Form Type: 4

SEC EDGAR Link
Accession Number:0001140361-21-022749
Date:2021-04-09
Issuer: BRIGHAM MINERALS, INC. (MNRL)
Original Submission Date:

Reporting Person:

KEENAN W HOWARD JR
C/O YORKTOWN PARTNERS LLC
410 PARK AVENUE, 20TH FLOOR NEW YORK, NY 10022

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
CLASS B COMMON STOCK 2021-04-09 C 6,154 d $0.00 181,221 indirect f4
CLASS A COMMON STOCK 2021-04-09 C 6,154 a $0.00 6,154 indirect f4
CLASS A COMMON STOCK 2021-04-09 S 6,154 d $0.00 0 indirect f4
CLASS B COMMON STOCK 2021-04-09 C 63,174 d $0.00 1,860,101 indirect f5
CLASS A COMMON STOCK 2021-04-09 C 63,174 a $0.00 63,174 indirect f5
CLASS A COMMON STOCK 2021-04-09 S 63,174 d $0.00 0 indirect f5
CLASS B COMMON STOCK 2021-04-09 C 25,417 d $0.00 748,386 indirect f6
CLASS A COMMON STOCK 2021-04-09 C 25,417 a $0.00 25,417 indirect f6
CLASS A COMMON STOCK 2021-04-09 S 25,417 d $0.00 0 indirect f6
CLASS B COMMON STOCK 2021-04-09 C 50,703 d $0.00 1,492,882 indirect f7
CLASS A COMMON STOCK 2021-04-09 C 50,703 a $0.00 50,703 indirect f7
CLASS A COMMON STOCK 2021-04-09 S 50,703 d $0.00 0 indirect f7
CLASS B COMMON STOCK 2021-06-25 C 47,912 d $0.00 133,309 indirect f4
CLASS A COMMON STOCK 2021-06-25 C 47,912 a $0.00 47,912 indirect f4
CLASS A COMMON STOCK 2021-06-25 S 47,912 d $0.00 0 indirect f4
CLASS B COMMON STOCK 2021-06-25 C 491,762 d $0.00 1,368,339 indirect f5
CLASS A COMMON STOCK 2021-06-25 C 491,762 a $0.00 491,762 indirect f5
CLASS A COMMON STOCK 2021-06-25 S 491,762 d $0.00 0 indirect f5
CLASS B COMMON STOCK 2021-06-25 C 197,854 d $0.00 550,532 indirect f6
CLASS A COMMON STOCK 2021-06-25 C 197,854 a $0.00 197,854 indirect f6
CLASS A COMMON STOCK 2021-06-25 S 197,854 d $0.00 0 indirect f6
CLASS B COMMON STOCK 2021-06-25 C 394,680 d $0.00 1,098,202 indirect f7
CLASS A COMMON STOCK 2021-06-25 C 394,680 a $0.00 394,680 indirect f7
CLASS A COMMON STOCK 2021-06-25 S 394,680 d $0.00 0 indirect f7
CLASS A COMMON STOCK 2021-04-09 0 $0.00 26,564 f18 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
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-04-09 deemed execution date C 6,154 (d) class a common stock 6,154 $0.00 181,221 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-04-09 deemed execution date C 63,174 (d) class a common stock 63,174 $0.00 1,860,101 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-04-09 deemed execution date C 25,417 (d) class a common stock 25,417 $0.00 748,386 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-04-09 deemed execution date C 50,703 (d) class a common stock 50,703 $0.00 1,492,882 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-06-25 deemed execution date C 47,912 (d) class a common stock 47,912 $0.00 133,309 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-06-25 deemed execution date C 491,762 (d) class a common stock 491,762 $0.00 1,368,339 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-06-25 deemed execution date C 197,854 (d) class a common stock 197,854 $0.00 550,532 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-06-25 deemed execution date C 394,680 (d) class a common stock 394,680 $0.00 1,098,202 indirect see footnote
Footnotes
IDfootnote
f1 each share of class b common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by shareholders generally. at the request of the holder, each common unit (each, a "common unit") of brigham minerals holdings, llc ("brigham llc") may be coupled with a share of class b common stock and redeemed for, at brigham llc's election, newly-issued shares of class a common stock on a one-for-one basis or a cash payment equal to a volume weighted average closing price of one share of class a common stock for each common unit redeemed for the 10 trading days prior to the date the holder requests redemption (each, a "redemption"). the common units do not expire.
f2 as previously reported on form 4s filed on march 16, 2021, march 18, 2021, march 22, 2021, and march 24, 2021 (collectively, the "march form 4s"), the broker of the holder of these securities sold a number of shares of class a common stock subject to a future redemption of the underlying common units of brigham llc and cancellation of an equal amount of shares of class b common stock of brigham minerals, inc. (collectively, a "future redemption"). additionally, the form 4 filed on march 16, 2021 erroneously reported that certain redemptions took place in connection with the matters reported thereon. on april 9, 2021, all such redemptions were effected.
f3 the reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for section 16 or any other purpose.
f4 these securities are owned directly by yorktown energy partners ix, l.p. ("yorktown ix"). the reporting person is a member and manager of yorktown ix associates llc, the general partner of yorktown ix company lp, the general partner of yorktown ix.
f5 these securities are owned directly by yorktown energy partners x, l.p. ("yorktown x"). the reporting person is a member and manager of yorktown x associates llc, the general partner of yorktown x company lp, the general partner of yorktown x.
f6 these securities are owned directly by yorktown energy partners xi, l.p. ("yorktown xi"). the reporting person is a member and manager of yorktown xi associates llc, the general partner of yorktown xi company lp, the general partner of yorktown xi.
f7 these securities are owned directly by yt brigham co investment partners, lp ("yt brigham"). the reporting person is a member and manager of yt brigham associates llc, the general partner of yt brigham company lp, the general partner of yt brigham.
f8 these shares were sold in multiple transactions at varying prices specified in the march form-4s.
f9 on march 31, 2021, yorktown ix requested that 6,154 shares of class b common stock and 6,154 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 6,154 shares of class a common stock.
f10 on march 31, 2021, yorktown x requested that 63,174 shares of class b common stock and 63,174 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 63,174 shares of class a common stock.
f11 on march 31, 2021, yorktown xi requested that 25,417 shares of class b common stock and 25,417 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 25,417 shares of class a common stock.
f12 on march 31, 2021, yt brigham requested that 50,703 shares of class b common stock and 50,703 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 50,703 shares of class a common stock.
f13 such units were sold in multiple transactions by the broker of the holder of these securities at varying prices specified in the form-4s filed on may 20, 2021, may 24, 2021, may 27, 2021, june 2, 2021, june 8, 2021, june 11, 2021 and june 23, 2021, and all subject to a future redemption. on june 25, 2021, such future redemption was effected.
f14 on june 18, 2021, yorktown ix requested that 47,912 shares of class b common stock and 47,912 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 47,912 shares of class a common stock.
f15 on june 18, 2021, yorktown x requested that 491,762 shares of class b common stock and 491,762 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 491,762 shares of class a common stock.
f16 on june 18, 2021, yorktown xi requested that 197,854 shares of class b common stock and 197,854 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 197,854 shares of class a common stock.
f17 on june 18, 2021, yt brigham requested that 394,680 shares of class b common stock and 394,680 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 394,680 shares of class a common stock.
f18 includes 7,692 restricted stock units awarded on may 26, 2021 pursuant to the brigham minerals, inc. 2019 long term incentive plan. the award vests in full on the first anniversary of the grant date, subject to continued employment through the vesting date.
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