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NGL Energy Partners LP

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

NGL$15.59+4.3%Stored close · as of Nov 9, 2026

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Item 5. Other Information

During the three months ended September 30, 2026, no director or officer of the Partnership adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Voting Agreement Among Members of Our General Partner

On November 3, 2026, KrimGP2010, LLC (“KrimGP”), an entity wholly owned by H. Michael Krimbill, our Chief Executive Officer and a director of our GP, entered into a Voting Agreement (“Voting Agreement”") with North Street Properties, LLC (“North Street"), a member of our GP holding units of membership interest in our GP (”GP Units”). Neither the Partnership nor our GP is a party to the Voting Agreement. As of the date of the Voting Agreement, North Street held 57,992.79 GP Units, or approximately 5.4% of the outstanding GP Units, and KrimGP held 177,655.24 GP Units, or approximately 16.4% of the outstanding GP Units.

Under the Voting Agreement, North Street has agreed to vote all GP Units it owns or controls (i) in favor of maintaining the composition of the board of directors of our GP as in effect from time to time and against any proposal to remove or replace an incumbent director (including John T. Raymond, a director of our GP), in each case as directed or recommended by KrimGP or as otherwise required by the limited liability company agreement of our GP; (ii) in favor of board nominees and other matters submitted to a vote or consent of the members of our GP, in each case as designated or recommended by KrimGP; and (iii) against any amendment, modification or waiver of the limited liability company agreement (or certificate of formation) of our GP that would adversely affect the rights of KrimGP or the investors who formed the Partnership (the “IEP Parties”) under that agreement or the rights of KrimGP under the Voting Agreement; and (iv) to fill any vacancy on the board of directors of our GP only with persons designated or recommended by KrimGP.

North Street granted Mr. Krimbill (or KrimGP’s designee) an irrevocable proxy to vote its GP Units on these matters if North Street fails to vote or attempts to vote in a manner inconsistent with the Voting Agreement, and has revoked all prior proxies and agreed not to grant any other proxy, deposit its GP Units in a voting trust or enter into any other voting arrangement with respect to those matters. These obligations do not apply to any matter that would adversely affect North Street’s rights or economic interests as a member in a manner disproportionate to the effect on other members, or that would give KrimGP, Mr. Krimbill or their affiliates any consideration, right or benefit not offered to North Street on a pro rata basis. North Street may vote its GP Units on any such matter in its discretion. The election, removal or replacement of directors, in and of itself, is not such a matter.

KrimGP has agreed that, if North Street and its affiliates come to hold at least 10% of the outstanding GP Units, then, upon North Street’s written request, KrimGP will vote in favor of, and use reasonable best efforts to support, an amendment to the limited liability company agreement of our GP. The amendment, if approved, would give North Street the right to designate one director to the board of directors of our GP on terms substantially consistent with those applicable to other members of our GP holding comparable designation rights. That amendment would require the approval of members holding at least 80% of the outstanding GP Units. KrimGP’s obligations under this provision terminate if North Street and its affiliates cease to hold at least 10% of the outstanding GP Units.

The Voting Agreement terminates on the earliest of (i) the date on which neither North Street nor any of its affiliates that has become bound by the Voting Agreement holds any GP Units; (ii) the date on which Mr. Krimbill, KrimGP and other persons controlled by Mr. Krimbill together hold less than 5% of the outstanding GP Units; (iii) November 3, 2033; and (iv) the written agreement of the parties.

The foregoing description of the Voting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Voting Agreement, which is filed as Exhibit 99.1 to this Quarterly Report on Form 10-Q and incorporated herein by reference.

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