Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-14-064711
Date:2014-10-24
Issuer: TESORO LOGISTICS LP (TLLP)
Original Submission Date:

Reporting Person:

TESORO CORP /NEW/
19100 RIDGEWOOD PARKWAY
SAN ANTONIO, TX 78259-1828

Reporting Person:

TESORO REFINING & MARKETING CO LLC
19100 RIDGEWOOD PARKWAY
SAN ANTONIO, TX 78259-1828

Reporting Person:

TESORO ALASKA CO LLC
19100 RIDGEWOOD PARKWAY
SAN ANTONIO, TX 78259-1828

Reporting Person:

TESORO LOGISTICS GP, LLC
19100 RIDGEWOOD PARKWAY
SAN ANTONIO, TX 78259-1828

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS 2014-10-24 P 8,700,191 a $57.47 28,181,748 f2 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 represents shares purchased by tesoro corporation ("tesoro") in the issuer's underwritten public offering of 23,000,000 common units representing limited partnership interests in the issuer ("common units"), which closed on october 24, 2014.
f2 this form 4 is filed jointly by tesoro, tesoro logistics gp, llc (the "general partner"), tesoro refining & marketing company llc ("trmc") and tesoro alaska company llc ("tesoro alaska"). the general partner owns a 2% general partner interest in the issuer. tesoro, tesoro alaska and trmc collectively own 100% of the membership interests in the general partner (tesoro alaska: 0.5%, tesoro: 5.0%, and trmc: 94.5%). tesoro owns 100% of the securities of each of trmc and tesoro alaska. tesoro, tesoro alaska and trmc may be deemed to beneficially own the securities of the issuer held directly by the general partner, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. following the transactions reported on this form 4, tesoro directly owns 15,620,925 common units, the general partner directly owns 3,921,777 common units, trmc directly owns 8,067,981 common units and tesoro alaska owns 571,065 common units.
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