Sunoco 2012 Annual Report Download - page 122

Ms. Zaffarese was elected Vice President, Chief Human Resources Officer in January 2013. Prior to that,
she was Director, Human Resources & Administration for the Company since March 2011. Prior to that, she was
Director, Human Resources, PSG for Sunoco, Inc. from April 2010 to March 2011 and was Vice President,
Executive Development and Corporate Human Resources, ARAMARK Corp. from May 2009 to April 2010.
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Section 16(a) of the Securities Exchange Act of 1934 requires the directors and executive officers of our
general partner, as well as persons who own more than ten percent of the common units representing limited
partnership interests in us, to file reports of ownership and changes of ownership on Forms 3, 4 and 5 with the
Securities and Exchange Commission, or SEC. The Securities and Exchange Commission regulations also
require that copies of these Section 16(a) reports be furnished to us by such reporting persons. Based upon a
review of copies of these reports, we believe all applicable Section 16(a) reports were timely filed, with the
exception of a Form 4 for Michael D. Galtman, reporting the vesting and settlement of certain restricted units
granted in January 2011 under the Sunoco Partners LLC Long-Term Incentive Plan (“LTIP”), which was
inadvertently filed late due to an administrative error.
ITEM 11. EXECUTIVE COMPENSATION
We do not have any employees. We are managed by the officers of our general partner. We reimburse our
general partner for certain indirect and direct expenses, including executive compensation expenses, incurred on
our behalf. Employees of the general partner participate in employee benefit plans and arrangements sponsored
by the general partner or its affiliates.
COMPENSATION DISCUSSION AND ANALYSIS
Overview:
ETP controls our general partner and owns a significant limited partner interest in us. Mr. Salinas is an
employee of ETP’s general partner. In addition to rendering services to us, he devoted a majority of his
professional time to ETP during 2012. Mr. Salinas participates in employee benefit plans and arrangements
sponsored by ETP and its affiliates. The compensation committee of ETP’s general partner sets the components
of his compensation, including salary and annual incentive, and we have no control over this compensation
determination process. However, our general partner’s Compensation Committee may make equity awards to
Mr. Salinas in recognition of the services provided to us. In January 2013, Mr. Salinas received such an equity
award, in the form of 8,333 restricted units granted pursuant to our Long-Term Incentive Plan, or LTIP, vesting
incrementally over a five-year period. Please refer to ETP’s 2012 Annual Report on Form 10-K for further
information on Mr. Salinas’ compensation.
Effective March 1, 2012, Lynn L. Elsenhans stepped down as Chief Executive Officer of Sunoco Partners
LLC, our general partner and, effective May 3, 2012, she also stepped down as a director and Chairman of our
general partner’s Board of Directors. Ms. Elsenhans had been Chief Executive Officer since July 2010. She was
elected as a director in August 2008, and had been Chairman since October 2008. Mr. Hennigan, who had been
our general partner’s President and Chief Operating Officer since July 2010, succeeded Ms. Elsenhans as Chief
Executive Officer. Effective March 1, 2012, Mr. Hennigan became President and Chief Executive Officer of
Sunoco Partners LLC.
Effective May 3, 2012, Brian P. MacDonald succeeded Ms. Elsenhans as Chairman of our general partner’s
Board of Directors. He had been a director since September 2009. Mr. MacDonald also served as Vice President
and Chief Financial Officer of our general partner from March 2010, until March 1, 2012. Effective
March 1, 2012, Michael J. Colavita became our general partner’s Interim Chief Financial Officer. As of the
effective time of the Merger, on October 5, 2012, Mr. Colavita resigned as Interim Chief Financial Officer, and
Mr. Salinas was appointed as our general partner’s Chief Financial Officer.
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