Item 5.02 Departures of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 27, 2021, Mark Cunningham, Senior Vice President, Operations and
Engineering of Holly Logistic Services, L.L.C. (the "Company"), notified the
Board of Directors of the Company (the "Board") that he will retire from all
officer positions and as an employee at the Company and its subsidiaries
effective February 18, 2022. Mr. Cunningham's responsibilities will be
transferred to four different individuals at the Company, effective January 1,
2022, rather than replacing his role with a single individual.
To assist with the transition of his responsibilities, Mr. Cunningham has agreed
to serve as a consultant to the Company and its subsidiaries for a 12 month
period following his retirement. The terms of this consulting arrangement are
included in a consulting agreement entered into between the Company and Mr.
Cunningham on October 28, 2021, which will become effective as of February 19,
2022 (the "Agreement"). The Agreement is intended to continue through February
19, 2023 but can be terminated by the Company for cause at any time or by either
party with thirty days' notice. Pursuant to the Agreement, Mr. Cunningham will
receive a payment of $50,000 per calendar month to provide up to 40 hours per
month of services to the Company and its subsidiaries. The Agreement also
includes an obligation for Mr. Cunningham to keep information about the Company
and its subsidiaries obtained during his time as a consultant confidential. The
foregoing description of the Agreement does not purport to be complete and is
qualified in its entirety by reference to the Agreement, which is filed as
Exhibit 10.1 hereto and incorporated by reference herein.
The Company is the general partner of the general partner of Holly Energy
Partners, L.P. and a wholly-owned subsidiary of HollyFrontier Corporation.
Item 7.01. Regulation FD Disclosure.
On October 29, 2021, the Company issued a press release announcing Mr.
Cunningham's retirement. A copy of the press release is furnished as Exhibit
99.1 hereto.
The information furnished with this report, including Exhibit 99.1, shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section, nor shall it be deemed to be incorporated by
reference into any other filing under the Securities Act of 1933, as amended, or
the Exchange Act, except as expressly set forth by specific reference in such a
filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Consulting Agreement between Holly Logistic Services, L.L.C. and Mark
Cunningham , effective February 19, 2022 .
99.1 Press release dated October 29 , 2021. *
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
________________________
* Furnished herewith.
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