SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Lightfoot Capital Partners, LP (Last) (First) (Middle) 725 FIFTH AVENUE, 19TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Arc Logistics Partners LP [ ARCX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/28/2016
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common units representing limited partner interests	12/28/2016		P(1)		27,894	A	$14.5(2)	5,242,775	D(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Lightfoot Capital Partners, LP (Last) (First) (Middle) 725 FIFTH AVENUE, 19TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Lightfoot Capital Partners GP LLC (Last) (First) (Middle) 725 FIFTH AVENUE, 19TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Represents the purchase of common units representing limited partner interests in the Issuer ("Common Units") from Vincent T. Cubbage, Chief Executive Officer and Chairman of the Issuer, which was intended to cover Mr. Cubbage's tax liability resulting from the settlement on November 17, 2016 of phantom units subject to performance-based vesting that were awarded to Mr. Cubbage under the Issuer's Long-Term Incentive Plan.

2. Lightfoot Capital Partners, LP ("LCP LP") purchased the Common Units from Mr. Cubbage at a price equal to the closing price of the Issuer's Common Units on November 17, 2016.

3. This Form 4 is filed jointly by LCP LP and Lightfoot Capital Partners GP LLC ("LCP GP"), the general partner of LCP LP. These units are owned directly by LCP LP, a ten percent owner of the Issuer, and indirectly by LCP GP as general partner of LCP LP. LCP GP is a ten percent indirect beneficial owner of the Issuer by virtue of its general partner interest in LCP LP. LCP GP disclaims beneficial ownership of the units owned directly by LCP LP except to the extent of its pecuniary interest therein.

Remarks:

	/s/ Steven C. Schnitzer, as Senior Vice President, General Counsel and Secretary of Lightfoot Capital Partners GP LLC, the general partner of Lightfoot Capital Partners, LP	12/30/2016
	/s/ Steven C. Schnitzer, as Senior Vice President, General Counsel and Secretary of Lightfoot Capital Partners GP LLC	12/30/2016
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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