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OILTANKING PARTNERS, L.P. FILES (8-K) Disclosing Change in Directors or Principal Officers, Financial Statements and Exhibits(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 18, 2014, Oiltanking Partners, L.P. (the "Partnership") announced that Carlin G. Conner notified the Partnership of his intention to resign as director and Chairman of the Board of Directors (the "Board") of OTLP GP, LLC, the general partner of the Partnership (the "General Partner"). Mr. Conner's resignation was given in connection with his notice to Oiltanking GmbH and its parent company, Marquard & Bahls A.G. ("M&B"), of his intention to resign as Managing Director of Oiltanking GmbH and Executive Board member of M&B. We expect that Mr. Conner will continue in his current roles until a successor is appointed. Mr. Conner is resigning for personal reasons and intends to return to the United States. Mr. Conner's departure is not related to any disagreement with the Partnership's directors or management or regarding any matter relating to the Partnership's operations, policies or practices. Separately, and unrelated to the events described above, Randall J. Larson has notified Partnership of his intention to resign as a member of the Board, effective as of February 19, 2014. Prior to his resignation, Mr. Larson served as the Chairman of the Audit Committee and as a member of the Conflicts Committee of the General Partner. Mr. Larson's departure is not related to any disagreement with the Partnership's directors or management or regarding any matter relating to the Partnership's operations, policies or practices. D. Mark Leland was appointed to serve as the new Chairman of the Audit Committee of the General Partner, effective as of February 19, 2014. Mr. Leland has served as a member of the Board since May 22, 2012. The Board has determined Mr. Leland meets all applicable requirements to serve as Chairman of the Audit Committee. Thomas M. Hart III was appointed to fill the vacancy on the Board created by Mr. Larson's departure, effective as of February 19, 2014. The Board determined that Mr. Hart is an independent director, and appointed Mr. Hart to serve as a member of both the Audit and Conflicts Committees of the Board. Mr. Hart, as a non-employee director of the General Partner, will receive the same compensation provided to all non-employee members of the Board. There are no understandings or arrangements between Mr. Hart and any other person pursuant to which Mr. Hart was elected to serve as a director of the General Partner. There are no relationships between Mr. Hart and the General Partner, the Partnership or any of the Partnership's subsidiaries that would require disclosure pursuant to Item 404(a) of Regulation S-K. Item 9.01 Financial Statements and Exhibits (d) Exhibits 99.1 Press Release dated February 18, 2014 -------------------------------------------------------------------------------- |