FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Black Stone Minerals, L.P. [ BSM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/04/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common units representing limited partner interests | 01/04/2021 | A(1) | 2,863 | A | $6.68 | 14,163(2) | D | |||
Common units representing limited partner interests | 4,786,664 | I | By North Star Oil & Gas | |||||||
Common units representing limited partner interests | 2,112,711 | I | By Topsfield Energy Ltd. | |||||||
Common units representing limited partner interests | 1,251,634 | I | By RDS Investments, L.P. | |||||||
Common units representing limited partner interests | 6,687 | I | By Barbara E Stuart GST Exempt Trust fbo Alexander D Stuart | |||||||
Common units representing limited partner interests | 701,392(2) | I | By GRAT | |||||||
Common units representing limited partner interests | 180,775(3) | I | By Robert D. Stuart, Jr. 1996 Marital Trust |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Pursuant to a previous arrangement, the Reporting Person elected to receive common units in lieu of a cash retainer for service on the Board of Directors of the Partnership's General Partner. |
2. Prior to the date of this report, the Reporting Person contributed 701,392 common units representing limited partnership interests to a grantor retained annuity trust ("GRAT"), of which the Reporting Person is the trustee. Because the contribution to the GRAT is not a reportable transaction, the amount of securities beneficially owned with respect to the direct holdings reported by the Reporting Person has been reduced to reflect the contribution to the GRAT, which has been added as a new indirect holding. |
3. Prior to the date of this report, 180,775 units previously held by the R D Stuart Jr 1996 Trust were transferred to the Robert D. Stuart Jr. 1996 Marital Trust, of which the Reporting Person serves as a co-trustee, as part of an estate settlement. Because the change in form of ownership of the units was not a reportable transaction, the transferring trust no longer holds any common units and is no longer reflected on the report, and the transferee trust has been added as a new indirect holding. |
Remarks: |
/s/ Steve Putman, attorney-in-fact for Alexander D. Stuart | 01/06/2021 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |