UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 14, 2018

 

 

Black Stone Minerals, L.P.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-37362		47-1846692
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)
1001 Fannin Street, Suite 2020 Houston, Texas				77002
(Address of principal executive offices)				(Zip code)

Registrant’s telephone number, including area code: (713) 445-3200

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

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Item 5.07.

Submission of Matters to a Vote of Security Holders.

Black Stone Minerals, L.P. (the “Partnership”) held its 2018 annual meeting of limited partners (the “Annual Meeting”) on June 14, 2018 in Houston, Texas for the following purposes: (1) to elect directors to the board of directors of Black Stone Minerals GP, L.L.C., the Partnership’s general partner (the “General Partner”), each to serve until the 2019 annual meeting of limited partners and thereafter until such director’s successor shall have been duly elected and qualified, or until such director’s earlier death, resignation, or removal, (2) to ratify the appointment of Ernst & Young LLP as the Partnership’s independent registered public accounting firm for the year ending December 31, 2018, (3) to approve, on a non-binding advisory basis, the compensation of the General Partner’s named executive officers for the fiscal year ended December 31, 2017, and (4) to approve, on a non-binding advisory basis, the preferred frequency of advisory votes on executive compensation. Each of these items is more fully described in the Partnership’s proxy statement filed with the Securities and Exchange Commission on April 27, 2018.

Proposal 1 – Election of Directors

Each of the eleven nominees for director was duly elected by the Partnership’s unitholders, with votes as follows:

 

Nominee		Votes For				Votes Withheld		Broker Non-Vote
William G. Bardel			119,420,376			96,121			18,308,209
Carin M. Barth			119,445,829			70,668			18,308,209
Thomas L. Carter, Jr.			119,434,669			81,828			18,308,209
D. Mark DeWalch			119,443,528			72,969			18,308,209
Ricky J. Haeflinger			119,446,554			69,943			18,308,209
Jerry V. Kyle, Jr.			119,446,454			70,043			18,308,209
Michael C. Linn			119,390,925			125,572			18,308,209
John H. Longmaid			119,420,376			96,121			18,308,209
William N. Mathis			118,338,572			1,177,925			18,308,209
William E. Randall			119,446,154			70,343			18,308,209
Alexander D. Stuart			119,421,910			94,587			18,308,209
Allison K. Thacker			119,443,828			72,669			18,308,209

Proposal 2 – Ratification of Appointment of the Partnership’s Independent Registered Public Accounting Firm

The appointment of Ernst & Young LLP as the Partnership’s independent registered public accounting firm for the year ending December 31, 2018 was ratified by the Partnership’s unitholders, with votes as follows:

 

Votes For		Votes Against		Votes Abstain		Broker Non-Vote
137,789,079		22,946		12,681		—

 

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Proposal 3 – Approval, on a Non-binding Advisory Basis, of the Compensation of the General Partner’s Named Executive Officers

The compensation of the General Partner’s named executive officers for the fiscal year ended December 31, 2017 was approved, on a non-binding advisory basis, by the Partnership’s unitholders, with votes as follows:

 

Votes For		Votes Against		Votes Abstain		Broker Non-Vote
115,822,831		201,287		3,492,379		18,308,209

Proposal 4 – Approval, on a Non-binding Advisory Basis, of the Preferred Frequency of Advisory Votes on Executive Compensation

The frequency of advisory votes on executive compensation to occur every year was approved, on a non-binding advisory basis, by the Partnership’s unitholders, with votes as follows:

 

Votes For Every One Year		Votes For Every Two Years		Votes For Every Three Years		Votes Abstain		Broker Non-Vote
117,799,643		118,728		887,956		710,170		18,308,209

Based on the voting results for this proposal, the Partnership determined that a non-binding, advisory vote to approve the compensation of the General Partner’s named executive officers will be conducted every year, until the next advisory vote on this matter is held.

 

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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 hereunto duly authorized.

 

				BLACK STONE MINERALS, L.P.
				By:		Black Stone Minerals GP, L.L.C., its general partner
Date: June 20, 2018				By:		/s/ Steve Putman
						Steve Putman
						Senior Vice President, General Counsel, and Corporate Secretary