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): May 21, 2026
Ferrellgas Partners, L.P. |
(Exact name of registrant as specified in its charter) |
Delaware | | 001-11331 | | 43-1698480 |
(State or other jurisdiction | (Commission | (I.R.S. Employer | ||
of incorporation) | File Number) | Identification No.) |
One Liberty Plaza, | ||
Liberty, Missouri | | 64068 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: 816-792-1600
n/a |
Former name or former address, if changed since last report |
Ferrellgas Partners Finance Corp. |
(Exact name of registrant as specified in its charter) |
Delaware | | 333-06693-02 | | 43-1742520 |
(State or other jurisdiction | (Commission | (I.R.S. Employer | ||
of incorporation) | File Number) | Identification No.) |
One Liberty Plaza | ||
Liberty, Missouri | | 64068 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: 816-792-1600
n/a |
Former name or former address, if changed since last report |
Ferrellgas, L.P. |
(Exact name of registrant as specified in its charter) |
Delaware | | 000-50182 | | 43-1698481 |
(State or other jurisdiction | (Commission | (I.R.S. Employer | ||
of incorporation) | File Number) | Identification No.) |
One Liberty Plaza | ||
Liberty, Missouri | | 64068 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: 816-792-1600
n/a |
Former name or former address, if changed since last report |
Ferrellgas Finance Corp. |
(Exact name of registrant as specified in its charter) |
Delaware | | 000-50183 | | 14-1866671 |
(State or other jurisdiction | (Commission | (I.R.S. Employer | ||
of incorporation) | File Number) | Identification No.) |
One Liberty Plaza, | ||
Liberty, Missouri | | 64068 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: 816-792-1600
n/a |
Former name or former address, if changed since last report |
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))
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).
Ferrellgas Partners, L.P.
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. ☐
Ferrellgas Partners Finance Corp.
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. ☐
Ferrellgas, L.P.
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. ☐
Ferrellgas Finance Corp.
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
N/A | N/A | N/A |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 21, 2026, Andrew Safran was appointed to the Board of Directors (the “Board”) of Ferrellgas, Inc., the general partner (the “General Partner”) of Ferrellgas Partners, L.P. and Ferrellgas, L.P. (the “Company”).
Mr. Safran is the managing partner of Safran Advisors LLC. Mr. Safran served as an Operating Partner, Private Equity, and Senior Advisor at Apollo Global Management where he was a member of both the Natural Resources and Infrastructure teams and oversaw investments in energy transition and natural resources. Prior to joining Apollo, Mr. Safran was Vice Chairman of Investment Banking at Deutsche Bank and a member of the bank’s Corporate and Investment Banking – Americas Executive Committee. Previously, he spent 24 years with Citigroup (and predecessor firms) as Vice Chairman of Global Banking and Chairman of Citi’s Global Energy, Power, Renewables and Chemical Groups. Mr. Safran also served as Citi's Global Head of Energy, Power, Renewables & Chemicals and on the bank's corporate and investment banking operating committee. He has served on the boards of directors of Pipeline Funding Company, LLC, Jackalope Gathering Services, LLC, Total Operations and Productions Services, LLC, and as a Trustee Emeritus of Tufts University and a member of the Board of Advisors of the Fletcher School of Law & Diplomacy. Mr. Safran graduated magna cum laude from Tufts University and received his MA from the Fletcher School of Law & Diplomacy. He currently serves on the Board of Trustees of the Monmouth Medical Center.
Mr. Safran serves as the principal contact under a consulting agreement dated July 8, 2025 (the “Agreement”) between the Company and Crito Capital LLC (the “Consultant”) whereby the Consultant, through Mr. Safran, has agreed to act as the Company’s financial advisor, investment banker and transaction consultant in connection with certain refinancing and strategic transactions. Under the terms of the Agreement, the Company has agreed to pay the Consultant (a) a monthly fee of $40,000 for at least 12 months beginning July 2025 and (b) certain amounts based on the type of transaction executed during the term of the Agreement not to exceed $7 million in the aggregate. The Company also agreed to reimburse the Consultant for reasonable and documented out-of-pocket expenses incurred by Mr. Safran acting as principal contact under the Agreement.
Mr. Safran was not selected as a director pursuant to any arrangement or understanding between Mr. Safran and any other person. Mr. Safran is not expected to be appointed to any committee of the Board at the time of the filing of this report.
Mr. Safran will participate in the customary compensation and indemnification arrangements for members of the Board as described in the registrants’ Annual Report on Form 10-K, filed on October 15, 2025.
Item 7.01Regulation FD Disclosure.
On May 28, 2026, the Company issued a press release announcing the appointment of Mr. Safran to the Board as described in Item 5.02 of this Form 8-K and the appointment of current Board member Pamela A. Breuckmann to Vice Chair of the Board. The full text of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference in this Item 7.01.
The information contained in this Item 7.01 and in the accompanying Exhibit 99.1 are deemed to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. | | Description |
99.1 | ||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
FERRELLGAS PARTNERS, L.P. | ||
By: | Ferrellgas, Inc., its general partner | |
Date: May 28, 2026 | By: | /s/ Tamria A. Zertuche |
Chief Executive Officer and President | ||
FERRELLGAS PARTNERS FINANCE CORP. | ||
Date: May 28, 2026 | By: | /s/ Tamria A. Zertuche |
Chief Executive Officer and President | ||
FERRELLGAS, L.P. | ||
By: | Ferrellgas, Inc., its general partner | |
Date: May 28, 2026 | By: | /s/ Tamria A. Zertuche |
Chief Executive Officer and President | ||
FERRELLGAS FINANCE CORP. | ||
Date: May 28, 2026 | By: | /s/ Tamria A. Zertuche |
Chief Executive Officer and President | ||
Exhibit 99.1
FERRELLGAS PARTNERS, L.P. ANNOUNCES
BOARD UPDATES AND SUCCESSION PLANNING DEVELOPMENTS
Liberty, MO., May 28, 2026 (GLOBE NEWSWIRE) – Ferrellgas Partners, L.P. (OTC: FGPR) (“Ferrellgas” or the “Company”) today announced updates to its board of directors and progress in its long-term succession planning, marking another milestone in the Company's strategic transformation.
As previously disclosed, last fall Ferrellgas successfully renewed and extended its Credit Agreement and completed the refinancing of its Senior Notes due 2026, addressing near-term maturities. In addition, in March, the Company completed the conversion of all outstanding Class B Units into Class A Units. These critical transactions provided the Company with greater financial flexibility, enhanced liquidity, and a more simplified capital structure providing a more stable foundation for future growth.
Building on these achievements, the Company is pleased to announce the appointment of Andrew Safran to its Board of Directors, effective May 21, 2026. Mr. Safran brings more than three decades of investment banking and private equity experience, with a deep specialization in natural resources and energy infrastructure, further enhancing the Board’s depth of expertise.
In addition, the Company is pleased to announce that Pamela A. Breuckmann has been appointed Vice Chair of the Board, effective May 22, 2026. Ms. Breuckmann’s elevated role reflects her significant contributions to the Company, her deep institutional knowledge, and her important role in advancing the Company’s governance and succession planning initiatives.
Jim Ferrell will continue to serve as Chairman of the Board. A titan of the propane industry, Mr. Ferrell’s legacy is defined by his visionary leadership over more than six decades. Since assuming leadership of the family business in 1965, he transformed a small, local operation into a Fortune 1000 company and one of the largest propane retailers in the United States. His contributions to the industry are unparalleled, having served as President of the World LP Gas Association and as an inaugural inductee into the LP Gas Hall of Fame. His commitment to innovation and employee ownership remains the cornerstone of the Ferrellgas culture.
“These actions reflect meaningful progress across multiple dimensions of our business,” said Jim Ferrell, Chairman of the Board. “We have strengthened our balance sheet, simplified our structure, and enhanced our leadership. Andrew brings decades of leadership experience across the energy, infrastructure, and financial sectors, and we are pleased to welcome him to the Board. In addition, Pamela’s appointment as Vice Chair reflects her deep commitment to the Company and her strong contributions to the Board over many years.”
“These announcements represent another important step in the continued evolution of our governance and leadership structure,” said Tamria Zertuche, President and CEO. “Following the successful completion of several key financial and capital structure initiatives, we remain focused on positioning Ferrellgas for long-term success.”
About Ferrellgas
Ferrellgas Partners, L.P., through its operating partnership, Ferrellgas, L.P., and subsidiaries, serves propane customers in all 50 states, the District of Columbia, and Puerto Rico. Its Blue Rhino propane exchange brand is sold at over 64,000 locations nationwide. Ferrellgas employees indirectly own 1.1 million Class A Units of the partnership, through an employee stock ownership plan. Ferrellgas Partners, L.P. filed an Annual Report on Form 10-K for the fiscal year ended July 31, 2025, with the Securities and Exchange Commission on October 15, 2025. Investors can request a hard copy of this filing free of charge and obtain more information about the partnership online at www.ferrellgas.com. For more information, follow Ferrellgas on Facebook, X, LinkedIn, and Instagram.
Cautionary Note Regarding Forward-Looking Statements
Statements included in this release concerning current estimates, expectations, projections about future results, performance, prospects, opportunities, plans, actions and events and other statements, concerns, or matters that are not historical facts are forward-looking statements as defined under federal securities laws. These statements often use words such as “anticipate,” “believe,” “intend,” “plan,” “projection,” “forecast,” “strategy,” “position,” “continue,” “estimate,” “expect,” “may,” “will,” or the negative of those terms or other variations of them or comparable terminology. A variety of known and unknown risks, uncertainties and other factors could cause results, performance, and expectations to differ materially from anticipated results, performance, and expectations, including the effect of weather conditions on the demand for propane; the prices of wholesale propane, motor fuel and crude oil; disruptions to the supply of propane; competition from other industry participants and other energy sources; energy efficiency and technology advances; significant delays in the collection of accounts or notes receivable; customer, counterparty, supplier or vendor defaults; changes in demand for, and production of, hydrocarbon products; inherent operating and litigation risks in gathering, transporting, handling and storing propane; costs of complying with, or liabilities imposed under, environmental, health and safety laws; the impact of pending and future legal proceedings; the interruption, disruption, failure or malfunction of our information technology systems including due to cyber-attack; economic and political instability, particularly in areas of the world tied to the energy industry, including the ongoing conflicts between Russia and Ukraine and in the Middle East; disruptions in the capital and credit markets, related to the evolving global tariff environment or otherwise; and access to available capital to meet our operating and debt-service requirements. These risks, uncertainties, and other factors also include those discussed in the Annual Report on Form 10-K of Ferrellgas Partners, L.P., Ferrellgas, L.P., Ferrellgas Partners Finance Corp., and Ferrellgas Finance Corp. for the fiscal year ended July 31, 2025, and in other documents filed from time to time by these entities with the Securities and Exchange Commission. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this release are made only as of the date hereof. Ferrellgas disclaims any intention or obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by law.
Contacts
Investor Relations – InvestorRelations@ferrellgas.com