Form Type: 4

SEC EDGAR Link
Accession Number:0001140361-21-024596
Date:2021-07-14
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 2021-07-14 C 4,568 d $0.00 128,741 indirect f4
CLASS A COMMON STOCK 2021-07-14 C 4,568 a $0.00 4,568 indirect f4
CLASS A COMMON STOCK 2021-07-14 S 4,568 d $0.00 0 indirect f4
CLASS B COMMON STOCK 2021-07-14 C 46,890 d $0.00 1,321,449 indirect f5
CLASS A COMMON STOCK 2021-07-14 C 46,890 a $0.00 46,890 indirect f5
CLASS A COMMON STOCK 2021-07-14 S 46,890 d $0.00 0 indirect f5
CLASS B COMMON STOCK 2021-07-14 C 18,864 d $0.00 531,668 indirect f6
CLASS A COMMON STOCK 2021-07-14 C 18,864 a $0.00 18,864 indirect f6
CLASS A COMMON STOCK 2021-07-14 S 18,864 d $0.00 0 indirect f6
CLASS B COMMON STOCK 2021-07-14 C 37,632 d $0.00 1,060,570 indirect f7
CLASS A COMMON STOCK 2021-07-14 C 37,632 a $0.00 37,632 indirect f7
CLASS A COMMON STOCK 2021-07-14 S 37,632 d $0.00 0 indirect f7
CLASS A COMMON STOCK 2021-07-14 0 $0.00 26,564 f13 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 2021-07-14 deemed execution date C 4,568 (d) class a common stock 4,568 $0.00 128,741 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-07-14 deemed execution date C 46,890 (d) class a common stock 46,890 $0.00 1,321,449 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-07-14 deemed execution date C 18,864 (d) class a common stock 18,864 $0.00 531,668 indirect see footnote
BRIGHAM MINERALS HOLDINGS, LLC UNITS 0.0 2021-07-14 deemed execution date C 37,632 (d) class a common stock 37,632 $0.00 1,060,570 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 the form 4 filed on june 23, 2021 (the "june form-4") 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"). on july 14, 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 june form-4.
f9 on june 25, 2021, yorktown ix requested that 4,568 shares of class b common stock and 4,568 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 4,568 shares of class a common stock.
f10 on june 25, 2021, yorktown x requested that 46,890 shares of class b common stock and 46,890 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 46,890 shares of class a common stock.
f11 on june 25, 2021, yorktown xi requested that 18,864 shares of class b common stock and 18,864 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 18,864 shares of class a common stock.
f12 on june 25, 2021, yt brigham requested that 37,632 shares of class b common stock and 37,632 common units be redeemed, and brigham llc elected to redeem such securities for an aggregate of 37,632 shares of class a common stock.
f13 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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