STAR GROUP LP
For the period ended Sep 30, 2024. Filed Dec 4, 2024.
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FY2024 · Filed Dec 4, 2024
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Item 16. Form 10-K Summary
None.
INDEX TO EXHIBITS
| ExhibitNumber | Description | |
| 3.1 | Amended and Restated Certificate of Limited Partnership (Incorporated by reference to an exhibit to the Registrant’s Quarterly Report on Form 10-Q filed with the Commission on May 9, 2006.) | |
| 3.2 | Certificate of Amendment to Amended and Restated Certificate of Limited Partnership (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K with the Commission on October 27, 2017.) | |
| 3.3 | Third Amended and Restated Agreement of Limited Partnership (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K with the Commission on November 6, 2017.) | |
| 10.1 | Amended and Restated Management Incentive Compensation Plan† (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K with the Commission on July 20, 2012.) | |
| 10.2 | Form of Indemnification Agreement for Officers and Directors (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K with the Commission on July 21, 2006.) | |
| 10.3 | Form of Amendment No. 1 to Indemnification Agreement (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K with the Commission on October 23, 2006.) | |
| 10.4 | Modification of Profit Sharing Plan† (Incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on December 10, 2014.) | |
| 10.5 | Change in Control Agreement dated December 4, 2007 between Star Gas Partners, L.P. and Richard F. Ambury† (Incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on December 7, 2007.) | |
| 10.6 | Employment Agreement dated April 28, 2008 between Star Gas Partners, L.P. and Richard Ambury† (Incorporated by reference to an exhibit to the Registrant’s Annual Report on Form 10-K filed with the Commission on December 10, 2008.) | |
| 10.7 | Letter Agreement, dated as of June 19, 2019, between the Company and Jeffrey M. Woosnam regarding employment (Incorporated by reference to an exhibit to Registrant’s Current Report on Form 8-K dated June 21, 2019.) | |
| 10.8 | Seventh Amended and Restated Credit Agreement, dated as of September 27, 2024 (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K dated September 27, 2024.) | |
| 10.9 | Seventh Amended and Restated Pledge and Security Agreement, dated as of September 27, 2024 (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K dated September 27, 2024.) | |
| 14 | Code of Business Conduct and Ethics (Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K dated November 14, 2014.) | |
| 21* | Subsidiaries of the Registrant (Filed herewith.) | |
| 31.1* | Certification of Chief Executive Officer, Star Group, L.P., pursuant to Rule 13a-14(a)/15d-14(a) | |
| 31.2* | Certification of Chief Financial Officer, Star Group, L.P., pursuant to Rule 13a-14(a)/15d-14(a) |
| 32.1* | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 32.2* | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 97* | Star Group L.P. Incentive Compensation Recovery Policy (Filed herewith.) | |
| 101.INS* | Inline XBRL Instance Document | |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
- Filed Herewith
† Employee compensation plan.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the general partner has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized this 4 th day of December, 2024:
| STAR GROUP, L.P. | |
|---|---|
| By: | KESTREL HEAT, LLC (General Partner) |
| By: | /s/ Jeffrey M. Woosnam |
| Jeffrey M. Woosnam | |
| President and Chief Executive Officer | |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons in the capacities and on the date indicated:
| Signature | Title | Date |
|---|---|---|
| /s/ Jeffrey M. Woosnam | President and Chief Executive Officer and Director Kestrel Heat, LLC | December 4, 2024 |
| Jeffrey M. Woosnam | ||
| /s/ Richard F. Ambury | Chief Financial Officer, Executive Vice President, Treasurer and Secretary (Principal | December 4, 2024 |
| Richard F. Ambury | Financial Officer) Kestrel Heat, LLC | |
| /s/ Cory A. Czekanski | Vice President—Controller (Principal Accounting Officer) Kestrel Heat, LLC | December 4, 2024 |
| Cory A. Czekanski | ||
| /s/ Paul A. Vermylen, Jr. | Non-Executive Chairman of the Board and Director Kestrel Heat, LLC | December 4, 2024 |
| Paul A. Vermylen, Jr. | ||
| /s/ Henry D. Babcock | Director Kestrel Heat, LLC | December 4, 2024 |
| Henry D. Babcock | ||
| /s/ C. Scott Baxter | Director Kestrel Heat, LLC | December 4, 2024 |
| C. Scott Baxter | ||
| /s/ David M. Bauer | Director Kestrel Heat, LLC | December 4, 2024 |
| David M. Bauer | ||
| /s/ Daniel P. Donovan | Director Kestrel Heat, LLC | December 4, 2024 |
| Daniel P. Donovan | ||
| /s/ Bryan H. Lawrence | Director Kestrel Heat, LLC | December 4, 2024 |
| Bryan H. Lawrence | ||
| /s/ William P. Nicoletti | Director Kestrel Heat, LLC | December 4, 2024 |
| William P. Nicoletti | ||
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
AND FINANCIAL STATEMENT SCHEDULE
| Page | |
| Part II Financial Information: | |
|---|---|
| Item 8—Financial Statements | |
| Report of Independent Registered Public Accounting Firm (KPMG LLP, Stamford, CT, Auditor Firm ID: 185) | F-2 – F-3 |
| Consolidated Balance Sheets as of September 30, 2024 and September 30, 2023 | F-4 |
| Consolidated Statements of Operations for the years ended September 30, 2024, September 30, 2023 and September 30, 2022 | F-5 |
| Consolidated Statements of Comprehensive Income for the years ended September 30, 2024, September 30, 2023 and September 30, 2022 | F-6 |
| Consolidated Statements of Partners’ Capital for the years ended September 30, 2024, September 30, 2023 and September 30, 2022 | F-7 |
| Consolidated Statements of Cash Flows for the years ended September 30, 2024, September 30, 2023 and September 30, 2022 | F-8 |
| Notes to Consolidated Financial Statements | F-9 – F-36 |
| I. Condensed Financial Information of Registrant | F-37– F-39 |
| II. Valuation and Qualifying Accounts | F-40 |
| All other schedules are omitted because they are not applicable or the required information is shown in the consolidated financial statements or the notes therein. | |
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