Item 5. Other Information
ITEM 5. OTHER INFORMATION
As previously reported on March 28, 2022, the Board of Directors appointed Avigal Soreq to serve as the Company’s President and Chief Executive Officer, succeeding Ezra Uzi Yemin in these positions as he transitions to the role of Executive Chairman of the Board of Directors. This transition will take place on June 9, 2022 .
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Exhibits
ITEM 6. EXHIBITS
Exhibit No. Description
2.1
Membership Interest Purchase Agreement, dated as of April 8, 2022, by and between 3 Bear Energy – New Mexico LLC and DKL Delaware Gathering, LLC (incorporated by reference to Exhibit 2.1 to the Partnership’s 8-K filed on April 11, 2022).
10.1
Stock Purchase and Cooperation Agreement dated March 7, 2022 by and between the Company and the Icahn Group (incorporated by reference to the Company’s 8-K filed on March 7. 2022).
10.2
*# First Amendment to Amended and Restated Executive Employment Agreement by and between the Company and Ezra Uzi Yemin, dated for reference as of March 27, 2022.
10.3
*# Executive Chairman Employment Agreement by and between the Company and Ezra Uzi Yemin, dated for reference as of March 27, 2022.
10.4
*# Offer Letter by and between the Company and Avigal Soreq, effective March 28, 2022.
10.5
*# Executive Employment Agreement by and between the Company and Avigal Soreq, dated for reference as of March 28, 2022.
10.6
*# Executive Employment Agreement by and between the Company and Todd O’Malley, dated as of March 28, 2022.
10.7
*# Letter Agreement by and between the Company and Nithia Thaver, effective as of January 1, 2022.
10.8
*# Form of Change in Control Severance Agreement for Officers.
10.9
*# Form of Delek US Holdings, Inc. 2016 Long-Term Incentive Plan Performance-Based Restricted Stock Unit Agreement (Cash Settled).
10.10
*# Form of Delek US Holdings, Inc. 2016 Long-Term Incentive Plan Restricted Stock Unit Agreement (Cash Settled).
18.1
# Letter from Ernst & Young LLP to the Board of Directors of the Company, dated May 5, 2022.
31.1
# Certification of the Company’s Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a) under the Securities Exchange Act of 1934, as amended.
31.2
# Certification of the Company’s Chief Financial Officer pursuant to Rule 13a-14(a)/15(d)-14(a) under the Securities Exchange Act of 1934, as amended.
32.1
## Certification of the Company’s Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2
## Certification of the Company’s Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101 The following materials from Delek US Holdings, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021 (Unaudited), (ii) Condensed Consolidated Statements of Income for the three months ended March 31, 2022 and 2021 (Unaudited), (iii) Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2022 and 2021 (Unaudited), (iv) Condensed Consolidated Statements of Changes in Stockholders' Equity for the three months ended March 31, 2022 and 2021 (Unaudited), (v) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021 (Unaudited), and (vi) Notes to Condensed Consolidated Financial Statements (Unaudited).
104 The cover page from Delek US Holdings, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, has been formatted in Inline XBRL.
* Management contract or compensatory plan or arrangement.
# Filed herewith
## Furnished herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Delek US Holdings, Inc.
By: /s/ Ezra Uzi Yemin
Ezra Uzi Yemin
Director (Chairman), President and Chief Executive Officer
(Principal Executive Officer)
By: /s/ Reuven Spiegel
Reuven Spiegel
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
By: /s/ Robert Wright
Robert Wright
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
Dated: May 5, 2022
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