLC on December 3, 2018 and replace Mr. Rinaldi as Vice President, Chief Financial Officer on January 1, 2019.

The General Partner does not intend to appoint a successor Chief Operating Officer; President and CEO David Glendon will assume the responsibilities of the COO role.

Mr. Long, 45 years of age, is currently Senior Vice President with Kinetico Incorporated (“Kinetico”), a subsidiary of our Sponsor, Axel Johnson, Inc. In June 2013, Mr. Long assumed responsibility for Kinetico’s marketing, sales and business development activity in North America. From February 2008 through June 2013, Mr. Long served as Senior Vice President & Chief Financial Officer of Kinetico where he led the finance and accounting organization. Prior to Kinetico, from 1998 through 2008, Mr. Long held a variety of roles at Sprague’s Predecessor, most recently as Managing Director of Sales, Refined Products. Mr. Long holds a Master of Finance degree from Boston College and a Bachelor’s degree from the University of Maine.

Sprague Resources GP LLC does not currently have an employment agreement with Mr. Rinaldi and does not plan to enter into an employment agreement with Mr. Long. With respect to the disclosure required by Item 401(d) of Regulation S-K, there are no family relationships between Mr. Long and any of the General Partner’s directors or executive officers.

With respect to Item 404(a) of Regulation S-K, since February 2008, Mr. Long has been employed by Kinetico Incorporated, a controlled affiliate of our Sponsor, Axel Johnson, Inc. Sprague Resources GP LLC is a wholly owned subsidiary of Axel Johnson, Inc. Mr. Long also serves as a director of Selecto Incorporated and Nimbus Water Systems which are subsidiary companies of Kinetico.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Sprague Resources LP Press Release, dated September 18, 2018.

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.

SPRAGUE RESOURCES LP
By:	Sprague Resources GP LLC, its General Partner
By:	/s/ Paul A. Scoff
	Paul A. Scoff
	Vice President, General Counsel, Chief Compliance Officer and Secretary

Dated: September 18, 2018

EX-99.1

Exhibit 99.1

News Release

Investor Contact:

Susan Kelly Trahan

+1 800.225.1560

investorrelations@spragueenergy.com

Sprague Resources LP Announces Chief Financial Officer Retirement and Appointment

Portsmouth, NH (September 18, 2018) - Sprague Resources LP (“Sprague” or the “Partnership”) (NYSE: SRLP) announced today that Gary A. Rinaldi will be retiring from his position as Senior Vice President, Chief Operating Officer and Chief Financial Officer of its General Partner, a position he has held with Sprague since July 2011 and with our predecessor since April 2003. Mr. Rinaldi will remain with Sprague until December 31, 2018 to assist with the transition of his responsibilities. “I would like to thank Gary for being an exceptional partner in leading Sprague over the past 15 years,” said David Glendon, President and Chief Executive Officer. Mr. Glendon added, “Since Gary’s arrival in 2003, the company’s growth and expansion in our capabilities has been remarkable, and Gary’s imprint can be found on virtually every facet of the organization. In addition to directly overseeing many areas of the business, he has been pivotal in our acquisition strategy and successful execution. Gary’s tireless work ethic, and commitment to Sprague and its people, position us to build on his success for many years to come. On behalf of everyone at Sprague, as well as our board of directors, we would like to thank Gary for his valued service and dedication and we wish him the best in his well-deserved retirement.”

Sprague also announced that Mr. David Long will replace Mr. Rinaldi as Chief Financial Officer of its General Partner. Mr. Long will join Sprague on December 3, 2018 and will assume the role of Chief Financial Officer on January 1, 2019. The General Partner does not intend to appoint a successor Chief Operating Officer; President and CEO David Glendon will assume the responsibilities of the COO role.

Mr. Long is currently Senior Vice President with Kinetico Incorporated (“Kinetico”), a subsidiary of our Sponsor, Axel Johnson, Inc. In June 2013, Mr. Long assumed responsibility for Kinetico’s marketing, sales and business development activity in North America. From February 2008 through June 2013, Mr. Long served as Senior Vice President & Chief Financial Officer of Kinetico where he led the finance and accounting organization. Prior to Kinetico, from 1998 through 2008, Mr. Long held a variety of roles at Sprague’s Predecessor, most recently as Managing Director of Sales, Refined Products. Mr. Long holds a Master of Finance degree from Boston College and a Bachelor’s degree from the University of Maine. “David’s broad experience, strong leadership skills, knowledge of Sprague, and strategic capabilities make him well suited for his new position and I am delighted to welcome him back to Sprague,” said Mr. Glendon.

About Sprague Resources LP

Sprague Resources LP is engaged in the purchase, storage, distribution and sale of refined petroleum products and natural gas. The Partnership also provides storage and handling services for a broad range of materials. More information concerning Sprague can be found at www.spragueenergy.com.

Forward-Looking Statements

This news release contains statements, including with respect to our intentions not to appoint a successor as Chief Operating Officer that are forward-looking in nature. Sprague's future actions and actual results may differ materially from those described or contemplated in the forward-looking statements.  The Partnership's actual results are subject to risks and uncertainties, including those found in the Partnership's reports filed with the SEC, including the information under the heading 'Risk Factors' in its Annual Report on Form 10-K for the year ended December 31, 2017, which information is incorporated herein by reference.

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