X0306 5 2013-12-31 0 0 0 0001538849 Lehigh Gas Partners LP LGP 0001556587 Topper Joseph V. Jr. 702 WEST HAMILTON STREET SUITE 203 ALLENTOWN PA 18101 1 1 0 0 Chairman of the Board Subordinated Units 0.00 2013-11-13 5 G 0 93211 A Common Units 93211 93211 I By Foundation Subordinated Units 0.00 2013-12-31 5 J 0 1363407 A Common Units 0 3732218 I By Lehigh Gas Corporation Subordinated Units 0.00 2013-10-11 5 J 0 578062 A Common Units 0 578062 I By MMSCC-2, LLC These Subordinated Units were gifted to a foundation controlled by the Reporting Person. The Subordinated Units will convert into Common Units on a one-for-one basis at the end of the "Subordination Period" (as defined in the Issuer's First Amended and Restated Agreement of Limited Partnership, which was attached as Exhibit 3.1 to the Current Report on Form 8-K filed with the SEC by the Issuer on October 30, 2012). These Subordinated Units were initially acquired pursuant to the Merger, Contribution, Conveyance and Assumption Agreement, dated October 30, 2012, entered into in connection with the closing of the Issuer's initial public offering. These Subordinated Units were acquired pursuant to a merger of Kimber Petroleum Corporation with and into Lehigh Gas Corporation. This transaction only changes the nature of the Reporting Person's beneficial ownership. These Subordinated Units were acquired pursuant to a merger of Blount Real Estate - EROP Holdings, LLC; JTPH - EROP Holdings, LLC; JTNY - EROP Holdings, LLC; JTSJ - EROP Holdings, LLC; JVK Topper - EROP Holdings, LLC; and Topper Petroleum - EROP Holdings, LLC with and into MMSCC-2, LLC. This transaction only changes the nature of the Reporting Person's beneficial ownership. Kadryn E. Lattig, Attorney-in-Fact 2014-02-13