Form 8-K - Current report

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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

October 28, 2024
Date of Report (Date of earliest event reported)
ENERGY TRANSFER LP
(Exact name of Registrant as specified in its charter)
Delaware			1-32740			30-0108820
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

8111 Westchester Drive, Suite 600

Dallas, Texas 75225

(Address of principal executive offices) (zip code)

(214)			981-0700
(Registrant’s telephone number, including area code)

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

ET

New York Stock Exchange

9.250% Series I Fixed Rate Perpetual Preferred Units

ETprI

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. ¨

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Item 7.01. Regulation FD Disclosure.

On October 28, 2024, Energy Transfer LP (the “Partnership”) issued a press release announcing its quarterly cash distribution of $0.3225 per common unit ($1.29 annualized) for the quarter ended September 30, 2024.

A copy of the press release is set forth in Exhibit 99.1 and is incorporated herein by reference. In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Item 8.01. Other Events.

On October 28, 2024, the Partnership announced a quarterly distribution of $0.3225 per common unit ($1.29 annualized) for the quarter ended September 30, 2024. The cash distribution will be paid on November 19, 2024 to unitholders of record as of the close of business on November 8, 2024.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. In accordance with General Instruction B.2 of Form 8-K, the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act.

Exhibit Number						Description of the Exhibit
99.1						Energy Transfer LP Press Release, dated October 28, 2024
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

						ENERGY TRANSFER LP
						By:			LE GP, LLC, its general partner
Date:			October 28, 2024						/s/ Dylan A. Bramhall
									Dylan A. Bramhall
									Group Chief Financial Officer

ENERGY TRANSFER ANNOUNCES INCREASE IN QUARTERLY CASH DISTRIBUTION

Dallas, October 28, 2024 – Energy Transfer LP (NYSE: ET) today announced an increase in its quarterly cash distribution to $0.3225 per Energy Transfer common unit ($1.29 on an annualized basis) for the third quarter ended September 30, 2024.

This cash distribution per Energy Transfer common unit will be paid on November 19, 2024 to unitholders of record as of the close of business on November 8, 2024, and is an increase of 3.2 percent as compared to the third quarter of 2023.

In addition, as previously announced, Energy Transfer plans to release earnings for the third quarter of 2024 on Wednesday, November 6, 2024, after the market closes. The company will also conduct a conference call on Wednesday, November 6, 2024 at 3:30 p.m. Central Time/4:30 p.m. Eastern Time to discuss quarterly results and provide a company update. The conference call will be broadcast live via an internet webcast, which can be accessed on Energy Transfer’s website at energytransfer.com. The call will also be available for replay on Energy Transfer’s website for a limited time.

Energy Transfer LP (NYSE: ET) owns and operates one of the largest and most diversified portfolios of energy assets in the United States, with more than 130,000 miles of pipeline and associated energy infrastructure. Energy Transfer’s strategic network spans 44 states with assets in all of the major U.S. production basins. Energy Transfer is a publicly traded limited partnership with core operations that include complementary natural gas midstream, intrastate and interstate transportation and storage assets; crude oil, natural gas liquids (“NGL”) and refined product transportation and terminalling assets; and NGL fractionation. Energy Transfer also owns Lake Charles LNG Company, as well as the general partner interests, the incentive distribution rights and approximately 21% of the outstanding common units of Sunoco LP (NYSE: SUN), and the general partner interests and approximately 39% of the outstanding common units of USA Compression Partners, LP (NYSE: USAC). For more information, visit the Energy Transfer LP website at www.energytransfer.com.

Forward Looking Statements

This news release may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal law. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that are difficult to predict and many of which are beyond management’s control. An extensive list of factors that can affect future results, including future distribution levels, are discussed in the Partnership’s Annual Report on Form 10-K and other documents filed from time to time with the Securities and Exchange Commission. The Partnership undertakes no obligation to update or revise any forward-looking statement to reflect new information or events.

Qualified Notice

This release serves as qualified notice to nominees as provided for under Treasury Regulation Section 1.1446-4(b)(4) and (d). Please note that one hundred percent (100%) of Energy Transfer LP’s distributions to foreign investors are attributable to income that is effectively connected with a United States trade or business. Accordingly, all of Energy Transfer LP’s distributions to foreign investors are subject to federal tax withholding at the highest applicable effective tax rate. Nominees, and not Energy Transfer LP, are treated as withholding agents responsible for withholding distributions received by them on behalf of foreign investors. For purposes of Treasury Regulation section 1.1446(f)-4(c)(2)(iii), brokers and nominees should treat one hundred percent (100%) of the distributions as being in excess of cumulative net income for purposes of determining the amount to withhold.

The information contained in this press release is available on our website at energytransfer.com.

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Contacts

Investor Relations:

Bill Baerg

Brent Ratliff

Lyndsay Hannah

214-981-0795

Media Relations:

Vicki Granado

214-840-5820

Document and Entity Information Document	Oct. 28, 2024
Document Information [Line Items]
Amendment Flag	false
Document Type	8-K
Document Period End Date	Oct. 28, 2024
Entity Address, Address Line One	8111 Westchester Drive
Written Communications	false
City Area Code	(214)
Local Phone Number	981-0700
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75225
Entity Registrant Name	ENERGY TRANSFER LP
Entity Incorporation, State or Country Code	DE
Entity File Number	1-32740
Entity Tax Identification Number	30-0108820
Entity Central Index Key	0001276187
Common Units
Document Information [Line Items]
Title of 12(b) Security	Common Units
Trading Symbol	ET
Security Exchange Name	NYSE
ETprI
Document Information [Line Items]
Title of 12(b) Security	9.250% Series I Fixed Rate Perpetual Preferred Units
Trading Symbol	ETprI
Security Exchange Name	NYSE

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